Note Payable. The Company shall have received a release from Adamjee, a form of which is attached hereto as Exhibit “E”.
Note Payable. In addition to the Cash Portion of the Purchase Price, the Seller shall deliver a Note Payable to the Seller in the amount of One Million Dollars on the terms indicated on Exhibit 2(d) attached hereto.
Note Payable. The Company has a note payable to a bank which is payable in full in April 1998. Interest is payable monthly at the bank's prime rate plus 1.75% (effective rate of 10.25% as of July 31, 1997). The note is collateralized by substantially all of the Company's assets. The loan agreement subjects the Company to various financial and nonfinancial covenants, the most restrictive of which require the Company maintain certain levels of tangible net worth and current ratios. As of July 31, 1997, the company was in compliance with all covenants.
Note Payable. Prior to Closing Seller shall pay off the note payable to Cendant Corporation and Buyer shall be entitled to no reduction in Purchase Price for such note to the extent that Seller pay it off.
Note Payable. That certain Promissory Note in the original principal amount of $105,000, issued in April 2002 by HYTT to Bradley Conklin, Margaret Conklin and Susan McNear (collectively, xxx "Xxxx Xxxxxrs"), xxx xxxx xxxd in xxxx xxx XXXT has no further obligations, and the Note Holders have no further rights, thereunder, payment or otherwise.
Note Payable. Ten (10) years from date of Note, with interest at the initial rate of eleven and one quarter percent (11.25%) and initial installments, including principal and interest, each in the amount of Four Thousand Eight Hundred Seventy-one Dollars ($4,871.00), payable monthly, beginning on the first day of the second month from the date of the Note, and the balance of principal and interest payable at maturity. With the further provision that each said monthly installment shall be applied first to interest accrued to the date of receipt of said installment, and the balance, if any, to principal. Upon each interest rate adjustment the monthly installment of principal and interest shall be adjusted to amortize the loan over the originally stated maturity.
Note Payable. Within thirty (30) days after the end of the fiscal quarter in which the EBITDA of the Surviving Corporation first exceeds $1,000,000 in the year 1999, Subsidiary shall pay to Xxxxxxxx, by cashier's check, attorneys' trust account check or bank wire transfer of immediately available funds, the outstanding principal balance of the Note Payable; provided, however, (a) that, at Closing, Xxxxxxxx shall release, remise, acquit -------- ------- and forever discharge the Surviving Corporation and Parent for all interest accrued up to and including the Closing Date and agree that such interest on the Note Payable shall not accrue thereafter pursuant to an instrument satisfactory to the Surviving Corporation and Parent in their reasonable discretion and (b) in the event the EBITDA of the Surviving Corporation does not exceed $1,000,000 for the twelve (12) month period ended December 31, 1999, Xxxxxxxx shall release, remise, acquit and forever discharge the Surviving Corporation and Parent from any liability, claims or demands arising out of or related to the Note Payable pursuant to an instrument satisfactory to the Surviving Corporation and Parent in their reasonable discretion.
Note Payable. It is agreed that the Company and the Consultant have negotiated past-due fees due to the Consultant. The Company has converted a portion of that past-due fees into a note payable. The terms of the note are as follows: $120,000 owed to Consultant. The term of the note is three (3) years, with a maturity date of January 1, 2022. Interest starts accruing on January 1, 2019. Interest rate for duration of note is 10%. Interest is payable on an annual basis with the first payment starting on January 1, 2020. If an interest payment is missed, then the entire interest payment can be converted to shares common stock using an average closing price for the prior ten (10) days from when the interest was due. The Consultant has forgiven a portion of past fees due to him. The Company and the Consultant agree that the note payable will be deemed as income only as it is paid, including principal. This note payable, along with the common stock issuance described above under Section 2.(b), are deemed as accepted compensation for all past due monies.
Note Payable. Related Party The Company had a note payable to SNRY for $112,963 for services performed to start the Company. A $15,000 payment was made in January 2010. The loan was unsecured, with interest at 6% per annum. A payment of $14,500 was due February 19, 2010 with the balance of principal and interest payable in monthly amounts of $7,183 per month beginning March 2010 for 12 months. In January 2010, SNRY forgave the outstanding balance on the loan in the amount of $97,963. The Company recorded the forgiveness as a contribution of capital from SNRY. Note 10 – Income Taxes Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. The Company has provided a full valuation of deferred taxes as of January 31, 2010.
Note Payable. Promissory note, in the form of Exhibit 1.2(c)-1 hereto (“Note”), in the amount of the lesser of (i) the current balance of the note payable by Company to Seller at the time of Closing or (ii) $145,000 subject to adjustment based on the amount of Sales during the 12-months following the Closing Date as set forth below. For purposes of this Agreement, “Sales” shall mean the net sales billed and collected for temporary nurse staffing services provided by Heartline, Inc. or OptimumCare Corporation during the one (1) year following the Closing Date (i) in Los Angeles County and Orange County, California, (ii) to any current or former customer of Heartline, Inc. not in Los Angeles County or Orange County and (iii) to any new customer Not in Los Angeles County or Orange County created by a direct inquiry to Heartline, Inc. The Note will bear interest at the rate of three percent (3%) per annum, interest payable monthly. The principal will be payable, based on the sales billed and collected beginning on the thirteenth (13th) month following the Closing Date. Any amount billed but not collected until after the thirteenth (13th) month, will further adjust the Sales as collected for five (5) additional months, with any additional Adjusted Note Balance being paid monthly. The Note will be guaranteed by Company pursuant to a Guaranty in the form of Exhibit 1.2(c)-2 and secured by the assets of Company pursuant to a Security Agreement in the form of Exhibit 1.2(c)-3 hereto. Only $63,914.64 of the Note will be recourse to Buyer and the amount of the Note for which there is recourse to Buyer will be reduced proportionately by downward adjustments to the Note and offsets against the Note. Sales Note Adjustment Adjusted Note Balance $ 3,000,000 or greater $ 145,000 $ 290,000 $ 2,750,000 to $ 2,999,999 $ 125,000 $ 270,000 $ 2,500,000 to $ 2,749,999 $ 100,000 $ 245,000 $ 2,250,000 to $ 2,499,999 $ 75,000 $ 220,000 $ 2,000,000 to $ 2,249,999 $ 50,000 $ 195,000 $ 1,000,000 to $ 1,999,999 $ 0 $ 145,000 $ 875,000 to $ 999,999 $ (50,000 ) $ 95,000 $ 750,000 to $ 874,999 $ (75,000 ) $ 70,000 $ 625,000 to $ 749,999 $ (100,000 ) $ 45,000 $ 500,000 to $ 624,999 $ (125,000 ) $ 20,000 Less than $500,000 $ (145,000 ) $ 0
