Note shall be governed by
and
construed in accordance
with the laws of the State of Colorado,
and venue
for any action
regarding this
Nonrecourse
Secured
Promissory
Note shall lie
exclusively in the state or federal district court located in Denver, Colorado.
EXCEPTION.
NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH
ABOVE
IN THIS
NONRECOURSE
SECURED
PROMISSORY
NOTE,
THE
OBLIGATION
OF THE
BORROWER WITH RESPECT TO INTEREST ACCRUED ON THE LOAN DURING THE PERIOD FROM AND
AFTER TWO YEARS AND SIX MONTHS
FOLLOWING
THE DATE THE
LENDER
FUNDS THE LOAN,
TOGETHER WITH ANY DEFAULT INTEREST ACCRUING ONLY WITH RESPECT TO ANY NON-PAYMENT
OF INTEREST DURING THE PERIOD
COMMENCING TWO YEARS AND SIX MONTHS FOLLOWING THE
DATE HEREOF AND
REASONABLE
COSTS OF
COLLECTION
WITH RESPECT TO THE FOREGOING
INTEREST,
SHALL BE WITH FULL RECOURSE TO THE BORROWER. SUCH RECOURSE OBLIGATION
SHALL NOT BE SECURED BY THE
LENDER'S
STOCK
PURSUANT TO THE ABOVE
REFERRED TO
STOCK PLEDGE AGREEMENT.
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IN WITNESS
WHEREOF,
the Borrower has caused this Nonrecourse
Secured Promissory Note to be executed as of the date first set forth above.
FLYING J OIL & GAS INC.,
a Utah corporation
By:
/s/ JOHN R. SCALES
Title: President
BIG WEST OIL & GAS INC.
a Utah corporation
By:
/s/ JOHN R. SCALES
Title: PRESIDENT
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