REVOLVING CREDIT NOTE
Exhibit
10.1 - Revolving credit note dated October 22, 2008 by and between Anchor and
Xxxxxx Xxxxx
$750,000 October
22, 2008
FOR VALUE
RECEIVED, ANCHOR FUNDING SERVICES, LLC at 00000 Xxxxxxxx Xxxx, Xxxxx 000,
Xxxxxxxxx XX 00000 (“Borrower”), promises to pay to the order of Xxxxxx Xxxxx
(“Lender”) the principal sum of Seven Hundred Fifty Thousand Dollars ($750,000),
or such other amount as shall have been advanced and be outstanding hereunder
and remain unpaid, with interest thereon compounded annually from the earliest
date set forth on the Advancement/Payment Schedule (as defined below) until paid
at a rate of twelve percent (12%) per annum.
All
outstanding amounts under this Note shall be due and payable upon the earlier of
(1) DEMAND by Lender and (2) immediately prior to or on the date of Borrower’s
entry into a loan agreement with an institutional lender (the “Maturity Date”).
All payments hereunder shall be applied first to payment of accrued interest as
of the date of such payment, and the balance, if any, shall be applied in
reduction of the outstanding principal.
Upon
Borrower’s request, Lender may, from time to time on or after the date hereof
through the Maturity Date make additional loans and advances to Borrower, with
Borrower’s obligation to repay such loans and advances to be evidenced by this
Note; provided, however, Borrower shall not be entitled to request any loan or
advance hereunder which would cause the outstanding principal amount due on this
Note to exceed $750,000. The principal amount of this Note at any
time shall be equal to the aggregate amount of all such loans and advances made
to Borrower through such time (including advances to pay interest hereon), less
the aggregate amount of all repayments of principal of this Note made by
Borrower through such time. Borrower shall record on the advance and
payment record attached to this Note (the “Advancement/Payment Schedule”) all
advances upon this Note and all payments of the principal of and interest on
this Note; provided the failure of Borrower to properly record any such advance
shall not preclude Lender from otherwise proving such advance.
Borrower
shall have the right at any time and from time to time to prepay this Note in
whole or in part, without any prepayment premium. Any prepayment
shall be applied in the manner above provided.
To secure
payment and performance of all obligations hereunder, Borrower hereby grants to
Lender a continuing security interest in, a lien upon, and a right of set off
against, and hereby assigns to Lender as security, the following property and
interests in property of Borrower, whether now owned or hereafter acquired or
existing, and wherever located (collectively, the “Collateral”):Accounts; all
cash and cash equivalents; Chattel Paper; Deposit Accounts; Documents;
Equipment; Fixtures; General Intangibles; Trademarks; Instruments; Inventory;
Investment Property; Letter-of-Credit Rights; and Proceeds (in each case, as
such term is defined in the North Carolina Uniform Commercial
Code).
At the
request of Lender at any time and from time to time, Borrower shall, at its
expense, duly execute and deliver, or cause to be duly executed and delivered,
such further agreements, documents and instruments, and do or cause to be done
such further acts as may be necessary or proper to evidence, perfect, maintain
and enforce the security interests in the Collateral.
Each of
the following shall constitute an “Event of Default”
hereunder: (1) commencement by Borrower of a voluntary
case or other proceeding seeking liquidation, a reorganization or other relief
with respect to itself or its debts under any bankruptcy, insolvency or other
similar laws now or hereafter in effect or seeking the appointment of a trustee,
receiver, liquidator, custodian or other similar official of it or all or
substantially of its property, or consent by Borrower to any such relief or to
the appointment of or taking possession by any such official in an involuntary
case or other proceeding commenced against it, or the making of a general
assignment for the benefit of creditors; (2) commencement of an involuntary case
or other proceeding against Borrower seeking liquidation, reorganization or
other relief with respect to Borrower or its debts under any bankruptcy,
insolvency or other similar law now or hereafter in effect or seeking the
appointment of a trustee, receiver, liquidator, custodian or other similar
official for Borrower or all or substantially all of its property, and such
involuntary case or other proceeding shall remain undismissed and unstayed for
period of 30 consecutive days; and (3) failure to pay amounts outstanding and
due and payable under this Note..
Upon the
occurrence of an Event of Default, the entire principal balance of this Note and
all accrued interest shall become immediately due and payable whereupon the
holder hereof shall also have such other rights and remedies as may be available
hereunder and under applicable law, all of which shall be
cumulative.
Borrower
shall pay all reasonable out-of-pocket costs and expenses reasonably incurred by
Lender or then holder of this Note to enforce payment of this Note when due and
payable, including reasonable attorney’s fees and other out-of-pocket expenses
of collection.
All
parties to this Note, including endorsers, sureties and guarantors, if any,
hereby waive presentment for payment, demand, protest, notice of nonpayment, or
dishonor, and any and all other notices and demands whatsoever, and agree to
remain bound until the principal of and interest on this Note are paid in full,
notwithstanding any extension or extensions of time for payment which may be
granted, even though the period or periods of extension may be indefinite, and
notwithstanding any inaction by, or failure to assert any legal rights available
to, the holder of this Note. This Note shall be governed, constructed
and enforced in accordance with the laws of the State of North
Carolina.
No
amendment, modification, termination or waiver of any provision of this Note
shall be effective unless the same shall be in writing and signed by Borrower,
and either Lender or the then holder of this Note at the time of such amendment,
modification, termination or waiver.
Any
notice to be given to Borrower hereunder shall be deemed sufficiently given if
addressed to Borrower and delivered (whether by mail, courier or otherwise) to
the address of its principal office set forth in the first paragraph hereof (or
such other address as may be hereafter specified in writing by Borrower to the
holder hereof and actually received by such holder).
1
IN
WITNESS WHEREOF, the undersigned has caused this instrument to be duly executed
as of the day and year first above written.
| ANCHOR FUNDING SERVICES, LLC | |||
|
|
By:
|
/s/ Xxxx Xxxxxxxxx | |
| Xxxx Xxxxxxxxx | |||
| President and Chief Financial Officer | |||
2
|
ADVANCEMENT/PAYMENT
SCHEDULE
(Additional
sheets to be attached as necessary)
|
|||
|
Date
|
Amount
Advanced
|
Principal
Paid
|
Interest
Paid
|
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