Exhibit 10.63.1
L.P.AMENDED AND RESTATED
PROMISSORY NOTE
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$1,628,000 (Unsecured Loan) Los Angeles, California
January 15, 1998
FOR VALUE RECEIVED, UNITED PANAM FINANCIAL CORP., a Delaware
corporation formerly known as Pan American Group, Inc. (the "Borrower"),
promises to pay to the order of Pan American Financial, L.P., its successors and
assigns (the "Lender") at 1999 Avenue of the Stars, Xxxxx 0000, Xxx Xxxxxxx,
Xxxxxxxxxx 00000 or at such other place as might be designated in writing by the
Lender, the principal sum of One Million Six Hundred Twenty-Eight Thousand
Dollars ($1,628,000) or so much thereof as has been disbursed by the Lender and
remains unpaid, together with interest thereon at a fixed rate equal to Eight
Percent (8.0%) per annum. Interest will be calculated on the basis of the actual
days elapsed based on a per diem charge computed over a year composed of three
hundred sixty (360) days. This Note amends and restates in its entirety the
Promissory Note of Borrower, dated July 1, 1997, representing a loan from Lender
to Borrower, the proceeds of which were disbursed to Borrower on or after July
1, 1997.
Principal and interest will be paid as follows: Interest on the
amounts disbursed, accrued from the date of disbursement through the last day of
each annual period ending June 30, will be paid by the 15th day of the
following July, commencing with July 15, 1998. On June 30, 1999, the entire
unpaid principal balance and all accrued but unpaid interest thereon will be due
and payable.
The Borrower will have the right at any time and from time to time to
prepay the unpaid principal balance of this Note, in whole or in part, without
penalty, but with interest on the unpaid principal balance accrued to the date
of prepayment. In addition, the Borrower shall immediately prepay all amounts
due hereunder, including accrued interest, within fifteen (15) days of
Xxxxxxxx's raising of not less than $10,000,000 in equity capital after the date
hereof.
The Borrower agrees that if, and as often as, this Note is placed in
the hands of an attorney for collection or to defend or enforce any of the
Lender's rights under this Note or otherwise relating to the indebtedness hereby
evidenced, the Borrower will pay the Lender's reasonable attorneys' fees, all
court costs and all other expenses incurred by the Lender in connection
therewith. At the option of the Lender, after the failure of the Borrower to
pay any such sum hereunder within ten (10) days of the date due, the unpaid
balance of this Note will bear interest at Ten Percent (10.0%) per annum.
During the existence of any default, the Lender may apply payments received on
any amount due hereunder or under the terms of any instrument now
or hereafter evidencing or securing payment of this indebtedness as the Lender
determines from time to time.
This Note is issued by the Borrower and accepted by the Lender
pursuant to a lending transaction negotiated, consummated and to be performed in
California. This Note is to be construed according to the internal laws of the
State of California.
The makers, endorsers, sureties, guarantors and all other persons who
might become liable for all or any part of this obligation severally waive
presentment for payment, protest and notice of nonpayment. Such parties consent
to any extension of time (whether one or more) of payment hereof, release of all
or any part of the collateral securing payment hereof or release of any party
liable for the payment of this obligation. Any such extension or release may be
made without notice to any such party and without discharging such party's
liability hereunder.
This Note is intended to strictly conform with all usury laws to the
extent applicable to the transactions contemplated hereby. The provisions of
this Note and of all agreements between the Borrower and the Lender are hereby
expressly limited so that in no contingency or event whatsoever, shall the
amount contracted for, charged, paid or agreed to be paid to the Lender for the
use, forbearance or retention of money or credit hereunder or otherwise exceed
the maximum rate permitted by law therefor. If, from any circumstance
whatsoever, performance or fulfillment of any provision hereof or of any
agreement between the Borrower and the Lender shall, at the time of the
execution and delivery thereof, or at the time or performance of such provision
shall be due, involve or purport to require any payment in excess of the limits
prescribed by law, the obligation to be performed or fulfilled shall be reduced
automatically to the limit prescribed by law without the necessity of the
execution of any amendment or new document.
IN WITNESS WHEREOF, the Borrower has executed this instrument
effective the date first above written.
UNITED PANAM FINANCIAL CORP.
a Delaware corporation
By: /s/ Xxxxxxxxx Xxxx
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Its: Chairman
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