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10-K - 10-K - ASIA SELECT ACQUISITION III CORPv188775_10k.htm
EX-32.1 - EX-32.1 - ASIA SELECT ACQUISITION III CORPv188775_ex32-1.htm
EX-31.1 - EX-31.1 - ASIA SELECT ACQUISITION III CORPv188775_ex31-1.htm
EX-31.2 - EX-31.2 - ASIA SELECT ACQUISITION III CORPv188775_ex31-2.htm
EX-32.2 - EX-32.2 - ASIA SELECT ACQUISITION III CORPv188775_ex32-2.htm
PROMISSORY NOTE
 
$33,086.00
June 11, 2010
 
FOR VALUE RECEIVED, and intending to be legally bound, Asia Select Acquisition III Corp., a Delaware corporation with an address at 300-1055 West Hastings Street
Vancouver B.C. V6E 2E9 Canada (the “Maker”), hereby unconditionally and irrevocably promises to pay to the order of China Select Capital Partners Corp., with an address at 300-1055 West Hastings Street Vancouver B.C. V6E 2E9, Canada (the “Payee”), in lawful money of the United States of America, the sum of thirty three thousand and eighty six dollars ($33,086.00) on or before the earlier of (i) June 17, 2017 or (ii) the date that the Maker (or a wholly owned subsidiary of the Maker) consummates a business combination with an operating company in a reverse merger or reverse takeover transaction or other transaction after which the Maker would cease to be a shell company (as defined in Rule 12b-2 under the Securities Exchange Act of 1934, as amended) (the “Maturity Date”).

Interest shall not accrue on the outstanding principal balance of this Promissory Note. This Promissory Note may be prepaid in whole or in part at any time or from time to time without penalty prior to the Maturity Date.

For purposes of this Promissory Note, an "Event of Default" shall occur if the Maker shall: (i) fail to pay the entire principal amount of this Promissory Note when due and payable, (ii) admit in writing its inability to pay any of its monetary obligations under this Promissory Note, (iii) make a general assignment of its assets for the benefit of creditors, or (iv) allow any proceeding to be instituted by or against it seeking relief from or by creditors, including, without limitation, any bankruptcy proceedings, if such proceedings are not dismissed within 30 days.

In the event that an Event of Default has occurred, the Payee or any other holder of this Promissory Note may, by notice to the Maker, declare this entire Promissory Note to be forthwith immediately due and payable, without presentment, demand, protest or further notice of any kind, all of which are hereby expressly waived by the Maker.  In the event that an Event of Default consisting of a voluntary or involuntary bankruptcy filing has occurred, then this entire Promissory Note shall automatically become due and payable without any notice or other action by Payee.

The nonexercise or delay by the Payee or any other holder of this Promissory Note of any of its rights hereunder in any particular instance shall not constitute a waiver thereof in that or any subsequent instance.  No waiver of any right shall be effective unless in writing signed by the Payee, and no waiver on one or more occasions shall be conclusive as a bar to or waiver of any right on any other occasion.

Should any part of the indebtedness evidenced hereby be collected by law or through an attorney-at-law, the Payee or any other holder of this Promissory Note shall, if permitted by applicable law, be entitled to collect from the Maker all reasonable costs of collection, including, without limitation, attorneys’ fees and expenses.
 
 
 

 

All notices and other communications must be in writing to the address of the party set forth in the first paragraph hereof and shall be deemed to have been received when delivered personally (which shall include via an overnight courier service) or, if mailed, three (3) business days after having been mailed by registered or certified mail, return receipt requested, postage prepaid. The parties may designate by notice to each other any new address for the purpose of this Promissory Note.

Maker hereby forever waives presentment, demand, presentment for payment, protest, notice of protest, and notice of dishonor of this Promissory Note and all other demands and notices in connection with the delivery, acceptance, performance and enforcement of this Promissory Note.

This Promissory Note shall be binding upon the successors and assigns of the Maker, and shall be binding upon, and inure to the benefit of, the successors and assigns of the Payee.

This Promissory Note shall be governed by and construed in accordance with the internal laws of the State of Delaware.


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IN WITNESS WHEREOF, the undersigned Maker has executed this Promissory Note as of June 11, 2010.
 
 
 
MAKER:
 
     
 
ASIA SELECT ACQUISITION III CORP.
 
       
 
By:
/s/ Min Kuang  
   
Name: Min Kuang
 
    Title: President  
       
 
 
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