Intercompany Loan Agreement

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I. Introduction

This Intercompany Loan Agreement (the "Agreement") is entered into on March 5, 2050, by and between:

• [Your Company Name], a corporation organized and existing under the laws of Arizona, with its principal office at [Your Company Address] ("Lender"), and

• CooperLink, a corporation organized and existing under the laws of Arizona, with its principal office at Glendale, AZ 85301 ("Borrower").

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II. Loan Details

A. Loan Amount

1. The Lender agrees to loan the Borrower the amount of $2,000,000 (the "Loan").

2. The Loan will be disbursed to the Borrower in one lump sum payment upon execution of this Agreement.

B. Interest Rate

1. The Loan will bear an interest rate of 5% per annum, calculated on the outstanding balance of the Loan.

2. Interest will be accrued on a monthly basis, starting from the disbursement date, and will be payable in accordance with the terms outlined in this Agreement.

C. Loan Term

1. The Loan shall have a term of 5 years, beginning on the disbursement date and ending on March 5, 2055.

2. The Borrower will repay the Loan in equal quarterly installments of $100,000 commencing on June 5, 2050 and continuing for the duration of the Loan term.

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III. Repayment Terms

A. Repayment Schedule

1. The Borrower agrees to repay the Loan in quarterly installments, including both principal and interest, as specified below:

   • Quarterly Payment: $100,000, inclusive of interest.

   • First Payment Due: June 5, 2050.

   • Subsequent Payments: Due every 3 months thereafter until the full Loan amount, including interest, has been paid in full.

B. Early Repayment

1. The Borrower may, at any time, repay the Loan early, without penalty, provided that any outstanding interest is paid up to the date of early repayment.

C. Default

1. If the Borrower fails to make any required payment under this Agreement, the Lender will notify the Borrower in writing.

2. If payment is not made within 30 days of such notice, the Lender reserves the right to accelerate the Loan, making the full remaining balance due immediately.

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IV. Use of Loan

1. The Borrower agrees to use the Loan exclusively for operational purposes and capital expenditure as specified in the Business Plan submitted to the Lender.

2. The Borrower agrees to provide quarterly reports to the Lender detailing how the Loan funds have been utilized.

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V. Security for the Loan

1. The Loan is unsecured, and the Borrower is not required to provide any collateral to secure the Loan.

2. The Borrower agrees to maintain its operations in a manner that ensures it remains financially capable of repaying the Loan in full as per the agreed terms.

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VI. Financial Reporting and Audit

A. Financial Statements

1. The Borrower shall provide the Lender with annual financial statements within 30 days of the end of each fiscal year, including a balance sheet, income statement, and cash flow statement.

2. The Borrower will also provide quarterly management reports, which will include any updates on the Loan usage and repayments.

B. Audits

1. The Lender reserves the right to conduct an independent audit of the Borrower's financial records, including those related to the Loan.

2. Such audits will occur no more than once per year, with reasonable notice provided to the Borrower.

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VII. Governing Law

This Agreement shall be governed by the laws of Arizona. Both parties agree to submit to the jurisdiction of the courts in Arizona in the event of a legal dispute.

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VIII. Dispute Resolution

1. In the event of any disputes arising from or relating to this Agreement, the parties will attempt to resolve the matter through good faith negotiation.

2. If the dispute cannot be resolved through negotiation, it shall be submitted to binding arbitration under the rules of the American Arbitration Association.

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IX. Miscellaneous Provisions

1. This Agreement constitutes the entire understanding between the Lender and Borrower with respect to the Loan.

2. Any amendments to this Agreement must be made in writing and signed by both parties.

3. If any provision of this Agreement is deemed invalid or unenforceable, the remainder of the Agreement shall remain in full force and effect.

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Signatory Section

For [Your Company Name]:

Name: [Your Name]
Job Title: Chief Executive Officer
Date: December 17, 2024

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For CooperLink:

Name: Alanis Durgan
Job Title: Chief Financial Officer
Date: December 17, 2024

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