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Ex-10.49
Form of $60,000 Promissory Note from
Jack King to the Company dated July 1, 2000
EXHIBIT 10.49
PROMISSORY NOTE
$60,000 July 10, 2000
FOR VALUE RECEIVED, Jack B. King, an Individual ("Maker") promises to
pay Telegen Corporation, a California Corporation ("Payee") the sum of $60,000
("Principal Amount"), together with simple interest on the unpaid balance at the
rate of ten percent (10%) per annum.
1. PAYMENT. Payment of this Note shall be made at the rate of
$10,00.00 per month, commencing August 10, 2000 and on the tenth day of each of
the next five months thereafter. Thereafter. Payments shall be made at the
executive offices of Payee or at any other place Payee designates in writing
from time to time, and shall be in lawful money of the United States of America.
Payee shall deduct from monies otherwise due to Maker for services rendered to
Payee, on the tenth day of August and on the tenth day of each of the next five
months, the sum of $10,000.00 and shall apply such sum in payment of the
Principal Amount. Accrued interest shall be due and payable on January 10, 2001
and shall be deducted as provided in the previous sentence. If for any reason
Maker shall not be entitled to monies from Payee, Maker shall pay this Note as
provided I n the first sentence of the paragraph.
2. PREPAYMENT. This note may be prepaid at any time, in whole or
part, without premium or penalty. Each payment of Principal Amount shall be
repaid one year from the date of the loan.
3. ACCELERATION OF PAYMENT. The entire Principal Amount hereof
shall immediately become due and payable (without Demand for Payment), Notice of
Non-Payment, Presentment, Notice of Dishonor, Protest, Notice of Protest, or any
other notice or demand, all of which maker hereby waives), if:
a. Maker has made any misrepresentation in or with respect
to, or has breached any provision of, this Promissory Note;
b. Maker fails to pay when due any payment and such failure
continues for a period of ten (10) days;
c. Maker defaults in the performance of, or compliance
with, any other term, provision, covenant, or condition of this Promissory Note,
and the default or noncompliance is not remedied to Payee's satisfaction within
ten (10) days after Payee gives Maker written notice of the default or
noncompliance;
d. Maker makes an assignment for the benefit of creditors,
or a trustee or receiver of Maker or of a substantial portion of its assets in
appointed, and the trustee or receiver is not discharged within thirty (30)
days; or
e. Any proceeding involving Maker is voluntarily commenced
by Maker under any bankruptcy, reorganization, insolvency, readjustment or debt,
marshaling of assets and liabilities, dissolution, or liquidation law or statute
of the United States or of any state, or a proceeding of this nature is
involuntarily instituted against Maker, and Maker by any action indicates its
approval of, or consent to, or acquiescence in, the proceeding or the proceeding
remains undismissed for thirty (30) days.
4. COSTS OF COLLECTION; FORM. If maker fails to make timely the
payments required herein, Maker shall pay all costs of collection when incurred
including, without limitation to, attorneys' fees and expenses and court costs.
Such costs will be added to the balance of the Principal Amount.
5. FAILURE OR DELAY NON-WAIVER. Failure of the Payee hereof to
assert any right contained herein, or delay in asserting any such right, shall
not be deemed a waiver of that right.
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6. NEGOTIABILITY. This Note may not be transferred, assigned,
pledged or negotiated without the written consent of Maker.
7. WAIVER OF PROCEDURAL DEFENSES. Maker waives Demand for Payment,
Notice of Nonpayment, Presentment, Notice of Dishonor, Protest, Notice of
Protest, or any other notices or demand in connection with Promissory Note.
8. MODIFICATIONS. This Promissory Note may not be changed,
modified, or amended, or terminated, nor may any of its provisions be waived,
except by an agreement in writing signed by the party whom enforcement thereof
is sought.
9. CHOICE OF LAW. This Promissory Note shall be governed by and
construed in accordance with the Laws of the State of California.
10. PROMISE BINDING. This Promissory Note shall be binding upon
Maker and Maker's successors, and assigns.
/s/ JACK KING
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Jack B. King
