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EXHIBIT 10.9
CONVERTIBLE PROMISSORY NOTES ISSUED TO
AFFILIATED MINING, INC. DATED JANUARY 1, 2004
CONVERTIBLE
PROMISSORY NOTE
$50,350.90
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
Affiliated Mining Company (the “Holder”), the
principal sum of Fifty Thousand Three Hundred Fifty and
90/100 US Dollars ($50,350.90), 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 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/ Robert W.
Dnlap
Its: President
Description: Accrued
Interest
CONVERTIBLE
PROMISSORY NOTE
$1,510.70
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
Affiliated Mining Company (the “Holde
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