PROMISSORY NOTE
$40,000.00 Oklahoma City, Oklahoma
August 31, 2001
For value received, the undersigned, The Xxxxx Company, an Oklahoma
corporation (the "Maker"), agrees to all of the terms of this Promissory Note
(this "Note") and promises to pay to the order of B & M LIMITED, a general
partnership (the "Holder"), at Enterprise Plaza, Xxxxx 000, 0000 X. Xxx,
Xxxxxxxx Xxxx, Xxxxxxxx 00000, or at such other place as may be designated in
writing by the Holder of this Note, the principal sum of Forty Thousand Dollars
($40,000.00) or, if less than such amount, the aggregate unpaid principal amount
of all advances or loans made by the Holder to the Maker, and all interest
accruing thereon. This Note will be payable as follows:
Interest will accrue on the unpaid principal balance of this Note at
the per annum interest rate of ten percent (10%) (the "Applicable
Rate"). Interest will commence to accrue on the date thereof and
thereafter until this Note is paid in full. Interest will be computed
for the actual number of days elapsed at a per diem charge based on a
year consisting of three hundred sixty (360) days. All obligations
evidenced by and owing pursuant to the terms of this Note, including
principal and interest, are due and payable April 1, 2003.
Both principal and interest owing pursuant to the terms of this Note are
payable in the lawful currency of the United States of America and in
immediately available funds. The Holder may disburse the principal of this Note
to the Maker in one or more advances or loans as determined by the Holder in his
sole discretion. All payments made on this Note will be applied to this Note
when received by the Holder hereof in collected funds. Any sum not paid when due
will bear interest at the rate equal to the Applicable Rate plus five percent
(5%) and will be paid at the time of, and as a condition precedent to, the
curing of any "Default", as that term is hereinafter defined in this Note.
During the existence of any Default, the Holder of this Note may apply payments
received on any amount due hereunder or under the terms of any instrument
hereafter evidencing or securing said indebtedness as the Holder may determine.
The Maker 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 Holder's rights
hereunder, the Maker will pay to the Holder all reasonable attorney's fees and
all expenses incurred by the Holder in connection therewith.
THIS NOTE IS GIVEN BY THE MAKER AND ACCEPTED BY THE HOLDER PURSUANT TO A
LENDING TRANSACTION CONTRACTED, CONSUMMATED, AND TO BE PERFORMED IN OKLAHOMA
CITY, OKLAHOMA COUNTY, OKLAHOMA, AND THIS NOTE SHALL BE CONSTRUED ACCORDING TO
THE LAWS OF THE STATE OF OKLAHOMA. The payment of all indebtedness evidenced by
this Note is unsecured. However, in the event of any Default, the Holder may
request, and the Maker agrees to furnish to the Holder, agreeable collateral and
such security agreements as the Maker may reasonably require to secure the
indebtedness.
At the option of the Holder, the unpaid balance of this Note, and all other
obligations of the Maker to the Holder, whether direct or indirect, absolute or
contingent, now existing or hereafter arising, shall become immediately due and
payable without presentment, protest, notice or demand upon the occurrence or
existence of one or more of the following events or conditions ("Default"):
1. any payment required by this Note or any other note or obligation of the
Maker to the Holder or to others is not made when due in the amount required;
and
2. any default or breach occurs in the performance of any covenant,
obligation, representation, warranty, or provision contained in this Note or in
any other note or obligation of the Maker to Holder or to others;
No waiver of any payment or other right under this Note by the Holder shall
operate as a waiver of any other payment or right. Any payments hereunder may,
at the option of the Holder, be recorded on this Note and shall be prima facie
evidence of such payments and the unpaid balance of this Note.
The Maker has the right to prepay this Note in whole or in part at any time
and from time to time without premium or penalty, but with accrued interest to
the date of the prepayment on the amount prepaid.
The Maker waives presentment for payment, protest and notice of nonpayment.
IN WITNESS WHEREOF, the Maker has executed this instrument effective on the
date first above written.
ATTEST: THE XXXXX COMPANY
XXXXXXX X. XXXXXXX XXXX XXX, XX.
Xxxxxxx X. Xxxxxxx, Secretary Xxxx Xxx, Xx., President
