EXHIBIT 10.11
NOTE
$ 160,000 Menlo Park, CA
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5/9/2000
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FOR VALUE RECEIVED Xxxxx X. Xxxxxxxxx promises to pay to Loudcloud, Inc.,
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a Delaware corporation (the "Company"), or order, the principal sum of
One Hundred Sixty Thousand and 00/100 ($160,000), together with interest on the
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unpaid principal hereof from the date hereof at the rate of Six and one-quarter
percent (6.25%) per annum, compounded annually.
Principal and interest shall be due and payable on May 10, 2004. Payment of
principal and interest shall be made in lawful money of the United States of
America.
The undersigned may at any time prepay all or any portion of the principal
or interest owing hereunder.
This Note is subject to the terms of the Restricted Stock Purchase
Agreement, dated as of 5/9/00. This Note is secured in part by a
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pledge of the Company's Common Stock under the terms of a Security Agreement of
even date herewith and is subject to all the provisions thereof.
The holder of this Note shall have full recourse against the undersigned,
and shall not be required to proceed against the collateral securing this Note
in the event of default.
In the event the undersigned shall cease to be an employee, director or
consultant of the Company for any reason, this Note shall, at the option of the
Company, be accelerated, and the whole unpaid balance on this Note of principal
and accrued interest shall be immediately due and payable.
Should any action be instituted for the collection of this Note, the
reasonable costs and attorneys' fees therein of the holder shall be paid by the
undersigned. This Note is being delivered in and shall be construed in
accordance with the laws of the State of California, without regard to the
conflicts of laws provisions thereof.
/s/ Xxxxx X. Xxxxxxxxx
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Signature
Xxxxx X. Xxxxxxxxx
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Print Name