Exhibit 10.9.1
PROMISSORY NOTE
---------------
AUD$25,000 As of 11 May, 2005
FOR VALUE RECEIVED, the undersigned, FIT FOR BUSINESS INTERNATIONAL,
INC., a corporation whose address is 10/27 Mayneview St, Milton, QLD, Australia
("Maker") agrees to pay to the order of FORT STREET EQUITY, a corporation whose
address is 866 George Town, Grand Cayman Islands ("Holder"), the principal sum
of TWENTY FIVE THOUSAND (AUD$25,000.00) Australian Dollars plus interest as set
forth below. The outstanding principal amounts of this Note shall be payable in
full, together with accrued interest thereon on December 31, 2009 (the "Maturity
Date"). Interest on the outstanding principal amount of this Note shall accrue,
in arrears, at the rate per annum equal to the five percent (5%), calculated on
the basis of a year three hundred and sixty (360) days. Accrued interest shall
be paid bi-annually and on the Maturity Date. In lieu of paying the accrued
interest in cash, at the option of the Maker, other than the amount of interest
due on the maturity date or upon the acceleration of this note, the accrued
interest shall be capitalized and added to the outstanding principal amount of
this Note.
Maker hereby waves presentment, demand, notice, protest, the benefit of
any homestead exemption law of any state and all other formalities in connection
with the delivery, acceptance, performance or enforcement of this Note. Any
failure by Holder to exercise any right hereunder shall not be construed as a
waiver or the right to exercise the same or any other right at any other time or
times. The waiver by Holder of a breach or default of any provision of this Note
shall not operate or be construed as a waiver of any subsequent breach or
default thereof.
If Maker fails to make payments required hereunder on December 31, 2009
and such failure to pay continues for a fifteen (15) day period after the
payment is due, it shall constitute a default under this Note. If payment in
full is not made on such date, interest shall accrue at the rate of 7% per
annum.
Upon the occurrence or any default under this Note, Holder shall provide
written notice to Maker of such default. If Maker fails to cure such default
within ten (10) days after receipt of Holder's notice, the entire balance of
this Note shall be immediately due and payable.
This Note shall be binding upon, and inure to the benefit of Maker,
Holder and their respective successors and assigns.
This Note may not be transferred, sold, pledged, hypothecated or assigned
by the Holder nor may the Holder grant a security interest in this Note to any
of its Lenders or other third parties, without the prior written consent of the
Maker, which consent may be granted or withheld by the Maker in the Maker's sole
discretion.
Notwithstanding anything to the contrary and forth hereto, this Note
shall be not to be recourse to the Maker.
This Note shall be construed and governed by the laws of the State of
Queensland, Australia. The provisions of this Note are severable and the
invalidity or unenforceability of any provision shall not alter or impair the
remaining provisions of this Note.
BY: /s/ Mitchell Stough BY: /s/ Mark Poulsen
----------------------------- -------------------------------
FORT STREET EQUITY Mark Poulsen
FIT FOR BUSINESS INTERNATIONAL Inc.
WITNESS: /s/ Prins Ralston
Address: 80 Windermere Avenue
Sinnamon Park, Queensland
PROMISSORY NOTE
---------------
US$15,000 As of 19 June, 2005
FOR VALUE RECEIVED, the undersigned, FIT FOR BUSINESS INTERNATIONAL,
INC., a corporation whose address is 10/27 Mayneview St, Milton, QLD, Australia
("Maker") agrees to pay to the order of FORT STREET EQUITY, a corporation whose
address is 866 George Town, Grand Cayman Islands ("Holder"), the principal sum
of FIFTEEN THOUSAND(US$15,000.00) US Dollars plus interest as set forth below.
The outstanding principal amounts of this Note shall be payable in full,
together with accrued interest thereon on December 31, 2009 (the "Maturity
Date"). Interest on the outstanding principal amount of this Note shall accrue,
in arrears, at the rate per annum equal to the five percent (5%), calculated on
the basis of a year three hundred and sixty (360) days. Accrued interest shall
be paid bi-annually and on the Maturity Date. In lieu of paying the accrued
interest in cash, at the option of the Maker, other than the amount of interest
due on the maturity date or upon the acceleration of this note, the accrued
interest shall be capitalized and added to the outstanding principal amount of
this Note.
Maker hereby waves presentment, demand, notice, protest, the benefit of
any homestead exemption law of any state and all other formalities in connection
with the delivery, acceptance, performance or enforcement of this Note. Any
failure by Holder to exercise any right hereunder shall not be construed as a
waiver or the right to exercise the same or any other right at any other time or
times. The waiver by Holder of a breach or default of any provision of this Note
shall not operate or be construed as a waiver of any subsequent breach or
default thereof.
If Maker fails to make payments required hereunder on December 31, 2009
and such failure to pay continues for a fifteen (15) day period after the
payment is due, it shall constitute a default under this Note. If payment in
full is not made on such date, interest shall accrue at the rate of 7% per
annum.
Upon the occurrence or any default under this Note, Holder shall provide
written notice to Maker of such default. If Maker fails to cure such default
within ten (10) days after receipt of Holder's notice, the entire balance of
this Note shall be immediately due and payable.
This Note shall be binding upon, and inure to the benefit of Maker,
Holder and their respective successors and assigns.
This Note may not be transferred, sold, pledged, hypothecated or assigned
by the Holder nor may the Holder grant a security interest in this Note to any
of its Lenders or other third parties, without the prior written consent of the
Maker, which consent may be granted or withheld by the Maker in the Maker's sole
discretion.
Notwithstanding anything to the contrary and forth hereto, this Note
shall be not to be recourse to the Maker.
This Note shall be construed and governed by the laws of the State of
Queensland, Australia. The provisions of this Note are severable and the
invalidity or unenforceability of any provision shall not alter or impair the
remaining provisions of this Note.
BY: /s/ Mitchell Stough BY: /s/ Mark Poulsen
----------------------------- -------------------------------
FORT STREET EQUITY Mark Poulsen
FIT FOR BUSINESS INTERNATIONAL Inc.
WITNESS: /s/ Prins Ralston
Address: 80 Windermere Avenue
Sinnamon Park, Queensland
PROMISSORY NOTE
---------------
AUD$3,000 As of 14 September, 2005
FOR VALUE RECEIVED, the undersigned, FIT FOR BUSINESS INTERNATIONAL,
INC., a corporation whose address is 10/27 Mayneview St, Milton, QLD, Australia
("Maker") agrees to pay to the order of FORT STREET EQUITY, a corporation whose
address is 866 George Town, Grand Cayman Islands ("Holder"), the principal sum
of THREE THOUSAND DOLLARS(AUD$3,000.00) Australian Dollars plus interest as set
forth below. The outstanding principal amounts of this Note shall be payable in
full, together with accrued interest thereon on December 31, 2009 (the "Maturity
Date"). Interest on the outstanding principal amount of this Note shall accrue,
in arrears, at the rate per annum equal to the five percent (5%), calculated on
the basis of a year three hundred and sixty (360) days. Accrued interest shall
be paid bi-annually and on the Maturity Date. In lieu of paying the accrued
interest in cash, at the option of the Maker, other than the amount of interest
due on the maturity date or upon the acceleration of this note, the accrued
interest shall be capitalized and added to the outstanding principal amount of
this Note.
Maker hereby waves presentment, demand, notice, protest, the benefit of
any homestead exemption law of any state and all other formalities in connection
with the delivery, acceptance, performance or enforcement of this Note. Any
failure by Holder to exercise any right hereunder shall not be construed as a
waiver or the right to exercise the same or any other right at any other time or
times. The waiver by Holder of a breach or default of any provision of this Note
shall not operate or be construed as a waiver of any subsequent breach or
default thereof.
If Maker fails to make payments required hereunder on December 31, 2009
and such failure to pay continues for a fifteen (15) day period after the
payment is due, it shall constitute a default under this Note. If payment in
full is not made on such date, interest shall accrue at the rate of 7% per
annum.
Upon the occurrence or any default under this Note, Holder shall provide
written notice to Maker of such default. If Maker fails to cure such default
within ten (10) days after receipt of Holder's notice, the entire balance of
this Note shall be immediately due and payable.
This Note shall be binding upon, and inure to the benefit of Maker,
Holder and their respective successors and assigns.
This Note may not be transferred, sold, pledged, hypothecated or assigned
by the Holder nor may the Holder grant a security interest in this Note to any
of its Lenders or other third parties, without the prior written consent of the
Maker, which consent may be granted or withheld by the Maker in the Maker's sole
discretion.
Notwithstanding anything to the contrary and forth hereto, this Note
shall be not to be recourse to the Maker.
This Note shall be construed and governed by the laws of the State of
Queensland, Australia. The provisions of this Note are severable and the
invalidity or unenforceability of any provision shall not alter or impair the
remaining provisions of this Note.
BY: /s/ Mitchell Stough BY: /s/ Mark Poulsen
----------------------------- -------------------------------
FORT STREET EQUITY Mark Poulsen
FIT FOR BUSINESS INTERNATIONAL Inc.
WITNESS: /s/ Sandra Wendt
Address: 30 Cambridge Circle
Forest Lake, Queensland
PROMISSORY NOTE
---------------
AUD$6,600 As of 29th August, 2005
FOR VALUE RECEIVED, the undersigned, FIT FOR BUSINESS INTERNATIONAL,
INC., a corporation whose address is 10/27 Mayneview St, Milton, QLD, Australia
("Maker") agrees to pay to the order of FORT STREET EQUITY, a corporation whose
address is 866 George Town, Grand Cayman Islands ("Holder"), the principal sum
of SIX THOUSAND and SIX HUNDRED(AUD$6,600.00) Australian Dollars plus interest
as set forth below. The outstanding principal amounts of this Note shall be
payable in full, together with accrued interest thereon on December 31, 2009
(the "Maturity Date"). Interest on the outstanding principal amount of this Note
shall accrue, in arrears, at the rate per annum equal to the five percent (5%),
calculated on the basis of a year three hundred and sixty (360) days. Accrued
interest shall be paid bi-annually and on the Maturity Date. In lieu of paying
the accrued interest in cash, at the option of the Maker, other than the amount
of interest due on the maturity date or upon the acceleration of this note, the
accrued interest shall be capitalized and added to the outstanding principal
amount of this Note.
Maker hereby waves presentment, demand, notice, protest, the benefit of
any homestead exemption law of any state and all other formalities in connection
with the delivery, acceptance, performance or enforcement of this Note. Any
failure by Holder to exercise any right hereunder shall not be construed as a
waiver or the right to exercise the same or any other right at any other time or
times. The waiver by Holder of a breach or default of any provision of this Note
shall not operate or be construed as a waiver of any subsequent breach or
default thereof.
If Maker fails to make payments required hereunder on December 31, 2009
and such failure to pay continues for a fifteen (15) day period after the
payment is due, it shall constitute a default under this Note. If payment in
full is not made on such date, interest shall accrue at the rate of 7% per
annum.
Upon the occurrence or any default under this Note, Holder shall provide
written notice to Maker of such default. If Maker fails to cure such default
within ten (10) days after receipt of Holder's notice, the entire balance of
this Note shall be immediately due and payable.
This Note shall be binding upon, and inure to the benefit of Maker,
Holder and their respective successors and assigns.
This Note may not be transferred, sold, pledged, hypothecated or assigned
by the Holder nor may the Holder grant a security interest in this Note to any
of its Lenders or other third parties, without the prior written consent of the
Maker, which consent may be granted or withheld by the Maker in the Maker's sole
discretion.
Notwithstanding anything to the contrary and forth hereto, this Note
shall be not to be recourse to the Maker.
This Note shall be construed and governed by the laws of the State of
Queensland, Australia. The provisions of this Note are severable and the
invalidity or unenforceability of any provision shall not alter or impair the
remaining provisions of this Note.
BY: /s/ Mitchell Stough BY: /s/ Mark Poulsen
----------------------------- -------------------------------
FORT STREET EQUITY Mark Poulsen
FIT FOR BUSINESS INTERNATIONAL Inc.
WITNESS: /s/ Sandra Wendt
Address: 30 Cambridge Circle
Forest Lake, Queensland
PROMISSORY NOTE
---------------
AUD$26,000 As of 29th August, 2005
FOR VALUE RECEIVED, the undersigned, FIT FOR BUSINESS INTERNATIONAL,
INC., a corporation whose address is 10/27 Mayneview St, Milton, QLD, Australia
("Maker") agrees to pay to the order of FORT STREET EQUITY, a corporation whose
address is 866 George Town, Grand Cayman Islands ("Holder"), the principal sum
of TWENTY SIX THOUSAND(AUD$26,000.00) Australian Dollars plus interest as set
forth below. The outstanding principal amounts of this Note shall be payable in
full, together with accrued interest thereon on December 31, 2009 (the "Maturity
Date"). Interest on the outstanding principal amount of this Note shall accrue,
in arrears, at the rate per annum equal to the five percent (5%), calculated on
the basis of a year three hundred and sixty (360) days. Accrued interest shall
be paid bi-annually and on the Maturity Date. In lieu of paying the accrued
interest in cash, at the option of the Maker, other than the amount of interest
due on the maturity date or upon the acceleration of this note, the accrued
interest shall be capitalized and added to the outstanding principal amount of
this Note.
Maker hereby waves presentment, demand, notice, protest, the benefit of
any homestead exemption law of any state and all other formalities in connection
with the delivery, acceptance, performance or enforcement of this Note. Any
failure by Holder to exercise any right hereunder shall not be construed as a
waiver or the right to exercise the same or any other right at any other time or
times. The waiver by Holder of a breach or default of any provision of this Note
shall not operate or be construed as a waiver of any subsequent breach or
default thereof.
If Maker fails to make payments required hereunder on December 31, 2009
and such failure to pay continues for a fifteen (15) day period after the
payment is due, it shall constitute a default under this Note. If payment in
full is not made on such date, interest shall accrue at the rate of 7% per
annum.
Upon the occurrence or any default under this Note, Holder shall provide
written notice to Maker of such default. If Maker fails to cure such default
within ten (10) days after receipt of Holder's notice, the entire balance of
this Note shall be immediately due and payable.
This Note shall be binding upon, and inure to the benefit of Maker,
Holder and their respective successors and assigns.
This Note may not be transferred, sold, pledged, hypothecated or assigned
by the Holder nor may the Holder grant a security interest in this Note to any
of its Lenders or other third parties, without the prior written consent of the
Maker, which consent may be granted or withheld by the Maker in the Maker's sole
discretion.
Notwithstanding anything to the contrary and forth hereto, this Note
shall be not to be recourse to the Maker.
This Note shall be construed and governed by the laws of the State of
Queensland, Australia. The provisions of this Note are severable and the
invalidity or unenforceability of any provision shall not alter or impair the
remaining provisions of this Note.
BY: /s/ Mitchell Stough BY: /s/ Mark Poulsen
----------------------------- -------------------------------
FORT STREET EQUITY Mark Poulsen
FIT FOR BUSINESS INTERNATIONAL Inc.
WITNESS: /s/ Sandra Wendt
Address: 30 Cambridge Circle
Forest Lake, Queensland