-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DVm8YE6iqlWigWVGxyVW3tOyiB1SlbhoVj2YtM2ZCLhYXZ6ugXJE3c3bz3fTQm0c vwWzG63OeswzCaCE49iTOg== 0001140361-10-001981.txt : 20100119 0001140361-10-001981.hdr.sgml : 20100118 20100119083908 ACCESSION NUMBER: 0001140361-10-001981 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100115 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100119 DATE AS OF CHANGE: 20100119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEAP TECHNOLOGY INC / DE CENTRAL INDEX KEY: 0000110027 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE [6500] IRS NUMBER: 640769296 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-05667 FILM NUMBER: 10531944 BUSINESS ADDRESS: STREET 1: 5601 NORTH DIXIE HIGHWAY, SUITE 411 STREET 2: SUITE 314 CITY: FORT LAUDERDALE STATE: FL ZIP: 33334 BUSINESS PHONE: 9547715402 MAIL ADDRESS: STREET 1: 5601 NORTH DIXIE HIGHWAY, SUITE 411 STREET 2: SUITE 314 CITY: FORT LAUDERDALE STATE: FL ZIP: 33334 FORMER COMPANY: FORMER CONFORMED NAME: SEAL FLEET INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FORMERLY FIRST NATIONAL CORP/NV/ DATE OF NAME CHANGE: 19600201 8-K 1 form8k.htm LE@P TECHNOLOGY 8-K 1-15-2010 form8k.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934


Date of Report:  January 15, 2010
(Date of earliest event reported)

LE@P TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)


Delaware
 
0-5667
 
65-0769296
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)


 
5601 N. Dixie Highway, Suite 411
 
   
 
Ft. Lauderdale, FL
 
33334
 
 
(Address of principal executive offices)
 
(Zip Code)
 


Registrant’s telephone number, including area code:  (954) 771-1772

 
NOT APPLICABLE
 
(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4( c) under the Exchange Act (17 CFT 240.13e-4( c))
 


 
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Items 1.01 Entry into a Material Definitive Agreement

On January 15, 2010, Bay Colony Associates, Ltd., an entity wholly owned by Dr. Pearce and  the holder of a original promissory note dated March 17, 2006 and a renewal promissory note dated October 24, 2007 in the original principal amount of $562,500 made by Parkson Property, LLC, the Company’s subsidiary, agreed to extend the maturity date of the note from January 8, 2010 until January 8, 2011.  The principal and all accrued interest, at the rate of 7% per annum, under the note are due in one lump sum on the extended maturity date, and all of the other terms of the note remain unmodified.  A copy of the renewal promissory note is filed herewith as Exhibit 10.1.  The extension of the maturity date of the note is necessary as the Company does not have the funds available to retire the debt.

Item 9.01 Financial Statements and Exhibits

 
(d)
Exhibits

10.1 
Renewal Promissory Note dated January 15, 2010 in the principal amount of $562,500 executed by Parkson Property, LLC in favor of  Bay Colony Associates, Ltd.

 
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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


   
LE@P TECHNOLOGY, INC.
         
         
Date:  January 15, 2010
 
By:
 
/s/ Timothy Lincoln
         
   
Name:
 
Timothy Lincoln
         
   
Title:
 
Acting Principal Executive Officer

 
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EXHIBIT LIST


Renewal Promissory Note dated January 15, 2010 in the principal amount of $562,500 executed by Parkson Property, LLC in favor of  Bay Colony Associates, Ltd.
 
 
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EX-10.1 2 ex10_1.htm EXHIBIT 10.1 ex10_1.htm

Exhibit 10.1

RENEWAL PROMISSORY NOTE


$562,500.00
Executed at Broward County, Florida
January 15, 2010

FOR VALUE RECEIVED, Parkson Property, LLC, a wholly owned subsidiary of Le@P Technology, Inc., with a principal place of business at 5601 N. Dixie Highway, Suite 411, Fort Lauderdale, Florida  33334 ("Maker"), promises to pay to the order of Bay Colony Associates, Ltd. (the "Payee"), the principal sum of FIVE HUNDRED SIXTY-TWO THOUSAND FIVE HUNDRED DOLLARS AND NO CENTS ($562,500.00), together with interest at the rate of seven percent (7%) per annum due and payable in one lump sum of principal and interest on January 8, 2011.  Payment of principal and accrued interest shall be paid to the Payee at 5601 N. Dixie Highway, Suite 411, Ft. Lauderdale, FL 33334, or such other place as the Payee may designate.

This Renewal Promissory Note (this "Note") is issued subject to the following additional terms and conditions:

1.             Renewal of Original Note dated March 17, 2006 and Renewal Note dated October 24, 2007.  This Note is a renewal promissory note, and renews, amends and restates the terms and obligations under that certain promissory note made by the Maker to the Payee dated March 17, 2006 and the renewal note dated October 24, 2007 both in the original principal amount of $562,500 (the “Prior Notes”).  Pursuant to this Note, the maturity date for the payment of principal and accrued interest under the Prior Notes has been extended from January 8, 2010 to January 8, 2011. It is the intention of the Maker and the Payee that this Note, given in replacement of the Prior Notes, shall amend, restate and renew the Prior Note without constituting a novation, satisfaction, cancellation or extinguishment of the Prior Note, but that henceforth the indebtedness represented thereby and the obligations thereunder shall be paid in accordance with the terms and conditions of this Note, and not in accordance with the terms and conditions of the Prior Notes.

2.             Type of Payment.  Payment of both principal and interest shall be made in currency of the United States of America which at the time of payment shall be legal tender for the payment of public and private debts.

3.             Manner of Payment.  Payment shall be made to Payee at the Payee's address set forth above or such other place as Payee may designate in writing.
 
4.             Interest on Overdue Payments.  From and after the date which is fifteen (15) days after the date upon which any payment of principal hereunder becomes due and payable, if the same is not timely paid, interest shall be payable on all sums outstanding hereunder at the rate of fifteen percent (15%) per annum.

 
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5.
Miscellaneous.

(A)          This Note shall be binding upon the Maker and its successors and assigns.

(B)           If any provision hereof shall be held invalid or unenforceable by any court of competent jurisdiction or as a result of future legislative action, such holding or action shall be strictly construed and shall not affect the validity or effect of any other provision hereof.

(C)           The validity, interpretation and effect of this Note shall be exclusively governed by, and construed in accordance with, the laws of the State of Florida, excluding the "conflict of laws" rules thereof.

(D)           This Note may not be amended or modified, nor shall any waiver of any provision hereof be effective, except by an instrument in writing executed by the Maker and Payee.

(E)            In case suit shall be brought for the collection hereof, or if it is necessary to place the same in the hands of an attorney for collection, the Maker agrees to pay reasonable attorneys’ fees and costs for making such collections.

IN WITNESS WHEREOF, the Maker has caused this Note to be executed as of the day and year first above written.
 
   
 
Parkson Property, LLC
 
         
 
By:
 
  /s/Timothy Lincoln
 
 
Name:
 
       Timothy Lincoln
 
 
Acting Principal Executive Officer
 
 
 
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