EX-10.3
from SB-2
1 page
Promissory Note Vancouver, British Columbia April 24, 2000 $Us50,000.00 for Value Received, the Undersigned Promises to Pay to the Order of Herman Poon, the Principal Sum of Fifty Thousand Dollars ($Us50,000.00) in Legal Tender. Payment Shall Be Made Upon the Successful Completion of an Initial Public Offering of the Common Stock of Lifestream Inc. and Sale of All Registered Shares Pursuant to Such Offering. 1. Default. if Any Payment Is Not Paid When Due, or if Obligors Breach Any Other Agreement With the Holder of This Note, Obligors Will Be in Default. Upon Default, the Holder May Declare the Unpaid Principal Balance and All Accrued Interest and Unpaid Late Charges, if Any, Immediately Due and Payable, Without Notice, and Obligors Will Then Pay That Amount. the Holder May Employ Attorneys or Other Agents to Collect Amounts Due Under This Note if Obligors Are in Default or to Otherwise Enforce the Terms of This Note and Any Agreement Securing This Note, and Obligors Agree to Pay All Fees, Costs and Expenses Incurred by the Holder as a Consequence of Default by Obligors. Such Fees, Costs and Expenses Include Attorneys' Fees Whether or Not Litigation Is Commenced and Including Any Appeal, Fees or Expenses Incurred in Any Bankruptcy, Receivership, or Other Insolvency Proceedings, Any Anticipated Post-Judgment Collection Charges, and All Other Costs of Collection, Including Court Costs. the Holder May Delay Enforcing Any of Its Rights Under This Note Without Forfeiting Such Rights. 2. Waiver. the Obligors Hereby Severally Waive Presentment, Demand for Payment, Protest, Notice of Nonpayment or Dishonor, and Any Relief, Waiver or Discharge Arising From Any Extension of Time for Payment Granted Before, at or After Maturity, or for Any Other Causes. 3. Obligors. "Obligors" as Used in This Note Means All Makers, Signers and Co-Signers, Guarantors, Sureties, and Endorsers. /S/ Lifestream Inc. Lifestream Inc. <page>
12/34/56
EX-10.2
from SB-2
1 page
Assignment of License Agreement for Value Received, Herman Poon ("Assignor"), for Good and Valuable Consideration, Does Hereby Sell, Assign, and Transfer to Lifestream Inc., a Washington Corporation ("Assignee"), All of the Rights, Title and Interest of Assignor and Delegates to Assignee All of the Duties of Assignor Under That Certain License Agreement Dated April 24, 2000 by and Between Assignor and Vitamineralherb.com Corp., a Nevada Corporation, a True Copy of Which Is Annexed Hereto and Made a Part Hereof. Assignor Represents That the Annexed Contract Is a Valid and Binding Agreement in All Respects, Is Assignable and the Duties Hereunder Delegable, and That This Assignment and Delegation Is a Valid Exercise of the Assignor's Rights. Assignee Hereby Assumes and Agrees to Perform All of Assignor's Obligations Under the Annexed Contract. Assignee Shall Defend, Indemnify and Hold Harmless Assignor, From and Against Any Claim, Liability and Expense Which Assignee May Incur (Including Without Limitation Attorneys Fees and Litigation Expenses) That Arises Out of Assignee's Performance Of, or Failure to Perform, Such Contract. Dated This 24th Day of April, 2000. Assignor: Assignee: Lifestream Inc. /S/ Herman Poon /S/ Herman Poon - Herman Poon Herman Poon, President Page 1 of 1 <page>
12/34/56