EXHIBIT 10.3
PROMISSORY NOTE
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$ 200,000.00 February 13, 2001
New York, New York
FOR VALUE RECEIVED, Xxxxxx Xxxxx Enterprises Inc., a New York company (the
"Borrower"), hereby promises to pay to the order of Xxxxxx X. Xxxxxx, a resident
of Arizona, (the "Lender"), at 0000 Xxxxx Xxxxxx Xxxxx, Xxxxxx, Xxxxxxx, or such
other location as the holder hereof may in writing designate, the principal sum
of TWO HUNDRED THOUSAND DOLLARS ($500,000.00). The Borrower hereby further
promises to pay interest on the unpaid principal balance hereof at a rate per
annum equal to 8%. Interest shall accrue daily from the date hereof on the
unpaid principal balance hereof and shall be computed on the basis of the actual
number of days for which due.
This Note, the entire unpaid principal balance hereof and accrued interest
thereon shall be due and payable on February 13, 2002.
The Borrower further agrees to pay a late charge equal to five percent (5%)
of any payment due hereunder that is not paid within fifteen (15) days of its
due date.
This Note may be prepaid in whole at any time or in part from time to time
without penalty, provided that (a) each prepayment shall be in the minimum
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amount of $10,000.00, together with all accrued interest thereon and (b)
prepayments will be applied to the installments due hereon in the inverse order
of their maturity.
All amounts to be paid hereunder shall be paid by wire transfer of
immediately available funds and in lawful money of the United States of America.
The Borrower and every guarantor and endorser hereof hereby waives
presentment, demand, notice of dishonor, protest and all other demands and
notices in connection with the delivery, acceptance, performance and enforcement
of this Note.
The Borrower may not assign its obligations under this Note (by operation
of law or otherwise) without the prior written consent of the Lender.
WAIVER OF JURY TRIAL. THE BORROWER HEREBY KNOWINGLY, VOLUNTARILY AND
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INTENTIONALLY WAIVES ANY RIGHT EITHER IT OR ITS SUCCESSORS OR ASSIGNS MAY HAVE
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TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION BASED HEREON, OR ARISING OUT OF,
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UNDER OR IN CONNECTION WITH THIS NOTE OR ANY AGREEMENTS CONTEMPLATED HEREBY, OR
ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN)
OR ACTIONS OF THE PARTIES RELATED HERETO. THIS PROVISION IS A MATERIAL
INDUCEMENT FOR THE LENDER TO ENTER INTO THIS LOAN AND ACCEPT THIS NOTE.
IN WITNESS WHEREOF, the Borrower has caused this Note to be duly executed
on its behalf by its duly authorized officer as of the date and year first above
written.
Xxxxxx Xxxxx Enterprises Inc.
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