|
Exhibit 10.28
FORBEARANCE AGREEMENT
THIS FORBEARANCE AGREEMENT (this "Agreement"), is dated as of
the 1st
day of August, 2006 (the "Effective Date"), and is by and among
Tarun
Mendiratta, an individual ("Creditor") and Gwenco, Inc.
("Gwenco"). Creditor and
Gwenco are sometimes hereinafter referred to as the "Parties"
and singularly as
a "Party."
For and in consideration of the mutual covenants contained
herein, and
other good and valuable consideration, the receipt and
sufficiency of which are
hereby acknowledged and confessed by the Parties, the Parties
hereby agree as
follows:
1. Recitals.
(a) The Creditor is the assignee and holder of that
certain Agreed Judgment entered in favor of National City and
against Gwenco,
Inc. and Albert Anderson by the Circuit Court of Boyd County,
Kentucky in Case
No. 04-CI-00369 on May 20, 2005, which awards National City a
judgment against
Gwenco, Inc. and Albert Anderson, jointly and severally, under a
Commercial
Installment Note, dated January 20, 1997, in the amount of
$94,785.62 plus
interest on the principal portion thereof at the rate of 12.75%
per annum from
March 15, 2004 until paid, and awards National City a judgment
against Gwenco,
Inc. and Albert Anderson, jointly and severally, under a
Commercial Time Note,
dated March 20, 2001, in the amount of $289,305.29 plus interest
on the
principal portion thereof at the rate of 9% per annum from March
15, 2004 until
paid, plus any applicable late charges, attorney's fees, court
costs and other
collection costs;
(b) The Creditor is the assignee and holder of that
certain Order Modifying Agreed Judgment entered in favor of
National City
against Gwenco, Inc. and Albert Anderson by the Circuit Court of
Boyd County,
Kentucky in Case No. 04-CI-00369 on May 20, 2005, which amends
the amount owed
to National City by Gwenco, Inc. and Albert Anderson under a
Commercial
Installment Note, dated January 20, 1997, to $84,092.70, plus
interest on the
principal portion thereof at the rate of 12.75% per annum from
December 1, 2004
until paid and it amends the amount owed to National City by
Gwenco, Inc. and
Albert Anderson under a Commercial Time Note, dated March 20,
2001, to
$280,311.11 plus interest on the principal portion thereof at
the rate of 9% per
annum from December 1, 2004 until paid, plus any applicable late
charges,
attorney's fees, court costs and other collection costs incurred
(the Agreed
Judgment, as modified by the Order Modifying Agreed Judgment,
being the "Gwenco
Judgment");
(c) The Creditor is the assignee and holder of that
certain Judgment entered in favor of National City against Quest
Minerals &
Mining, Ltd. by the Circuit Court of Boyd County, Kentucky in
Case No.
05-CI-01157 on December 22, 2005, which awards National City a
judgment against
Quest Minerals &
| 
