Exhibit 10.1
Promissory Note
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$25,000
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Date: August 19, 2008
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FOR VALUE RECEIVED, the undersigned
hereinafter referred to as the “Maker”, promises to pay
to the order of
Brainard Management Associates
Inc.
Hereinafter referred to as “Payee”,
at its office located at 1300 Diamond Springs Road, Suite 600,
Virginia Beach, VA 23455 the principal sum of TWENTY FIVE THOUSAND
(25,000.00) DOLLARS, on or before AUGUST 19, 2009 together with
interest thereon on the outstanding principal balance, at the rate
both before and after maturity, whether by acceleration or
otherwise or default as follows:
From closing until maturity at the
rate of 12% per annum,
All payments of principal and
interest from time to time being payable in lawful money of the
United States.
Provided that the Maker is not in
default of any of the provisions hereof, this Note shall be open
for payment in whole or in part at any time or times without notice
or bonus.
This Note is secured by a first lien
against all the assets of the Maker, except where already
secured.
This Note shall be governed by the
laws of the State of Virginia if: (i) the rate of interest to be
charged hereon exceeds the maximum permitted to be charged by the
law of the State, and (ii) it is judicially determined that the law
of the State applie