Exhibit 10.1
LINE OF CREDIT AGREEMENT
THIS AGREEMENT made November 26, 2012, between COVENTRY CAPITAL LLC (the
"Lender"), a Delaware limited liability company, of 0000 Xxxxxx Xxxxxx, Xxxxx
000, Xxxxxxxxxx, XX 00000-0000; and VUMEE INC. (the "Borrower"), a Nevada
company having an office at 00 Xxxx Xxxxxx Xxxx, Xxxxx 000, Xxxxxxx Xxxxx, XX
00000; WITNESSES THAT in consideration of the Lender providing a line of credit
to the Borrower, the parties agree as follows:
1. Line of Credit. The parties acknowledge the Lender has provided a line of
credit to the Borrower in the principal amount of up to $2,000,000.00 United
States currency. The Lender shall advance funds at its sole discretion up to the
aforesaid maximum amount when and as directed by the Borrower.
2. Payment. The Borrower shall pay to the Lender the amount of all indebtedness
owing by the Borrower to the Lender in respect of this Agreement on November 26,
2013, and shall pay interest thereon annually at the rate of eight per cent per
annum calculated annually.
3. Evidence of Indebtedness. The Borrower shall deliver to the Lender from time
to time, in form and substance satisfactory to the Lender, promissory notes or
other acknowledgement of debt evidencing the amount of all indebtedness owing by
the Borrower to the Lender in respect of this Agreement. In the absence of
promissory notes, the Borrower agrees that the statement of account prepared by
the Lender shall be conclusive evidence of the amount of indebtedness owing by
the Borrower to the Lender in respect of this Agreement.
4. Interpretation. All words denoting the singular shall be pluralized
throughout this Agreement as the context requires and all words denoting gender
shall be construed at the context requires and will include a body corporate
where the context requires.
5. Notices. Any notice or statement may be delivered or mailed by prepaid
ordinary mail to the Borrower at the address set out above, and the Borrower
shall be deemed to have received such notice or statement on the date of
delivery if delivered, and five days after mailing if mailed.
6. Enurement. This Agreement is in addition to any other debt instrument,
security or agreement between the Lender and the Borrower, and shall enure to
the benefit of the Lender, its successors and assigns, and shall be binding on
the Borrower, its successors and assigns.
7. Proper Law. This Agreement shall be governed by and construed in accordance
with the laws of Delaware.
8. Conversion. The Lender may convert all or any part of the indebtedness owing
by the Borrower to the Lender into shares of the Borrower at a price which
equals the closing price of the Borrower's common shares on the OTC market on
the trading day which precedes the date that the Lender notifies the Borrower of
such conversion.
IN WITNESS WHEREOF the parties have executed this Agreement as of the day and
year first above written.
COVENTRY CAPITAL LLC VUMEE INC.
Per: /s/ authorized signatory Per: /s/ authorized signatory
-------------------------------- --------------------------------
Authorized Signatory Authorized Signatory
