DEMAND NOTE
$500,000 SOURCE SCIENTIFIC, INC.
February 4, 1997
FOR VALUE RECEIVED, the undersigned, SOURCE SCIENTIFIC, INC., a California
corporation, with a principal place of business at 0000 Xxxxxxx Xxx, Xxxxxx
Xxxxx, Xxxxxxxxxx 00000 ("Maker"), hereby promises to pay on demand to the order
of Boston Biomedica, Inc., a Massachusetts corporation with a principal place of
business at 000 Xxxx Xxxxxx, Xxxx Xxxxxxxxxxx, Xxxxxxxxxxxxx 00000 ("Lender"),
the sum of Five Hundred Thousand ($500,000) dollars, the amount advanced under
the Business Loan and Security Agreement between Maker and Lender of even date
(the "Loan and Security Agreement"), together with interest on the unpaid
principal amount from time to time outstanding prior to maturity at a rate per
annum equal to fifteen (15%) percent. Interest accruing on the unpaid principal
balance hereof shall be payable monthly in advance until such unpaid principal
balance shall be paid in full, the first such payment of interest being payable
on March 1, 1997, and subsequent payments being payable on the first (1st) day
of each succeeding calendar month. The rights and obligations of the Maker and
the Lender hereunder are subject to the terms and conditions of the Loan and
Security Agreement.
Interest and fees shall be calculated on the basis of a 360-day year times the
actual number of days elapsed. In no event shall interest payable hereunder
exceed the highest rate permitted by applicable law. To the extent any interest
received by Lender exceeds the maximum amount permitted, such payment shall be
credited to principal, and any excess remaining after full payment of principal
shall be refunded to Maker.
The principal balance of this note may be prepaid at any time without penalty.
Upon the occurrence of an Event of Default and until such Event of Default has
been cured, outstanding principal and accrued interest shall bear interest at a
rate per annum equal to eighteen (18%) percent.
Maker agrees to pay all costs and expenses, including, without limitation,
reasonable attorneys' fees and expenses incurred, or which may be incurred, by
Lender in connection with the enforcement and collection of this promissory note
and any other agreements, instruments and documents executed in connection
herewith, including, without limitation, the Loan and Security Agreement.
Maker and all guarantors and endorsers hereby waive presentment, demand, notice,
protest, and all other demands and notices in connection with the delivery,
acceptance, performance and enforcement of this note, and assent to extensions
of the time of payment or forbearance or other indulgence without notice. No
delay or omission of Lender in exercising any right or remedy hereunder shall
constitute a waiver of any such right or remedy. A waiver on one occasion shall
not operate as a bar to or waiver of any such right or remedy on any future
occasion. This instrument shall be governed by Massachusetts law, other than the
choice of law principles thereof. Borrower hereby submits itself to the personal
jurisdiction of the federal and state courts in the Commonwealth of
Massachusetts.
Executed as an instrument under seal as of the date first above written.
SOURCE SCIENTIFIC, INC.
/S/XXXXXXX X. XXXXXX By: /s/ XXXXXXX X. XXXXXXXX
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Witness Name: Xxxxxxx X. Xxxxxxxx
Title: President
Xxxxxxx X.Xxxxxx
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Print Name
State of California
County of Orange
On this 4 day of February, 1997, before me personally appeared the
above-named Xxxxxxx X. Xxxxxxxx, President of Source Scientific, Inc., to me
known to be the person described in and who executed the foregoing instrument,
and acknowledged that he executed the same as an officer of Source Scientific,
Inc. as his free act and deed for the purposes contained therein.
/s/ X X XXXXXX__
Notary Public
My Commission Expires:
(Notary Seal expiry date 4/28/98)
