Exhibit 10.1
PROMISSORY NOTE
|
$200,000
|
Dallas, Texas June 2, 2008
|
FOR VALUE RECEIVED, the undersigned, ACES WIRED,
INC., a Nevada corporation, hereby promises to pay to the order of
GORDON T. GRAVES ("Lender") the principal sum of TWO HUNDRED
THOUSAND DOLLARS ($200,000), with interest on the unpaid balance
thereof from the date hereof until maturity at the rate equal to
the Long-Term Applicable Federal Rate then in effect (4.17%), as
published by the Internal Revenue Service in accordance with
section 1274(d) of the Internal Revenue Code, both principal and
interest payable as hereinafter provided in lawful money of the
United States of America.
All past due principal and/or interest or
installments thereof shall bear interest at the highest rate for
which the undersigned may legally contract under applicable law or,
if no such rate is designated under applicable law, at the rate of
eighteen percent (18%) per annum. The principal of this Note shall
be payable on December 31,2009. Interest on the unpaid principal
balance of this Note shall be due and payable at
maturity.
The undersigned shall have the right to prepay,
without penalty, at any time and from time to time prior to
maturity, all or any part of the unpaid principal balance of this
Note and/or all or any part of the unpaid interest accrued to the
date of such prepayment, provided that any such principal thus paid
is accompanied by accrued interest on such
principal.
It is the intent of the payee of this Note and
the undersigned in the execution of this Note to contract in strict
compliance with applicable usury law. In furtherance thereof. the
said payee and the undersigned stipulate and agree that none of the
terms and provisions contained in this Note, or in any other
instrument executed in connection herewith, shall ever be construed
to create a contract to pay for the use, forbearance or detention
of money, interest at a rate in excess of the maximum interest rate
permitted to be charged by applicable law; that neither the
undersigned nor any guarantors, endorsers or other parties now or
hereafter becoming liable for payment of this Note shall ever be
obligated or required to pay interest on this Note at a rate in
excess of the maximum interest that may be lawfully charged under
applicable law; and that the provisions of this paragraph shall
control over all other provisions of this Note and any other
instruments now or hereafter executed in connection herewith which
may be in apparent conflict herewith. If the maturity of this Note
shall be accelerated for any reason or if the principal of this
Note is paid prior the end of the term of this Note, and as a
result thereof the interest received for the actual period of
existence of the loan evidenced by this Note exceeds the applicable
maximum lawful rate, the holder of this Note shall, at its option,
either refund to the undersigned the amount of such excess or
credit the amount of such excess against the principal balance of
this Note then outstanding and thereby shall render inapplicable
any and all penalties of any kind provided by applicable law as a
result of such excess interest. In the event that the said payee or
any other holder of this Not
