Subordinated Secured Promissory Note Sample Contracts

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE STATE SECURITIES LAWS. IT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER...
Subordinated Secured Promissory Note • June 15th, 2018 • TRANS LUX Corp • Miscellaneous manufacturing industries • New York

THIS NOTE AND RIGHT TO PAYMENT AND COLLATERAL SECURITY HEREUNDER ARE SUBJECT TO THE SUBORDINATION AND INTERCREDITOR AGREEMENT IN FAVOR OF CNH FINANCE FUND I, L.P. AS MORE FULLY SET FORTH THEREIN AND IN SECTION 5 HEREOF.

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Subordinated Secured Promissory Note
Subordinated Secured Promissory Note • January 5th, 2012 • Widepoint Corp • Services-computer integrated systems design • Virginia

FOR VALUE RECEIVED, the undersigned, WIDEPOINT SOLUTIONS CORP. (“Maker”), does hereby promise to pay, with such payment being guaranteed by WIDEPOINT CORPORATION (“Guarantor”), to the order of AVALON GLOBAL SOLUTIONS, INC. (“Holder”), the principal amount of One Million and 00/100 U.S. Dollars ($1,000,000.00), together with simple interest computed on such principal amount from the date hereof on the unpaid principal balance at the fixed annual rate of three percent (3.0%) through the date of payment of this Note as provided in Section 1 below. Interest payable under this Note shall be computed on the basis of a year of 365 days and actual days elapsed (including the first day but excluding the last day) occurring in the period for which interest is payable.

AMENDMENT NO. 1 TO SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • March 15th, 2006 • Aether Holdings Inc • Investors, nec • New York

This Amendment No. 1 to Subordinated Secured Promissory Note (the “Amendment”) is entered into by and among BIO-key International, Inc., a Delaware corporation (“BIO-key”), Public Safety Group, Inc., a Delaware corporation (“PSG” and, together with BIO-key, the “Makers”), and Aether Systems, Inc., a Delaware corporation (“Aether”), and is effective as of the 23rd day of January, 2006.

Contract
Subordinated Secured Promissory Note • May 20th, 2005 • Prolong International Corp • Miscellaneous products of petroleum & coal • California

THIS NOTE, THE INDEBTEDNESS, INCLUDING PRINCIPAL AND ACCRUED INTEREST THEREON, EVIDENCED BY THIS NOTE AND THE SECURITY INTEREST SET FORTH IN THIS NOTE ARE SUBJECT TO THE TERMS AND CONDITIONS OF THAT CERTAIN SUBORDINATION AGREEMENT (THE “SUBORDINATION AGREEMENT”) DATED AS OF MAY 16, 2005 BY AND AMONG ST. CLOUD CAPITAL PARTNERS, LP, BEDFORD OAK CAPITAL, L.P., BEDFORD OAK OFFSHORE, LTD., ASPEN VENTURES LLC AND THE OTHER INVESTORS PARTY THERETO, AND EACH HOLDER OF THIS NOTE, BY ITS ACCEPTANCE HEREOF, SHALL BE BOUND BY THE PROVISIONS OF THE SUBORDINATION AGREEMENT.

Contract
Subordinated Secured Promissory Note • November 13th, 2013 • HII Technologies, Inc. • Fabricated structural metal products • Texas

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE. THIS THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED AND THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED IN THE ABSENCE OF REGISTRATION UNDER SAID ACT AND ALL OTHER APPLICABLE SECURITIES LAWS OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE.

INTERCLOUD SYSTEMS, INC. SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • April 19th, 2013 • Intercloud Systems, Inc. • Services-business services, nec

FOR VALUE RECEIVED, INTERCLOUD SYSTEMS, INC., a Delaware corporation (herein called the “Company”), hereby promises to pay to the order of ______________, an individual with a primary residence at ____________________ (the “Holder”), the principal sum of ______________________ Dollars ($__________) (the “Unadjusted Principal Amount”), subject to the conditions set forth below, together with interest upon the principal hereof at the rate of twenty-two hundredths percent (0.22%) per annum. Capitalized terms used but not defined herein shall have the meaning ascribed to them in the Purchase Agreement, dated as of April 3, 2013, by and among the Holder, AW Solutions, Inc., AW Solutions Puerto Rico, LLC, Bobby A. Varma, James Partridge, Emmanuel Poulin, Jeffrey DuBay and the Company, as amended (the “Purchase Agreement”).

AMENDMENT NO. 1 TO SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • January 27th, 2006 • Aether Holdings Inc • Investors, nec • New York

This Amendment No. 1 to Subordinated Secured Promissory Note (the “Amendment”) is entered into by and among BlO-key International, Inc., a Delaware corporation (“BIO-key”), Public Safety Group, Inc., a Delaware corporation (“PSG” and, together with BlO-key, the “Makers”), and Aether Systems, Inc., a Delaware corporation (“Aether”), and is effective as of the 23rd day of January, 2006.

AMENDMENT NO. 1 TO RESTATED SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • April 5th, 2012 • Egain Communications Corp • Services-prepackaged software • California

THIS AMENDMENT NO. 1 TO RESTATED SUBORDINATED SECURED PROMISSORY NOTE (“Amendment”) is made as of the 31st day of March, 2012, by and between eGain Communications Corporation, a Delaware corporation (the “Company”) and Ashutosh Roy (the “Lender”).

SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • September 11th, 2009 • MGP Ingredients Inc • Grain mill products

FOR VALUE RECEIVED, the undersigned, MGP INGREDIENTS, INC., a Kansas corporation and MIDWEST GRAIN PIPELINE, INC., a Kansas corporation (each a “Borrower” and collectively the Borrowers), each jointly and severally promises to pay to the order of the CLOUD L. CRAY, JR. TRUST under agreement dated October 25, 1983, whose address is 20045 266th Road, Atchison, Kansas 66002 (together with his successors and assigns, the “Lender”) the principal amount of TWO MILLION DOLLARS ($2,000,000.00) (the “Principal Amount”), together with interest upon the principal balance remaining outstanding from time to time as set forth below, in payments as set forth below. The indebtedness evidenced by this Subordinated Secured Promissory Note (the “Note”) is referred to herein as the “Loan.”.

SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • November 2nd, 2011 • Varca Ventures, Inc. • Metal mining
SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • January 17th, 2003 • First Advantage Corp • California

FOR VALUE RECEIVED, the undersigned, US SEARCH.com Inc., a Delaware corporation (“Borrower”), hereby promises to pay to the order of The First American Corporation, a California corporation (together with its successors and assigns, “Lender”), in lawful money of the United States of America in immediately available funds, at 1 First American Way, Santa Ana, California 92707, or at such other place as may be designated in writing by Lender to Borrower from time to time, the principal amount of One Million Four Hundred Thousand Dollars ($1,400,000) or, if less, the unpaid principal amount of this subordinated secured promissory note (this “Note”), together with interest on the principal balance at the rate or rates and in the manner hereinafter provided.

Principal Sum: $1,400,000 December 31, 2002 Maturity Date: June 30, 2003 Los Angeles, California
Subordinated Secured Promissory Note • May 5th, 2020

FOR VALUE RECEIVED, the undersigned, US SEARCH.com Inc., a Delaware corporation (“Borrower”), hereby promises to pay to the order of The First American Corporation, a California corporation (together with its successors and assigns, “Lender”), in lawful money of the United States of America in immediately available funds, at 1 First American Way, Santa Ana, California 92707, or at such other place as may be designated in writing by Lender to Borrower from time to time, the principal amount of One Million Four Hundred Thousand Dollars ($1,400,000) or, if less, the unpaid principal amount of this subordinated secured promissory note (this “Note”), together with interest on the principal balance at the rate or rates and in the manner hereinafter provided. 1. Defined Terms. As used in this Note, the following terms shall have the following meanings (such meanings to be equally applicable to both the singular and plural forms of the terms defined): “Borrower Security Agreement” shall mean t

AMENDMENT NO. 1 TO SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • January 25th, 2006 • Bio Key International Inc • Computer communications equipment • New York

This Amendment No. 1 to Subordinated Secured Promissory Note (the “Amendment”) is entered into by and among BIO-key International, Inc., a Delaware corporation (“BIO-key”), Public Safety Group, Inc., a Delaware corporation (“PSG” and, together with BIO-key, the “Makers”), and Aether Systems, Inc., a Delaware corporation (“Aether”), and is effective as of the 23rd day of January, 2006.

AMENDMENT NO. 1 TO SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • September 11th, 2009 • MGP Ingredients Inc • Grain mill products

THIS AMENDMENT NO. 1 TO SUBORDINATED SECURED PROMISSORY NOTE dated as of July 20, 2009 (this “Amendment”), is entered into by and among MGP INGREDIENTS, INC., a Kansas corporation and MIDWEST GRAIN PIPELINE, INC., a Kansas corporation (each a “Borrower” and collectively the “Borrowers”), and the CLOUD L. CRAY, JR. TRUST under agreement dated October 25, 1983 (together with its successors and assigns, the “Lender”).

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Subordinated Secured Promissory Note • May 1st, 2002 • Genzyme Transgenics Corp • Biological products, (no disgnostic substances) • Massachusetts

This instrument is subject to the terms of a Subordination Agreement dated the date hereof by and between Genzyme Corporation and Silicon Valley Bank.

FIRST AMENDMENT TO SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • October 3rd, 2024 • Sifco Industries Inc • Aircraft engines & engine parts

THIS FIRST AMENDMENT TO SUBORDINATED SECURED PROMISSORY NOTE, dated as of September 30, 2024 (this “Amendment”), is by and among SIFCO Industries, Inc., an Ohio corporation (“SIFCO”), and Quality Aluminum Forge, LLC, an Ohio limited liability company (“Quality Forge” and, together with SIFCO, collectively, the “Makers” and each, individually, a “Maker”), and Garnet Holdings Inc., a California corporation (“Holder”).

SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • August 4th, 2005 • Cygne Designs Inc • Women's, misses', and juniors outerwear • California

FOR VALUE RECEIVED, the undersigned, Cygne Designs, Inc., a Delaware corporation (the “Borrower”), HEREBY UNCONDITIONALLY PROMISES TO PAY to the order of Commerce Clothing Company LLC, a California limited liability company (“Noteholder”), the original principal amount of FORTY SEVEN MILLION FIVE HUNDRED THOUSAND 00/100 DOLLARS ($47,500,000.00), together with interest thereon, in accordance with the terms and provisions hereof.

Contract
Subordinated Secured Promissory Note • October 5th, 2004 • Bio Key International Inc • Computer communications equipment • New York

THIS NOTE AND THE INDEBTEDNESS EVIDENCED HEREBY ARE SUBJECT TO THE PROVISIONS OF THAT CERTAIN INTERCREDITOR AND SUBORDINATION AGREEMENT (THE “SUBORDINATION AGREEMENT”) DATED AS OF SEPTEMBER 30, 2004 AMONG SHAAR FUND, LTD., AS PURCHASER AGENT, LAURUS MASTER FUND, LTD., AS COLLATERAL AGENT, AETHER SYSTEMS, INC., BIO-KEY INTERNATIONAL, INC. AND PUBLIC SAFETY GROUP, INC.; AND EACH HOLDER OF THIS NOTE, BY ITS ACCEPTANCE HEREOF, SHALL BE BOUND BY THE PROVISIONS OF THE SUBORDINATION AGREEMENT.

AMENDMENT NO. 2 TO RESTATED SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • July 3rd, 2012 • Egain Communications Corp • Services-prepackaged software • California

THIS AMENDMENT NO. 2 TO RESTATED SUBORDINATED SECURED PROMISSORY NOTE (“Amendment”) is made as of the 29th day of June, 2012, by and between eGain Communications Corporation, a Delaware corporation (the “Company”) and Ashutosh Roy (the “Lender”).

RESTATED SUBORDINATED SECURED PROMISSORY NOTE
Subordinated Secured Promissory Note • September 25th, 2008 • Egain Communications Corp • Services-prepackaged software • California

FOR VALUE RECEIVED, the undersigned, eGain Communications Corporation, a Delaware corporation (the “Company”), promises unconditionally to pay to the order of , and his or its successors or assigns (the “Lender”) during Lender’s regular business hours at such place as Lender may from time to time designate, dollars ($ ) (the “Face Amount”). This Note amends and restates the subordinated secured promissory notes in the face amount of $ dated which were issued to the Lender pursuant to that certain Note and Warrant Purchase Agreement, dated as of (the “Note Purchase Agreement”), between the Company and the Lender. THIS NOTE IS SECURED BY THE GRANT OF A SECURITY INTEREST IN ALL ASSETS OF THE COMPANY AS FURTHER PROVIDED IN THE NOTE PURCHASE AGREEMENT. THIS NOTE IS SUBJECT TO A SUBORDINATION AGREEMENT WITH CERTAIN LENDERS OF THE COMPANY A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY UPON REQUEST. Capitalized terms not otherwise defined herein shall have the meaning set forth in the Note P

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Contract
Subordinated Secured Promissory Note • October 2nd, 2012 • HII Technologies, Inc. • Fabricated structural metal products • Texas

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR THE SECURITIES LAWS OF ANY STATE. THIS THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED AND THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED IN THE ABSENCE OF REGISTRATION UNDER SAID ACT AND ALL OTHER APPLICABLE SECURITIES LAWS OR UNLESS AN EXEMPTION FROM REGISTRATION IS AVAILABLE.

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