Exhibit 10.4
10% CONVERTIBLE NOTE
DEMAND FOR EXERCISE
Dated: December 15, 2000
The 10% Convertible Note, as evidenced by the attached copy, was entered into on
the 28th day of January 2000, by and between TMA, Inc., a Nevada corporation,
the lender and Xxxxx Xxxx Aqua, Inc., a Wyoming corporation, the borrower.
Pursuant to the provisions of 10% Convertible Note, the lender, TMA, Inc.,
hereby determines that it is in the best interest of the shareholders of TMA,
Inc. to convert the loan into Common Shares, par value $0.01 per share, of Xxxxx
Xxxx Aqua, Inc. The shareholder list is attached for the preparation of the
stock certificates. TMA, Inc. will change their corporate name upon the receipt
of the stock certificates of Xxxxx Xxxx Aqua, Inc. Upon receipt of this notice
for the conversion of the 10% Convertible Note, Xxxxx Xxxx Aqua, Inc. should
issue certificates totaling 994,800 to the shareholders of the TMA, Inc. common
stock. The Computation for issuing the shares is as follows:
Principal Amount of 10% Convertible Note $391,182.03
Interest from January 28, 2000 through December 15, 2000
Interest is computed on 318 days at the rate of $108.66 per day 34,553.88
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Total amount due upon conversion $425,735.91
Conversion rate of $0.4279613 per share converts into 994,800 Common Shares
This notice to convert is executed on behalf of TMA, Inc. the lender.
Witnessed: /s/ Xxxxxxx X. Xxxxxxxx
----------------------------------------
Lender:
TMA, Inc.
/s/ Xxxxxx X. Xxxxxxxx 0000 Xxxxx Xxxxx Xx Xxxxxx
---------------------------------- Xxx Xxxxx, Xxxxxx 00000
Witness: Xxxxxxx X. Xxxxxxxx
Chief Executive Officer
ATTACHMENT #
TMA, INC.
0000 XXXXX XXXXX XX XXXXXX
XXX XXXXX, XXXXXX 00000
(000) 000-0000
COMPUTATION FOR DISTRIBUTION OF SHARES
SHAREHOLDERS THAT PURCHASED SHARES AT $4.00 PER SHARE WILL RECEIVE FOUR SHARES
OF XXXXX XXXX AQUA, INC. SHARES FOR EACH SHARE OF TMA, INC. PURCHASED.
111,200 SHARES WERE PURCHASED AT $4.00
THIS WILL REQUIRE 444,800 SHARES TO COMPLETE
SHAREHOLDERS THAT PURCHASED SHARES AT $0.25 PER SHARE WILL RECEIVE 1 SHARE OF
XXXXX XXXX AQUA, INC. FOR EACH SHARE OF TMA, INC. THAT THEY PURCHASED.
400,000 SHARES WERE PURCHASED AT $0.25
THIS WILL REQUIRE 400,000 SHARES TO COMPLETE
THE FOUNDING SHAREHOLDERS OF TMA, INC. WILL RECEIVE A TOTAL OF 150,000 SHARES OF
XXXXX XXXX AQUA, INC. FOR THEIR 600,000 SHARES OF TMA, INC. THIS WILL BE
ADDITIONAL COMPENSATION FOR THEIR TIME AND EFFORTS TO MAKE EVERYTHING WORK AND
PROVIDING THE VEHICLE FOR XXXXX XXXX AQUA, INC. TO HAVE FUNDS AVAILABLE.
THIS WILL REQUIRE 150,000 SHARES TO COMPLETE
TOTAL NUMBER OF SHARES OF XXXXX XXXX AQUA, INC. TO COMPLETE THE LIQUIDATION
PROCESS AND ELIMINATE ANY FUTURE PROBLEMS WITH THE SHAREHOLDERS OF BOTH
COMPANIES.
994,800 SHARES
