Blueprint





 







Exhibit 10.66


 


PROMISSORY
NOTE


 


(Revolving
Note)


	


$500,000

	


Charlotte, North Carolina







 



December 12, 2017


 


 


FOR VALUE RECEIVED, the undersigned,
Kure Corp., a Florida Corporation (the “Maker”), hereby promise(s) to pay
to the order of Level Brands, Inc., a North Carolina corporation
(together with its successors and assigns, the “Holder”), the principal sum of the
lesser of (i) Five Hundred Thousand Dollars ($500,000) or
(ii) the aggregate unpaid principal amount of all advances
made by the Holder under this Promissory Note and the Revolving
Line of Credit (as defined below), together with interest on all
principal amounts available for advancement hereunder at eight
percent (8%) per annum on the earliest to occur of: (a) first
anniversary of the date hereof, or (b) a Qualified Private Offering
(as defined below) (“Maturity”). Interest shall be paid
in arrears at Maturity and computed on the basis of a 365-day
year.

 


For
purposes hereof, “Qualified
Private Offering” shall mean the issuance or sale by
Borrower of its equity securities in a private offering resulting
in gross proceeds to the Borrower of at least Two Million Dollars
($2,000,000).

 


The
Maker reserves the right to prepay all or any portion of this
Promissory Note at any time and from time to time without premium
or penalty of any kind. All payments made hereunder shall be made
in lawful currency of the Unites States of American in accordance
with the terms in the Revolving Line of Credit, dated even date
herewith, between the Maker and the Holder (the “Credit Agreement”), or at such
other place as the Holder may designate in writing. All payments
made hereunder, whether a scheduled payment, prepayment, or
payments as a result of acceleration, shall be allocated first to
accrued but unpaid interest, and then to payments of principal
remaining outstanding hereunder.

 


Each
person liable hereon agrees to pay all reasonable costs of
collection, including attorneys’ fees, paid or incurred by
the Holder in enforcing this Promissory Note on default or the
rights and remedies herein provided.

 


This
Promissory Note is made pursuant to the provisions of the Credit
Agreement. The Credit Agreement, among other things, contains
provisions for acceleration of the maturity of this Promissory Note
upon the happening of certain stated events and also for
prepayments of the principal hereof prior to the maturity of this
Promissory Note upon the terms and conditions specified therein.
This Promissory Note is secured by a Security Agreement, dated of
even date herewith, between the Maker and the Holder.

 




 








 






 


The
Maker, for itself and for any guarantors, sureties, endorsers
and/or any other person or persons now or hereafter liable hereon,
if any, hereby waives demand of payment, presentment for payment,
protest, notice of nonpayment or dishonor and any and all other
notices and demands whatsoever, and any and all delays or lack of
diligence in the collection hereof, and expressly consents and
agrees to any and all extensions or postponements of the time of
payment hereof from time to time at or after maturity and any other
indulgence and waives all notice thereof.

 


No
delay or failure by the Holder in exercising any right, power,
privilege or remedy hereunder shall affect such right, power,
privilege or remedy or be deemed to be a waiver of the same or any
part thereof; nor shall any single or partial exercise thereof or
any failure to exercise the same in any instance preclude any
further or future exercise thereof, or exercise of any other right,
power, privilege or remedy, and the rights and privileges provided
for hereunder are cumulative and not exclusive. The delay or
failure to exercise any right hereunder shall not waive such
right.

 


The
Holder may sell, assign, pledge or otherwise transfer all or any
portion of its interest in this Promissory Note at any time or from
time to time without prior notice to or consent of and without
releasing any party liable or to become liable hereon.

 


This
Promissory Note shall be governed by and construed and enforced in
accordance with the laws of the State of North
Carolina.

 


IN WITNESS WHEREOF, the undersigned has
duly caused this Promissory Note to be executed and delivered as of
the date first written above.

 


 


Kure
Corp.

 


 

 



By:                                                                            






Craig
Brewer, CEO