0000950170-97-000321 Sample Contracts

INTRODUCTION
Share Purchase Agreement • March 28th, 1997 • First American Railways Inc • Railroads, line-haul operating • Florida
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EXHIBIT 10.21 OPERATING AGREEMENT
Agreement • March 28th, 1997 • First American Railways Inc • Railroads, line-haul operating • Florida
EXHIBIT 10.23 LOAN AGREEMENT BY AND BETWEEN NATIONSBANK, N.A. (SOUTH)
Loan Agreement • March 28th, 1997 • First American Railways Inc • Railroads, line-haul operating • Florida
SUBORDINATE TO NATIONSBANK, N.A. (SOUTH) PURSUANT TO INTERCREDITOR AGREEMENT DATED MARCH 13, 1997 PROMISSORY NOTE
First American Railways Inc • March 28th, 1997 • Railroads, line-haul operating

FOR VALUE RECEIVED, the undersigned, FIRST AMERICAN RAILWAYS, INC., a Nevada corporation, having an address at 2445 Hollywood Boulevard, Hollywood 33020 (hereinafter, the "MAKER"), promises to pay to the order of Charles E. Bradshaw, Jr., his successors or assigns (collectively hereinafter referred to as the "HOLDER") at Post Office Box 3508, Orlando, Florida 32802, or such other place as the Holder may from time to time designate in writing, the principal sum of FOUR MILLION TWO HUNDRED THOUSAND DOLLARS ($4,200,000.00), with interest thereon from the above date, to be paid in lawful money of the United States of America, which shall be legal tender in payment of all debts and dues, public and private, at the time of payment, as follows:

PROMISSORY NOTE
First American Railways Inc • March 28th, 1997 • Railroads, line-haul operating

FOR VALUE RECEIVED, the undersigned, FIRST AMERICAN RAILWAYS, INC., a Nevada corporation, having an address at 2445 Hollywood Boulevard, Hollywood 33020 (hereinafter, the "MAKER"), promises to pay to the order of Charles E. Bradshaw, Jr., his successors or assigns (collectively hereinafter referred to as the "HOLDER") at Post Office Box 3508, Orlando, Florida 32802, or such other place as the Holder may from time to time designate in writing, the principal sum of FIVE MILLION EIGHT HUNDRED FIFTY THOUSAND DOLLARS ($5,850,000.00), with interest thereon from the above date, to be paid in lawful money of the United States of America, which shall be legal tender in payment of all debts and dues, public and private, at the time of payment, as follows:

EXHIBIT 10.20 BUSINESS LEASE
Business Lease • March 28th, 1997 • First American Railways Inc • Railroads, line-haul operating • Florida
AMENDMENT TO FINANCIAL ADVISORY AND CONSULTING AGREEMENT
Financial Advisory and Consulting Agreement • March 28th, 1997 • First American Railways Inc • Railroads, line-haul operating
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