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EXHIBIT 10.9(d)
NOTE
$50,000,000 February 12, 1998
FOR VALUE RECEIVED, the undersigned CINEMARK USA, INC. (the "Company")
promises to pay to the order of NATIONSBANK OF TEXAS, N.A. (the "Bank") on the
Maturity Date the principal amount of $50,000,000 or, if less, the unpaid
principal amount of Loans owing to the Bank pursuant to that certain Second
Amended and Restated Credit Agreement dated as of February 12, 1998, among the
Company, the Banks which are from time to time parties thereto, Bank of America
National Trust and Savings Association, as Administrative Agent (in such
capacity, the "Administrative Agent"), NationsBank of Texas, N.A. as
syndication agent, and BankBoston, N.A., The Bank of Nova Scotia, CIBC Inc. and
Fleet Bank, as Co-Agents (as amended, restated, extended or otherwise modified
from time to time, the "Credit Agreement").
The Company also promises to pay interest on the unpaid principal amount
hereof until maturity (whether by acceleration or otherwise), and also to pay
interest after maturity on amounts not paid when due and until paid in full, at
the rates per annum and on the dates specified in the Credit Agreement.
This Note is one of the Notes referred to in the Credit Agreement, to
which reference is made for a statement of the terms and conditions on which
the Company is permitted and required to make prepayments and repayments of
principal of the Loans evidenced by this Note and on which such Loans may be
declared to be immediately due and payable.
All payments of principal and interest in respect of this Note shall be
made in lawful money of the United States of America in same day funds at the
office of Bank of America National Trust and Savings Association, ABA No.
121-000-358, for credit to: BANCONTROL Account No. 12332-14226, Reference:
Cinemark USA, Inc., or at such other place as shall be designated in writing
for such purpose in accordance with the terms of the Credit Agreement.
The principal amount, interest periods, the interest rates applicable,
maturity and each payment of interest and principal of the Loans shall be
recorded and endorsed on the grid attached to this Note; provided, however,
that the failure by the Bank to make any such recordation or endorsement shall
not limit or otherwise affect the obligations of the Company hereunder or under
the Credit Agreement, nor the validity of any payment made by the Company. In
any event, the Bank's records shall be conclusive evidence, absent manifest
error, of any Loan, interest periods, rates of interests, maturities and
payments thereunder.
This Note is one of the notes described in the Credit Agreement and the
Bank, or any holder hereof, is entitled to all the rights, including
acceleration rights, remedies, security, benefits and privileges provided for
in the Credit Agreement. Terms not defined herein have the meanings assigned
to them in the Credit Agreement. This Note amends and restates the prior notes
given
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NATIONSBANK OF TEXAS, N.A.
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by the Company to any Bank party to the Existing Credit Agreement. All amounts
evidenced thereby are deemed evidenced hereby.
The Company hereby promises to pay all out-of-pocket expenses and
reasonable attorneys' fees (including any allocated fees and costs of in-house
legal staff) incurred in the collection or enforcement of this Note.
The Company hereby waives notice of default, presentment, demand for
payment, protest and any notice of nonpayment or dishonor.
THIS NOTE SHALL BE GOVERNED BY, CONSTRUED AND ENFORCED IN ACCORDANCE WITH
THE LAWS OF THE STATE OF NEW YORK.
IN WITNESS WHEREOF, the Company has caused this Note to be executed and
delivered by its duly authorized officer, as of the day and year first above
written.
CINEMARK USA, INC.
By /s/ JEFFREY J. STEDMAN
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Name Jeffrey J. Stedman
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Title Senior Vice President
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NATIONSBANK OF TEXAS, N.A.
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LOANS AND PAYMENTS OF PRINCIPAL AND INTEREST
TYPE AMOUNT OF AMOUNT OF
OF PRINCIPAL RATE OF DATE PRINCIPAL INTEREST DATE OF
DATE LOAN AMOUNT INTEREST DUE REPAID PAID REPAYMENT
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NATIONSBANK OF TEXAS, N.A.