Initial Public Offering (IPO): Registration Statement (General Form) — Form S-1
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-1 Form S-1 Registration Statement 55 283K
2: EX-2.1 Agreement and Plan of Reorganization 12 47K
3: EX-3.(I) Articles of Incorporation as Amended 7 27K
4: EX-3.(II) Bylaws 8 36K
5: EX-4.1 Statement Re: Series A Preferred Stock 2± 10K
6: EX-4.2 Statement Re: Series B Preferred Stock 4 27K
7: EX-4.3 Warrant to Purchase Common Stock Issued to Anthony 5 33K
8: EX-5.1 Opinion Regarding Legality 2 13K
9: EX-10.1 Stock Option Plan 13 57K
17: EX-10.10 Consulting Agreement With Dennis E. Hecker 2 15K
18: EX-10.11 Non-Qualified Stock Option Agreement 3 16K
10: EX-10.2 Evelyn Felice Loan Documents 2 15K
11: EX-10.3 Mark Moldenhauer Loan Documents 8 33K
12: EX-10.4 Pinnacle Financial Corporation Loan Documents 3 17K
13: EX-10.5 Eastlane Trading Loan Documents 2 14K
14: EX-10.6 Norwest Loan Documents 86 308K
15: EX-10.7 Mike and Debbie Stuart Loan Documents 1 11K
16: EX-10.8 Purchase of Goodwill Agreement With Jbs, LLC 3 17K
19: EX-21 Subsidiaries of the Registrant 1 7K
20: EX-23 Consent of Price Kong & Company, P.A. 1 8K
21: EX-27 Financial Data Schedule 1 11K
EX-10.4 — Pinnacle Financial Corporation Loan Documents
| EX-10.4 | 1st Page of 3 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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PROMISSORY NOTE
$200,000.00 Dated: December 15, 1997
Principal Amount State of Arizona
This Promissory Note is hereby entered into on the ]5th day of
December, 1997 by and between Auto Network USA, Inc., an Arizona
corporation having its office at 8135 E. Butherus, Suite 3, Scottsdale,
Arizona 85260 , AND,
Pinnacle Financial Corporation, whose address is 15001 North Hayden
Road, Suite 111, Scottsdale, Arizona 85260, hereinafter referred to as the
Lender.
Borrowers hereby jointly and severally promise to pay to the order of
Lender the sum of two hundred thousand dollars ($200,000.00), together with
interest thereon at the rate of twelve percent (12%) per annum on the
unpaid balance. Said sum shall be paid as follows:
Interest payments of two thousand dollars ($2,000.00) payable in
arrears on the ]5th day of each month beginning January 15, 1998; and,
The principal amount of $200,000.00 shall be payable on December 15,
1998 unless such termination of this Note shall occur in which case all
principal amount shall become immediately due and payable.
This note may be prepaid, in full, at any time, without penalty.
The proceeds from this Note shall at all times be solely used to
acquire motor vehicles for resale and their titles shall also serve as
security and as collateral against the eventual repayment of this Note.
Pinnacle shall have the right to verify and confirm this collateral at any
time and violation of this security shall be cause for the immediate
termination of this Note.
In the event this Note shall be in default, and placed with an
attorney for collection, then the undersigned agree to pay all reasonable
attorney fees and costs of collection. All payments hereunder shall be
made to such address as shown above or as may from time to time be
designated by Pinnacle. Default interest shall be at eighteen percent (I
8%) per annum.
The undersigned and all other parties to this Note, whether as
endorsers, guarantors or sureties, agree to remain fully bound hereunder
until this note shall be fully
Promissory Note page 2
paid and waive demand, presentment and protest and all notices thereto and
further agree
to remain bound, notwithstanding any extension, renewal, modification,
waiver, or other
indulgence by any holder or upon the discharge or release of any obligor
hereunder or to this note, or upon the exchange, substitution, or release of
any collateral granted as security for this note. No modification or
indulgence by any holder hereof shall be binding unless in writing; and any
indulgence on any one occasion shall not be an Indulgence for any other or
future occasion. Any modification or change of terms, hereunder granted by
any holder hereof, shall be valid and binding upon each of the undersigned,
notwithstanding the acknowledgment of any of the undersigned, and each of the
undersigned does hereby irrevocably grant to each of the others a power of
attorney to enter into any such modification on their behalf. The rights of
any holder hereof shall be cumulative and not necessarily successive. This
note shall take effect as a sealed instrument and shall be construed,
governed and enforced in accordance with the laws of the State first
appearing at the head of this note. The undersigned hereby execute this note
as principals and not as sureties.
Signed in the presence of:
/s/ Mark Moldenhauer /s/ Mike Stuart
Witness Auto Network USA, Inc.
Mike Stuart, President
PROMISSORY NOTE
$117,500.00 Dated September 11, 1998
Principal Amount State of Arizona
This Promissory Note is hereby entered into on the 11th day of September,
1998 by and between Auto Network USA, Inc., an Arizona corporation having its
office at 8135 E. Butherus, Suite 3, Scottsdale, Arizona, hereinafter referred
to as the Borrower, AND,
Pinnacle Financial Corporation, whose address is Post Office Box 14606,
Scottsdale, Arizona 85267, hereinafter referred to as the Lender.
Borrower hereby promises to pay Lender the sum of One Hundred Seventeen
Thousand Five hundred Dollars ($117,500.00), together with interest thereon at
the rate of twelve percent (12%) per annum on the unpaid balance. Said SUM shall
be paid as follows:
Interest payments shall be payable in arrears on the 3CP of each month,
beginning September 30, 1998 and shall be due as follows: One payment of $744.23
due on September 30, 1998. Beginning with the October 30, 1998 interest payment
and each month thereafter, interest payments shall be $1,175.00.
The principal amount of $117,500.00 shall be due and payable on October 11,
1999 unless such termination of this Note shall occur in which case all
principal amount shall be-come immediately due and payable.
This note may be prepaid, in full at any time, without penalty. This Note
may be extended at the option of the Lender on a month to month basis.
The proceeds from this Note shall at all times be solely used to acquire
motor vehicles for resale and their titles shall also serve as security and as
collateral against the eventual repayment of this Note. Lender shall have the
right to verify and confirm this collateral at any time and violation of this
security shall be cause for the immediate termination of this Note.
This Note shall be immediately due and payable upon the failure to make
any payment due herein and/or upon the resignation or removal of Mr.
Mike Stuart as a Director of Auto Network USA, Inc.
In the event this Note shall be in default, and placed with an attorney for
collection, then the undersigned agree to pay all reasonable attorney ' fees and
costs of collection. All payments hereunder shall be made to such address as
shown above or as may from time to time be designated by Lender. Default
interest shall be at eighteen percent (1 8%) per annum.
This note shall take effect as a sealed instrument and shall be construed,
governed and enforced in accordance with the laws of the State of Arizona
Signed in the presence of
/S/MARK MOLDENHAUER /S/ MIKE STUART
Witness Auto Network USA, Inc
Mike Stuart, President
Dates Referenced Herein
| Referenced-On Page |
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| This ‘S-1’ Filing | | Date | | First | | Last | | | Other Filings |
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| |  |
| | 10/11/99 | | 3 | | | | | None on these Dates |
| Filed on: | | 5/17/99 |
| | 12/15/98 | | 1 |
| | 10/30/98 | | 3 |
| | 9/30/98 | | 3 |
| | 9/11/98 | | 3 |
| | 1/15/98 | | 1 |
| | 12/15/97 | | 1 |
| List all Filings |
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