Showtime Networks, Inc.Promissory Note • June 24th, 2008 • Proelite, Inc. • Services-amusement & recreation services
Reference is hereby made to that certain Promissory Note dated December 17, 2007 (the "Existing Note"). This confirms our agreement to extend the maturity of the Existing Note from December 17, 2008 to March 31, 2009. Accordingly, all obligations contained in the Existing Note which are to be performed on or before December 17, 2008 must now be performed on or before March 31, 2009. Except as amended hereby, the Existing Note shall remain in full force and effect.
ContractSenior Secured Note • June 24th, 2008 • Proelite, Inc. • Services-amusement & recreation services • California
THIS NOTE (AS DEFINED BELOW) HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS. THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR (B) AN EXEMPTION FROM SUCH REGISTRATION REQUIREMENTS.
SECURITY AGREEMENTSecurity Agreement • June 24th, 2008 • Proelite, Inc. • Services-amusement & recreation services • California
THIS SECURITY AGREEMENT (the “Security Agreement”) is made as of June __, 2008 by ProElite, Inc., a New Jersey corporation (the “Company”), each of the subsidiaries of the Company listed on the signature pages hereto (the “Subsidiary Grantors” and, together with the Company, collectively, the “Grantors”), and Showtime Networks, Inc., a ______ corporation (“Secured Party”), with reference to the following facts:
SENIOR SECURED NOTE PURCHASE AGREEMENTSenior Secured Note Purchase Agreement • June 24th, 2008 • Proelite, Inc. • Services-amusement & recreation services • California
THIS SENIOR SECURED NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of June __, 2008, among PROELITE, INC., a New Jersey corporation (the “Company”), and Showtime Networks, Inc. (“Purchaser”).
