Autotradecenter Com Inc – IPO: ‘S-1’ on 5/17/99 – EX-10.7

As of:  Monday, 5/17/99   ·   Accession #:  949353-99-13   ·   File #:  333-78659

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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         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-10.7   —   Mike and Debbie Stuart Loan Documents

 PROMISSORY NOTE

$50,000.00                                   Dated September 1, 1998            
Principal Amount                             State of Arizona                   

      This  Promissory Note is hereby entered into on the I St 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,                                                          
      Mike  and/or  Debbie  Stuart,  whose  address is 9118 East  Topeka  Drive,
Scottsdale, Arizona 85255, hereinafter referred to as the LENDER.               
      Borrower hereby  promises to pay Lender the sum of Fifty Thousand  Dollars
($50,000.00), 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 $500.00  payable in  affaires on the I" day of each
month beginning October 1, 1998; and,                                           
      The principal  amount of $50,000.00 shall be due and payable on October 1,
1999  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.  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.            
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.  AR 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 (I 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/ CHANDRA KASKAS                              /S/ MARK MOLDENHAUER            
Witness                                   Auto Network USA, Inc.                
                               Mark Moldenhauer, Secretary

Dates Referenced Herein

This ‘S-1’ Filing		Date		Other Filings
		10/1/99		None on these Dates
Filed on:		5/17/99
		10/1/98
		9/1/98
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