Sample Business Contracts

Promissory Note - UC Hub and William A. Mueller

Sponsored Links

                                PROMISSORY NOTE

Los Angeles, California
$25,000                     September 17, 2004

                         TIME AUTOMATIC CONVERSION NOTE
1.   90  business  days  after  the  date of this Note, UC HUB, a public company
     traded  under  the ticker symbol of UCHB, the undersigned Maker, promise to
     pay  to  the  order  of  William A. Mueller, an accredited investor, or his
     assignee ("Payee")  the sum of $25,000 in stock at Friday's closing selling
     price which is September 17, 2004 or at a 50% discount off the price of the
     stock  on the  due  date of Dec 15, 2004 whichever is the lesser. Principal
     under  this  Note shall be paid in R144 stock. Mr. Mueller has reviewed the
     Public  Company's filings,  business  plan and has discussed this automatic
     conversion  note  with management this debt is not associated to or in lieu
     of  any  other  contractual  or  legal  obligation  to Payee other than the
     following  options.  "Payee"  shall  receive in addition, an option for two
     years  on  4100  shares  of  R144 stock in the public entity, UCHB at a 20%
     discount  off the price of the stock the day this Promissory Note is funded
     and  upon  the  full  execution  and  acceptance  of  this Promissory Note.


2.   All liabilities of the undersigned to the Payee, including this Note, will,
at  the  option  of  the  Payee,  mature  and become due and payable immediately
without  presentment  or  notice  no  sooner  than 90 days from the date of this
signed  Note or on any date thereafter at the sole discretion of Mr. Mueller. In
addition,  this  Note  and  all  other obligations, direct or contingent, of any
Maker  or  endorser  of  this  Note  to  the  Payee  will become due and payable
immediately,  without  presentment  or  notice, if:

          (1)  Maker fails to make the required payment when due.

          (2)  Maker or any endorser, surety, or guarantor of this Note:

               (i)     Fails,  after demand, to furnish financial information or
                       to permit Inspection of any books or records.
               (ii)    Suspends business.
               (iii)   Becomes insolvent or offers settlement to any creditors.
               (iv)    Files  a  petition  in  bankruptcy,  either  voluntary or
               (v)     Institutes  any  proceeding  under  any  bankruptcy  or
                       Insolvency laws relating to the relief of debtors.
               (vi)    Gives notice of any intended bulk sale.
               (vii)   Makes  an  assignment  for  the  benefit  of  creditors.
               (viii)  Mortgages,  pledges,  assigns,  or transfers any accounts
                       receivable  or  other  property,  in  trust or otherwise,
                       without the written consent of the Payee.
               (ix)    Makes  any false statement or representation orally or in
                       writing, fails to furnish information, or fails to permit
                       inspection  of  any  books  or  records  on demand of the
               (ix)    Fails to pay any obligation when due.

          (3)  Payee  or holder discovers that any misrepresentation was made to
payee on or behalf of Maker to obtain credit or an extension of credit.

          (4)  Any  legal  action  is  commenced  against Maker or any endorser,
surety, or guarantor, including:

               (i)  Entry of judgment.

               (ii) Issuance  of  a  writ  of  attachment, order of garnishment,
                    order  or  subpoena in supplementary proceedings, execution,
                    or similar process.

                                COLLECTION COSTS

          5.  If this Note is not paid in full when it becomes due, Maker agrees
          to  pay  all  collection  costs,  including,  but  not  limited to all
          attorney  and court fees necessary to enforce or collect this Note for
          nonpayment  at  maturity.


          6.  Maker  waives  trial  by  jury in any litigation arising out of or
relating  to  this  Note  in  which Payee or a holder of this Note is an adverse
party  and  further  waives  the  right  to  interpose  any defense, set-off, or
counterclaim  of  any  nature  or description, which rights are expressly waived
except as  provided  by  law.

                                  GOVERNING LAW

          7.  This Note will be governed by the laws of the State of California,
including the Uniform Commercial Code in force in the State of California.


/s/ Larry Wilcox

Its President/CEO

Larry Wilcox


10390 Commerce Center Drive, Suite 250

Rancho Cucamonga, California 91730

909 945 8563 Phone

888 526 5266 FAX

FEDEX: Larry Wilcox

10 Appaloosa Lane

West Hills, CA 91307

818 887 6876


Bank Info


Union Bank of California

5855 Topanga Canyon Blvd

Woodland Hills, CA 91367

Account # 1290042846

Routing # 122000496

Contact at Union Bank - Heiga - 818 595 2067