Exhibit 10.1
REVOLVING CREDIT NOTE
$150,000 Date: August 15, 2005
FOR VALUE RECEIVED, the undersigned, INTERACTIVE GAMES, INC., a Florida
corporation (the "Borrower"), HEREBY PROMISES TO PAY to the order of Millennium
Opportunity Fund (the "Lender"), upon demand six (6) months from the date
hereof, at its office designated from time to time, in lawful money of the
United States, the principal amount of One Hundred Fifty Thousand Dollars
($150,000) or the aggregate unpaid principal amount of all loans made to the
Borrower by the Lender, whichever is less, and to pay interest from the date of
the Revolving Credit Note on the unpaid principal amount of this Revolving
Credit Note, in like money or with shares of the Borrower's common stock, at
such office and at the time of the payment of the principal amount hereof, at a
rate per annum of eight percent (7 1/2 %) per annum, and with the principal
balance and all accrued interest being due and payable twelve (12) months from
the date hereof. All payments on account of this indebtedness evidenced by this
Revolving Credit Note shall be applied first to interest accrued on this unpaid
principal balance and the remaining to principal.
The Borrower hereby authorizes the Lender to endorse on the Schedule
annexed to this Revolving Credit Note the amount and type of all revolving
credit loans made to the Borrower, all renewals and payments of principal
amounts in respect of such revolving credit loans, and the outstanding principal
amount of all revolving credit loans; provided, however, that the failure to
make such notation with respect to any revolving credit loan or payment shall
not limit or otherwise affect the obligation of the Borrower under this
Revolving Credit Note.
This Note is secured by certain assets described in that certain Loan
Agreement between Xxxxxx and Xxxxxxxx dated as of August 2005. In the event of
any default in the performance of any obligation under this Note, and in
addition to the rights and remedies contained in the succeeding paragraph of
this Revolving Credit Note or such Loan Agreement, Lender shall have all of the
rights and remedies of a secured party under the Uniform Commercial Code, other
applicable statutes and related laws of the State of Florida. Such rights and
remedies shall include the right to sell or otherwise dispose of such collateral
or the interests represented thereby. This Note may be prepaid in whole or in
part at any time during the term hereof together with related accrued interest
on the principal amount of this Revolving Credit Note to be prepaid.
In the event of any default in any payment on this Revolving Credit Note,
then in lieu of the rate of interest set forth above, and after such default,
this Revolving Credit Note shall bear interest computed from the date of such
default at one and one-half percent (1 1/2%) per month, but in any event not in
excess of the legally prescribed rate for instruments of this kind. The term
"event of default" as used herein, shall mean (i) the failure of Borrower to
make any payments under the Revolving Credit Note, or (ii) the breach by
Borrower of any term or condition of that certain Loan Agreement dated as of
August 15, 2005, which breach shall continue for ten (10) days after notice of
default, such notice to be delivered to Borrower by registered, certified or
overnight mail duly recorded at the principal office of the Borrower.
Any provision hereof which may prove unenforceable under any law shall not
affect the validity of any other provision hereof.
Borrower hereby waives presentment for payment, protest and notice of
protest and all other notices or demands in connection with the delivery,
acceptance, performance, default or endorsement of this Revolving Credit Note.
INTERACTIVE GAMES, INC.
By: /s/ X. Xxxxxxxx
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Xxxxxxx Xxxxxxxx, President
