Unassociated Document


    
       

       

      Exhibit
10.1

       

      PROMISSORY
NOTE

       

      January
1, 2008

       

      $3,350

       

      In
consideration of Money Loaned to the Company by Peter Klamka in the aggregate
amount of $3,350, Solar Acquisition Corp. Corporation, a Florida corporation
(“Solar Acquisition
Corp.  ) hereby promises to pay to the order of Peter
Klamka,  an individual (“Mr. Klamka), the
amount of $3,350.00 in accordance with the following:

       

      
        	 
      	
                1.

              	
                Payment of Amount
      Owed.  Solar Acquisition Corp. shall pay Mr. Klamka the
      principal amount of this note in on demand.

              
	 
      	 
      	 
      
	 
      	
                2.

              	
                Interest. Interest will accrue
      on the principal amount of this note at 0%.

              
	 
      	 
      	 
      
	 
      	
                3.

              	
                Method of Payment. Solar Acquisition Corp.
      shall make all payments of amounts due under this note by wire transfer of
      immediately available funds to an account designated by Mr. Klamka in a
      written notice to Solar Acquisition Corp.

              
	 
      	 
      	 
      
	 
      	
                4.

              	
                Conversion. Mr. Klamka is
      entitled, at his option, to convert at any time into shares of Common
      Stock of the Company at a conversion price of .08 per each share of Common
      Stock.

              
	 
      	 
      	 
      
	 
      	
                5.

              	
                Prepayment. Solar Acquisition
      Corp. May prepay this note in whole or in part at any time without premium
      or penalty.

              
	 
      	 
      	 
      
	 
      	
                6.

              	
                Events of Default. The
      occurrence of one or more of the following events (an “Event  of Default-)
      will cause Solar Acquisition Corp. to be in default under this
      note:

              


      

       

      


      
        	 
      	 
      	
                a.

              	
                Solar
      Acquisition Corp. fails to make any payment due under section 1 of this
      note or breaches any other obligation contained in this note,
      and

              
	 
      	 
      	 
      	 
      
	 
      	 
      	
                b.

              	
                Solar
      Acquisition Corp. commences any voluntary proceeding under any chapter of
      the Federal Bankruptcy Code or any other law relating to bankruptcy,
      bankruptcy reorganization, insolvency or relief of debtors, or any such
      proceeding is commenced against Solar Acquisition Corp. and is not
      dismissed within 60 days from the date on which it is filed or
      instituted.

              


      

       

      


      
        	 
      	
                7.

              	
                Default Rate. Upon occurrence of
      an Event of Default, the unpaid principal amount of this note and any
      interest accrued thereon will bear interest from the date due until that
      amount is paid in full at an annual rate of 0%.

              
	 
      	 
      	 
      
	 
      	
                8.

              	
                Expenses. Solar Acquisition
      Corp. shall pay all reasonable expenses incurred by Mr. Klamka in
      connection with the collection and enforcement of this note, including
      without limitation reasonable attorneys' fees and
costs.

              
	 
      	 
      	 
      
	 
      	
                9.

              	
                Waiver of Presentment. Solar
      Acquisition Corp. hereby waives presentment. notice of demand for payment,
      protest, notice of dishonor and any other notice of any kind with respect
      to this note.

              
	 
      	 
      	 
      
	 
      	
                10.

              	
                Waiver of Rights. No delay on
      the part of Mr. Klamka in exercising any of Mr. Klamka's rights nor an
      partial or single exercise or any of those rights constitutes a waiver
      thereof or of' any other right, and no waiver on the part of Mr. Klamka of
      any of Mr. Klamka's rights constitutes a waiver of any other
      right

              
	 
      	 
      	 
      
	 
      	
                11.

              	
                Amendment. This note may only be
      amended, waived, discharged, or terminated by an instrument in writing
      signed by the party against which enforcement of the amendment, waiver,
      discharge, or termination is sought.

              
	 
      	 
      	 
      
	 
      	
                12.

              	
                Governing Law. The laws of the
      State of Michigan, without regard to principles of conflicts of law,
      govern all matters arising under this note, including without limitation
      any tort claim.

              


      

      


       

                Solar
Acquisition Corp. is executing this note on the date stated at the top of this
note.