Common use of New Note Clause in Contracts

New Note. To modify the Note in accordance with the terms set forth in a "New Note" in the form of EXHIBIT B attached hereto, such that (among other things): (a) The principal amount shall be equal to the amount stated in the New Note (calculated as to the sum of all outstanding principal plus all accrued and unpaid interest (at the rate applicable under the Note after maturity) from and after December 1, 1985 through the "Closing Date" (defined below) plus a capitalized restructuring fee. The restructuring fee is approximately equal to the difference between (i) the total amount of interest payments made under the Note from and after December 1, 1985 through the Closing Date, plus accrued and unpaid interest owing on the Note, and (ii) the amount which would have been paid under the Note if the interest rate applicable thereunder for the period from December 1, 1985 through the Closing Date equalled seventeen percent (17%) per annum computed on the basis of a 360 day year for actual days elapsed; (b) The maturity date shall be extended until the first to occur of (i) September 1, 2003, or (ii) acceleration due to the occurrence of an "Event of Default"; (c) Interest shall accrue on the outstanding principal amount of the New Note at a rate per annum prior to maturity of seventeen percent (17%) per annum, and after maturity at a rate per annum equal to the greater of (i) seventeen percent (17%) per annum, or (ii) the "Prime Rate" (being charged by the Bank from time to time, changing with each change in such Prime Rate) plus five percent (5%), in either case, based on a 360-day year for actual days elapsed. (d) The Loan (and all costs and expenses and other payment obligations of Borrower) may be prepaid at any time without penalty; and (e) The New Note interest and principal shall be due when and to the extent that any Subject Disbursements, Management Disbursements, or other Collateral or proceeds are available in cash, and such amounts shall be allocated first to expenses and other amounts due other than principal and interest, then to interest and then to principal. However, notwithstanding the foregoing, so long as the Property Manager is obligated to make monthly installment payments (each a "Manager's Payment") of the Management Disbursements to Borrower or the Bank under the Manager's Letter Agreement (or the LLC is obligated to withhold any portion of any installment of the $300,000 payment from Property Manager, if requested by Carlyle or the Bank), Borrower's sixty-five percent (65%) share of $25,000 shall be due under the New Note no later than thirty (30) days after the date the Bank gives written notice to Property Manager or Mxxxxxx (with a copy to Borrower), or notice directly to Borrower, of the failure of Property Manager or Mxxxxxx to pay such installment payment within the five (5) day cure period following the date such installment payment is due. Since such installment is due on the first day of each calendar month under the Manager's Letter Agreement, the corresponding payment on the New Note shall be due and owing to the Bank on the same date, subject to such cure period.

New Note. To modify the Note in accordance with the terms set forth in a "New Note" in the form of EXHIBIT B attached hereto, such that (among other things): (a) The principal amount shall be equal to the amount stated in the New Note (calculated as to the sum of all outstanding principal plus all accrued and unpaid interest (at the rate applicable under the Note after maturity) from and after December 1, 1985 through the "Closing Date" (defined below) plus a capitalized restructuring fee. The restructuring fee is approximately equal to the difference between (i) the total amount of interest payments made under the Note from and after December 1, 1985 through the Closing Date, plus accrued and unpaid interest owing on the Note, and (ii) the amount which would have been paid under the Note if the interest rate applicable thereunder for the period from December 1, 1985 through the Closing Date equalled seventeen percent (17%) per annum computed on the basis of a 360 day year for actual days elapsed; ; (b) The maturity date shall be extended until the first to occur of (i) September 1, 2003, or (ii) acceleration due to the occurrence of an "Event of Default"; (c) Interest shall accrue on the outstanding principal amount of the New Note at a rate per annum prior to maturity of seventeen percent (17%) per annum, and after maturity at a rate per annum equal to the greater of (i) seventeen percent (17%) per annum17%)per annum , or (ii) the "Prime Rate" (being charged by the Bank from time to time, changing with each change in such Prime Rate) plus five percent (5%), in either case, based on a 360-day year for actual days elapsed. (d) The Loan (and all costs and expenses and other payment obligations of Borrower) may be prepaid at any time without penalty; and (e) The New Note interest and principal shall be due when and to the extent that any Subject Disbursements, Management Disbursements, or other Collateral or proceeds are available in cash, and such amounts shall be allocated first to expenses and other amounts due other than principal and interest, then to interest and then to principal. However, notwithstanding the foregoing, so long as the Property Manager is obligated to make monthly installment payments (each called a "Manager's Payment") of the Management Disbursements to Borrower or the Bank under the Manager's Letter Agreement (or the LLC is obligated to withhold any portion of any installment of the $300,000 payment from Property Manager, if requested by Carlyle or the Bank), Borrower's sixtythirty-five percent (6535%) share of $25,000 shall be due under the New Note no later than thirty (30) days after the date the Bank gives written notice to Property Manager or Mxxxxxx (with a copy to Borrower), or notice directly to Borrower, of the failure of Property Manager or Mxxxxxx to pay such installment payment within the five (5) day cure period following the date such installment payment is due. Since such installment is due on the first day of each calendar month under the Manager's Letter Agreement, the corresponding payment on the New Note shall be due and owing to the Bank on the same date, subject to such cure period.

New Note. To modify In settlement of the Note Former Obligations, Cain shall execute a promisxxxx note in accordance with the terms set forth in a principal amount of $350,000, which note shall bear interest at 6% per annum (the "New Note" in the form of EXHIBIT B attached hereto, such that (among other things): (a) The principal amount shall be equal to the amount stated in the New Note (calculated as to the sum of all outstanding principal plus all accrued and unpaid interest (at the rate applicable under the Note after maturity) from and after December 1, 1985 through the "Closing Date" (defined below) plus a capitalized restructuring fee). The restructuring fee is approximately equal to the difference between (i) the total amount of interest payments made under the Note from and after December 1, 1985 through the Closing Date, plus accrued and unpaid interest owing on the Note, and (ii) the amount which would have been paid under the Note if the interest rate applicable thereunder for the period from December 1, 1985 through the Closing Date equalled seventeen percent (17%) per annum computed on the basis of a 360 day year for actual days elapsed; (b) The maturity date shall be extended until the first to occur of (i) September 1, 2003, or (ii) acceleration due to the occurrence of an "Event of Default"; (c) Interest shall accrue on the outstanding principal amount of the New Note at a rate per annum prior to maturity of seventeen percent (17%) per annum, and after maturity at a rate per annum equal to the greater of (i) seventeen percent (17%) per annum, or (ii) the "Prime Rate" (being charged by the Bank from time to time, changing with each change in such Prime Rate) plus five percent (5%), in either case, based on a 360-day year for actual days elapsed. (d) The Loan (and all costs and expenses and other payment obligations of Borrower) may be prepaid at any time without penalty; and (e) The New Note interest and principal shall be due when and to the extent that any Subject Disbursements, Management Disbursements, or other Collateral or proceeds are available in cash, and such amounts shall be allocated first to expenses and other amounts due other than principal and interest, then to interest and then to principal. However, notwithstanding the foregoing, so long as the Property Manager is obligated to make monthly installment payments (each a "Manager's Payment") of the Management Disbursements to Borrower or the Bank under the Manager's Letter Agreement (or the LLC is obligated to withhold any portion of any installment of the $300,000 payment from Property Manager, if requested by Carlyle or the Bank), Borrower's sixty-five percent (65%) share of $25,000 shall be due under the New Note no later than thirty (30) days after the date the Bank gives written notice to Property Manager or Mxxxxxx (with a copy to Borrower), or notice directly to Borrower, of the failure of Property Manager or Mxxxxxx to pay such installment payment within the five (5) day cure period following the date such installment payment is due. Since such installment is due on the first day of each calendar month under the Manager's Letter Agreement, the corresponding payment on the New Note shall be due and owing payable on February 28, 2000, and if not paid in full by said date, the interest rate shall increase to 10% per annum until payment is received. Except as otherwise provided in the New Note, no payments of principal or interest shall be due upon the New Note prior to its maturity. Without limiting other provisions of the New Note that address the timing for payment of principal and interest, the New Note provides that payments of principal and all accrued and unpaid interest shall be due and payable at an earlier date under the following circumstances: (i) Upon exercise of any options held by Cain in the Common Stock xx XSI (as described in more detail in the New Employment Agreement), a portion of the principal 9 balance of the New Note, and any accrued and unpaid interest with respect thereto, shall be due (the "Required Payment"), with the principal portion of the Required Payment calculated as follows: ($350,000 x [no. of options currently being exercised/400,000]) Provided, however, that if the net proceeds after Cain's income taxes from thx xxxxcise and sale of the options currently being exercised is less than the amount calculated pursuant to the Bank on above formula, the same "Required Payment" shall be reduced to the amount of such net proceeds. The options shall be governed by Section 3(d) of the New Employment Agreement and the Option Agreement. As a requirement to the exercise of any options, Seller agrees to cooperate with ESI to ensure payment of the Required Payment in a manner reasonably acceptable to ESI in conjunction with the exercise of options and issuance of the ESI Common Stock. The Required Payment shall be made as quickly as possible after the exercise date, subject and in no event later than twenty (20) days after the exercise date. (ii) At any time and from time to time after April 7, 1999, when the Average Price (defined below) of ESI's Common Stock is at least $5.00 per share, ESI shall have the right to force Seller upon thirty (30) days' written notice to pay the Required Payment that would be due at such cure periodpoint upon the exercise of all then-vested options by Cain. In such event, Cain xxxxes to cooperate wxxx ESI to ensure payment of the Required Payment in a manner reasonably acceptable to ESI.