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Document Preview Convertible Promissory Note |
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Title: |
Convertible Promissory Note |
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Date: |
2001 |
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Size: |
Preview shows 3KB of 13KB total |
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Price: |
$38 |
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ID: |
#260493 |
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THE SECURITIES EVIDENCED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES
ACT OF 1933, AS AMENDED, AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED,
HYPOTHECATED OR OTHERWISE DISPOSED OF EXCEPT AS MAY BE AUTHORIZED UNDER THE
SECURITIES ACT OF 1933, AS AMENDED, AND THE RULES AND REGULATION THEREUNDER.
CONVERTIBLE PROMISSORY NOTE
DECEMBER 10, 2001
$460,000.00(U.S.) CHICAGO, ILLINOIS
FOR VALUE RECEIVED, the undersigned LC ACQUISITION CORP., a California
corporation (hereinafter referred to as the "Maker"), hereby promises to pay to
the order of BANK ONE TRUST COMPANY, N.A., as trustee of Oliver Illinois Trust
No. No. 262-00051-03,, BANK ONE TRUST COMPANY, N.A., as trustee of Oliver
Illinois Trust No. No. 262-00051-01, BANK ONE TRUST COMPANY, N.A., as trustee of
Oliver Illinois Trust No. No. 262-00051-07 and BANK ONE TRUST COMPANY, N.A., as
trustee of Oliver Illinois Trust No. No. 262-00051-05, their successors and
assigns (hereinafter referred to as the "Holder"), the principal sum of FOUR
HUNDRED SIXTY THOUSAND AND 00/100 DOLLARS ($460,000.00 (U.S.)), together with
interest thereon at the rate of eight percent (8%) per annum from the date
hereof on the balance of principal remaining from time to time unpaid. This
Promissory Note is hereinafter referred to as the "Note." All payments hereunder
shall be made in immediately available funds in lawful money of the United
States. Such principal sum and the interest thereon shall be due and payable on
the earlier of (a) the date of the closing of the transactions in which Maker
acquires the Acquired Shares (as defined below) and (b) six months from the date
hereof.
All payments received hereunder shall be first applied to interest and the
balance, if any, to principal and other amounts outstanding hereunder. Maker's
obligations under this Note shall be referred to herein as "Maker's
Liabilities."
Time is of the essence of this Note and each of the provisions hereof.
Maker represents and warrants to Holder that: (1) Maker is duly
incorporated, validly existing and in good standing under the laws of the State
of California; (2) all necessary corporate action has been taken on behalf of
the Maker by its officers, directors and shareholders in order for the Maker to
execute, deliver and perform under this Note; (3) the execution, delivery and
performance of this Note does not violate any provision of any organic document
of Maker or any agreement or instrument by which the Maker is bound; and (4)
this Note constitutes the valid and legally binding obligation of the Maker
enforceable in accordance with its terms.
{PAGE}
At such time as the Maker shall complete a merger or an acquisition for
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