Exhibit 10.2










UNSECURED PROMISSORY NOTE


The
holder of this security must not trade the security in or from a jurisdiction of Canada unless the conditions in section 13 of
Multilateral Instrument 51-105 “Issuers Quoted in the U.S. Over-the-Counter Market” are met.


 


THE SECURITIES REPRESENTED HEREBY HAVE NOT
BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “U.S. SECURITIES ACT”), OR STATE SECURITIES
LAWS. THE HOLDER HEREOF, BY PURCHASING THESE SECURITIES, AGREES FOR THE BENEFIT OF THE CORPORATION THAT THESE SECURITIES MAY BE
OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED ONLY (A) TO THE CORPORATION, (B) OUTSIDE THE UNITED STATES IN ACCORDANCE WITH RULE
904 OF REGULATION S (“REGULATION S”) UNDER THE U.S. SECURITIES ACT AND IN COMPLIANCE WITH APPLICABLE CANADIAN LOCAL
LAWS AND REGULATIONS, (C) WITHIN THE UNITED STATES IN ACCORDANCE WITH (1) RULE 144A UNDER THE U.S. SECURITIES ACT OR (2) RULE 144
UNDER THE U.S. SECURITIES ACT AND IN COMPLIANCE WITH APPLICABLE STATE SECURITIES LAWS, OR (D) IN ANOTHER TRANSACTION THAT DOES
NOT REQUIRE REGISTRATION UNDER THE U.S. SECURITIES ACT OR ANY APPLICABLE STATE SECURITIES LAWS, PROVIDED THAT IN THE CASE OF TRANSFERS
PURSUANT TO (C)(2) OR (D) ABOVE, A LEGAL OPINION SATISFACTORY TO THE CORPORATION MUST FIRST BE PROVIDED TO THE TRANSFER AGENT OF
THE CORPORATION.


 


THESE SECURITIES MAY NOT CONSTITUTE “GOOD
DELIVERY” IN SETTLEMENT OF TRANSACTIONS ON CANADIAN STOCK EXCHANGES. IF THE CORPORATION IS A “FOREIGN ISSUER”
WITHIN THE MEANING OF REGULATION S AT THE TIME OF TRANSFER, A NEW CERTIFICATE, BEARING NO LEGEND, MAY BE OBTAINED FROM THE TRANSFER
AGENT OF THE CORPORATION UPON DELIVERY OF THIS CERTIFICATE AND A DULY EXECUTED DECLARATION, IN A FORM SATISFACTORY TO THE CORPORATION
AND THE TRANSFER AGENT OF THE CORPORATION AND, IF SO REQUIRED BY THE TRANSFER AGENT OF THE CORPORATION, AN OPINION OF COUNSEL,
TO THE EFFECT THAT THE SALE OF THE SECURITIES REPRESENTED HEREBY IS BEING MADE IN COMPLIANCE WITH RULE 904 OF REGULATION S UNDER
THE U.S. SECURITIES ACT.


 


	Amount: US$5,000	November 30, 2012


 


CAN-CAL RESOURCES LTD., a public company incorporated
in the State of Nevada, USA (Trading Symbol: NASDAQ OTCBB – “CCRE”) (the “Borrower” or “CAN-CAL”)
for value received hereby promises to pay to the order of FutureWorth Capital Corp. (the “Holder”), located at 1712
25 Street SW, Calgary, Alberta, Canada, T3C1J6 on or before November 30, 2013 (the “Maturity Date”), the principal
sum of US$5,000.


 


		1.	Interest shall accrue on such part of the principal amount as remains from time to time outstanding
hereunder at the rate of ten percent (10%) per annum, both after and before the Maturity Date, default and judgment, with interest
on overdue interest at the same rate, computed from the date hereof and calculated and payable on the earlier of the Maturity Date
and the date on which the principal amount is paid in full.



		2.	In addition, on (maturity date), the Borrower will grant to the Holder, 20,000 Common Share Purchase
Warrants (“Warrants”) for each $5,000 Principal Amount, with each Warrant entitling the Holder to purchase one Common
Share of the Corporation at an exercise price of US$0.10 per Common Share until November 30, 2014.





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		3.	At any time following the date that is three months from the date of this promissory note, the
Borrower has the right to prepay all or a portion of this promissory note without additional bonus or penalty. This promissory
note is non-assignable and non-transferable without the prior written consent of the Borrower.



 


		4.	The Borrower hereby waives grace, presentment for payment, notice of non-payment, notice of non-payment,
notice of protest, notice of intent to accelerate, notice of acceleration, demand, diligence, presentment and time of commencement
of suit.



 


		5.	Time is of the essence with respect to this unsecured promissory note.



 


		6.	Extension of time for payment of all or any part of the amount owing hereunder or otherwise at
the time or times or failure of the Holder to enforce any of its rights or remedies hereunder or under any instrument securing
this promissory note or any release or surrender of property shall not release the Borrower and shall not constitute a waiver of
the right of the Holder to enforce any of such rights or remedies thereafter.



 


		7.	This unsecured promissory note shall be construed, interpreted and governed in accordance with
the laws of the State of Nevada and United States applicable therein.



 


	 	Can-Cal Resources Ltd.
	 	 
	 	Per:
	 	 
		____________________
	 	Authorized Signatory


 




 


 


 


 


 


 


 


 






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