ex_0401.htm


    
      

      

    

    
      EXHIBIT
        4.1

       

       

      POCKETFINDER
        LLC

       

      $_______________

      CONVERTIBLE
        NOTE

       

      PocketFinder
        LLC , a limited liability company duly organized and existing under the laws
        of
        California (herein referred to as the “Company”), for value received, hereby
        promises to pay to _________________________________, the principal sum of
        $____________________ in 12 months, at the office or agency of the Company
        in
        Anaheim, California, in such coin or currency of the United States of America
        as
        at the time of payment is legal tender for the payment of public and private
        debts, and to pay interest on said principal sum at the rate of 8% per annum,
        at
        said office or agency, in like coin or currency.

       

      At
        the
        option of the Company, this Note or any portion hereof, plus any accrued
        and
        unpaid interest may be converted into:

       

      •           shares
        of the common stock of any corporation which acquires the Company on the
        basis
        of one share for each $1.00 of principal or interest converted.  Any
        such conversion of this note into shares of the acquired corporation must
        take
        place within five days after the date the acquisition closes,

       

      or

       

      •           the
        Company’s Class A membership units on the basis of one Class A membership unit
        for each $50,000 of principal and/or interest converted, it being understood
        that if less than $50,000 of principal and/or interest is converted a
        proportional fraction of a Class A membership unit will be issued upon
        conversion.

       

      This
        Note
        may be prepaid at any time, at the option of the Company, in whole or in
        part,
        from time to time and upon notice given not less than 30 days before the
        date
        fixed for prepayment and mailed to the holder at the address shown
        below.

       

      Upon
        any
        default in the payment of principal or interest, or upon the failure to issue
        any securities to which the holder is entitled upon conversion, the holder
        of
        this Note will be entitled to all costs of collection, including reasonable
        attorney’s fees.

       

      This
        Note
        shall be deemed to be a contract made under the laws of the State of California
        and for all purposes shall be construed in accordance with the laws of
        California.

       

      Dated:  _______________

       

      
        	 	 	 	POCKETFINDER
                LLC	 
	 	 	 	 	 
	
                 

              	 	
                By 
                  

              	
                 

              	 
	
                 

              	 	 	
                President

              	 


      

       

      Address
        of Holder:

      
        	 	 	 	 	 
	
                 

              	 	 	
                 

              	 


      

      
        	
                 

              	 	 	
                 

              	 
	
                 

              	 	 	
                 

              	 


      

      
 

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