EXHIBIT 10.16
Revolving Credit Note and Agreement,
dated March 16, 2005, between
the Company and John Gronvall
REVOLVING LINE OF CREDIT NOTE AND AGREEMENT
Las Vegas, Nevada
$500,000.00
March 16, 2005
FOR VALUE
RECEIVED, the undersigned, WIN WIN GAMING, INC., a Delaware
corporation with a mailing address of 8687 West Sahara
Avenue, Suite 201,
Las
Vegas, NV 89117, (the "Borrower")
promises to pay to the
order of JOHN GRONVALL
with a principal place of business at and mailing address of (the "Lender"),
International Renaissance Companies, 237 East Front Street, Youngstown, OH
44503, or at such other place as the holder hereof may from time to time
designate in writing, the principal sum of Five Hundred Thousand and No/100
Dollars ($500,000.00) (the "Loan") or so
much as may be advanced and readvanced
by the Lender and remain unpaid from time
to time, together with interest on the
principal balance of this Note outstanding from time to time from the date
hereof until this Note is paid in full, at
the interest rate or rates and in the
manner hereinafter provided.
The
principal balance of the indebtedness evidenced by this Note
outstanding from time to time shall bear
interest, from the date hereof until
said indebtedness shall have been paid in
full, at a simple rate per annum equal
to twelve percent (12%). Interest shall be calculated on the daily unpaid
principal balance of the indebtedness evidenced by this Note based upon
a 360
day year, provided that interest shall be due for the actual
number of days
elapsed during each period for which
interest is charged.
The
payment of the principal sum then outstanding and all accrued
interest
thereon shall be made at Maturity.
"Maturity" means the
sooner of (a) the first
anniversary of the date hereof, or (b) the date that the
Borrower is able
to
consummate an equity financing transaction in which the Borrower receives
aggregate gross proceeds of at least
$1,000,000.
On this
date, the Lender has
advanced to the Borrower, the sum of $0 and
agrees to advance and readvance (each an "Advance and collectively, the
"Advances") to Borrower from time to time,
up to the sum of $500,000.00.
Lender's
agreement to make
Advances shall terminate on the Maturity Date,
at which time, all principal, interest and any other monies due
under this Note
shall become due and payable, unless the Maturity Date is extended, as
hereinafter provided.
The
Borrower promises to pay, in addition to said principal sum and
interest, all taxes and assessments which
may be levied against the Lender