MSH Entertainment Corp/CA – IPO: ‘S-1’ on 4/4/97 – EX-10.11

As of:  Friday, 4/4/97   ·   Accession #:  898430-97-1403   ·   File #:  333-24575

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Initial Public Offering (IPO):  Registration Statement (General Form)   —   Form S-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-1         S-1/ Common Stock - $10,822,500                       95    448K 
 2: EX-1.1      Selling Group Agreement                                7     43K 
 3: EX-3.1      Articles of Incorporation - Msh Entertainment         14     65K 
 4: EX-3.2      Bylaws - Msh Entertainment Corp.                       6     32K 
 5: EX-4.1      Subscription Agreement                                 3     16K 
 6: EX-5.1      Opinion - Glenn Gearhart                               2±    11K 
 7: EX-10.1     Employment Agreement - Msh & Robert Maerz             12     48K 
16: EX-10.10    Cooperation Agreement - Msh & Happy Zone              16     61K 
17: EX-10.11    Promissory Note - Msh & Robert Maerz                   1     10K 
18: EX-10.12    Promissory Note - Msh & Alfred Morgan                  1     10K 
19: EX-10.13    Promissory Note - Msh & Rick Seibold                   1     10K 
20: EX-10.14    Promissory Note - Msh & Jonathan Stathakis             1     10K 
21: EX-10.15    Credit Agreement - Msh & Happy Zone                    3     17K 
 8: EX-10.2     Employment Agreement - Msh & Jonathan Stathakis       12     48K 
 9: EX-10.3     Employment Agreement - Msh & Christopher Haigh         9     47K 
10: EX-10.4     Employment Agreement - Msh & Fred Aurelio             10     43K 
11: EX-10.5     Promissory Note - Christopher Haigh                    2     14K 
12: EX-10.6     Msh - 1996 Stock Option Plan                          12     48K 
13: EX-10.7     Credit Agreement - Msh & Robert Posner                 5     25K 
14: EX-10.8     Cooperation & Warrant Agreement - Msh & Intel         37    160K 
15: EX-10.9     Production Agreement - Msh & Abrams/Gentle            19     75K 
22: EX-27       Financial Data Schedule                                2     10K 

EX-10.11   —   Promissory Note – Msh & Robert Maerz

EX-10.11
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                                                                   EXHIBIT 10.11

PROMISSORY NOTE 

$75,000                                 STONE HARBOR, NEW JERSEY                
                        ------------  ----------
                   CITY          STATE
             JULY 11, 1996

  FOR VALUE RECEIVED, the undersigned, promises to pay to the order of MSH
Entertainment Corporation ("MSHE") of 11205 Third Avenue, Stone Harbar, New     
Jersey 08247, in the manner hereinafter specified, the principal sum of Seventy-
Five Thousand Dollars and 00/100 ($75,000) with simple interest from the date   
hereof at the rate of 9% per annum on the balance from time to time remaining   
unpaid.  The said principal and all accrued interest thereon shall be payable in
lawful money of the United States of America at the offices of MSHE set forth   
above or at such place as may hereafter be designated by written notice from the
holder to the maker hereof, on or before July 11, 2001.                         

If default be made in the payment of of the sums or interest mentioned
herein, then the entire principal sum and accrued interest shall at the option  
of the holder hereof become at once due and collectible without further notice, 
time being of the essence; and said principal sum and accrued interest shall    
both bear interest from such time until paid at the highest rate allowable under
the laws of the State of Utah; provided, however, failure to exercise this      
option shall not constitute a waiver of the right to exercise the same in the   
event of any subsequent default.                                                

Each person liable hereon whether maker or endorser, hereby waives    
presentment, protest, notice, notice of protest and notice of dishonor and      
agrees to pay all costs, including a reasonable attorneys' fee, whether suit be 
brought or  not, if, after maturity of this note or default hereunder, counsel  
shall be employed to collect this note and the holder shall be entitled to      
recover from the maker the costs and fees associated therewith.                 

        /s/ ROBERT MAERZ
        ----------------
          Signature of Maker

    Robert Maerz
    ------------
  Print Name
    ------------

Dates Referenced Herein

This ‘S-1’ Filing		Date		Other Filings
		7/11/01		None on these Dates
Filed on:		4/4/97
		7/11/96
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