EXHIBIT 10.6
FOURTH AMENDMENT TO LEASE
On this 3rd day of February, 1995, Jokah Realty, L.L.C., a New
Hampshire Limited Liability Company with a principal place of
business at 00 Xxxxxxxxx Xxxxxx, Xxxxx 000, Xxxxxx, Xxx Xxxxxxxxx
00000, successor in interest to Tamposi Family Investment
Properties and Xxxx Textile Corporation, the Lessor and Lessee,
respectively, under a certain Indenture of Lease dated September
1, 1988 (the "Lease") and Amendments to Lease dated May 10, 1990,
May 30, 1991, and April 12, 1993, for and to a certain premises
identified therein known as 00 Xxxxxxxxx Xxxxx, Xxxxxx, Xxx
Xxxxxxxxx (the "Premises") do hereby say as follows:
Whereas, Tamposi Family Investment Properties and Xxxx Textile
Corporation did enter into the Lease Agreement dated September 1,
1988 which was amended by the Amendment to Lease dated May 10,
1990, and a Second Amendment to Lease dated May 30, 1991, and a
Third Amendment to Lease dated April 12, 1993;
Whereas, Jokah Realty, L.L.C. and Xxxx Textile Corporation wish
to extend the term of the Lease and enter into a Fourth Amendment
to the Lease.
Now, Therefore, in consideration of Xxxx Textile Corporation
continuing as a lessee, and Jokah Realty, L.L.C. continuing to
allow occupancy by the lessee, the parties do hereby agree and do
hereby amend the Lease as follows:
1. "Section 1 - Term", be and hereby is amended to include the
following:
"The term of the lease shall be extended for a period of
three years, beginning September 1, 1995 and ending August 31,
1998."
2. "Section 3 - Rent", be and hereby is amended to include the
following:
"The base monthly rent for the leased premises, for the
three year period, beginning September 1, 1995, through August
31, 1998, shall be Four Thousand Five Hundred Twenty Dollars and
83/100 ($4,520.83) per month triple net."
In all other respects, the Lease and Amendments to Lease shall
remain in full force and effect.
In Witness Whereof, we have hereunto set our hands on the day and
year first above written.
LESSOR:
Jokah Realty, L.L.C.
s/ Xxxxx X. Xxxxx s/ Xxxxxx X. Xxxxxxx, Xx.
Witness By: Xxxxxx X. Xxxxxxx, Xx.,
Managing Member
LESSEE:
Xxxx Textile Corporation
s/ Xxxx Xxxxxxxx s/ Xxxxxxxx X. Xxxxxxx
Witness By: Xxxxxxxx X. Xxxxxxx
Its President
EXHIBIT 10.7
Principal $270,000.00
Loan Date 10/02/1996
Maturity 04/02/2001
Loan No. 0000000
Call 3
Collateral 700
Account
Officer 281
Initials
Borrower: MICRONETICS WIRELESS, INC.
00 Xxxxxxxxx Xxxxx
Xxxxxx, Xxx Xxxxxxxxx 00000
Lender: BANK OF NEW HAMPSHIRE
000 Xxxxxxxx Xxxxxx
Xxxxxxxxxx, Xxx Xxxxxxxxx 00000
Principal Amount: $270,000.00
Initial Rate: 9.250%
Date of Note: October 2, 1996
PROMISE TO PAY. MICRONETICS WIRELESS, INC. ("Borrower") promises
to pay to BANK OF NEW HAMPSHIRE ("Lender"), or order, in lawful
money of the United States of America, the principal amount of
Two Hundred Seventy Thousand and 00/100 Dollars ($270,000.00),
together with interest on the unpaid principal balance from
October 2, 1996, until paid in full.
PAYMENT. Subject to any payment changes resulting from changes
in the Index, Borrower will pay this loan in 53 principal
payments of $5,000.00 each and one final principal payment of
$5,039.83. Borrower's first principal payment is due November 2,
1996, and all subsequent principal payments are due on the same
day of each month after that. In addition, Borrower will pay
regular monthly payments of all accrued unpaid interest due as of
each payment date. Borrower's first interest payment is due
November 2, 1996, and all subsequent interest payments are due on
the same day of each month after that. Borrower's final payment
due April 2, 2001, will be for all principal and accrued interest
not yet paid. Interest on this Note is computed on a 365/360
simple interest basis; that is, by applying the ratio of the
annual interest rate over a year of 360 days, multiplied by the
outstanding principal balance, multiplied by the actual number of
days the principal balance is outstanding. Borrower will pay
Lender at Lender's address shown above or at such other place as
lender may designate in writing. Unless otherwise agreed or
required by applicable law, payments will be applied first to
accrued unpaid interest, then to principal, and any remaining
amount to any unpaid collection costs and late charges.
VARIABLE INTEREST RATE. The interest rate on this Note is
subject to change from time to time based on changes in an
independent index which is the Bank of New Hampshire Prime Rate
(the "Index"). The index is not necessarily the lowest rate
charged by Lender on its loans. If the Index becomes unavailable
during the term of this Loan, Lender may designate a substitute
index after notice to Borrower. Lender will tell Borrower the
current index rate upon Borrower's request. Borrower understands
that Lender may make loans based on other rates as well. The
interest rate change will not occur more often than each DAY.
The index currently is 8.250% per annum. The interest rate to be
applied to the unpaid principal balance of this Note will be at a
rate of 1.000 percentage point over the Index, resulting in an
initial rate of 9.250% per annum. NOTICE: Under no circumstances
will the interest rate on this Note be more than the maximum rate
allowed by applicable law.
PREPAYMENT. Borrower may pay without penalty all or a portion of
the amount owed earlier than it is due. Early payments will not,
unless agreed to by Lender in writing, relieve Borrower of
Borrower's obligation to continue to make payments under the
payment schedule. Rather, they will reduce the principal balance
due and may result in Borrower making fewer payments.
LATE CHARGE. If a payment is 15 days or more late, Borrower will
be charged 6.000% of the regularly scheduled payment.
DEFAULT. Borrower will be in default if any of the following
happens: (a) Borrower fails to make any payment when due. (b)
Borrower breaks any promise Borrower has made to Lender, or
Borrower fails to comply with or to perform when due any other
term, obligation, covenant, or condition contained in this Note
or any agreement related to this Note, or in any other agreement
or loan Borrower has with Lender. (c) Any representation or
statement made or furnished to Lender by Borrower or on
Borrower's behalf is false or misleading in any material respect
either now or at the time made or furnished. (d) Borrower
becomes insolvent, a receiver is appointed for any part of
Borrower's property, Borrower makes an assignment for the benefit
of creditors, or any proceeding is commenced either by Borrower
or against Borrower under any bankruptcy or insolvency laws. (e)
Any creditor tries to take any of Borrower's property on or in
which Lender has a lien or security interest. This includes a
garnishment of any of Borrower's account with Lender. (f) Any
guarantor dies or any of the other events described in this
default section occurs with respect to any guarantor of this
Note. (g) A material adverse change occurs in Borrower's
financial condition, or Lender believes the prospect of payment
or performance of the indebtedness is impaired. (h) Lender in
good xxxxx xxxxx itself insecure.
LENDER'S RIGHTS. Upon default, Lender may declare the entire
unpaid principal balance on this Note and all accrued unpaid
interest immediately due, without notice, and then Borrower will
pay that amount. Upon default, including failure to pay upon
final maturity, Lender, at its option, may also, if permitted
under applicable law, increase the variable interest rate on this
Note to 18.000% per annum. The interest rate will not exceed the
maximum rate permitted by applicable law. Lender may hire or pay
someone else to help collect this Note if Borrower does not pay.
Borrower also will pay Lender that amount. This includes,
subject to any limits under applicable law, Lender's attorney's
fees and Lender's legal expenses whether or not there is a
lawsuit, including attorneys' fees and legal expenses for
bankruptcy proceeding (including efforts to modify or vacate any
automatic stay or injunction), appeals, and any anticipated post-
judgment collection services. If not prohibited by applicable
law, Borrower also will pay any court costs, in addition to all
other sums provided by law. This Note has been delivered to
Lender and accepted by Lender in the State of New Hampshire. If
there is a lawsuit, Borrower agrees upon Lender's request to
submit to the jurisdiction of the courts of HILLSBOROUGH County,
the State of New Hampshire. This Note shall be governed by and
construed in accordance with the laws of the State of New
Hampshire.
DISHONORED ITEM FEE. Borrower will pay a fee to Lender of $18.00
if Borrower makes a payment on Borrower's loan and the check or
preauthorized charge with which Borrower pays is later
dishonored.
RIGHT OF SETOFF. Borrower grants to Lender a contractual
possessory security interest in, and hereby assigns, conveys
delivers, pledges, and transfers to Lender all Borrower's right,
title and interest in and to, Borrower's accounts with Lender
(whether checking, savings, or some other account), including
without limitation all accounts held jointly with someone else
and all accounts Borrower may open in the future, excluding
however all XXX and Xxxxx accounts, and all trust accounts for
which the grant of a security interest would be prohibited by
law. Borrower authorizes Lender, to the extent permitted by
applicable law, to charge or setoff all sums owing on this Note
against any and all such accounts.
FINANCIAL STATEMENTS. FURNISH LENDER WITH, AS SOON AS AVAILABLE,
BUT IN NO EVENT LATER THAN ONE HUNDRED TWENTY (120) DAYS AFTER
THE END OF EACH FISCAL YEAR, BORROWER'S CORPORATE TAX RETURNS AND
ANNUAL FINANCIAL STATEMENTS AUDITED BY A CERTIFIED PUBLIC
ACCOUNTANT SATISFACTORY TO LENDER.
COLLATERAL. THIS LOAN IS SECURED, IN ADDITION TO ANY OTHER
COLLATERAL, WITH A SECURITY INTEREST IN ALL INVENTORY, CHATTEL
PAPER, ACCOUNTS, EQUIPMENT, AND GENERAL INTANGIBLES. UNLESS
OTHERWISE STATED IN THIS DOCUMENT, ALL THE PREVIOUS TERMS AND
CONDITIONS OF THE SECURITY AGREEMENT WITH RELATED UCC'S ON FILE
ARE HEREBY INCORPORATED AND MADE A PART OF THIS NOTE.
PRIOR NOTE. EQUIPMENT TERM LOAN DATED 2/2/96 AS FURTHER
DESCRIBED IN ARTICLE IV OF THE LOAN AGREEMENT ALSO DATED 2/2/96.
GENERAL PROVISIONS. Lender may delay or forgo enforcing any of
its rights or remedies under this Note without losing them.
Borrower and any other person who signs, guarantees or endorses
this Note, to the extent allowed by law, waive presentment,
demand for payment, protest and notice of dishonor. Upon any
change in the terms of this Note, and unless otherwise expressly
stated in writing, no party who signs this Note, whether as
maker, guarantor, accommodation maker or endorser, shall be
released from liability. All such parties agree that Lender may
renew or extend (repeatedly and for any length of time) this
loan, or release any party or guarantor or collateral; or impair,
fail to realize upon or perfect Lender's security interest in the
collateral; and take any other action deemed necessary by Lender
without the consent of or notice to anyone. All such parties
also agree that Lender may modify this loan without the consent
of or notice to anyone other than the party with whom the
modification is made.
Borrower expressly agrees that the interest rates specified in
this Note shall be the applicable interest rates due (a) on
amounts outstanding during the term of this Note, notwithstanding
the rate of interest prescribed by statute from time to time, and
(b) with respect to any amounts outstanding on and after the
maturity date of this Note.
PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE
PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE
PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE AND
ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE NOTE.
BORROWER:
MICRONETICS WIRLESS, INC.
By: s/Xxxxxxx Xxxxx
XXXXXXX XXXXX, President
LENDER:
BANK OF NEW HAMPSHIRE
By: s/Xxxxx Xxxxxxxxx
Authorized Officer
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