Salt Lake City, Utah
January 2, 2001
Line-of-Credit and Intercompany Agreement entered into this second day of January, 2001 between Logio, Inc. and Pacific WebWorks, Inc. at 1760 S. Fremont Ave, Salt Lake City, Utah 84104, or such other place as designated by Pacific WebWorks, Inc.
Whereas, Logio, Inc. is a development stage company historically engaged in the engineering of Internet search technology and Internet directory products.
Whereas, Logio, Inc. has not commenced development or operation of its products and services since October 2000.
Whereas, Pacific WebWorks, Inc. intends to acquire 100% of the outstanding common stock of Logio, Inc. in an arms-length transaction.
Whereas, Pacific WebWorks, Inc, after the acquisition of Logio is complete and when feasible, intends to assist Logio, Inc. in the further development of its products and services and to integrate such products and services into Pacific WebWorks products and services.
Logio, Inc. and Pacific WebWorks hereby enter into this Line-of-Credit and Intercompany agreement:
A. Line-of-Credit
Pacific WebWorks will lend Logio, Inc. up to $120,000 as needed to fund the payroll of remaining Logio administrative employees and Logio payment requirements for certain capital leases and other payments as determined by Logio management until the proposed acquisition is complete. Amounts forwarded to Logio, Inc. from Pacific WebWorks shall constitute a Line-of-Credit which shall possess the following terms and conditions:
1. Interest
The Line-of-Credit shall bear interest at a rate equal to twelve percent
(12%) of the outstanding balance per annum and shall accrue monthly.
2. Maturity
The Line-of-Credit balance and related interest is payable upon demand.
Should the proposed acquisition of Logio, Inc. common stock be terminated
or incomplete by February 28, 2001, the Line-of-Credit shall become
immediately due and payable to Pacific WebWorks through whatever means
possible.
2. Maturity - Continued
OR should Logio, Inc. become unable to recommence development and
operations within 250 days of the signing of this agreement, the
Line-of-Credit shall become immediately due and payable to Pacific
WebWorks through whatever means possible.
3. Collateral
This Line-of-Credit is secured by business assets of Logio, Inc.,
including all property and equipment, intellectual technologies,
proprietary source codes and other intangible assets. Pacific WebWorks,
Inc. at its option will file UCC-1 documents with the state of Utah on
the above assets.
4. Late Charge
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