EQUIPMENT TERM NOTE
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$1,750,000.00
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Dallas,
Texas
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November
10, 2008
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FOR
VALUE
RECEIVED, the undersigned, ISECURETRAC
CORP., a
Delaware corporation (the "Maker"),
hereby promises to pay to the order of CRESTPARK
LP, INC.
(the
"Lender"),
at
its offices c/o Sammons Corporation, 0000 Xxxxxx Xxxx, Xxxxx 0000, Xxxxxx,
Xxxxx
00000, or at such other location as the Lender may designate to the Maker in
writing, on or prior to July 1, 2010 (the "Term
Loan Maturity Date"),
in
lawful money of the United States of America, the principal sum of ONE MILLION
SEVEN HUNDRED FIFTY THOUSAND AND NO/100 DOLLARS ($1,750,000.00) or so much
thereof as may be advanced and outstanding hereunder, together with interest
on
the outstanding principal balance from day to day remaining as herein specified.
This
Equipment Term Note (this "Note")
has
been executed and delivered by the Maker pursuant to the terms of that certain
Loan Agreement dated as of November 10, 2008, by and between the Maker and
the
Lender (as the same may be amended, supplemented, restated or modified from
time
to time, the "Loan
Agreement")
and is
the Term Note described therein. All capitalized terms used and not otherwise
defined herein shall have the same meanings as set forth in the Loan Agreement.
Reference is made to the Loan Agreement for all terms and provisions affecting
this Note.
The
principal hereof and interest accruing thereon shall be due and payable as
provided in the Loan Agreement.
The
Maker
shall have the right to prepay, at any time and from time to time without
premium or penalty (other than those set forth in the Loan Agreement, if any),
the entire unpaid principal balance of this Note or any portion thereof in
accordance with the Loan Agreement.
Notwithstanding
anything to the contrary contained herein, no provisions of this Note shall
require the payment or permit the collection of interest in excess of the
Maximum Rate. If any excess of interest in such respect is herein provided
for,
or shall be adjudicated to be so provided, in this Note or otherwise in
connection with this loan transaction, the provisions of this paragraph shall
govern and prevail, and neither Maker nor the sureties, guarantors, successors
or assigns of the Maker shall be obligated to pay the excess amount of such
interest, or any other excess sum paid for the use, forbearance or detention
of
sums loaned pursuant hereto. If for any reason interest in excess of the Maximum
Rate shall be deemed charged, required or permitted by any court of competent
jurisdiction, any such excess shall be applied as a payment and reduction of
the
principal of indebtedness evidenced by this Note; and, if the principal amount
hereof has been paid in full, any remaining excess shall forthwith be paid
to
the Maker. In determining whether or not the interest paid or payable exceeds
the Maximum Rate, Maker and Lender shall, to the extent permitted by applicable
law, (i) characterize any non-principal payment as an expense, fee, or
premium rather than as interest, (ii) exclude voluntary prepayments and the
effects thereof, and (iii) amortize, prorate, allocate, and spread in parts
the total amount of interest throughout the entire contemplated term of the
indebtedness evidenced by this Note so that the interest for the entire term
does not exceed the Maximum Rate.
The
Maker
and each surety, guarantor, endorser, and other party ever liable for payment
of
any sums of money payable on this Note jointly and severally waive notice,
presentment, demand for payment, protest, notice of protest and non-payment
or
dishonor, notice of acceleration, notice of intent to accelerate, notice of
intent to demand, diligence in collecting, grace, and all other formalities
of
any kind, except any notice and grace periods provided in the Loan Agreement,
and consent to all extensions without notice for any period or periods of time
and partial payments, before or after maturity, and any impairment of any
collateral securing this Note, all without prejudice to the holder. The holder
shall similarly have the right to deal in any way, at any time, with one or
more
of the foregoing parties without notice to any other party, and to grant any
such party any extensions of time for payment of any of said indebtedness,
or to
release or substitute part or all of the collateral securing this Note, or
to
grant any other indulgences or forbearances whatsoever, without notice to any
other party and without in any way affecting the personal liability of any
party
hereunder.
If
this
Note is not paid when due, whether at maturity or by acceleration, or if it
is
collected through a bankruptcy, probate or other court, whether before or after
maturity, the undersigned agrees to pay all costs of collection, including
but
not limited to reasonable attorneys' fees and expenses, incurred by the holder
hereof.
THIS
NOTE
SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE
OF
TEXAS AND THE APPLICABLE LAWS OF THE UNITED STATES OF AMERICA. THIS NOTE IS
PERFORMABLE IN DALLAS COUNTY, TEXAS.
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MAKER:
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a
Delaware corporation
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By:
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/s/
Xxxxx X. Xxxxxx
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Name:
Xxxxx X. Xxxxxx
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Title:
Chief Executive Officer
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