Subordinated Note Sample Contracts

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Contract
Subordinated Note • May 22nd, 2018 • Citigroup Inc • National commercial banks

This Subordinated Note is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of the Depository named below or a nominee of the Depository. This Subordinated Note is not exchangeable for Subordinated Notes registered in the name of a Person other than the Depository or its nominee except in the limited circumstances described herein and in the Indenture, and no transfer of this Subordinated Note (other than a transfer of this Subordinated Note as a whole by the Depository to a nominee of the Depository or by a nominee of the Depository to the Depository or another nominee of the Depository) may be registered except in the limited circumstances described herein.

ANNEX A TO 6% SUBORDINATED NOTE OF TRANSBOTICS CORPORATION
Subordinated Note • December 4th, 2007 • Transbotics Corp • Electrical industrial apparatus
GLOBAL NOTE
Subordinated Note • November 28th, 2016 • Lloyds Banking Group PLC • Commercial banks, nec • New York

THIS SUBORDINATED NOTE IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SUBORDINATED NOTE MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SUBORDINATED NOTE REGISTERED, AND NO TRANSFER OF THIS SUBORDINATED NOTE IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

AMENDED AND RESTATED SUBORDINATED NOTE
Subordinated Note • September 17th, 2004 • Specialty Underwriters Alliance, Inc. • Fire, marine & casualty insurance • Virginia

FOR VALUE RECEIVED, the undersigned, SPECIALTY UNDERWRITERS’ ALLIANCE, INC., a Delaware corporation, with a principal place of business located at 8585 Stemmons Fwy., Suite 200, South Tower, Dallas, Texas 75247 (the “Borrower”), promises to pay to the order of WILLIAM LODER, an individual residing at 4202 Spyglass Ln., Irving, Texas 75038 (the “Subordinated Lender”) on or before the Maturity Date, in lawful money of the United States of America, the principal sums set forth on the Schedule of Advances attached hereto, which are not to exceed at any one time FORTY-FIVE THOUSAND AND 00/100 DOLLARS ($45,000.00), plus interest at the times and in the amounts and manner as provided in the Amended and Restated Subordinated Loan and Security Agreement (as it may be supplemented and amended from time to time, the “Agreement”), amended and restated as of July 23, 2004, among the Borrower, Courtney Smith, Peter Jokiel, William Loder and Gary Ferguson as Subordinated Lenders, and Friedman, Billin

Contract
Subordinated Note • April 12th, 2023 • Tattooed Chef, Inc. • Miscellaneous food preparations & kindred products • Delaware

This instrument and the rights and obligations evidenced hereby are subordinate in the manner and to the extent set forth in that certain Subordination Agreement (the “Subordination Agreement”) dated as of November 23, 2022 between UMB Bank, N.A. (“Senior Creditor”) and Tattooed Chef, and each holder of this instrument, by its acceptance hereof, irrevocably agrees to be bound by the provisions of the Subordination Agreement.

Contract
Subordinated Note • November 12th, 2010 • Taylor Capital Group Inc • State commercial banks

THIS SUBORDINATED NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE SECURITIES ACT OF ANY STATE. EXCEPT AS OTHERWISE PROVIDED IN THE PURCHASE AGREEMENT REFERENCED IN THIS SUBORDINATED NOTE, THIS SUBORDINATED NOTE MAY NOT BE OFFERED FOR SALE IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT FOR THIS SUBORDINATED NOTE UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND SUCH STATE OR OTHER LAWS AS MAY BE APPLICABLE, OR RECEIPT BY TAYLOR CAPITAL GROUP, INC. OF AN OPINION OF COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED.

Contract
Subordinated Note • May 31st, 2007 • Citigroup Inc • National commercial banks

This Subordinated Note is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of the Depository named below or a nominee of the Depository. This Subordinated Note is not exchangeable for Subordinated Notes registered in the name of a Person other than the Depository or its nominee except in the limited circumstances described herein and in the Indenture, and no transfer of this Subordinated Note (other than a transfer of this Subordinated Note as a whole by the Depository to a nominee of the Depository or by a nominee of the Depository to the Depository or another nominee of the Depository) may be registered except in the limited circumstances described herein.

DESIGNS, INC. FORM OF 5% SUBORDINATED NOTE DUE April 26, 2007
Subordinated Note • May 23rd, 2002 • Designs Inc • Retail-family clothing stores • New York
Contract
Subordinated Note • March 31st, 2011 • Katy Industries Inc • Special industry machinery, nec • New York

THIS NOTE WAS ISSUED IN A PRIVATE PLACEMENT, WITHOUT REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), AND MAY NOT BE SOLD, ASSIGNED, PLEDGED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT COVERING THE TRANSFER OR AN OPINION OF COUNSEL ACCEPTABLE TO THE ISSUER THAT SUCH REGISTRATION UNDER THE ACT IS NOT REQUIRED.

CHEM RX CORPORATION SUBORDINATED NOTE
Subordinated Note • November 1st, 2007 • Paramount Acquisition Corp • Blank checks • New York

FOR VALUE RECEIVED, Chem Rx Corporation, a Delaware corporation (the “Borrower”), hereby promises to pay to the order of Jerry Silva, as Life Tenant, and Steven Silva, as Remainderman (the “Payee”), or its successors or assigns, on April 30, 2015 (the “Maturity Date”), the principal sum of $3,500,964.73, or such greater or lesser amount as may be from time to time outstanding from the Payee to the Borrower, together with interest thereon at the rate set forth below.

FORM OF SUBORDINATED NOTE AT&S HOLDINGS, INC. Subordinated Note
Subordinated Note • August 21st, 2006 • At&s Holdings Inc • Services-auto rental & leasing (no drivers)

This Note is one of a series of Notes (“Notes”) of the undersigned in an aggregate principal amount not to exceed Five million dollars ($5,000,000), and is subject to a resolution of the Board of Directors of the Company (“Resolution”). Reference is hereby made to the Resolution attached to this certificate for a description of the further provisions of this Note which further provisions shall for all purposes have the effect as if set forth in this place.

1 Exhibit (b)(3) II ACQUISITION CORP. SUBORDINATED NOTE
Subordinated Note • July 31st, 1997 • Ii Acquisition Corp • General industrial machinery & equipment
SUBORDINATED NOTE GREAT WESTERN BANCORPORATION, INC.
Subordinated Note • August 28th, 2014 • Great Western Bancorp, Inc. • State commercial banks • New York

THIS NOTE IS NOT A DEPOSIT OR OTHER OBLIGATION OF A DEPOSITORY INSTITUTION AND IS NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENTAL AGENCY.

QUANTUM VALUE PARTNERS, LP. 20% SUBORDINATED NOTE DUE 2008
Subordinated Note • November 12th, 2004 • Veri-Tek International, Corp. • Special industry machinery, nec

FOR VALUE RECEIVED, the undersigned, Quantum-Veritek, Inc. a Michigan corporation (the “Company”), hereby promises to pay to the order of Quantum Value Partners, LP (“Payee”), at Payee’s address as specified below (or at such other place as the holder of this Note (the “Holder”) may from time to time hereafter direct by notice in writing to the Company), the principal amount of $5,900,000 on August 1, 2008 (the “Maturity Date”).

AMERICAN FIDELITY DEPOSIT CORPORATION 14420 EAST 6th AVENUE AURORA, COLORADO 80011 SUBORDINATED NOTE (AFD02xxxx)
Subordinated Note • September 25th, 2002 • American Fidelity Deposit Corp • Non-operating establishments
Contract
Subordinated Note • August 15th, 2018 • Air Industries Group • Aircraft parts & auxiliary equipment, nec • New York

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND ACCORDINGLY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE BE DISPOSED OF IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO AIR INDUSTRIES GROUP THAT SUCH REGISTRATION IS NOT REQUIRED.

Contract
Subordinated Note • April 10th, 2007 • National Home Health Care Corp • Services-home health care services

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH REGISTRATION IS NOT REQUIRED. THIS NOTE IS SUBJECT TO THE INTERCREDITOR AGREEMENT REFERRED TO HEREIN, A COPY OF WHICH MAY BE OBTAINED AT THE PRINCIPAL OFFICE OF THE COMPANY.

Contract
Subordinated Note • June 25th, 2020 • Better Choice Co Inc. • Beverages • New York

THIS NOTE IS SUBORDINATED TO ANY PRESENT OR FUTURE INDEBTEDNESS OWING FROM THE COMPANY UNDER THAT LOAN FACILITIES LETTER AGREEMENT DATED DECEMBER 19, 2019 AMONG THE COMPANY, BRIDGING FINANCE INC. (THE “SENIOR AGENT”) AND THE LENDERS PARTY THERETO, AND MAY BE ENFORCED ONLY IN ACCORDANCE WITH THAT CERTAIN SUBORDINATION AGREEMENT DATED DECEMBER 19, 2019 AMONG THE COMPANY, INVESTOR AND THE SENIOR AGENT.

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Contract
Subordinated Note • February 13th, 2024 • Citigroup Inc • National commercial banks

This Subordinated Note is a Global Security within the meaning of the Indenture hereinafter referred to and is registered in the name of the Depository named below or a nominee of the Depository. This Subordinated Note is not exchangeable for Subordinated Notes registered in the name of a Person other than the Depository or its nominee except in the limited circumstances described herein and in the Indenture, and no transfer of this Subordinated Note (other than a transfer of this Subordinated Note as a whole by the Depository to a nominee of the Depository or by a nominee of the Depository to the Depository or another nominee of the Depository) may be registered except in the limited circumstances described herein.

VESTIN GROUP, INC. [COMPANY LOGO]
Subordinated Note • June 4th, 2003 • Vestin Group Inc • Mortgage bankers & loan correspondents
SUBORDINATED NOTE
Subordinated Note • November 14th, 2002 • American Real Estate Acquisition Corp • Non-operating establishments

This Note is one of a series of notes (“notes”) of the undersigned in an aggregate principal amount not to exceed five million dollars ($5,000,000), and is subject to a resolution of the Board of Director of the Undersigned (“Resolution”). Reference is hereby made to the Resolution for a description of the rights, limitations, obligations and immunities of the undersigned, and the holders of the notes.

SUBORDINATED NOTE THIS OBLIGATION IS NOT A DEPOSIT AND IS NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION. THIS OBLIGATION IS SUBORDINATED TO THE CLAIMS OF DEPOSITORS, IS INELIGIBLE AS COLLATERAL FOR A LOAN BY THE LENDER, AND IS NOT SECURED....
Subordinated Note • March 27th, 2003 • Wintrust Financial Corp • State commercial banks

THIS OBLIGATION IS NOT A DEPOSIT AND IS NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION. THIS OBLIGATION IS SUBORDINATED TO THE CLAIMS OF DEPOSITORS, IS INELIGIBLE AS COLLATERAL FOR A LOAN BY THE LENDER, AND IS NOT SECURED.

Contract
Subordinated Note • March 31st, 2008 • Norcraft Holdings, L.P. • Millwood, veneer, plywood, & structural wood members • Delaware

THE OFFER AND SALE OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS AND MAY NOT BE SOLD OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN EXEMPTION THEREFROM UNDER SUCH ACT. CERTAIN TERMS USED HEREIN ARE DEFINED IN THE AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF NORCRAFT HOLDINGS, L.P. HEREINAFTER REFERRED TO, A COPY OF WHICH IS AVAILABLE FOR INSPECTION AT THE PRINCIPAL OFFICE OF THE ISSUER OF THIS NOTE AND WILL BE FURNISHED WITHOUT CHARGE TO THE HOLDER OF THIS NOTE UPON WRITTEN REQUEST.

Contract
Subordinated Note • May 6th, 2014 • Spy Inc. • Ophthalmic goods • New York

THIS NOTE IS SUBORDINATE TO CERTAIN OBLIGATIONS OF THE COMPANY AS DESCRIBED IN THE BFI LOAN DOCUMENTS (DEFINED HEREIN) AND SUBJECT TO THAT CERTAIN DEBT SUBORDINATION AGREEMENT DATED MARCH 19, 2010, AS AMENDED OR MODIFIED FROM TIME TO TIME, AMONG BFI BUSINESS FINANCE AND THE HOLDER.

SUBORDINATED NOTE
Subordinated Note • November 12th, 1999 • Lower Road Associates LLC • Household furniture • New York
SUBORDINATED NOTE
Subordinated Note • May 10th, 2018 • Fusion Connect, Inc. • Services-prepackaged software • New York

FOR VALUE RECEIVED, the undersigned, VECTOR FUSION HOLDINGS (CAYMAN), LTD., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the "Maker"), hereby promises to pay, subject to the provisions set forth on Annex A hereto (the "Subordination Provisions"), to the order of FUSION CONNECT, INC., a corporation organized under the laws of Delaware (together with any subsequent permitted holder hereof, the "Payee"), the principal sum of TWENTY FIVE MILLION AND NO/100 UNITED STATES DOLLARS (U.S. $25,000,000.00) not later than May 3, 2024 or, if less, the unpaid principal amount hereof on such date.

EXHIBIT 4.5 THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND...
Subordinated Note • July 21st, 1998 • Corinthian Colleges Inc

THIS NOTE IS SUBJECT TO A SUBORDINATION AND STANDSTILL AGREEMENT DATED OCTOBER 17, 1996, BY AND AMONG OTHERS, THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, BOCP II, LIMITED LIABILITY COMPANY, BANC ONE CAPITAL PARTNERS II, LTD., PRIMUS CAPITAL FUND III LIMITED PARTNERSHIP.

Contract
Subordinated Note • January 30th, 2024 • Triller Corp. • Services-computer programming, data processing, etc. • Delaware

THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY STATE IN THE UNITED STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE ISSUER OF THESE SECURITIES MAY REQUIRE AN OPINION OF COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER TO THE EFFECT THAT ANY PROPOSED TRANSFER OR RESALE IS IN COMPLIANCE WITH THE ACT AND ANY APPLICABLE STATE SECURITIES LAWS.

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