CONSOLIDATED RENEWAL PROMISSORY NOTE (“Promissory Note” or “Note”)Promissory Note • December 19th, 2008 • PBSJ Corp /Fl/ • Services-engineering services
FOR VALUE RECEIVED, the undersigned, POST, BUCKLEY, SCHUH & JERNIGAN, INC., a Florida corporation, (“Maker” or “Borrower”), promises to pay to the order of SUNTRUST BANK, a State Bank organized under the laws of Georgia, (“Lender”), the principal sum of THIRTEEN MILLION SIX HUNDRED THOUSAND DOLLARS ($13,600,000.00), together with interest thereon from date until paid according to the terms of this Note. Interest shall accrue at a variable rate equal to the LIBOR (London Interbank Offered Rate) plus TWO HUNDRED TWENTY SEVEN (227) basis points (“LIBOR RATE”) which shall be quoted for a ONE MONTH period and adjusted on the first day of each calendar month thereafter (“Interest Rate Determination Date”) based upon the LIBOR RATE quoted two business days prior to the 1st day of each calendar month. The LIBOR RATE shall remain fixed during each month based upon the interest rate established on the applicable Interest Rate Determination Date. LIBOR shall mean that rate per annum effective on
FUTURE ADVANCE PROMISSORY NOTE (“Promissory Note” or “Note”)Future Advance Promissory Note • December 19th, 2008 • PBSJ Corp /Fl/ • Services-engineering services
FOR VALUE RECEIVED, the undersigned, POST, BUCKLEY, SCHUH & JERNIGAN, INC., a Florida corporation, (“Maker” or “Borrower”), promises to pay to the order of SUNTRUST BANK, a State Bank organized under the laws of Georgia, (“Lender”), the principal sum of SEVEN MILLION TWO HUNDRED FORTY SIX THOUSAND ONE HUNDRED ELEVEN DOLLARS AND EIGHTY NINE CENTS ($7,246,111.89), together with interest thereon from date until paid according to the terms of this Note. Interest shall accrue at a variable rate equal to the LIBOR (London Interbank Offered Rate) plus TWO HUNDRED TWENTY SEVEN (227) basis points (“LIBOR RATE”) which shall be quoted for a ONE MONTH period and adjusted on the first day of each calendar month thereafter (“Interest Rate Determination Date”) based upon the LIBOR RATE quoted two business days prior to the 1st day of each calendar month. The LIBOR RATE shall remain fixed during each month based upon the interest rate established on the applicable Interest Rate Determination Date. LIB
GUARANTY AGREEMENT IMPROVED PROPERTY LOCATED IN FLORIDAGuaranty Agreement • December 19th, 2008 • PBSJ Corp /Fl/ • Services-engineering services • Florida
THE PBSJ CORPORATION, a Florida corporation (“GUARANTOR,” and if more than one, then, collectively and jointly and severally, the “GUARANTOR”)
SEPARATION AGREEMENT AND RELEASESeparation Agreement • December 19th, 2008 • PBSJ Corp /Fl/ • Services-engineering services • Florida
This Separation Agreement and Release (referred to hereinafter as “Agreement”), effective September 2, 2008, is entered into by and between The PBSJ Corporation, a Florida corporation (the “Parent”), Post, Buckley, Schuh & Jernigan, Inc., a Florida corporation d/b/a PBS&J (the “Subsidiary”) (hereinafter the Parent and the Subsidiary are referred to collectively, together with their affiliates and subsidiaries as “PBS&J”), and Todd J. Kenner, P.E., individually and on behalf of his heirs, executors, administrators, legal representatives, and assigns (referred to hereinafter as “Kenner”).
