REVOLVING NOTE
$50,000.00
January 5, 2006
FOR VALUE
RECEIVED, Marine
Growth Ventures Inc.,
Marine Growth
Charter,
Inc., Marine Growth Finance, Inc., Marine Growth Freight,
Inc., Marine
Growth
Real Estate,
Inc., and Gulf Casino Cruises, Inc., Delaware corporations
(collectively the
"Borrower"),
having an office at
3408 Dover Road,
Pompano
Beach, Florida 33062,
hereby promises to pay
to the order of Frank P. Crivello
(the "Lender"),
at the Lender's office located at 3408 Dover Road,
Pompano
Beach, Florida 33062
or at such other place in the continental United States as
the Lender may designate in writing, upon demand, in lawful money of
the United
States, and in
immediately available
funds, the principal sum of up to
FIFTY
THOUSAND DOLLARS
($50,000),
or so much thereof as
shall have been advanced by
the Lender to the Borrower as hereinafter set forth and then be
outstanding, and
to pay interest
thereon on the
Maturity Date at an annual rate equal to ten
percent (10%), as follows:
1.
Maturity
Date. The term "Maturity Date" shall mean June 30, 2006. It
is agreed upon by both parties that the Maturity Date shall extend
to December
31, 2006 unless
Lender notifies Borrower in writing
thirty (30) days prior to the Maturity Date that this extension
will
not be allowed.
All
payments made hereunder shall be applied first to interest accrued
and
second to payment of the reduction of the outstanding
principal.
All
amounts advanced
hereon, but not to exceed $50,000 at any one time
outstanding in the aggregate, shall be so advanced upon the sole
discretion of
the Lender after
receiving a request of
the Borrower for the release of funds.
All amounts so advanced hereon and all payments made on account of
the principal
hereof shall be
recorded in the books
of the Lender, which
records shall be
final and binding, but
failure to do so shall not release the Borrower from any
of its obligations hereunder.
This
Note may be
prepaid, in whole or in part, at any time, without
premium or penalty of any kind.
In the
event of a default by the Borrower or in the event any payment of
principal or interest or of principal and interest as the case
