Loan Agreement and Promissory Note between In Store Media Systems, Inc. and Donald P. Uhl

Summary

In Store Media Systems, Inc. (ISMSI) entered into a loan agreement with Donald P. Uhl, who provided a $30,000 loan to ISMSI. The company agreed to repay the loan with 9.5% annual interest, either upon receiving over $100,000 in new funds or by a specified date, with possible extensions. If ISMSI fails to repay on time, higher default interest and collection costs apply. The agreement includes promissory notes and extensions, with all terms signed by both parties.

EX-10.9 5 0005.txt LOAN AGREEMENT WITH DONALD UHL EXHIBIT 10.9 ------------ LOAN AGREEMENT WHEREAS, In Store Media Systems, Inc. ("ISMSI"), a Nevada corporation, needs Thirty Thousand and 00/100 dollars ($30,000.00) to meet certain short term obligations, and; WHEREAS, Donald P. Uhl ("DPU") is willing to lend that sum of money to ISMSI subject to certain terms and conditions; NOW THEREFORE, DPU is willing to lend Thirty Thousand and 00/100 dollars ($30,000.00) ("the Funds") to ISMSI under the following terms and conditions: 1. The Funds provided by DPU shall be in the form of a DPU check made payable to ISMSI. 2. ISMSI shall have complete discretion concerning the use of the Funds. 3. An officer of ISMSI who is authorized to represent and bind ISMSI in respect to financial transactions shall execute the enclosed Promissory Note (the "Note") agreeing to repay the Note upon receipt of new funds in excess of One Hundred Thousand and 00/100 ($100,000) dollars or on October 31st, 2000 unless extended pursuant to its terms. 4. Interest shall accrue monthly during the term of the Note at an annualized rate of 9.50%. Agreed this 5th day of September, 2000 For In Store Media Systems, Inc. For Donald P. Uhl. 15423 East Batavia Drive 2790A Riverwalk Circle Aurora, CO 80011 Littleton, CO 80123 /S/ Robert L. Cohen /S/ Donald P. Uhl - ---------------------------------------- --------------------------- Robert L. Cohen Donald P. Uhl Vice President / Chief Financial Officer PROMISSORY NOTE In Store Media Systems, Inc. ("ISMSI") a Nevada corporation located at 15423 East Batavia Drive, Aurora, Colorado, 80011 does hereby acknowledge receipt of Thirty Thousand and 00/100 dollars ($30,000.00) which is a loan from Donald P. Uhl ("DPU") whose address is 2760A West Riverwalk Circle, Littleton Colorado 80123 and does promise to repay DPU the principal amount, plus interest computed at an annual rate of 9.50% accrued on a monthly basis, upon receipt of funds in excess of One Hundred Thousand and 00/100 dollars or on October 31, 2000, whichever comes first. DPU may, at his sole discretion, extend the term for repayment in increments of 30 days and interest shall continue to accrue at the specified rate during any such extension. In the event that ISMSI does not pay the Note and accrued interest as specified above, ISMSI agrees to pay default interest at the rate of one and one-half percent per month from the date of the maturity of the Note until it is paid in full, and to pay the reasonable costs of collection and attorney's fees. Signed this 5th day of September, 2000. /S/ Robert L. Cohen - ------------------------------- Robert L. Cohen Chief Financial Officer 2 PROMISSORY NOTE EXTENSION AGREEMENT Pursuant to the Promissory Note ("Note") dated September 5, 2000, In Store Media Systems Inc. ("ISMSI") a Nevada corporation located at 15423 East Batavia Drive, Aurora, Colorado, 80011 does hereby acknowledge receipt of Thirty Thousand and 00/100 dollars ($30,000.00) which is a loan from Donald P. Uhl ("DPU") whose address is 2760A West Riverwalk Circle, Littleton Colorado 80123. WHEREAS, ISMSI does promise to repay DPU the principal amount, plus interest computed at an annual rate of 9.50% accrued on a monthly basis, upon receipt of funds in excess of One Hundred Thousand and 00/100 dollars or on October 31, 2000, whichever comes first and; WHEREAS, DPU may, at its sole discretion, extend the term for repayment in increments of 30 days and interest shall continue to accrue at the specified rate during any such extension. NOW THEREFORE, DPU agrees to extend the due date of the Note plus all accrued interest to March 1, 2001, or until venture capital funding is received, whichever comes first. In addition, the Note shall continue to accrue interest in accordance with the original terms of the Note through February 28, 2001. In the event that ISMSI does not pay the Note and accrued interest as specified above, ISMSI agrees to pay default interest at the rate of one and one-half percent per month from the date of the maturity of the Note until it is paid in full, and to pay the reasonable costs of collection and attorney's fees. Agreed this 1st day of February, 2001. For In Store Media Systems For Donald P. Uhl 15423 E. Batavia Dr. 2790A West Riverwalk Circle Aurora, CO 80011 Littleton, CO 80123 /S/ Robert L. Cohen /S/ Donald P. Uhl - ---------------------------------------- --------------------------- Robert L. Cohen Donald P. Uhl Chief Financial Officer 3 PROMISSORY NOTE EXTENSION AGREEMENT Pursuant to the Promissory Note ("Note") dated September 5, 2000, In Store Media Systems Inc. ("ISMSI") a Nevada corporation located at 15423 East Batavia Drive, Aurora, Colorado, 80011 does hereby acknowledge receipt of Thirty Thousand and 00/100 dollars ($30,000.00) which is a loan from Donald P. Uhl ("DPU") whose address is 2760A West Riverwalk Circle, Littleton Colorado 80123. WHEREAS, ISMSI does promise to repay DPU the principal amount, plus interest computed at an annual rate of 9.50% accrued on a monthly basis, upon receipt of funds in excess of One Hundred Thousand and 00/100 dollars or on October 31, 2000, whichever comes first and; WHEREAS, DPU may, at its sole discretion, extend the term for repayment in increments of 30 days and interest shall continue to accrue at the specified rate during any such extension. NOW THEREFORE, DPU agrees to extend the due date of the Note plus all accrued interest to February 2, 2001, or until venture capital funding is received, whichever comes first. In addition, the Note shall continue to accrue interest in accordance with the original terms of the Note through February 1, 2001. In the event that ISMSI does not pay the Note and accrued interest as specified above, ISMSI agrees to pay default interest at the rate of one and one-half percent per month from the date of the maturity of the Note until it is paid in full, and to pay the reasonable costs of collection and attorney's fees. Agreed this 1st day of January, 2001. For In Store Media Systems For Donald P. Uhl 15423 E. Batavia Dr. 2790A West Riverwalk Circle Aurora, CO 80011 Littleton, CO 80123 /S/ Robert L. Cohen /S/ Donald P. Uhl - ---------------------------------------- --------------------------- Robert L. Cohen Donald P. Uhl Chief Financial Officer 4