Exhibit 10.2
NOTE
$20,000,000.00 Minneapolis, Minnesota
December 15, 2005
For value received, the undersigned, LAKES ENTERTAINMENT, INC., a Minnesota
corporation and LAKES POKER TOUR, LLC, a Minnesota limited liability company
(individually each a "Borrower" and collectively referred to herein as the
"Borrowers"), hereby jointly and severally promise to pay to the order of XXXX
XXXXXX FAMILY PARTNERSHIP, a Minnesota general partnership (the "Lender"), at
its main office at Xxx Xxxxxx Xxxxxx Xxxxx, Xxxxx 000, Xxx Xxxxx, XX 00000, or
at any other place designated at any time by the holder hereof, in lawful money
of the United States of America and in immediately available funds the principal
sum of TWENTY MILLION AND NO/100 Dollars ($20,000,000.00) or such amount as may
be due and owing to the Lender as Loans pursuant to the Loan Agreement by and
between the Borrowers and the Lender of even date herewith (as the same may from
time-to-time be amended, modified or restated, the "Loan Agreement"), which
principal amount shall, unless due earlier, be due and payable in one balloon
payment, together with all outstanding interest thereon, on December 15, 2008
(the "Maturity Date").
Interest shall accrue on the unpaid principal balance of this Note at a rate of
twelve percent (12.00%) per annum or, following and during the continuation of
an Event of Default, at fourteen percent (14.00%) per annum (with such rate
computed upon the actual number of days elapsed in a 360-day year).
Interest shall be payable in arrears from the date hereof until paid in full on
the last day of each calendar year, commencing December 31, 2006, and continuing
on the last day of each calendar year thereafter and at maturity (whether by
acceleration or otherwise) until this Note is paid in full; provided, however,
interest payments otherwise due and payable on the last day of each calendar
year shall be capitalized on the date otherwise due and owing, such that the
interest payment amount shall be added to the outstanding principal amount
hereunder.
This Note is the Note referred to in the Loan Agreement and is subject to all of
the agreements, terms and conditions contained in the Loan Agreement, which are
incorporated herein by reference. This Note may be prepaid only in accordance
with the terms of the Loan Agreement. Further, the Loan Agreement provides that
the Lender may, upon the occurrence of certain conditions accelerate the
payments due hereunder and demand payment in full prior to the Maturity Date.
All capitalized terms not otherwise defined herein shall have the meaning given
them in the Loan Agreement.
This Note is secured, among other things, pursuant to the Loan Agreement and the
Security Agreement and the Mortgage as such documents are therein defined, and
may now or hereafter be secured by one or more other security agreements,
mortgages, deeds of trust, assignments or other instruments or agreements.
The Borrowers hereby jointly and severally agree to pay all costs of collection,
including reasonable attorneys' fees and legal expenses in the event this Note
is not paid when due, whether or not legal proceedings are commenced.
Presentment or other demand for payment, notice of dishonor and protest are
expressly waived.
This Note has been delivered in the State of Minnesota and shall be construed
and enforced in accordance with the substantive laws of such state.
LAKES ENTERTAINMENT, INC.
By /s/ Xxxxxxx Xxxx
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Xxxxxxx Xxxx
Its Chief Financial Officer
LAKES POKER TOUR, LLC
By /s/ Xxxxxxx Xxxx
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Xxxxxxx Xxxx
Its Chief Financial Officer
[SIGNATURE PAGE TO TERM NOTE]
