A Form of CONVERTIBLE DEBENTURE NOTE (Stock Purchase Agreement Attached) Number USCS ___________
A
Form of
CONVERTIBLE DEBENTURE NOTE (Stock Purchase Agreement Attached) Number USCS
___________
USCORP,
A
Nevada, U.S.A. Corporation (the “Company”), for value received pursuant to a
Stock Purchase Agreement hereby promises to pay to ____________________, located
at 1_______________________________________, (the “Payor” and “Note Holder”) the
sum of $_____________.00 USD, payable as follows: Payor agrees to fund the
above
amount on or before ________, 20___ to USCorp. This note becomes effective
upon
receipt of above funds via wire transfer to USCorp’s Bank account at
________________, _____________, U.S.A. The USCorp and Payor are jointly
referred to as the “Parties”.
1.
Principal of USD ____________.00 due and payable on ______, 20___.
2.
Interest at the rate of 4% (four percent) of the unpaid balance per annum for
a
term of two and one half (2 ½) years.
3.
Interest payments to be made in the amount of $_______.00 USD payable annually
for the period commencing with the first interest payment due on _________,
20___ and continuing annually thereafter in arrears.
USCorp
reserves the right to pay all or any portion of the principal amount of this
Note upon any interest payment date. Interest shall cease on any principal
amount so paid.
The
Parties hereto acknowledge that this Convertible Debenture Note (the “Note”) is
a corporate obligation of USCorp and is based upon the present financial
condition of USCorp. No warrants or representations as the credit worthiness
or
value of any property which is the subject of this Note have been made by either
party except as contained herein and as reflected in the current financial
records of USCorp.
Subject
to the written Stock Purchase Agreement, Holder may convert this Debenture
into
common stock of USCORP upon 30 days written notice to USCorp. Holder may
purchase stock at $0.125 USD per share any time during the two and one half
(2
½) year period of this note regardless of the then existing market value of
USCorp Common Stock.
Payment
to the registered Holder hereof of principal and interest shall be a complete
discharge of USCORP's liability with respect to such payment but the Company
may
at any time require the presentation hereof of this Debenture Note as a
condition precedent to such payment.
In
the
event of default in the payment of the principal or interest on this Debenture
and should the said default continue for a period of thirty (30) days, after
written notice, then the entire unpaid principal amount of this Debenture Note
and any interest thereon shall become immediately due and payable. All notices
of default shall be sent to _______________, located at
___________________________.
If
for
any reason whatsoever either party is required to resort to litigation to
enforce any portion of this Debenture, then the prevailing party shall be
entitled to recover reasonable attorney fees and costs.
In
the
event of litigation the parties hereto agree that the laws of the State of
Nevada shall govern the interpretation of this Debenture.
The
Debenture has not been registered pursuant to or under the securities law of
any
state or federal agency; it is issued pursuant to an exemption from the
registration requirement of the United States Securities Acts of 1933 and 1934,
as amended.
IN
WITNESS WHEREOF, the Corporation has signed and sealed this Debenture Note
on
the ______th
day of
________, 20___.
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By:
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Xxxxxx
Xxxxx, Chairman and CEO
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USCorp
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0000
X Xxxxxx Xxxxxx, Xxxxx 000
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Xxx
Xxxxx, XX 00000
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