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EXHIBIT 10.10
CONVERTIBLE PROMISSORY NOTES ISSUED TO ROBERT W.
DUNLAP
DATED JANUARY 1, 2004
CONVERTIBLE
PROMISSORY NOTE
$9,592.78
Denver,
Colorado
January 1, 2004
FOR VALUE RECEIVED, PARK-PREMIER MINING COMPANY, a Utah
corporation (the “Maker”), herby promises to pay
to the order of Robert W. Dunlap (the “Holder”),
the principal sum of Nine Thousand Five Hundred Ninety Two and
78/100 US Dollars ($9,592.78), together with interest on the
unpaid balance at the rate of Twelve Percent (12%) per annum,
on or before January 1, 2007, subject to conversion as
described below. Accrued interest will be added to
the principal of the note on each annual anniversary date if
not paid.
This Note may be converted into shares of Maker’s common
stock at the conversion price of $.10 per share or such other
conversion price as the board of directors may deem
appropriate, not in excess of $.10 per share, until the due
date hereof, at the Holder’s option.
This Note is subject to
prepayment, in whole or in part, at the option of the Maker
without penalty. Such prepayments shall be applied
first to interest accrued and then to the principal due
hereunder.
In case the Note shall not
be paid in full whenever it shall become due, the Maker
agrees to pay all costs and expenses of collection including
reasonable attorney’s fees, not to exceed 15% of the
unpaid balance.
All rights and obligations hereunder shall be governed by the
laws of the State of Colorado. If any part of the
assets or capital stock of maker is sold or transferred
without Holder’s prior written consent, except sales and
transfers in the ordinary course of business and except
transfers by devise, descent or by operation of law upon the
death of a joint tenant: (1) Holder may, at
Holder’s option, declare all the sums due under this
Note to be immediately due and payable, and (2) if the sale or
transfer involves substantially all of the assets of Maker,
the transferee shall be deemed to have assumed all of the
obligations of Maker under this Note.
This Note is
unsecured.
IN WITNESS WHEREOF, the
Maker has signed his Note effective as of the date first
above written.
PARK-PREMIER MINING
COMPANY
By: /s/ Jeffery L.
Lee
Its: Vice President
Description: Unreimbursed
Expenses
CONVERTIBLE
PROMISSORY NOTE
$345,589.97
Denver, Colorado
January 1, 2004
FOR VALUE RECEIVED, PARK-PREMIER MINING COMPANY, a Utah
corporation (the “Maker”), herby promises to pay
to the order of Robert W. Dunlap (the “Holder”),
the principal sum of Three Hundred Forty Five Thousand Five
Hundred Eighty Nine and 97/100 US Dollars ($345,589.97),
together with interest on the unpaid balance at the rate of
Twelve Percent (12%) per annum, on or before January 1, 2007,
subject to conversion as described below. Accrued
interest will be added to the principal of the note on each
annual anniversary date if not paid.
This Note may be converted into shares of Maker’s common
stock at the conversion price of $.10 per share or such other
conversion price as the board of directors may deem
appropriate, not in excess of $.10 per share, until the due
date hereof, at the Holder’s option.
This Note is subject to
prepayment, in whole or in part, at the option of the Maker
without penalty. Such prepayments shall be applied
first to interest accrued and then to the principal due
hereunder.
In case the Note shall not
be paid in full whenever it shall become due, the Maker
agrees to pay all costs and expenses of collection including
reasonable attorney’s fees, not to ex
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