NON-NEGOTIABLE SECURED
PROMISSORY NOTE
|
$500,000.00
|
Atlanta, Georgia
|
FOR VALUE RECEIVED
, i2 Telecom International, Inc., a
Washington corporation (“Maker”), promises to pay to
Holder (“Payee”) located at
___________________________________(or to such other person or
persons and/or such other address as Payee may designate in writing
to Maker), the principal sum of FIVE HUNDRED THOUSAND DOLLARS
($500,000.00) (the “Principal Amount”), together with a
loan origination fee, in the amount of FIFTY THOUSAND DOLLARS
($50,000.00) or ONE HUNDRED THOUSAND DOLLARS ($100,000.00) (the
“Loan Fee”) of the Maker’s common stock (the
“Stock Payment”) at the discretion of the Payee (the
“Loan Fee”) plus interest thereon as provided for
herein. The share price for the issuance of the common stock shall
be determined using the closing average price on the previous
twenty (20) days of trading on the Maturity Date (as defined below)
plus interest thereon as provided for herein.
This Promissory Note shall bear
interest on the Principal Amount hereof at a rate equal to 12.0%
per annum, which interest shall be computed on the daily
outstanding Principal Amount hereunder on a 360-day year. This
Promissory Note shall paid by Maker the sooner of Ninety (90) days
from the date hereof or within three (3) business days after the
closing of a minimum of Four Million ($4,000,000) financing, (the
“Financing”). Pre-payment of this Promissory Note shall
occur in the following manner in the event less than $4,000,000 of
Financing is completed: i) The Maker shall pay the Payee Fifty
(50%) percent of the total principal and interest due upon the
Maker completing $2,000,000 in total debt and/or equity funding;
ii) The Maker shall pay the Payee Seventy-Five (75%) percent of the
total principal and interest due upon the Maker completing
$3,000,000 in total debt and/or equity funding; and iii) The Maker
shall pay the Payee One-Hundred (100%) percent of the total
principal and interest due upon the Maker completing $4,000,000 in
total debt and/or equity funding..
No later than three (3) business
days after the Financing is completed, (the “Closing
Date”), Maker shall pay to Payee the Principal Amount and all
interest accrued on the Principal Amount from the date hereof until
the Closing Date, payable in cash. Upon payment in full of the
Principal Amount and in
