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EXHIBIT 10.21
LOAN AGREEMENT
THIS AGREEMENT is made and dated for reference the 16th day of March,
1998
BETWEEN:
MODERN RECORDS, INC., a company duly incorporated under the laws
of the State of California and having an office at 000 Xxxxx
Xxxxxx Xxxxx, Xxxxxxx Xxxxx, Xxxxxxxxxx, X.X.X., 00000
(the "COMPANY")
OF THE FIRST PART
AND:
XXXXXXX XXXXXXX, President of Modern Records, Inc., of 000 Xxxxx
Xxxxxx Xxxxx, Xxxxxxx Xxxxx, Xxxxxxxxxx, X.X.X., 00000
("LENDER A")
OF THE SECOND PART
AND:
XXXXXXX XXXXXX, businessman, of 000 - 00xx Xxxxx, Xxxx Xxx
Xxxxxx, Xxxx, X.X.X., 00000
("LENDER B")
OF THE THIRD PART
WHEREAS:
A. The Company requires financing for accounts payable, general overhead
expenses and expenses associated with signing up new artists;
B. Lender A and Lender B (collectively the "LENDERS") have provided
funds in the total of $25,000 U.S. (Lender A as to $12,500 U.S. and Lender B as
to $12,500 U.S.) to the Company (the "LOAN") for financing for accounts payable,
general overhead expenses and expenses associated with signing up new artists;
C. The ability of the Company to repay the Loan is not evident;
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NOW THEREFORE THIS AGREEMENT WITNESSES that for and in consideration of
the sum of Ten Dollars paid by each of the parties hereto to the other (the
receipt and sufficiency whereof is hereby acknowledged), the parties hereto
covenant and agree as follows:
1. The Lenders hereby agree to advance to the Company the sum of $25,000
U.S. (Lender A as to $12,500 U.S. and Lender B as to $12,500 U.S.) for financing
for accounts payable, general overhead expenses and expenses associated with
signing up new artists.
2. The Loan, or as much thereof as is outstanding from time to time,
will bear interest from the date of advance at the rate of 10% per annum.
3. The principal amount of the Loan, together with interest accrued
thereon, will be payable two years from the date of advance i.e. March 16, 2000,
unless otherwise extended by mutual agreement in writing by the parties hereto.
4. The Company may repay at any time, without notice, bonus or penalty,
all or any part of the Loan, together with interest accrued thereon.
5. The Company represents and warrants that the Loan is to be used
solely for its corporate purposes.
6. In consideration of the granting of the Loan, the Company agrees to
issue share purchase warrants entitling the holders thereof to purchase up to a
total of 95,050 shares of the Company (as to 47,525 to Lender A and as to 47,525
to Lender B). Each warrant is exercisable for a period of two years at an
exercise price of $0.15 Cdn. during the first year and at a price of $0.17 Cdn.
during the second year.
7. This agreement may be executed in several parts in the same form and
such parts as so executed will together constitute one original agreement, and
such parts, if more than one, will be read together as if all the signing
parties hereto had executed one copy of this agreement.
8. This agreement shall enure to the benefit of and be binding upon the
parties hereto and their respective heirs, executors, administrators, and
successors.
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IN WITNESS WHEREOF the parties hereto have hereunto caused these
presents to be executed as of the day and year first above written.
THE COMMON SEAL of )
MODERN RECORDS, INC. )
was hereunto affixed in )
the presence of: )
_____________________________ ) c/s
Authorized signatory )
SIGNED, SEALED AND DELIVERED )
by XXXXXXX XXXXXXX )
in the presence of: ) /s/ Xxxxxxx Xxxxxxx
_____________________________ ) --------------------------------
Witness ) Xxxxxxx Xxxxxxx
SIGNED, SEALED AND DELIVERED )
by XXXXXXX XXXXXX )
in the presence of: ) /s/ Xxxxxxx Xxxxxx
_____________________________ ) --------------------------------
Witness ) Xxxxxxx Xxxxxx
