EXHIBIT 10.18
PROMISSORY NOTE
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Principal Loan Date Maturity Loan No Call Collateral Account Officer Initials
$1,000,000.00 11-24-1998 11-24-1999 4861 12, 18 8756 ED
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References in the shaded area are for Lender's use only and do not limit
the applicability of this document to any particular loan or item.
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Borrower: PAYDAY CHECK ADVANCE, INC. (TIN: 00-0000000) LENDER: BRICKYARD BANK
000 XXXXX XXXXXX XX., XXXXXX FLOOR 0000 X. XXXXXXX XXXXXX
XXXX XXXXXX, XX 00000 XXXXXXXXXXX, XX 00000-0000
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Principal Amount: $1,000,000.00 Initial Rate: 8.000% Date of Note: November 24, 1998
PROMISE TO PAY. PAYDAY CHECK ADVANCE, INC. ("Borrower") promises to pay to
BRICKYARD BANK ("Lender"), or order, in lawful money of the United States of
America, the principal amount of One Million & 00/100 Dollars ($1,000,000.00)
or so much as may be outstanding, together with interest on the unpaid
outstanding principal balance of each advance. Interest shall be calculated
from the date of each advance until repayment of each advance.
PAYMENT. Borrower will pay this loan in one payment of all outstanding
principal plus all accrued unpaid interest on November 24, 1999. In addition,
Xxxxxxxx will pay regular monthly payments of accrued unpaid interest
beginning December 24, 1998, and all subsequent interest payments are due on
the same day of each month after that. The annual interest rate for this Note
is computed on a 365/360 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 Xxxxxx'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 any unpaid collection costs and any late charges, then to any unpaid
interest, and any remaining amount to principal.
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 First
National Bank of Chicago Prime Lending 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 Xxxxxxxx'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 7.750% per annum.
The interest rate to be applied to the unpaid principal balance of this Note
will be at a rate of 0.250 percentage points over the index, resulting in an
initial rate of 8.000% per annum. NOTICE: Under no circumstances will the
interest rate on this Note be more than the maximum rate allowed by
applicable law.
PREPAYMENT. Xxxxxxxx agrees that all loan fees and other prepaid finance
charges are earned fully as of the date of the loan and will not be subject
to refund upon early payment (whether voluntary or as a result of default),
except as otherwise required by law. Except for the foregoing, 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 Xxxxxx in writing, relieve
Xxxxxxxx of Xxxxxxxx's obligation to continue to make payments of accrued
unpaid interest. Rather, they will reduce the principal balance due.
LATE CHARGE. If a payment is 10 days or more late, Borrower will be charged
5.000% of the regularly scheduled payment or $10.00, whichever is greater.
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) Borrower defaults under any loan, extension of
credit, security agreement, purchase or sales agreement, or any other
agreement, in favor of any other creditor or person that may materially
affect any of Borrower's property or Borrower's ability to repay this Note or
perform Borrower's obligations under this Note or any of the Related
Documents. (d) Any representation or statement made or furnished to Lender by
Borrower or on Xxxxxxxx's behalf is false or misleading in any material
respect either now or at the time made or furnished. (e) Xxxxxxxx becomes
insolvent, a receiver is appointed for any part of Xxxxxxxx's property,
Xxxxxxxx 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. (f) Any creditor tries to take any of Xxxxxxxx's property
on or in which Xxxxxx has a lien or security interest. This includes a
garnishment of any of Xxxxxxxx's accounts, including deposit accounts, with
Lender. (g) Any guarantor dies or any of the other events described in this
default section occurs with respect to any guarantor of this Note. (h) A
material adverse change occurs in Borrower's financial condition, or Xxxxxx
believes the prospect of payment or performance of the indebtedness is
impaired. (i) Lender in good xxxxx xxxxx itself insecure.
LENDER'S RIGHTS. Upon default, Xxxxxx 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 opinion, may
also, if permitted under applicable law, increase the variable interest rate
on this Note to 3.250 percentage points over the Index. 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.
Xxxxxxxx also will pay Lender that amount. This includes, subject to any
limits under applicable law, Xxxxxx's attorneys' fees and Xxxxxx's legal
expenses whether or not there is a lawsuit, including attorneys' fees and
legal expenses for bankruptcy proceedings (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,
Xxxxxxxx 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
Xxxxxx in the State of Illinois. If there is a lawsuit, Xxxxxxxx agrees upon
Xxxxxx's request to submit to the jurisdiction of the courts of COOK County,
the State of Illinois. This Note shall be governed by and construed in
accordance with the laws of the State of Illinois.
RIGHT OF SETOFF. Borrower grants to Lender a contractual security interest
in, and hereby assigns, conveys, delivers, pledges, and transfers to Lender
all Borrower's right, title and interest in and to, Xxxxxxxx'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 IRA and Xxxxx
accounts, and all trust accounts for which the grant of a security interest
would be prohibited by law. Borrower authorizes Xxxxxx, to the extent
permitted by applicable law, to charge or setoff all sums owing on this Note
against any and all such accounts.
LINE OF CREDIT. This Note evidences a revolving line of credit. Advances
under this Note may be requested either orally or in writing by Borrower or
by an authorized person. Lender may, but need not, require that all oral
requests be confirmed in writing. All communications, instructions, or
directions by telephone or otherwise to Lender are to be directed to Xxxxxx's
office shown above. The following party or parties are authorized to request
advances under the line of credit until Xxxxxx receives from Borrower at
Xxxxxx's address shown above written notice of revocation of their authority:
XXXXXXXX X. XXXXXX, PRESIDENT. Xxxxxxxx agrees to be liable for all sums
either: (a) advanced in accordance with the Instructions of an authorized
person or (b) credited to any of Xxxxxxxx's accounts with Xxxxxx. The unpaid
principal balance owing on this Note at any time may be evidenced by
endorsements of this Note or by Xxxxxx's internal records, including daily
computer print-outs. Lender will have no obligation to advance funds under
this Note if: (a) Borrower or any guarantor is in default under the terms of
this Note or any agreement that Borrower or any guarantor has with Lender,
including any agreement made in connection with the signing of this Note; (b)
Borrower or any guarantor ceases doing business or is insolvent; (c) any
guarantor seeks, claims or otherwise attempts to limit, modify or revoke such
guarantor's guarantee of this Note or any other loan with Lender; (d)
Borrower has applied funds provided pursuant to this Note for purposes other
than those authorized by Lender; or (e) Lender in good xxxxx xxxxx itself
insecure under this Note or any other agreement between Lender and Borrower.
11-24-1998 PROMISSORY NOTE PAGE 2
(CONTINUED)
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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 Xxxxxx'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 Xxxxxx may
modify this loan without the consent of or notice to anyone other than the
party with whom the modification is made.
ILLINOIS INSURANCE NOTICE. Unless Borrower provides Lender with evidence of
the insurance coverage required by Xxxxxxxx's agreement with Lender, Lender
may purchase insurance at Borrower's expense to protect Xxxxxx's interests in
the collateral. This insurance may, but need not, protect Xxxxxxxx's
interests. The coverage that Lender purchases may not pay any claim that
Xxxxxxxx makes or any claim that is made against Borrower in connection with
the collateral. Borrower may later cancel any insurance purchased by Xxxxxx,
but only after providing Lender with evidence that Xxxxxxxx has obtained
insurance as required by their agreement. If Lender purchases insurance for
the collateral, Borrower will be responsible for the costs of that insurance,
including interest and any other charges Lender may impose in connection with
the placement of the insurance, until the effective date of the cancellation
or expiration of the insurance. The costs of the insurance may be added to
Borrower's total outstanding balance or obligation. The costs of the
insurance may be more than the cost of insurance Borrower may be able to
obtain on Xxxxxxxx's own.
PRIOR TO SIGNING THIS NOTE, XXXXXXXX READ AND UNDERSTOOD ALL THE PROVISIONS
OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. XXXXXXXX
AGREES TO THE TERMS OF THE NOTE AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY
OF THE NOTE.
BORROWER:
PAYDAY CHECK ADVANCE, INC.
By: /s/ Xxxxxxxx X. Xxxxxx
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XXXXXXXX X. XXXXXX, PRESIDENT
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