EXHIBIT 10.16
THIRD TERM LOAN NOTE
$5,000,000 SEPTEMBER 24, 1996
FOR VALUE RECEIVED, the undersigned, BULL RUN CORPORATION, a Georgia
corporation (the "Borrower"), hereby promises to pay to the order of
NATIONSBANK, N.A. (SOUTH), a Georgia banking corporation successor by merger to
Bank South (herein, together with any subsequent holder hereof, called the
"Lender"), the principal sum of FIVE MILLION AND NO/100 DOLLARS ($5,000,000), or
the outstanding principal amount of the Third Term Loan made to the Borrower by
the Lender pursuant to the Loan Agreement referred to below, which principal sum
shall be payable (i) in installments on the due dates and in the amounts set
forth in the Loan Agreement or (ii) on any earlier date on which all amounts
outstanding under this Third Term Loan Note (this "Note") have become due and
payable pursuant to the provisions of Section 9.02 of the Loan Agreement. The
Borrower likewise promises to pay interest on the outstanding principal balance
of the Third Term Loan made by the Lender to the Borrower, at such interest
rates, payable at such times, and computed in such manner, as are specified in
the Loan Agreement in strict accordance with the terms thereof.
This Note is issued pursuant to, and is the Third Term Loan Note
referred to in the Loan Agreement dated as of March 29, 1995, between the
Borrower and the Lender as amended by the First Modification of Loan Agreement
dated as of January 3, 1996, between Borrower and Lender and the Second
Modification of Loan Agreement dated as of the date hereof between Borrower and
Lender (as the same may be further amended or supplemented from time to time,
the "Loan Agreement"), and the Lender is and shall be entitled to all benefits
thereof and of all the other Credit Documents executed and delivered to the
Lender in connection therewith. Terms defined in the Loan Agreement are used
herein with the same meaning. The Loan Agreement, among other things, contains
provisions for acceleration of the maturity hereof upon the happening of certain
Events of Default, provisions relating to prepayments on account of principal
hereof prior to the maturity hereof, and provisions for post-default interest
rates.
The Borrower agrees to make payments of principal and interest hereon
on the dates and in the amounts specified in the Loan Agreement in strict
accordance with the terms thereof.
In case an Event of Default shall occur and be continuing, the
principal and all accrued interest of this Note may automatically become, or may
be declared, immediately due and payable in the manner and with the effect
provided in the Loan Agreement. The Borrower agrees to pay, and save the Lender
harmless against any liability for the payment of, all costs and expenses,
including actual and reasonable attorneys' fees, arising in connection with the
enforcement by the Lender of any of its rights or remedies under this Note or
the Loan Agreement.
This Note has been delivered in Atlanta, Georgia, and the rights and
obligations of the Lender and the Borrower hereunder shall be construed in
accordance with and governed by the laws of the State of Georgia (without giving
effect to its conflicts of law rules).
The Borrower expressly waives any presentment, demand, protest or
notice in connection with this Note, whether now or hereafter required by
applicable law. This Note is intended to be an instrument under seal.
IN WITNESS WHEREOF, the Borrower has caused this Note to be executed,
sealed and delivered by its duly authorized officer as of the date first above
written.
BULL RUN CORPORATION
(CORPORATE SEAL)
By: /s/ XXXXXX X. XXXXXXX, XX.
Xxxxxx X. Xxxxxxx, Xx., President
