Initial Public Offering (IPO): Registration Statement (General Form) — Form S-1
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-1 Registration Statement (General Form) 105 511K
9: EX-10.10 Material Contract 22 112K
10: EX-10.11 Material Contract 49 236K
11: EX-10.13 Material Contract 5 25K
12: EX-10.14 Material Contract 6 31K
13: EX-10.15 Material Contract 11 46K
14: EX-10.16 Material Contract 3 17K
15: EX-10.18 Material Contract 5 26K
16: EX-10.19 Material Contract 6 27K
2: EX-10.2 Material Contract 5 22K
17: EX-10.20 Exhbit 10.20 2 14K
18: EX-10.22 Material Contract 18 65K
19: EX-10.23 Material Contract 24 113K
20: EX-10.24 Material Contract 25 108K
21: EX-10.25 Material Contract 18 56K
22: EX-10.26 Material Contract 18 56K
23: EX-10.27 Material Contract 6 33K
3: EX-10.3 Material Contract 6 26K
4: EX-10.4 Material Contract 25 131K
5: EX-10.6 Material Contract 6± 26K
6: EX-10.7 Material Contract 7 34K
7: EX-10.8 Material Contract 5 26K
8: EX-10.9 Material Contract 23 79K
24: EX-23.2 Consent of Experts or Counsel 1 8K
25: EX-27.1 Financial Data Schedule (Pre-XBRL) 2 9K
EX-10.20 — Exhbit 10.20
| EX-10.20 | 1st Page of 2 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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NETZERO, INC.
NOTE SECURED BY STOCK PLEDGE AGREEMENT
$400,000 April 17, 1999
Westlake Village, California
FOR VALUE RECEIVED, Charles S. Hilliard ("Maker") promises to
pay to the order of NetZero, Inc. (the "Corporation"), at its corporate
offices at 3835 East Thousand Oaks Boulevard, Suite 338, Westlake Village,
California, the principal sum of Four Hundred Thousand Dollars ($400,000.00)
together with all accrued interest thereon, upon the terms and
conditions specified below.
1. INTEREST. Interest shall accrue on the unpaid balance
outstanding from time to time under this Note at the rate of 5.28% per
annum, compounded annually.
2. PRINCIPAL. The entire principal balance of this Note,
together with all accrued and unpaid interest, shall become due and
payable in one lump sum on April 16, 2004.
3. PAYMENT. Payment shall be made in lawful tender of
the United States and shall be applied first to the payment of all accrued
and unpaid interest and then to the payment of principal. Prepayment of
the principal balance of this Note, together with all accrued and unpaid
interest, may be made in whole or in part at any time without penalty.
4. EVENTS OF ACCELERATION. The entire unpaid principal
balance of this Note, together with all accrued and unpaid interest, shall
become immediately due and payable prior to the specified due date of this
Note upon the occurrence of one or more of the following events:
A. the insolvency of the Maker, the commission of
any act of bankruptcy by the Maker, the execution by the Maker of a
general assignment for the benefit of creditors, the filing by
or against the Maker of any petition in bankruptcy or any petition
for relief under the provisions of the Federal Bankruptcy Act or
any other state or Federal law for the relief of debtors and the
continuation of such petition without dismissal for a period of
thirty (30) days or more, the appointment of a receiver or
trustee to take possession of any property or assets of the Maker or
the attachment of or execution against any property or assets of
the Maker; or
B. the occurrence of any event of default under
the Stock Pledge Agreement securing this Note or any obligation
secured thereby which default is not cured within the applicable
cure periods set forth therein.
5. SPECIAL ACCELERATION EVENT. In the event the Maker sells
or otherwise transfers for value one or more shares of the Corporation's common
stock purchased with the proceeds of this Note, then any unpaid portion of the
principal balance of this Note attributable to the purchase price of those
shares shall become immediately due and payable, together with all accrued and
unpaid interest on that principal portion.
1.
6. SECURITY. The proceeds of the loan evidenced by this Note
shall be applied solely to the payment of the purchase price of 800,000 shares
of the Corporation's common stock and payment of this Note shall be secured by a
pledge of those shares with the Corporation pursuant to the Stock Pledge
Agreement to be executed this date by the Maker. The Maker, however, shall
remain personally liable for payment of this Note and assets of the Maker,
in addition to the collateral under the Stock Pledge agreement, may be applied
to the satisfaction of the Maker's obligations hereunder. All amounts due under
this Note shall be 100% recourse to the personal assets of Maker.
7. COLLECTION. If action is instituted to collect this Note,
the Maker promises to pay all costs and expenses (including reasonable
attorneys' fees) incurred in connection with such action.
8. WAIVER. A waiver of any term of this Note, the Stock
Pledge Agreement or of any of the obligations secured thereby must be made in
writing and signed by a duly-authorized officer of the Corporation and any such
waiver shall be limited to its express terms. No delay by the Corporation in
acting with respect to the terms of this Note or the Stock Pledge Agreement
shall constitute a waiver of any breach, default or failure of a condition under
this Note, the Stock Pledge Agreement or the obligations secured thereby.
The Maker waives presentment, demand, notice of dishonor, notice
of default or delinquency, notice of acceleration, notice of protest and
nonpayment, notice of costs, expenses or losses and interest thereon, notice of
interest on interest and diligence in taking any action to collect any sums
owing under this Note or in proceeding against any of the rights or interests in
or to properties securing payment of this Note.
9. CONFLICTING AGREEMENTS. In the event of any
inconsistencies between the terms of this Note and the terms of any other
document related to the loan evidenced by this Note, the terms of this Note
shall prevail.
10. Governing Law. This Note shall be construed in accordance
with the laws of the State of California without regard to conflict of laws
principles.
/s/ CHARLES S. HILLIARD
---------------------------
MAKER: CHARLES S. HILLIARD
2.
Dates Referenced Herein
| Referenced-On Page |
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| This ‘S-1’ Filing | | Date | | First | | Last | | | Other Filings |
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| |  |
| | 4/16/04 | | 1 | | | | | None on these Dates |
| Filed on: | | 7/14/99 |
| | 4/17/99 | | 1 |
| List all Filings |
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