POCKETFINDER LLC CONVERTIBLE NOTE
EXHIBIT
4.1
POCKETFINDER
LLC
$_______________
PocketFinder
LLC , a limited liability company duly organized and existing under the laws
of
California (herein referred to as the “Company”), for value received, hereby
promises to pay to _________________________________, the principal sum of
$____________________ in 12 months, at the office or agency of the Company
in
Anaheim, California, in such coin or currency of the United States of America
as
at the time of payment is legal tender for the payment of public and private
debts, and to pay interest on said principal sum at the rate of 8% per annum,
at
said office or agency, in like coin or currency.
At
the
option of the Company, this Note or any portion hereof, plus any accrued
and
unpaid interest may be converted into:
• shares
of the common stock of any corporation which acquires the Company on the
basis
of one share for each $1.00 of principal or interest converted. Any
such conversion of this note into shares of the acquired corporation must
take
place within five days after the date the acquisition closes,
or
• the
Company’s Class A membership units on the basis of one Class A membership unit
for each $50,000 of principal and/or interest converted, it being understood
that if less than $50,000 of principal and/or interest is converted a
proportional fraction of a Class A membership unit will be issued upon
conversion.
This
Note
may be prepaid at any time, at the option of the Company, in whole or in
part,
from time to time and upon notice given not less than 30 days before the
date
fixed for prepayment and mailed to the holder at the address shown
below.
Upon
any
default in the payment of principal or interest, or upon the failure to issue
any securities to which the holder is entitled upon conversion, the holder
of
this Note will be entitled to all costs of collection, including reasonable
attorney’s fees.
This
Note
shall be deemed to be a contract made under the laws of the State of California
and for all purposes shall be construed in accordance with the laws of
California.
Dated: _______________
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By
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President
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Address
of Holder:
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