l'ROMISSORY NOTE


 


	$74,000	September 18, 2012


 


FOR VALUE RECEIVED,
on the dates and in the amounts so herein stipulated, INTELLINETJCS, INC., hereinafter called "Maker", hereby promises
to pay to the order of Alpharion Capital Partners. Inc., at 305 North Hurstbourne. Suite 190, Louisville, KY 40222 hereinafter
called "Lender", or at such other address as Lender may hereafter designate to Maker in writing, the sum of SEVENTY-FOUR
THOUSAND AND 00/100 DOLLARS ($74,000), in lawful money of the United States of America, which shall be legal tender, in payment
of all debts and dues, public and private, at the time of payment, and to pay interest on the whole of the principal amount hereof,
together with all accrued interest, from time to time outstanding prior to the maturity of this Note at a rate per annum equal
to three and one-quarter percent (3.25%).


 


This Note shall be
due and payable in a single balloon payment Sixty (60) days after the date first written above, and shall be paid by the Maker
to Lender in immediately available funds by check or wire transfer to Lender's bank account.


 


The principal balance
and accrued interest of this Note may be prepaid, in whole or in part, at any time without any prepayment penalty. All payments,
including prepayments, shall be applied first to accrued interest to the date of payment and then to principal. All past-due principal
and all accrued and past clue interest on this Note shall bear interest until paid at the rate set forth above.


 


I t is agreed that
if default shall be made in any payment due hereon and such default is not cured within ten (10) days after written notice of
such default is given by Lender to Maker, or if there is a material default in any of the terms, covenants, agreements, conditions
or provisions set forth in any instrument or document given to secure this Note and such default is not cured within thirty (30)
days after written notice of such default is given by the Lender to the Maker or as soon thereafter as is reasonably practicable
in the event such default cannot be cured within thirty (30) clays, or should Maker, become insolvent or commit an act of bankruptcy
or make an assignment for the benefit of creditors or authorize the filing of a voluntary petition in bankruptcy, or should a
receiver of any of their property be appointed, or should involuntary bankruptcy proceedings be filed or threatened against Maker,
then in any such event, at the option of the holder hereof at any time thereafter, without demand or notice, the unpaid principal
balance of this Note, and all accrued in terest shall immediately become due and payable.


 


If this Note is placed in the hands of
an attorney for collection or if collected by suit or through bankruptcy, probate, receivership or other legal or judicial proceedings,
the Maker hereof agrees to pay athe reasonable costs of collection and reasonable attorney's fees incurred related thereto.


 






    	 



    	 



    

 


The Maker (i) waives
demand, presentment for payment, notice of intention to accelerate the maturity of this Note and to declare the entire balance
of the indebtedness evidenced hereby due and payable, notice that the entire balance of the indebtedness evidenced hereby has
been declared due and payable, notice of nonpayment, protest, notice of protest and all other notices, filing of suit and diligence
in collecting this Note or enforcing any of the security herefor, (ii) agrees to any substitution, exchange or release of any
such security or the release of any party primarily or secondarily liable hereon, (iii) agrees that Lender or other holder hereof
shall not be required first to institute suit or exhaust its remedies hereon against the Maker or others liable or to become liable
hereon or enforce its rights against any security herefor in order to enforce payment of this Note by it, and (iv) consents to
any extensions or postponement of time of payment of this Note and to any other indulgence with respect hereto without notice
thereof to any of them.


 


Any check, draft,
money order or other instrument given in payment of all or any portion of this Note may be accepted by the Lender of any other
holder hereof and handled for collection in the customary manner, but the same shall not constitute payment hereunder or diminish
any right of the Lender or any other holder hereof, except to the extent that actual cash proceeds of such instrument are unconditionally
received by the Lender or any other holder hereof and applied to this indebtedness as herein provided.


 


This Note shall be
paid and performed in the State of Ohio, and the laws of the State of Ohio shall govern the construction, validity, enforcement,
and interpretation hereof, except to the extent federal laws otherwise govern the validity, construction, enforcement, and interpretation
hereof. If any additional rights or remedies are hereafter granted to creditors under the laws of the State of Ohio or under the
laws of the United States of America, the Lender shall also have and may exercise any such additional rights or remedies. Venue
for any action brought on this Note shall be proper in any state or federal court sitting in Columbus, Ohio, and having jurisdiction
of such action.


 


IN WITNESS WHEREOF,
the undersigned Maker has duly executed this Note as of the clay and year above first written.


 


	 	INTELLINETICS, INC.
	 	 
	 	By: s/William J. Santiago


  



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INTELLINETICS, INC.



SIGNATURE PAGE TO



SUBSCRIPTION
AGREEMENT


 


Subscriber hereby elects to subscribe under the Subscription
Agreement for a Promissory Note in the Principal Amount of$ 74,000


 


Date: SEPTEMBER 18, 2012


 


If the purchaser is an INDIVIDUAL, and
if purchased as JOINT TENANTS, as TENANTS IN COMMON, or as COMMUNITY PROPERTY:


 


	 	 	 
	Print Name(s)	 	Social Security Number(s)
	 	 	 
	 	 	 
	Signature(s) of Subscriber(s)	 	Street Address
	 	 	 
	 	 	 
	Date	 	City, State, Zip Code


 


If the purchaser is a PARTNERSHIP, CORPORATION, LlMlTED LIABILITY
COMPANY or TRUST: 


 


	Alpharion Capital Partners, Inc.	 	Nevada 27-4514940
	Name of Partnership, Corporation,	 	State of Organization and Federal
	Limited Liability Company or Trust	 	Taxpayer Identification Number


 


	By:	/s/ Rick
    Hughes	 	305 North Hurstbourne
    Parkway,

    Louisville, KY Suite 190
	Name:	Rick Hughes	 	Street Address
	Title:	CEO	 	 
	 	September 18, 2012	 	Louisville, KY Suite 40222
	 	Date	 	City, State, Zip Code


  


	By:	/s/ Rick Hughes	 
	Name: Rick Hughes	 
	Title: CEO	 


 


SUBSCRIPTION FOR PROMISSORY NOTE ACCEPTED AND AGREED TO this
18th day of SEPTEMBER 2012.


 


Intellinetics, Inc.


 


By: s/William J. Santiago


 


Title: President & CEO