RENAISSANCE ENTERTAINMENT CORPORATION. By: ----------------------------------- Xxxxxxx X. Xxxxxxx Chairman of the Board of Directors and Chief Executive Officer Dated: , 1999 -------------------- APPENDIX B THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT") OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. NO REGULATORY BODY HAS ENDORSED THESE SECURITIES. NO SALE OR DISTRIBUTION OF THE SECURITIES MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT AND APPLICABLE STATE BLUE SKY LAWS. No. $ ---------- ----------- RENAISSANCE ENTERTAINMENT CORPORATION SUBORDINATED PROMISSORY NOTE DUE 2001 CONVERTIBLE B NOTE THIS NOTE is one of a duly authorized issue of Notes of Renaissance Entertainment Corporation, a corporation duly organized and existing under the laws of the State of Colorado (the "Company"), designated as its 12% Subordinated Notes due 2001, in an aggregate principal amount not exceeding $1,000,000, issued pursuant to that certain Subscription and Purchase Agreement dated _________________, 1999, between the Company and the original purchasers of the Notes (the "Purchase Agreement"). Reference is hereby made to the Purchase Agreement for a complete description of the rights and obligations of, and limitations and restrictions on, the Company and the Holder of this Note. The terms and conditions of the Note noted hereinafter are subject in every respect to the terms and conditions of the Purchase Agreement. In the event of a conflict between the provisions of this Note and the Purchase Agreement, the Purchase Agreement shall control. FOR VALUE RECEIVED, the Company promises to pay to ____________________ the registered holder hereof (the "Holder"), the principal sum of ________________ Dollars ($_______), on August 31, 2001, subject to acceleration in certain events, and to pay interest on the principal sum outstanding from time to time quarterly in arrears on the first business day of each calendar quarter of each year ("Interest Payment Dates"), after as well as before maturity and default and after judgment, at the rate of 12% per annum accruing from the date of initial issuance. Payment of interest shall commence on July 1, 2000 (and shall be pro rated for such period from the date of initial issuance) and shall continue on the first business day of each succeeding calendar quarter until payment in full of the principal sum has been made or duly provided for. All accrued and unpaid interest shall bear interest at the same rate as the due date of the interest payment until paid but shall not be subject to conversion. December 15, March 15, June 15 and September 15 of each year shall serve as the record date (the "Record Date") for determining ownership of this Note with respect to payments of interest to be made on the following Interest Payment Date. The interest so payable on any Interest Payment Date will, as provided in the Purchase Agreement, be paid to the person in whose name this Note (or one or more predecessor Notes) is registered on the records of the Company regarding registration and transfers of the Notes (the "Note Register") at the Record Date for such Interest Payment Date; provided, however, that the Company's obligation to a transferee of this Note arises only if such transfer, sale or other disposition is made in accordance with the terms and conditions of the Purchase Agreement. The principal of, and interest on, this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts, at the address last appearing on the Note Register of the Company as designated in writing by the Holder from time to time. The Company will pay interest on this Note by sending a check for such interest due, less any amounts required by law to be deducted, to the registered holder of this Note and addressed to such holder at the last address appearing on the Note Register. The forwarding of such check shall constitute a payment of interest hereunder and shall satisfy and discharge the liability for interest on this Note to the extent of the sum represented by such check plus any amounts so deducted unless such check is not paid at par. This Note is subject to the following additional provisions:
Appears in 1 contract
Samples: Subscription and Purchase Agreement (Renaissance Entertainment Corp)
RENAISSANCE ENTERTAINMENT CORPORATION. By: ----------------------------------- ------------------------------------- Xxxxx X. XxXxxxxx Chief Financial Officer Dated May 14, 1997 EXHIBIT A NOTICE OF CONVERSION TO: RENAISSANCE ENTERTAINMENT CORPORATION The undersigned Holder of this Debenture hereby irrevocably elects to convert this Debenture, or portion hereof (which is at least $10,000, unless the undersigned holds Debentures aggregating less than $10,000, in which event, the amount converted shall be the entire amount of principal of such Debentures) below designated, into shares of Common Stock of Renaissance Entertainment Corporation in accordance with the terms of the Purchase Agreement dated May 8, 1997, and directs that the shares issuable and deliverable upon such conversion, together with any check in payment for fractional shares and any Debentures representing any unconverted principal amount hereof, be issued and delivered to the undersigned unless a different name has been indicated below. If shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes, if any, payable with respect thereto. Dated -------------------------------- ---------------------------------------- Signature of Holder Principal Amount to be Converted ---------------------------------------- THE DEBENTURES AND SHARES OF COMMON STOCK ACQUIRED UPON CONVERSION THEREOF ARE TRANSFERABLE ONLY AS PROVIDED IN THE PURCHASE AGREEMENT. Provide the following information if shares of Common Stock and/or Debentures are to be issued otherwise than to the Holder. Please print name and address (including zip code) of other person. ---------------------------------------- ---------------------------------------- ---------------------------------------- ---------------------------------------- Social Security or Other Taxpayer Identifying Number XXXXXXXX X Xx. X-0 Warrant to Purchase 100,000 Shares WARRANT TO PURCHASE COMMON STOCK OF RENAISSANCE ENTERTAINMENT CORPORATION THIS CERTIFIES THAT for value received Xxxxxxx X. Xxxxxxx Chairman of is entitled, subject to the Board of Directors terms and Chief Executive Officer Dated: conditions hereinafter set forth, 1999 -------------------- APPENDIX B THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT") OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. NO REGULATORY BODY HAS ENDORSED THESE SECURITIES. NO SALE OR DISTRIBUTION OF THE SECURITIES MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT AND APPLICABLE STATE BLUE SKY LAWS. No. $ ---------- ----------- to purchase from RENAISSANCE ENTERTAINMENT CORPORATION SUBORDINATED PROMISSORY NOTE DUE 2001 CONVERTIBLE B NOTE THIS NOTE is one of a duly authorized issue of Notes of Renaissance Entertainment CorporationCORPORATION, a Colorado corporation duly organized and existing under the laws of the State of Colorado (the "Company"), 100,000 fully paid and non-assessable shares of Common Stock of the Company (herein called the "Common Stock"), upon presentation and surrender of this Warrant with the Subscription Form duly executed, at any time during the term hereof, at the principal office of the Company or at such other office as shall have theretofore been designated as its 12% Subordinated Notes due 2001by the Company by notice pursuant hereto and upon payment therefor of the Purchase Price, in an aggregate principal amount lawful money of the United States of America, determined as set forth below. The term of this Warrant shall commence on the date hereof, and terminate, if not exceeding $1,000,000exercised prior thereto, at 5:00 p.m. Mountain Time, on April 30, 2002 (the "Expiration Date"). This Warrant is one of a series of Warrants issued pursuant to that certain Subscription and Purchase Agreement dated _________________May 8, 19991997, between the Company and the original purchasers of the Notes (the "Purchase Agreement"). Reference is hereby made to the Purchase Agreement for a complete description of the rights and obligations of, and limitations and restrictions on, the Company and the Holder of this Note. The terms and conditions of the Note noted hereinafter are subject in every respect to the terms and conditions of the Purchase Agreement. In the event of a conflict between the provisions of this Note and the Purchase Agreement, the Purchase Agreement shall control. FOR VALUE RECEIVED, the Company promises to pay to ____________________ the registered holder hereof (the "Holder"), the principal sum of ________________ Dollars ($_______), on August 31, 2001, subject to acceleration in certain events, and to pay interest on the principal sum outstanding from time to time quarterly in arrears on the first business day of each calendar quarter of each year ("Interest Payment Dates"), after as well as before maturity and default and after judgment, at the rate of 12% per annum accruing from the date of initial issuance. Payment of interest shall commence on July 1, 2000 (and shall be pro rated for such period from the date of initial issuance) and shall continue on the first business day of each succeeding calendar quarter until payment in full of the principal sum has been made or duly provided for. All accrued and unpaid interest shall bear interest at the same rate as the due date of the interest payment until paid but shall not be subject to conversion. December 15, March 15, June 15 and September 15 of each year shall serve as the record date (the "Record Date") for determining ownership of this Note with respect to payments of interest to be made on the following Interest Payment Date. The interest so payable on any Interest Payment Date will, as provided in the Purchase Agreement, be paid to the person in whose name this Note (or one or more predecessor Notes) is registered on the records of the Company regarding registration and transfers of the Notes (the "Note Register") at the Record Date for such Interest Payment Date; provided, however, that the Company's obligation to a transferee of this Note arises only if such transfer, sale or other disposition is made in accordance with the terms and conditions of the Purchase Agreement. The principal of, and interest on, this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts, at the address last appearing on the Note Register of the Company as designated in writing by the Holder from time to time. The Company will pay interest on this Note by sending a check for such interest due, less any amounts required by law to be deducted, to the registered holder of this Note and addressed to such holder at the last address appearing on the Note Register. The forwarding of such check shall constitute a payment of interest hereunder and shall satisfy and discharge the liability for interest on this Note to the extent of the sum represented by such check plus any amounts so deducted unless such check is not paid at par. This Note Warrant is subject to the following additional provisionsterms and conditions:
Appears in 1 contract
Samples: Subscription and Purchase Agreement (Renaissance Entertainment Corp)
RENAISSANCE ENTERTAINMENT CORPORATION. By: ----------------------------------- Xxxxxxx X. Xxxxxxx Chairman of the Board of Directors and Chief Executive Officer Dated: , 1999 -------------------- APPENDIX B A THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT") OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. NO REGULATORY BODY HAS ENDORSED THESE SECURITIES. NO SALE OR DISTRIBUTION OF THE SECURITIES MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT AND APPLICABLE STATE BLUE SKY LAWS. No. $ ---------- ----------- ---------- RENAISSANCE ENTERTAINMENT CORPORATION SUBORDINATED PROMISSORY NOTE DUE 2001 CONVERTIBLE B A NOTE THIS NOTE is one of a duly authorized issue of Notes of Renaissance Entertainment Corporation, a corporation duly organized and existing under the laws of the State of Colorado (the "Company"), designated as its 12% Subordinated Notes due 2001, in an aggregate principal amount not exceeding $1,000,000, issued pursuant to that certain Subscription and Purchase Agreement dated __________________, 1999, between the Company and the original purchasers of the Notes (the "Purchase Agreement"). Reference is hereby made to the Purchase Agreement for a complete description of the rights and obligations of, and limitations and restrictions on, the Company and the Holder of this Note. The terms and conditions of the Note noted hereinafter are subject in every respect to the terms and conditions of the Purchase Agreement. In the event of a conflict between the provisions of this Note and the Purchase Agreement, the Purchase Agreement shall control. FOR VALUE RECEIVED, the Company promises to pay to ____________________ the registered holder hereof (the "Holder"), the principal sum of ________________ Dollars ($_____________), on August 31, 2001, subject to acceleration in certain events, and to pay interest on the principal sum outstanding from time to time quarterly in arrears on the first business day of each calendar quarter of each year ("Interest Payment Dates"), after as well as before maturity and default and after judgment, at the rate of 12% per annum accruing from the date of initial issuance. Payment of interest shall commence on July 1, 2000 (and shall be pro rated for such period from the date of initial issuance) and shall continue on the first business day of each succeeding calendar quarter until payment in full of the principal sum has been made or duly provided for. All accrued and unpaid interest shall bear interest at the same rate as the due date of the interest payment until paid but shall not be subject to conversion. December 15, March 15, June 15 and September 15 of each year shall serve as the record date (the "Record Date") for determining ownership of this Note with respect to payments of interest to be made on the following Interest Payment Date. The interest so payable on any Interest Payment Date will, as provided in the Purchase Agreement, be paid to the person in whose name this Note (or one or more predecessor Notes) is registered on the records of the Company regarding registration and transfers of the Notes (the "Note Register") at the Record Date for such Interest Payment Date; provided, however, that the Company's obligation to a transferee of this Note arises only if such transfer, sale or other disposition is made in accordance with the terms and conditions of the Purchase Agreement. The principal of, and interest on, this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts, at the address last appearing on the Note Register of the Company as designated in writing by the Holder from time to time. The Company will pay interest on this Note by sending a check for such interest due, less any amounts required by law to be deducted, to the registered holder of this Note and addressed to such holder at the last address appearing on the Note Register. The forwarding of such check shall constitute a payment of interest hereunder and shall satisfy and discharge the liability for interest on this Note to the extent of the sum represented by such check plus any amounts so deducted unless such check is not paid at par. This Note is subject to the following additional provisions:
Appears in 1 contract
Samples: Subscription and Purchase Agreement (Renaissance Entertainment Corp)
RENAISSANCE ENTERTAINMENT CORPORATION. By: ----------------------------------- Xxxxxxx ---------------------------------- Xxxxx X. Xxxxxxx Chairman of the Board of Directors and XxXxxxxx Chief Executive Financial Officer DatedDated May 14, 1997 EXHIBIT A NOTICE OF CONVERSION TO: , 1999 -------------------- APPENDIX B THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT") OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. NO REGULATORY BODY HAS ENDORSED THESE SECURITIES. NO SALE OR DISTRIBUTION OF THE SECURITIES MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT AND APPLICABLE STATE BLUE SKY LAWS. No. $ ---------- ----------- RENAISSANCE ENTERTAINMENT CORPORATION SUBORDINATED PROMISSORY NOTE DUE 2001 CONVERTIBLE B NOTE THIS NOTE The undersigned Holder of this Debenture hereby irrevocably elects to convert this Debenture, or portion hereof (which is one at least $10,000, unless the undersigned holds Debentures aggregating less than $10,000, in which event, the amount converted shall be the entire amount of a duly authorized issue principal of Notes such Debentures) below designated, into shares of Common Stock of Renaissance Entertainment Corporation, a corporation duly organized and existing under Corporation in accordance with the laws terms of the State of Colorado (the "Company"), designated as its 12% Subordinated Notes due 2001, in an aggregate principal amount not exceeding $1,000,000, issued pursuant to that certain Subscription and Purchase Agreement dated May 8, 1997, and directs that the shares issuable and deliverable upon such conversion, together with any check in payment for fractional shares and any Debentures representing any unconverted principal amount hereof, be issued and delivered to the undersigned unless a different name has been indicated below. If shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes, if any, payable with respect thereto. Dated______________ -------------------------------- Signature of Holder Principal Amount to be Converted -------------------------------- THE DEBENTURES AND SHARES OF COMMON STOCK ACQUIRED UPON CONVERSION THEREOF ARE TRANSFERABLE ONLY AS PROVIDED IN THE PURCHASE AGREEMENT. Provide the following information if shares of Common Stock and/or Debentures are to be issued otherwise than to the Holder. Please print name and address (including zip code) of other person. -------------------------------- -------------------------------- -------------------------------- -------------------------------- Social Security or Other Taxpayer Identifying Number EXHIBIT D No. W-SLB- Warrant to Purchase ____, 1999, between the Company and the original purchasers of the Notes (the "Purchase Agreement"). Reference is hereby made to the Purchase Agreement ___ Shares WARRANT TO PURCHASE COMMON STOCK OF RENAISSANCE ENTERTAINMENT CORPORATION THIS CERTIFIES THAT for a complete description of the rights and obligations of, and limitations and restrictions on, the Company and the Holder of this Note. The terms and conditions of the Note noted hereinafter are subject in every respect to the terms and conditions of the Purchase Agreement. In the event of a conflict between the provisions of this Note and the Purchase Agreement, the Purchase Agreement shall control. FOR VALUE RECEIVED, the Company promises to pay to value received ____________________ is entitled, subject to the registered holder hereof terms and conditions hereinafter set forth, to purchase from RENAISSANCE ENTERTAINMENT CORPORATION, a Colorado corporation (the "HolderCompany"), the principal sum of ________________ Dollars fully paid and non-assessable shares of Common Stock of the Company ($_______), on August 31, 2001, subject to acceleration in certain events, and to pay interest on herein called the principal sum outstanding from time to time quarterly in arrears on the first business day of each calendar quarter of each year ("Interest Payment DatesCommon Stock"), after as well as before maturity upon presentation and default and after judgmentsurrender of this Warrant with the Subscription Form duly executed, at any time during the term hereof, at the rate of 12% per annum accruing from the date of initial issuance. Payment of interest shall commence on July 1, 2000 (and shall be pro rated for such period from the date of initial issuance) and shall continue on the first business day of each succeeding calendar quarter until payment in full of the principal sum has been made or duly provided for. All accrued and unpaid interest shall bear interest at the same rate as the due date of the interest payment until paid but shall not be subject to conversion. December 15, March 15, June 15 and September 15 of each year shall serve as the record date (the "Record Date") for determining ownership of this Note with respect to payments of interest to be made on the following Interest Payment Date. The interest so payable on any Interest Payment Date will, as provided in the Purchase Agreement, be paid to the person in whose name this Note (or one or more predecessor Notes) is registered on the records office of the Company regarding registration or at such other office as shall have theretofore been designated by the Company by notice pursuant hereto and transfers of the Notes (the "Note Register") at the Record Date for such Interest Payment Date; provided, however, that the Company's obligation to a transferee of this Note arises only if such transfer, sale or other disposition is made in accordance with the terms and conditions upon payment therefor of the Purchase Agreement. The principal ofPrice, and interest on, this Note are payable in such coin or currency lawful money of the United States of America America, determined as at set forth below. The term of this Warrant shall commence on the time of payment is legal tender for payment of public date hereof, and private debtsterminate, if not exercised prior thereto, at 5:00 p.m. Mountain Time, on September ___, 2003 (the address last appearing on the Note Register of the Company as designated in writing by the Holder from time to time. The Company will pay interest on this Note by sending a check for such interest due, less any amounts required by law to be deducted, to the registered holder of this Note and addressed to such holder at the last address appearing on the Note Register. The forwarding of such check shall constitute a payment of interest hereunder and shall satisfy and discharge the liability for interest on this Note to the extent of the sum represented by such check plus any amounts so deducted unless such check is not paid at par"Expiration Date"). This Note Warrant is one of a series of Warrants issued pursuant to that certain Purchase Agreement dated September ___, 1997, (the "Purchase Agreement"). This Warrant is subject to the following additional provisionsterms and conditions:
Appears in 1 contract
Samples: Subscription and Purchase Agreement (Renaissance Entertainment Corp)
RENAISSANCE ENTERTAINMENT CORPORATION. By: ----------------------------------- Xxxxxxx X. Xxxxxxx Chairman of the Board of Directors and Chief Executive Officer Dated: , 1999 -------------------- APPENDIX B THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT") OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. NO REGULATORY BODY HAS ENDORSED THESE SECURITIES. NO SALE OR DISTRIBUTION OF THE SECURITIES MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT AND APPLICABLE STATE BLUE SKY LAWS. No. $ ---------- ----------- RENAISSANCE ENTERTAINMENT CORPORATION SUBORDINATED PROMISSORY NOTE DUE 2001 CONVERTIBLE B NOTE THIS NOTE is one of a duly authorized issue of Notes of Renaissance Entertainment Corporation, a corporation duly organized and existing under the laws of the State of Colorado (the "Company"), designated as its 12% Subordinated Notes due 2001, in an aggregate principal amount not exceeding $1,000,000, issued pursuant to that certain Subscription and Purchase Agreement dated :_________________, 1999, between the Company and the original purchasers of the Notes (the "Purchase Agreement"). Reference is hereby made to the Purchase Agreement for a complete description of the rights and obligations of, and limitations and restrictions on, the Company and the Holder of this Note. The terms and conditions of the Note noted hereinafter are subject in every respect to the terms and conditions of the Purchase Agreement. In the event of a conflict between the provisions of this Note and the Purchase Agreement, the Purchase Agreement shall control. FOR VALUE RECEIVED, the Company promises to pay to ____________________ Xxxxxxx X. Xxxxxxx Chairman of the registered holder Board of Directors and Chief Executive Officer Dated April ___, 1997 GP:375352 v1 EXHIBIT A NOTICE OF CONVERSION TO: RENAISSANCE ENTERTAINMENT CORPORATION The undersigned Holder of this Note hereby irrevocably elects to convert this Note, or portion hereof (which is at least $5,000, unless the "Holder")undersigned holds Notes aggregating less than $5,000, in which event, the amount converted shall be the entire amount of principal sum of such Notes) below designated, into shares of Common Stock of Renaissance Entertainment Corporation in accordance with the terms of the Purchase Agreement dated April 14, 1997, and directs that the shares issuable and deliverable upon such conversion, together with any check in payment for fractional shares and any Notes representing any unconverted principal amount hereof, be issued and delivered to the undersigned unless a different name has been indicated below. If shares are to be issued in the name of a person other than the undersigned, the undersigned will pay all transfer taxes, if any, payable with respect thereto. Dated _____________________ Dollars ($_______)________________________________ Signature of Holder Principal Amount to be Converted _______________________________________ THE NOTES AND SHARES OF COMMON STOCK ACQUIRED UPON CONVERSION THEREOF ARE TRANSFERABLE ONLY AS PROVIDED IN THE PURCHASE AGREEMENT. Provide the following information if shares of Common Stock and/or Notes are to be issued otherwise than to the Holder. Please print name and address (including zip code) of other person. _______________________________________ _______________________________________ _______________________________________ _______________________________________ Social Security or Other Taxpayer Identifying Number GP:375352 v1 XXXXXXXX X MORTGAGE DEED AND SECURITY AGREEMENT AND FIXTURE FINANCING STATEMENT THIS INDENTURE, on August 31, 2001, subject to acceleration in certain events, and to pay interest on the principal sum outstanding from time to time quarterly in arrears on the first business made this _______ day of each calendar quarter of each year _______, 1997, by and between Renaissance Entertainment Corporation, a Colorado corporation, having its principal office at 0000 Xxxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxxx 00000 ("Interest Payment DatesMortgagor"), after as well as before maturity and default _____________________, ____________________ and after judgment, at the rate of 12% per annum accruing from the date of initial issuance. Payment of interest shall commence on July 1, 2000 ___________________ (and shall be pro rated for such period from the date of initial issuance) and shall continue on the first business day of each succeeding calendar quarter until payment in full of the principal sum has been made or duly provided for. All accrued and unpaid interest shall bear interest at the same rate as the due date of the interest payment until paid but shall not be subject to conversion. December 15, March 15, June 15 and September 15 of each year shall serve as the record date (the collectively "Record DateMortgagee") for determining ownership of this Note with respect to payments of interest to be made on the following Interest Payment Date. The interest so payable on any Interest Payment Date will, as provided in the Purchase Agreement, be paid to the person in whose name this Note (or one or more predecessor Notes) is registered on the records of the Company regarding registration and transfers of the Notes (the "Note Register") at the Record Date for such Interest Payment Date; provided, however, that the Company's obligation to a transferee of this Note arises only if such transfer, sale or other disposition is made in accordance with the terms and conditions of the Purchase Agreement. The principal of, and interest on, this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts, at the address last appearing on the Note Register of the Company as designated in writing by the Holder from time to time. The Company will pay interest on this Note by sending a check for such interest due, less any amounts required by law to be deducted, to the registered holder of this Note and addressed to such holder at the last address appearing on the Note Register. The forwarding of such check shall constitute a payment of interest hereunder and shall satisfy and discharge the liability for interest on this Note to the extent of the sum represented by such check plus any amounts so deducted unless such check is not paid at par. This Note is subject to the following additional provisions:),
Appears in 1 contract
Samples: Subscription and Purchase Agreement (Renaissance Entertainment Corp)
RENAISSANCE ENTERTAINMENT CORPORATION. By: ----------------------------------- Xxxxxxx X. Xxxxxxx Chairman By ---------------------------------------- Its Chief Financial Officer -------------------- SUBSCRIPTION FORM To be signed only upon exercise of Warrant The undersigned the holder of the Board within Warrant, hereby irrevocably elects to exercise the purchase right represented by such Warrant for, and to purchase thereunder, ______________ of Directors and Chief Executive Officer Dated: , 1999 -------------------- APPENDIX B THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT") OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. NO REGULATORY BODY HAS ENDORSED THESE SECURITIES. NO SALE OR DISTRIBUTION OF THE SECURITIES MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT AND APPLICABLE STATE BLUE SKY LAWS. No. $ ---------- ----------- the shares of Common Stock of RENAISSANCE ENTERTAINMENT CORPORATION SUBORDINATED PROMISSORY NOTE DUE 2001 CONVERTIBLE B NOTE THIS NOTE is one to which such Warrant relates and herewith makes payment of a duly authorized issue of Notes of Renaissance Entertainment Corporation$________, a corporation duly organized therefor in cash or by certified check and existing under requests that the laws of certificates for such shares be issued in the State of Colorado (the "Company")name of, designated as its 12% Subordinated Notes due 2001and be delivered to, in an aggregate principal amount not exceeding $1,000,000, issued pursuant to that certain Subscription and Purchase Agreement dated ____________________________, 1999, between the Company and address for which is set forth below the original purchasers signature of the Notes undersigned. Dated: ------------------------ ---------------------------------------- (the "Purchase Agreement"). Reference is hereby made to the Purchase Agreement for a complete description Signature) ---------------------------------------- ---------------------------------------- (Address) ---------------------------------------- To be signed only upon transfer of the rights and obligations of, and limitations and restrictions on, the Company and the Holder of this Note. The terms and conditions of the Note noted hereinafter are subject in every respect to the terms and conditions of the Purchase Agreement. In the event of a conflict between the provisions of this Note and the Purchase Agreement, the Purchase Agreement shall control. Warrant FOR VALUE RECEIVED, the Company promises to pay to undersigned hereby sells, assigns and transfers unto _______________________________ the registered holder hereof (right to purchase shares of Common Stock of RENAISSANCE ENTERTAINMENT CORPORATION to which the "Holder"), the principal sum of within Warrant relates and appoints ________________ Dollars ($_______), on August 31attorney, 2001, subject to acceleration in certain events, and to pay interest transfer said right on the principal sum outstanding from time to time quarterly books of RENAISSANCE ENTERTAINMENT CORPORATION with full power of substitution in arrears on the first business premises. Dated: ------------------------------ ---------------------------------------- (Signature) ---------------------------------------- ---------------------------------------- (Address) MORTGAGE DEED AND SECURITY AGREEMENT AND FIXTURE FINANCING STATEMENT THIS INDENTURE, made as of the 14th day of each calendar quarter of each year May, 1997, by and between Renaissance Entertainment Corporation, a Colorado corporation, having its principal office at 0000 Xxxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxxx 00000 ("Interest Payment DatesMortgagor"), after as well as before maturity and default Dorsar Partners, L.P., a Texas Limited Partnership having an address at c/o Xxxxxx X. Xxxxxxxx, 0000 Xxxxx Xxxx, Xxxxx 000, Xx Xxxx, Xxxxx 00000-0000, Xxxxxxx X. Xxxxxxx having an address at c/o The Xxxxxxx Company, 0000 Xxxxx Xxxx, Xxxxx 000, Xx Xxxx, Xxxxx 00000 and after judgmentXxxxxxx X. Xxxxxxx having an address at c/o Renaissance Entertainment Corporation, at the rate of 12% per annum accruing from the date of initial issuance. Payment of interest shall commence on July 10000 Xxxxxxxx Xxxxxx, 2000 Xxxxx 000, Xxxxxxx, Xxxxxxxx 00000 (and shall be pro rated for such period from the date of initial issuance) and shall continue on the first business day of each succeeding calendar quarter until payment in full of the principal sum has been made or duly provided for. All accrued and unpaid interest shall bear interest at the same rate as the due date of the interest payment until paid but shall not be subject to conversion. December 15collectively, March 15, June 15 and September 15 of each year shall serve as the record date (the "Record DateMortgagee") for determining ownership of this Note with respect to payments of interest to be made on the following Interest Payment Date. The interest so payable on any Interest Payment Date will, as provided in the Purchase Agreement, be paid to the person in whose name this Note (or one or more predecessor Notes) is registered on the records of the Company regarding registration and transfers of the Notes (the "Note Register") at the Record Date for such Interest Payment Date; provided, however, that the Company's obligation to a transferee of this Note arises only if such transfer, sale or other disposition is made in accordance with the terms and conditions of the Purchase Agreement. The principal of, and interest on, this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts, at the address last appearing on the Note Register of the Company as designated in writing by the Holder from time to time. The Company will pay interest on this Note by sending a check for such interest due, less any amounts required by law to be deducted, to the registered holder of this Note and addressed to such holder at the last address appearing on the Note Register. The forwarding of such check shall constitute a payment of interest hereunder and shall satisfy and discharge the liability for interest on this Note to the extent of the sum represented by such check plus any amounts so deducted unless such check is not paid at par. This Note is subject to the following additional provisions:),
Appears in 1 contract
Samples: Subscription and Purchase Agreement (Renaissance Entertainment Corp)
RENAISSANCE ENTERTAINMENT CORPORATION. By: By ----------------------------------- Xxxxxxx X. Xxxxxxx Chairman Its ------------------------------ -40- --------------------------- SUBSCRIPTION FORM To be signed only upon exercise of Warrant The undersigned the holder of the Board within Warrant, hereby irrevocably elects to exercise the purchase right represented by such Warrant for, and to purchase thereunder, __________ of Directors and Chief Executive Officer Dated: , 1999 -------------------- APPENDIX B THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT") OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. NO REGULATORY BODY HAS ENDORSED THESE SECURITIES. NO SALE OR DISTRIBUTION OF THE SECURITIES MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT AND APPLICABLE STATE BLUE SKY LAWS. No. $ ---------- ----------- the shares of Common Stock of RENAISSANCE ENTERTAINMENT CORPORATION SUBORDINATED PROMISSORY NOTE DUE 2001 CONVERTIBLE B NOTE THIS NOTE is one to which such Warrant relates and herewith makes payment of a duly authorized issue of Notes of Renaissance Entertainment Corporation$__________, a corporation duly organized therefor in cash or by certified check and existing under requests that the laws of certificates for such shares be issued in the State of Colorado (the "Company")name of, designated as its 12% Subordinated Notes due 2001and be delivered to, in an aggregate principal amount not exceeding $1,000,000, issued pursuant to that certain Subscription and Purchase Agreement dated ______________________________, 1999, between the Company and address for which is set forth below the original purchasers signature of the Notes undersigned. Dated: ____________________ ---------------------------------- (the "Purchase Agreement"). Reference is hereby made to the Purchase Agreement for a complete description Signature) ---------------------------------- ---------------------------------- (Address) ---------------------------------- To be signed only upon transfer of the rights and obligations of, and limitations and restrictions on, the Company and the Holder of this Note. The terms and conditions of the Note noted hereinafter are subject in every respect to the terms and conditions of the Purchase Agreement. In the event of a conflict between the provisions of this Note and the Purchase Agreement, the Purchase Agreement shall control. Warrant FOR VALUE RECEIVED, the Company promises to pay to undersigned hereby sells, assigns and transfers unto _______________ ______________________________ the registered holder hereof (right to purchase shares of Common Stock of RENAISSANCE ENTERTAINMENT CORPORATION to which the "Holder")within Warrant relates and appoints ______________________________, attorney, to transfer said right on the principal sum books of RENAISSANCE ENTERTAINMENT CORPORATION with full power of substitution in the premises. Dated: ____________________ Dollars ---------------------------------- ($_______)Signature) ---------------------------------- ---------------------------------- (Address) MORTGAGE DEED AND SECURITY AGREEMENT AND FIXTURE FINANCING STATEMENT THIS INDENTURE, on August 31, 2001, subject to acceleration in certain events, and to pay interest on made as of the principal sum outstanding from time to time quarterly in arrears on the first business 14th day of each calendar quarter of each year May, 1997, by and between Renaissance Entertainment Corporation, a Colorado corporation, having its principal office at 0000 Xxxxxxxx Xxxxxx, Xxxxx 000, Xxxxxxx, Xxxxxxxx 00000 ("Interest Payment DatesMortgagor"), after as well as before maturity and default Dorsar Partners, L.P., a Texas Limited Partnership having an address at c/o Xxxxxx X. Xxxxxxxx, 0000 Xxxxx Xxxx, Xxxxx 000, Xx Xxxx, Xxxxx 00000-0000, Xxxxxxx X. Xxxxxxx having an address at c/o The Xxxxxxx Company, 0000 Xxxxx Xxxx, Xxxxx 000, Xx Xxxx, Xxxxx 00000 and after judgmentXxxxxxx X. Xxxxxxx having an address at c/o Renaissance Entertainment Corporation, at the rate of 12% per annum accruing from the date of initial issuance. Payment of interest shall commence on July 10000 Xxxxxxxx Xxxxxx, 2000 Xxxxx 000, Xxxxxxx, Xxxxxxxx 00000 (and shall be pro rated for such period from the date of initial issuance) and shall continue on the first business day of each succeeding calendar quarter until payment in full of the principal sum has been made or duly provided for. All accrued and unpaid interest shall bear interest at the same rate as the due date of the interest payment until paid but shall not be subject to conversion. December 15collectively, March 15, June 15 and September 15 of each year shall serve as the record date (the "Record DateMortgagee") for determining ownership of this Note with respect to payments of interest to be made on the following Interest Payment Date. The interest so payable on any Interest Payment Date will, as provided in the Purchase Agreement, be paid to the person in whose name this Note (or one or more predecessor Notes) is registered on the records of the Company regarding registration and transfers of the Notes (the "Note Register") at the Record Date for such Interest Payment Date; provided, however, that the Company's obligation to a transferee of this Note arises only if such transfer, sale or other disposition is made in accordance with the terms and conditions of the Purchase Agreement. The principal of, and interest on, this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts, at the address last appearing on the Note Register of the Company as designated in writing by the Holder from time to time. The Company will pay interest on this Note by sending a check for such interest due, less any amounts required by law to be deducted, to the registered holder of this Note and addressed to such holder at the last address appearing on the Note Register. The forwarding of such check shall constitute a payment of interest hereunder and shall satisfy and discharge the liability for interest on this Note to the extent of the sum represented by such check plus any amounts so deducted unless such check is not paid at par. This Note is subject to the following additional provisions:),
Appears in 1 contract
Samples: Subscription and Purchase Agreement (Renaissance Entertainment Corp)
RENAISSANCE ENTERTAINMENT CORPORATION. By: ----------------------------------- ----------------------------------------- Xxxxxxx X. Xxxxxxx Chairman of the Board of Directors and Chief Executive Officer Dated: :__________________, 1999 -------------------- APPENDIX B 200_. XXXXXXXX X THE SECURITIES DESCRIBED HEREIN HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT") OR UNDER THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES. NO REGULATORY BODY HAS ENDORSED THESE SECURITIES. NO SALE OR DISTRIBUTION OF THE SECURITIES MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT AND APPLICABLE STATE BLUE SKY LAWS. No. $ ---------- ----------- .________ $__________ RENAISSANCE ENTERTAINMENT CORPORATION SUBORDINATED PROMISSORY NOTE DUE 2001 2003 CONVERTIBLE B NOTE THIS NOTE is one of a duly authorized issue of Notes of Renaissance Entertainment Corporation, a corporation duly organized and existing under the laws of the State of Colorado (the "Company"), designated as its 12% Subordinated Notes due 2001August 31, 2003, in an aggregate principal amount not exceeding $1,000,000, issued pursuant to that certain Subscription and Purchase Agreement dated ____________________, 1999200_, between the Company and the original purchasers of the Notes (the "Purchase Agreement"). Reference is hereby made to the Purchase Agreement for a complete description of the rights and obligations of, and limitations and restrictions on, the Company and the Holder of this Note. The terms and conditions of the Note noted hereinafter are subject in every respect to the terms and conditions of the Purchase Agreement. In the event of a conflict between the provisions of this Note and the Purchase Agreement, the Purchase Agreement shall control. FOR VALUE RECEIVED, the Company promises to pay to _________________ ____ __________the registered holder hereof (the "Holder"), the principal sum of ________________ _________Dollars ($________), on August 31, 20012003, subject to acceleration in certain events, and to pay interest on the principal sum outstanding from time to time quarterly in arrears on the first business day of each calendar quarter of each year ("Interest Payment Dates"), after as well as before maturity and default and after judgment, at the rate of 12% per annum accruing from the date of initial issuance. Payment of interest shall commence on July April 1, 2000 (2002 and shall be pro rated for such period from the date of initial issuance) and shall continue on the first business day of each succeeding calendar quarter until payment in full of the principal sum has been made or duly provided for. All accrued and unpaid interest shall bear interest at the same rate as the due date of the interest payment until paid but shall not be subject to conversion. December 15, March 15, June 15, September 15 and September December 15 of each year shall serve as the record date (the "Record Date") for determining ownership of this Note with respect to payments of interest to be made on the following Interest Payment Date. The interest so payable on any Interest Payment Date will, as provided in the Purchase Agreement, be paid to the person in whose name this Note (or one or more predecessor Notes) is registered on the records of the Company regarding registration and transfers of the Notes (the "Note Register") at the Record Date for such Interest Payment Date; provided, however, that the Company's obligation to a transferee of this Note arises only if such transfer, sale or other disposition is made in accordance with the terms and conditions of the Purchase Agreement. The principal of, and interest on, this Note are payable in such coin or currency of the United States of America as at the time of payment is legal tender for payment of public and private debts, at the address last appearing on the Note Register of the Company as designated in writing by the Holder from time to time. The Company will pay interest on this Note by sending a check for such interest due, less any amounts required by law to be deducted, to the registered holder of this Note and addressed to such holder at the last address appearing on the Note Register. The forwarding of such check shall constitute a payment of interest hereunder and shall satisfy and discharge the liability for interest on this Note to the extent of the sum represented by such check plus any amounts so deducted unless such check is not paid at par. This Note is subject to the following additional provisions:
Appears in 1 contract
Samples: Subscription and Purchase Agreement (Renaissance Entertainment Corp)
