REVOLVING LINE OF CREDIT AGREEMENT
WHEREAS EL MORO FINANCE LTD., a Tortola, British Virgin Islands registered
company ("El Moro"), of Pasea Estate, Road Town, Tortola, B.V.I.; and
WHEREAS ECOMM RELATIONSHIP TECHNOLOGIES (ISLE OF MAN) LIMITED, and
Isle of Man registered company, ("EIOM") of Xxxxxxxxxxxxx Xxxxx, Xxxxxx Xxxx,
Xxxxxxxx
Road, Xxxxxxx, Isle of Man; and
WHEREAS XXXXXXXX.XXX CORPORATION, a Florida based corporation ("Cyberoad") with
its head office at Oficentro Sabana Sur, Edificio 7, 5 Pesa, San Xxxx, Costa
Rica.
HEREBY AGREE TO THE FOLLOWING RECITALS, TERMS AND CONDITIONS, AND ENTER INTO
THIS AGREEMENT AS OF THE 24th DAY OF FEBRUARY, 2000;
RECITALS
For consideration and interest paid, El Moro, hereby agrees to provide to
Cyberoad, a revolving line of credit in the amount of U.S.$200,000.00, available
as of the date first written above.
TERMS & CONDITIONS
1. El Moro will make available to the Cyberoad, a revolving line of credit
in the amount of U.s.$ 200,000.00, as of February 24, 2000, for a full-term of 5
years from the date of entitlement. Such amount can be increased at any time
under the same terms and conditions herein at the sole discretion of El Moro.
2. Notice of foreclosure can be issued by El Moro only upon 2 consecutive
months or
60 days of non-payment by Cyberoad, as outlined herein, and such notice must be
provided by 30 days written notice to Cyberoad.
3. Such line of credit will be administered from Swiss representative
office, Todistr.51, P0 Box 1059, XX-0000 Xxxxxx.
4. Such line of credit will not be subject to penalties or any additional
provisions other than as provided for in this Agreement, including but not
limited to, penalties for early payment or for non-use of funds.
5. This Agreement is binding and in full-effect as of February 24, 2000 and
is governed by the laws of Zurich Switzerland.
CONSIDERATION
6. Cyberoad, upon advance of funds only, agree to provide to El Moro
interest payments of a compounded annual rate of 10% of the funds advanced per
annum only, or compound annual interest payments of prime (Switzerland) + 2 of
the funds advanced, per annum only, for the first year of instatement of the
revolving line of credit, due and payable on the first day of every month.
7. Cyberoad, upon completion of the first year of instatement of the
revolving line of credit, agree to provide to El Moro interest as described in
item 6 above plus principal payments, due and payable on the first day of every
month.
8. In the case of missed interest or principle payments or any portion
thereof, Cyberoad agrees to provide to El Moro, standard interest payments on
any outstanding amounts due and payable.
9. Cyberoad agrees to furnish to El Moro, as additional consideration for
the open revolving line of credit, the ownership of the domain name xxxxx.xxx
and the European wide trademark to the name eBanx., which is currently owned by
eComm Relationship Technologies (Isle of Man) Limited ("eComm") The rights to
the name xXxxx.xxx is transferred upon the signing of this agreement whether any
money is accepted or not and is not affected by El Moro's decision to let eComm
continue to use the domain name for its current use. Should eComm continue to
use the domain xxxxx.xxx, it will change to another domain not less than 30 days
after getting written notice of the fact that El Moro want to take over
possession of the domain and
10. Cyberoad also gives El Moro first claim against any and all assets of
Xxxxxxxx.xxx as compensation should Xxxxxxxx.xxx not be able to pay it
obligations to El Moro as outlined herein, and agrees not to encumber any assets
of Xxxxxxxx.xxx in any way as long as any monies under this agreement are
outstanding.
EXECUTION IN COUNTERPART
11. This instrument may be executed in counterpart by the parties hereto, in
as many counterparts as may be necessary, and each instrument shall be deemed to
be an original. Such counterparts together shall constitute one and the same
instrument, and shall bear the date first written above.
NOTICES
12. Addresses, for all parties, for delivery of all notices, shall be as set
out and described in full, above.
CONVERSION
13. Cyberoad agrees that at the sole discretion of El Moro, any outstanding
monies owing for a period of 2 consecutive months or 60 days, con be converted
into freely-traded shores in the parent company, Xxxxxxxx.xxx Corporation, at
current market prices as at the date first written above, February 24, 2000,
plus the maximum discount allowed under existing Securities arid Exchange Act
rules and regulations.
HEREBY ACKNOWLEDGED AND AGREED TO THIS 24th DAY OF FEBRUARY, 2000 BY AND
BETWEEN:
EL MORO FINANCE LTD.
/s/ Xxx-Xxxxx Xxxxxxxxxx /s/ Xxxxxxx Xxxx
Xxx-Xxxxx Xxxxxxxxxx, Xxxxxxx Xxxx
Director Director
ECOMM RELATIONSHIP TECHNOLOGIES
(ISLE OF MAN) LIMITED
/s/ Xxxxx Xxxxxx
Xxxxx Xxxxxx,
Director
XXXXXXXX.XXX CORPORATION
/s/ Xxxx Xxxxxx
Xxxx Xxxxxx.
Director
