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PROMISSORY NOTE

Promissory Note

PROMISSORY NOTE | Document Parties: TRILLIANT EXPLORATION CORP You are currently viewing:
This Promissory Note involves

TRILLIANT EXPLORATION CORP

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Title: PROMISSORY NOTE
Governing Law: New York     Date: 3/31/2009

PROMISSORY NOTE, Parties: trilliant exploration corp
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Exhibit 10.2

 

Exhibit B

 

PROMISSORY NOTE

 

     FOR VALUE RECEIVED, Trilliant Exploration Corp., (hereinafter called "Borrower"), hereby promises to pay to Compania Minera del Pacifico Noreste S.A.., (the "Holder") or its registered assigns or successors in interest or order, without demand, the principal sum of  Three Million Six Hundred Thousand U.S. Dollars ($3,600,000) (the "Principal Amount"), together with interest as set forth herein, according to the payment Schedule set forth herein.

 

     This Note (the “Note”, also the “Agreement”) has been entered into pursuant to the terms of a Share Transfer Agreement between the Borrower, the Holder and Compania Muluncaygold Corp, S.A. dated March 30, 2009 (the "Share Transfer Agreement").   Unless otherwise separately defined herein, all capitalized terms used in this Note shall have the same meaning as is set forth in the Share Transfer Agreement. The following terms shall apply to this Note:

 

ARTICLE I

 

INTEREST

 

          1.1. INTEREST RATE. Interest on the outstanding Principal Amount shall accrue at a rate of Four and One Half Percent (4.5%) per annum (the "Interest Rate") and shall be compounded quarterly.   The principal amount of this Note together with all unpaid interest shall be payable in installments.  Each installment shall be due on the date (“each a “Maturity Date”) as set forth in Section 2.1 herein.

 

ARTICLE II

 

REPAYMENT / REDEMPTION

 

              2.1 REPAYMENT / REPAYMENT SCHEDULE.  Repayment of the Principal Amount and interest thereon shall begin only upon Compania Ecuadorgold Corp SA (or their successors or assigns) reaching production of 400 tons per day in their operations of the Assets, using 26 day average in 30 day calendar month (the “Minimum Operations”).  Beginning 30 days from the date of first reaching Minimum Operations, Borrower shall make four (4) quarterly payments to the Holder in the minimum amount of Two Hundred Thousand Dollars ($200,000) each.  After making the first four (4) quarterly payments, the Borrower shall continue to make quarterly payments in the minimum amount of Three Hundred Thousand Dollars ($300,000) each until all principal and interest is fully paid.

 

 

1


 

 

Exhibit 10.2

 

2.2 REDEMPTION OF PRINCIPAL AMOUNT. During the Loan Period, the Borrower will have the option of repaying the outstanding Principal Amount of this Note, in whole or in part, before any Maturity Date, by paying to the Holder a sum of money equal the Principal Amount, together with accrued but unpaid interest thereon and any and all other sums due, accrued or payable to the Holder arising under this Note through the Redemption Payment Date as defined below (the "Redemption Amount"). Borrower's election to exercise its right to prepay must be by notice in writing ("Notice of Redemption").  The Notice of Redemption shall specify the date for such Optional Redemption (the "Redemption Payment Date"), which date shall be no more than thirty (30) business days after the date of the Notice of Redemption (the "Redemption Period").

 

ARTICLE III

 

EVENTS OF DEFAULT

 

     The occurrence of any of the following events of default ("Event of Default") shall, at the option of the Holder hereof, make all sums of principal and interest then remaining unpaid hereon and all other amounts payable hereunder immediately due and payable, u


 
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