EXHIBIT 10.2


 


PROMISSORY NOTE


 


$50,000.00


November 7, 2016


 


theglobe.com, inc., a Delaware corporation


1500 Cordova Road, Suite 302


Fort Lauderdale, FL 33316


(Hereinafter referred to as "Borrower")


 


Dancing Bear Investments, Inc., a Florida corporation


1500 Cordova Road, Suite 302


Fort Lauderdale, FL 33316


(Hereinafter referred to as “Lender")


 


Borrower promises to pay to the order of
Lender, in lawful money of the United States of America, at its office indicated above or wherever else Lender may specify, the
sum of Fifty Thousand and No/100 Dollars ($50,000.00) or such lesser sum as may be advanced and outstanding from time to time,
with interest on the unpaid principal balance at the rate and on the terms provided in this Promissory Note (including all renewals,
extensions or modifications hereof, this "Note").


 


MATURITY DATE. For purposes hereof,
“Maturity Date” shall mean the first to occur of (i) five (5) business days following any demand for payment,
which demand can be made by Lender at any time, or (ii) the occurrence of an “Event of Default” as defined below.


 


INTEREST RATE.  Interest shall
accrue on the unpaid principal balance of this Note from the date hereof at the rate of ten percent (10%) per annum as of the date
of this Note (the "Interest Rate").


 


DEFAULT RATE. In addition to all
other rights contained in this Note, if a Default occurs and as long as a Default continues, all outstanding principle under this
Note shall bear interest at the Interest Rate plus 4% ("Default Rate"). The Default Rate shall also apply from
acceleration until the obligations or any judgment thereon is paid in full.


 


INTEREST AND FEE(S) COMPUTATION (ACTUAL/ACTUAL).
Interest and fees, if any, shall be computed on the basis of the actual number of days in the year for the actual number of days
in the applicable period ("Actual/Actual Computation"). The Actual/Actual Computation determines the annual effective
yield by taking the stated (nominal) rate for a year's period and then dividing said rate by the actual number of days in the year
to determine the daily periodic rate to be applied for each day in the applicable period.


 


REPAYMENT TERMS. This Note shall
be due and payable in one lump sum of principal and interest on the Maturity Date.


 


APPLICATION OF PAYMENTS. Monies
received by Lender from any source for application toward payment of the Obligations shall be applied to accrued interest and then
to principal. If a Default occurs, monies may be applied to the Obligations in any manner or order deemed appropriate by Lender.


 


If any payment received by Lender under
this Note is rescinded, avoided or for any reason returned by Lender because of any adverse claim or threatened action, the returned
payment shall remain payable as an obligation of all persons liable under this Note as though such payment had not been made.


 


DEFINITIONS. Obligations. The term
"Obligations", as used in this Note, refers to any and all indebtedness and other obligations under this Note.
Sale Event. The term “Sale Event”, as used in this Note, means a transaction or series of related transactions,
directly or indirectly: (i) involving the reorganization, merger or the consolidation of the Borrower with or into any other entity,
or an acquisition of the Borrower effected by an exchange of outstanding equity securities of the Borrower, or any issuance, sale,
transfer or other disposition in a single transaction or series of related transactions, regardless of form, which results in the
holders of the voting stock of the Borrower immediately prior to such transaction no longer collectively beneficially owning, directly
or indirectly, 50% or more of the voting and financial rights associated with the total voting stock of the Borrower (or such other
equity class of the Borrower or its successor as the voting stock of the Borrower have been converted into as a consequence of
such transaction) as a result of such transaction; or (ii) involving the sale, transfer or other disposition of all or substantially
all of the assets of the Borrower or its subsidiaries, taken as a whole, to one or more persons or entities.


 






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ATTORNEYS' FEES AND OTHER COLLECTION
COSTS. Borrower shall pay all of Lender's reasonable expenses incurred to enforce or collect any of the Obligations including,
without limitation, reasonable arbitration, paralegals', attorneys' and experts' fees and expenses, whether incurred without the
commencement of a suit, in any trial, arbitration, or administrative proceeding, or in any appellate or bankruptcy proceeding.


 


USURY. If at any time the effective
interest rate under this Note would, but for this paragraph, exceed the maximum lawful rate, the effective interest rate under
this Note shall be the maximum lawful rate, and any amount received by Lender in excess of such rate shall be applied to principal
and then to fees and expenses, or, if no such amounts are owing, returned to Borrower.


 


REMEDIES UPON DEFAULT; The occurrence
of any of the following shall constitute an "Event of Default" under this Note: (a) If any sum payable hereunder
is not paid within ten (10) days of when due, (b) if Borrower shall dissolve or liquidate, or become insolvent (however such insolvency
may be evidenced) or shall file a voluntary bankruptcy petition or be the subject of an involuntary bankruptcy petition which continues
dismissed or unstayed for a period of 30 consecutive days; (c) if the Borrower shall make a general assignment for the benefit
of creditors; (d) if any litigation or governmental proceeding shall be commenced against the Borrower; or (e) if there shall be
any Sale Event. Upon the occurrence of any Event of Default, this Note and all principal, interest and other sums payable hereunder
shall, at the option of the Lender, become and be immediately due and payable forthwith, without presentation, demand, protest,
notice of protest, or any other notice of dishonor of any kind, all of which are hereby expressly waived. All of the rights, remedies,
powers and privileges (together, "Rights") of the Lender provided for in this Note are cumulative of each other
and of any and all other Rights at law or in equity. No single or partial exercise of any Right shall exhaust it, or preclude any
other or further exercise thereof, and every Right may be exercised at any time and from time to time. No failure by the Lender
to exercise, nor delay in exercising any Right, including but not limited to the right to accelerate the maturity of this Note,
shall be construed as a waiver of any Event of Default or as a waiver of the Right.


 


WAIVERS AND AMENDMENTS. No waivers,
amendments or modifications of this Note shall be valid unless in writing and signed by Lender. No waiver by Lender of any Default
shall operate as a waiver of any other Default or the same Default on a future occasion. Neither the failure nor any delay on the
part of Lender in exercising any right, power, or remedy under this Note shall operate as a waiver thereof, nor shall a single
or partial exercise thereof preclude any other or further exercise thereof or the exercise of any other right, power or remedy.


 


Borrower or any person liable under this
Note waives presentment, protest, notice of dishonor, demand for payment, notice of intention to accelerate maturity, notice of
acceleration of maturity, notice of sale and all other notices of any kind. Further, each agrees that Lender may extend, modify
or renew this Note or make a novation of the loan evidenced by this Note for any period, and grant any releases, compromises or
indulgences with respect to any collateral securing this Note, or with respect to any other Borrower or any other person liable
under this Note, all without notice to or consent of Borrower or each person who may be liable under this Note and without affecting
the liability of Borrower or any person who may be liable under this Note.


 


MISCELLANEOUS PROVISIONS.
Assignment. This Note shall inure to the benefit of and be binding upon the parties and their respective heirs, legal
representatives, successors and assigns. Lender's interests in and rights under this Note re freely assignable, in whole or
in part, by Lender. Borrower shall not assign its rights and interest hereunder without the prior written consent of Lender,
and any attempt by Borrower to assign without Lender's prior written consent is null and void. Any assignment shall not
release Borrower from the Obligations. Applicable Law. This Note shall be governed by and construed under the laws of
the state named in Lender's address on the first page hereof without regard to that state's conflict of laws principles. Jurisdiction.
Borrower irrevocably agrees to non-exclusive personal jurisdiction in the state named in Lender's address on the first page
hereof. Severability. If any provision of this Note shall be prohibited or invalid under applicable law, such
provision shall be ineffective but only to the extent of such prohibition or invalidity, without invalidating the remainder
of such provision or the remaining provisions of this Note or other such document.


 


WAIVER OF JURY TRIAL. TO THE EXTENT
PERMITTED BY APPLICABLE LAW, EACH OF BORROWER AND LENDER KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVES ANY RIGHT EACH MAY HAVE
TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED ON, OR ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS NOTE, OR ANY COURSE
OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF ANY PARTY WITH RESPECT HERETO. THIS PROVISION
IS A MATERIAL INDUCEMENT TO LENDER TO ACCEPT THIS NOTE.


 


IN WITNESS WHEREOF, the undersigned
has caused this Note to be executed under seal.


 


	 	theglobe.com, inc., a Delaware corporation
	 	 
	 	 
	 	By:	/s/ Robin S. Lebowitz
	 	 	Robin S. Lebowitz
	 	 	Vice-President of Finance
	 	 	 


 






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