EXHIBIT 10.11
NATIONSBANK, N.A. Promissory Note No. ____________
X.X. Xxx 0
Xxxxxxx, Xxxxxx 00000-0000
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Borrower: New York Bagel Enterprises, Inc.
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Address: 000 Xxxxx Xxxxx, Xxxxx 000 Xxxxxxxx Date:
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City: Wichita State: Kansas Zip: 67202-1213
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Promissory Note
$_____________________________ _________________, 19____
FOR VALUE RECEIVED, the undersigned ("Borrower") unconditionally (and jointly
and severally, if more than one) promise(s) to pay to the order of
NationsBank, N.A. ("Bank"), at its principal offices in _____________________
the principal sum of __________________ DOLLARS ($______________________), or
such lesser principal sum as may have been advanced hereunder, in lawful
money of the United States of America, together with interest from the date
hereof on the unpaid principal balance hereunder, computed daily, at the RATE
per annum indicated below and in accordance with the particular PAYMENT
SCHEDULE indicated below.
The RATE shall be:
/ / ______________________ Prime Rate ________%; / / A fixed rate of ________%
/ / (Other)____________________________________________________________________
After default the RATE shall be ________% per annum.
A RATE based on the Prime Rate of the Bank will change / / if this box is
checked, each time and as of the date that the Prime Rate of the Bank changes,
without prior notice to Borrower or / / if this box is checked, as
follows:________________________________________________________________________
____________________________________________________________________________ The
_______________ Prime Rate of the Bank means the fluctuating rate of interest
established by the Bank from time to time and quoted or described by the Bank as
such rate of interest, whether or not such rate shall be otherwise published.
Interest shall be calculated on the basis of a 360-day year for the actual
number of days elapsed. The PAYMENT SCHEDULE shall be as follows:
Single Payment-Principal and Interest
/ / Principal and interest shall be paid in a single payment / / on DEMAND
but in no event later than on __________, 19___, or / / on __________,
19___.
Single Payment of Principal-Interest Payment Periodically
/ / Principal shall be paid in a single payment / / ON DEMAND but in no
event later than on __________, 19___, or / / on __________, 19___;
interest shall be paid / / monthly or / / quarterly or / / semi-annually
commencing on __________, 19___, and continuing on the same day of each
successive ____________ thereafter with a final payment of all Interest
at the time of payment of the principal.
Installment-Principal plus Interest
/ / Principal shall be paid in __________________________________
(__________) equal / / monthly or / / quarterly or / / semi-annual
installments of ($______________________________________________________)
________________________________________________________________ Dollars
each, commencing on _____________, 19___, and continuing on the same day
of each successive _____________ thereafter with a final payment of all
principal due on __________, 19___; interest shall be paid on each
principal payment date.
Installment-Principal and Interest
/ / Principal and interest shall be paid in
____________________________________ (__________) equal / / monthly
or / / quarterly or / / semi-annual installments of
($__________________________________________________)
________________________________________________________________ Dollars
each, commencing on _____________, 19___, and continuing on the same day
of each successive ___________ thereafter with a final payment of all
principal due on _____________, 19___.
/ / (Other) __________________________________________________________ If any
payment is not paid within ________ days after the date when due,
Borrower shall pay to Bank a late charge, for the purpose of defraying
Bank's expenses in handling such late payment, in an amount equal to / /
the lesser of $50.00 or 1/2 of 1% of the principal amount outstanding
hereunder or / / ________ of scheduled payment.
Collateral: Borrower hereby grants to the Bank a security interest in all
deposit accounts of Borrower now or hereafter at the Bank.
/X/ In addition, if this box is checked, this Note is secured by and is
entitled to the benefits from the following collateral documents and any
other collateral documents now or hereafter held by the Bank:
/X/ Security Agreement(s) dated any date, including, without limitation;
SEPTEMBER 5, 1997
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/ / Pledge Agreement(s) dated any date, including, without limitation;
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/X/ Real Estate Mortgage(s) dated any date, including, without limitation;
SEPTEMBER 11, 1997
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/ / Deposit Account Assignment(s) dated any date, including, without
limitation;
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/ / Oil and Gas Mortgage and Security Agreement(s) dated any date, including,
without limitation;
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/X/ Other (describe); ASSIGNMENT OF PERMITS, LICENSES AND AGREEMENTS DATED
SEPTEMBER 5, 1997; AND LOAN AGREEMENT DATED SEPTEMBER 5, 1997.
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THE ADDITIONAL TERMS AND CONDITIONS SET FORTH ON
THE REVERSE SIDE OF THIS NOTE ARE A PART OF THIS NOTE.
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Borrower's Initials:______
ADDITIONAL TERMS AND CONDITIONS
1. Borrower and any co-maker and endorser hereof and any other party hereto
and any guarantor hereof (collectively "Obligors") and each of them: (i)
waive(s) presentment, demand, notice of demand, protest, notice of protest
and notice of nonpayment and any other notice required to be given under
the law to any of Obligors, in connection with the delivery, acceptance,
performance, default or enforcement of this Note, or any endorsement or
guaranty of this Note or of any document or instrument evidencing any
security for payment of this Note; and (ii) consent(s) to any and all
delays, extensions, renewals or other modifications of this Note or waivers
of any term hereof or release or discharge by Bank of any of Obligors or
release, substitution or exchange of any security for the payment hereof or
the failure to act on the part of Bank or any indulgence shown by Bank,
from time to time and in one or more instances (without notice to or
further assent from any of Obligors) and agree(s) that no such action,
failure to act, or failure to exercise any right or remedy on the part of
the Bank shall in any way affect or impair the obligations of any Obligor
or be construed as a waiver by Bank of, or otherwise affect, any of Bank's
rights under this Note, under any endorsement or guaranty of this Note, or
under any document or instrument evidencing any security for payment of
this Note.
2. Upon the occurrence of any of the following events of default, this Note
and any other obligation or liability of Borrower to the Bank shall, at the
option of the Bank, become immediately due and payable: (1) default in the
performance of any liability or obligation of Borrower or of any co-maker,
endorser, guarantor or surety of any liability of Borrower to the Bank,
including default in the payment of any part of the principal of or
interest upon this Note as the same becomes due; (2) failure of Borrower
promptly to furnish additional security when requested by the Bank to do
so; (3) Depreciation in value of the collateral or any additions thereto or
substitutions therefor, or any part thereof, to the extent that this Note
is not regarded by the Bank as properly secured; (4) determination by an
officer of the Bank that the collateral has become unsatisfactory to the
Bank; (5) determination by an officer of the Bank that a material adverse
change has occurred in the financial condition of Borrower or of any
co-maker, endorser, guarantor or surety thereof; (6) any other event which
causes the Bank, in good faith, to deem itself insecure; (7) the events of
default as set forth in the Loan Agreement dated September 5, 1997 by and
among Borrower and Bank.
3. If any one or more provisions of this Note shall for any reason be held to
be invalid, illegal or unenforceable, in whole or in part or in any
respect, or if any one or more of the provisions of this Note operate or
would prospectively operate to invalidate this Note, then and in either of
those events, such provision or provisions only shall be deemed null and
void and shall not affect any other provision of this Note and the
remaining provisions shall in no way be affected, prejudiced or disturbed
hereby.
4. The Bank shall, to the extent allowable by law, be entitled to recover
reasonable attorneys' fees incurred in the collection of this Note.
5. No provision of this Note shall require the payment or permit the
collecting of interest in excess of the maximum rate permitted by
applicable law; and, if any sum is collected in access of the applicable
maximum rate it shall be construed as a mutual mistake of Borrower and Bank
and such excess sum shall be credited to principal or, if this Note has
been repaid in full, refunded to Borrower.
6. This Note is delivered in and shall be construed under the laws of the
State of Kansas
7. Other Terms, if any:
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"Borrower" "Borrower"
New York Bagel Enterprises, Inc. Lots A' Bagels, Inc.
By: By:
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Xxxxxx X. Xxxxxx, Chairman and Xxxxxx X. Xxxxxx, President
Chief Executive Officer
