EXHIBIT 10.1 - MATERIAL CONTRACT - LOAN FACILITY AGREEMENT
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THIS AGREEMENT made this 1st day of April, 2001.
BETWEEN:
BRANSON JEWELRY (USA) INC.
a corporation incorporated under the laws of the
State of Nevada
Hereinafter called the "Debtor"
OF THE FIRST PART;
- and -
COTTON BROTHERS INVESTMENTS CORP.
a corporation incorporated under the laws of
the Country of Nevis.
Hereinafter called the "Lender"
OF THE SECOND PART.
WHEREAS the Lender and Debtor have agreed to a credit facility that allows
the Debtor to drawn upon the facility to a maximum amount of $100,000.
AND WHEREAS the loan shall be payable upon demand, be unsecured and shall
bear interest at the rate of 8% per annum on all sums drawn down upon;
NOW THIS AGREEMENT WITNESSETH that in consideration of the credit facility
being granted and the promise of the Debtor to repay the loan in the amount of
monies advanced pursuant to the facility, the parties hereby covenant and agree
as follows:
1.0 AMOUNT AND ADVANCEMENT
1.1 The Lender shall make available to the Debtor a line of credit in the
amount of $100,000 USD for use in its business;
1.2 The Debtor may drawn upon this line of credit from time to time as it
sees fit and after giving notice for the advancement of funds;
1.3 The Debtor shall give the Lender seven (7) days notice of its request
for the advancement of the funds;
1.4 The Lender shall advance the requested funds to the Debtor upon
receipt of the notice requesting the advancement of funds within seven
(7) days.
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2.0 NATURE OF THE CREDIT FACILITY
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2.1 This credit facility shall be in the nature of a demand loan, payable
by the Debtor to the Lender thirty (30) days after the Lender demands
payment of the amounts advanced pursuant to this agreement;
2.2 The said demand shall be in writing and addressed to the Debtor at its
address I indicated in this agreement;
2.3 This credit facility shall have no security issued or taken against
the amounts advanced;
2.4 This credit facility shall bear interest at the rate of 8% per annum
on the principal amount drawn down and remaining unpaid, after as well
as before demand or maturity or default, calculated on an annual basis
(on the basis of a year of 365 days for the actual number of days
elapsed);
3.0 NOTICE
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3.1 All correspondence and notices to the Debtor shall be delivered to:
0000 0xx Xxxxxx Xxxxx
Xxxxxxx, Xxxxxxxxxx
XXX 00000
3.2 All correspondence and notices to the Lender shall be delivered to:
X/x Xxxxx 0 - Xxxxxx Xxxxxxxx
Xxxx & Prince Xxxxxxx St.
Charlestown, Nevis
West Indies
4.0 JURISDICTION
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4.1 This agreement shall be governed by the laws of Nevis and each party
shall attorn to that countries jurisdiction and courts to resolve all
disputes;
4.2 All actions and proceedings and their defence shall be commenced in
Nevis, West Indies.
5.0 TIME
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5.1 Time shall be of the essence.
6.0 CORPORATE ACTION
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6.1 The parties hereto agree and acknowledge that they have taken all
corporate action necessary to have this agreement properly executed by
the corporation and represent that it is binding on the corporation.
IN WITNESS WHEREOF the parties have hereunto set their hands and seals by
the positive act of their officers.
BRANSON JEWELRY (USA) INC.
/s/ Xxxxxxx Xxxxxxxx Per: /s/ Xxxxxx Xxxxxx
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Witness
COTTON BROTHERS INVESTMENTS, INC.
/s/ Xxxxxxx Xxxxxxxx Per: /s/ Xxxxxx Xxxxxx
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Witness
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