REVOLVING NOTE
US $10,000,000.00
December
29, 2006
FOR
VALUE
RECEIVED, the undersigned, UNITED DEVELOPMENT FUNDING III, L.P., a Delaware
limited partnership, (hereinafter, together with its successors and assigns,
“Borrower””),
hereby promises to pay to the order of PREMIER BANK, a Missouri banking
association, d/b/a Premier Bank Texas (hereinafter, together with its successors
and assigns, “Lender”),
at
the office of Lender, in immediately available funds, the principal sum of
Ten
Million and NO/100 DOLLARS ($10,000,000.00) of United States funds, or, if
less,
so much thereof as may from time to time be advanced as Revolving Loan Advances
by Xxxxxx to Borrower hereunder, plus interest as hereinafter provided.
This
Note
is the Revolving Note referred to in that certain Loan and Security Agreement
dated as of December 29, 2006 between Borrower and Lender (as amended, restated,
supplemented or otherwise modified from time to time, the “Loan
Agreement”).
All
capitalized terms used herein shall have the meanings ascribed to such terms
in
the Loan Agreement except to the extent such capitalized terms are otherwise
defined or limited herein.
All
principal amounts and other Obligations then outstanding hereunder shall be
due
and payable in full on the Termination Date, or such earlier date as the
Revolving Loan Advances shall be due and payable in full, whether by
acceleration or otherwise, pursuant to the Loan Agreement. Xxxxxxxx also shall
repay the principal outstanding hereunder from time to time as provided in
the
Loan Agreement.
Borrower
shall be entitled to borrow, repay and re-borrow funds hereunder pursuant to
the
terms and conditions of the Loan Agreement. Prepayment of the principal amount
of any Revolving Loan Advance may be made only as provided in the Loan
Agreement.
Borrower
hereby promises to pay interest on the unpaid principal amount hereof as
provided in Section
1.3
of the
Loan Agreement. Interest under this Revolving Note also shall be due and payable
when this Revolving Note shall become due (whether at maturity, by reason of
acceleration or otherwise). The Obligations shall bear interest payable at
the
default rate in the manner and at the times provided in the Loan
Agreement.
In
no
event shall the amount of interest due or payable hereunder exceed the maximum
rate of interest allowed by applicable law, and in the event any such payment
is
inadvertently made by Borrower or inadvertently received by Xxxxxx, then such
excess sum shall be credited as a payment of principal, unless Borrower shall
notify Lender in writing that it elects to have such excess sum returned
forthwith. It is the express intent hereof that Borrower not pay, and Lender
not
receive, directly or indirectly, in any manner whatsoever, interest in excess
of
that which may legally be paid by Borrower under Applicable Law.
All
parties now or hereafter liable with respect to this Revolving Note, whether
Borrower, any guarantor, endorser or any other Person, hereby waive presentment
for payment, demand, notice of non-payment or dishonor, protest, notice of
protest and notice of any other kind whatsoever.
No
delay
or omission on the part of Lender or any holder hereof in exercising its rights
under this Revolving Note, or delay or omission on the part of Lender in
exercising its rights under the Loan Agreement or under any other Loan Document,
or course of conduct relating thereto, shall operate as a waiver of such rights
or any other right of Lender or any holder hereof, nor shall any waiver by
Lender or any holder hereof, of any such right or rights on any one occasion
be
deemed a bar to, or waiver of, the same right or rights on any future
occasion.
Borrower
hereby promises to pay all costs of collection, including, without limitation,
reasonable attorneys’ fees, should this Revolving Note be collected by or
through an attorney-at-law or under advice therefrom.
Time
is
of the essence in this Revolving Note.
This
Revolving Note evidences the Revolving Loan Advances under, and is subject
to
the terms of, the Loan Agreement, which contains provisions with respect to
the
acceleration of the maturity of this Revolving Note upon the happening of
certain stated events, and provisions for prepayment and repayment. This
Revolving Note is secured by and is also entitled to the benefits of the Loan
Documents to the extent provided therein and any other agreement or instrument
providing collateral for the Revolving Loan Advances, whether now or hereafter
in existence, and any filings, instruments, agreements and documents relating
thereto and providing collateral for the Revolving Loan Advances.
This
Revolving Note shall be construed in accordance with and governed by the laws
of
the State of Texas, without regard to the conflict of laws principles
thereof.
[The
remainder of this page is left blank intentionally.]
36382.02/263517v2 C-
IN
WITNESS WHEREOF, the duly authorized officer of Xxxxxxxx as an authorized
signatory has executed this Revolving Note as of the day and year first above
written.
Very
truly yours,
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United
Development Funding III, L.P.
a
Delaware limited partnership
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By:
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UMTH
Land Development, L.P.
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Its
General Partner
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By:
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UMT
Services Inc.
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By:
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/s/
Xxxx X. Xxxxxxx
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Name:
Xxxx X. Xxxxxxx
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Its:
Executive Vice President
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