SIXTH AMENDMENT TO
REVOLVING NOTE AGREEMENT
This Sixth Amendment to the Revolving Note Agreement ("the AMENDMENT") is
entered into as of March 16,2007, by and among Marine Growth Ventures Inc.,
Marine Growth Charter, Inc., Marine Aggregates, Inc., Marine Growth Freight,
Inc.,, and Gulf Casino Cruises, Inc., Delaware corporations (collectively the
"Borrower"), and ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ (the "Lender").
WHEREAS, the Borrower and the Lender are parties to a Revolving Note
Agreement dated as of January 5, 2006 (the "NOTE AGREEMENT") pursuant to which,
among other things, the Borrower promised to pay the Lender the principal sum of
up to Fifty Thousand Dollars ($50,000.00), or so much thereof as shall have been
advanced by the Lender to the Borrower plus interest thereon at an annual rate
equal to ten percent (10%) on the Maturity date of such Note being June 30,
2006.
WHEREAS, the Note Agreement was amended on March 31, 2006, permitting the
Borrower to acquire an additional Fifty Thousand Dollars ($50,000.00) in funds
from the Lender.
WHEREAS, the Note Agreement was amended on June 20, 2006, permitting the
Borrower to acquire an additional Fifty Thousand Dollars ($50,000.00) in funds
from the Lender.
WHEREAS, the Note Agreement was amended on October 6, 2006, permitting the
Borrower to acquire an additional Fifty Thousand Dollars ($50,000.00) in funds
from the Lender.
WHEREAS, the Note Agreement was amended on January 15, 2007, permitting
the Borrower to acquire an additional Fifty Thousand Dollars ($50,000.00) in
funds from the Lender.
WHEREAS, the Note Agreement was amended on February 20, 2007, permitting
the Borrower to acquire an additional Fifty Thousand Dollars ($50,000.00) in
funds from the Lender.
WHEREAS, the parties desire to make a certain amendment to the Fifth
Amendment to the Revolving Note Agreement to permit the Borrower to acquire an
additional One Hundred Thousand Dollars ($100,000.00) in funds from the Lender
and to extend the date in which the principal sum, plus interest, is due.
NOW, THEREFORE, in consideration of the premises and the mutual covenants
contained in this Amendment the parties agree as follows:
1. Paragraph One of the Note Agreement is hereby amended and restated to
provide as follows:
FOR VALUE RECEIVED, Marine Growth Ventures Inc., Marine Growth
Finance and Charter, Inc., Marine Aggregates, Inc., Marine Growth Freight,
Inc., and Gulf Casino Cruises, Inc., Delaware corporations (collectively
the "Borrower"), having an office at ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇,
▇▇▇▇▇▇▇ ▇▇▇▇▇, hereby promises to pay to the order of ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
(the "Lender"), at the Lender's office located at ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇
▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ or at such other place in the continental United
States as the Lender may designate in writing, upon demand, in lawful
money of the United States, and in immediately available funds, the
principal sum of up to FOUR HUNDRED THOUSAND DOLLARS ($400,000), or so
much thereof as shall have been advanced by the Lender to the Borrower as
hereinafter set forth and then be outstanding, and to pay interest thereon
on the Maturity Date at an annual rate equal to ten percent (10%).
2. The entire principal sum of $400,000.00, plus interest, shall be due
and payable on the 20th day of February 2008. Notwithstanding the foregoing, if
the principal balance shall be prepaid in full by December 15, 2007, then all
interest shall be waived, and no interest shall be due and payable to Payee.
3. This Amendment constitutes the sole and entire agreement of the parties
with respect to the subject matter hereof. Except as amended hereby, all other
terms and conditions of the Note Agreement shall remain in full force and
effect.
IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the
date first above written.
LENDER
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
BORROWER
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Secretary ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Secretary
Marine Growth Ventures, Inc. Marine Growth Finance and Charter, Inc.
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇ /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Secretary ▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Secretary
Marine Aggregates, Inc. Marine Growth Freight, Inc.
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
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▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Secretary
Gulf Casino Cruises, Inc.