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EXHIBIT 10.44
INSTALLMENT NOTE
$184,000.00 Mobile , AL December 30 , 1997
- --------------------- --------------- ------------------------- --
(City) (State) (Date)
For the value received, the undersigned (whether one or more, hereinafter
called the "Obligors") promise(s) to pay to the order of SouthTrust Bank,
National Association (hereinafter called the "Bank" or, together with any other
holder of this note, the "Holder"), at any office of the Bank in Birmingham,
Alabama, or at such other place as the Holder may designate, the principal sum
of One Hundred Eighty Four Thousand and 00/100 Dollars, together with interest
thereon at the rate provided below from the date of this note (or, other
interest accrual date shown below) until maturity (whether as originally
scheduled or upon acceleration following default), and with interest on the
unpaid balance of the principal sum (plus accrued but unpaid interest at
maturity, to the extent permitted by law) at the rate which is 2 percent per
annum in excess of the rate provided below or the maximum rate allowed by law,
whichever is less, from maturity until said indebtedness is paid in full.
Interest will continue to accrue daily on the entire unpaid balance of the
principal sum of this note until each payment under this note is received by
the Holder at the address provided above. Interest will accrue beginning on
the date of this note unless another date is show here:_______________________,
19____.
INTEREST RATE Interest will accrue on the above-stated principal sum as
Variable Rate follows (mark applicable provision):
- --- Interest will accrue on the above-stated principal sum at
the rate per annum which is ___________________ percentage
points in excess of the Index Rate. Unless another rate is
made applicable below, the "Index Rate" is the rate of
interest designated by the Bank periodically as its Base
Rate. The Base Rate is not necessarily the lowest rate
charged by the Bank. The Base Rate on the date of this note
is __________________ percent
____(check box if applicable) The "Index Rate" is the weekly
auction average yield of ____________ - week U.S.
Treasury Bills at the most recent auction prior to the
date the interest rate payable under this note is
calculated. The Index Rate on the date of this note is
___________ percent.
The rate of interest payable under this note will change to
reflect any change in the Index Rate:
____ on any day the Index ____ on the ____________ day
Rate changes of each month hereafter.
____ on the day each payment ___ ________________________
of Interest is due as
provided below.
Obligors may prepay this note in full at any time without
penalty.
X Fixed Rate Interest will accrue on the above-stated principal sum at
- --- the rate of 8.19 percent per annum.
Interest on the principal sum will be calculated at the rate set forth above on
the basis of a 360-day year and the actual number of days elapsed by
multiplying the principal sum by the per annum rate set forth above,
multiplying the product thereof by the actual number of days elapsed, and
dividing the product so obtained by 360.
PAYMENT SCHEDULE The above-stated principal sum and interest thereon shall be
paid as follows (mark applicable provision):
__ Installments The Obligors promise to pay the above-stated principal sum of Principal, in __________ consecutive
of Principal,
Interest Paid ___ monthly installments ___ quarterly installments ____________ installments in the amount of
Separately $_________________________ each, beginning _______________, 19____ and continuing on the same day
of each month, quarter, or other period (as applicable) thereafter until ______________, 19_______
at which time a final installment in the amount of the unpaid balance of the principal sum and all
accrued but unpaid interest thereon shall be due and payable.
The Obligors promise to pay accrued interest on the principal sum:
_________ monthly _________ quarterly ______________________________________ beginning
______________________________, 19____ and continuing on the same day of each month, quarter, or
other period (as applicable) thereafter until final maturity of the principal sum.
___ Installments The Obligors promise to pay the above-stated principal sum and interest thereon in 35 consecutive
of Principal x monthly installments _____ quarterly installments ____________________ installments in
and Interest the amount of $5,782.03 each, beginning January 30, 1998 and continuing on the same day of each
month, quarter, or other period (as applicable) thereafter until December 30, 2000 at which time a
final installment in the amount of the unpaid balance of the principal sum and all accrued but
unpaid interest thereon shall be due and payable.
payments under this note shall be made in U.S. dollars and in immediately
available funds at the place where the payment is due.
LOAN FEE (This provision applicable only if completed):
A loan in the amount of $_______________ has been _________ included in the
amount of this note and paid to the Bank from the loan proceeds _____________
paid to the Bank by cash or check at closing. The loan fee is earned by the
Bank when paid and is not subject to refund except to the extent required by
law.
LATE CHARGE
If any, scheduled payment is in default 10 days or more, Obligors agree to pay
a late charge equal to 5% of the amount of the payment which is in default, not
less than $50 or more than the maximum amount allowed by applicable law. The
preceding sentence does not apply if the original principal amount ??? this Note
is less than $2,000.
PREPAYMENT
If the interest rate on this note is a variable rate, Obligors may prepay this
note in full at any time without premium or penalty. If the interest rate on
this note is a fixed rate, unless the paragraph which follows is applicable,
prepayment of the principal sum of this note in whole or in part is permitted.
If this line is marked, and if the interest rate on this note is a fixed rate,
Obligors may not prepay this note in whole or in part during the first year
after date of this note unless the Holder consents. Thereafter, prepayment will
be permitted on any scheduled payment date on condition that the amount of the
payment must equal the sum of (a) the principal amount prepaid plus (b) accrued
interest on the amount prepaid plus (c) a premium equal to 1% of the principal
amount prepaid multiplied times the number of years or parts of a year remaining
until final scheduled maturity of this note. No prepayment premium need be paid
if prepayment is made within one year prior to the final scheduled maturity of
this note. As used in paragraph, "prepayment" includes payment following
acceleration of the maturity of this note after default by the Obligors if the
Obligors were able to pay as agreed but failed to pay in order to induce Holder
to accelerate the maturity of this note. If prepayment in full without penalty
or premium is required to be permitted by applicable law, the foregoing
provisions will not apply and prepayment will be allowed in accordance with such
law.
COLLATERAL
This note is secured by every security agreement, pledge, assignment, stock
power, mortgage, deed of trust, security deed and/or other instrument covering
personal or real property (all of which are hereinafter included in the term
"Separate Agreements") which secures an obligation so defined as to include this
note, including without limitation all such Separate Agreements which are of
even date herewith and/or described in the space below. In addition, as
security for the payment of any and all liabilities and obligations of the
Obligors to the Holder (including this note and the indebtedness evidenced by
this note and extensions, renewals and modifications thereof, and all writings
delivered in substitution therefor) and all claims of every nature of the Holder
against the Obligors, whether present or future, and whether joint or several,
absolute or contingent, matured or unmatured, liquidated or unliquidated, direct
or indirect (all the foregoing are hereinafter included in the term
"Obligations"), the Obligors hereby assign to the Holder and grant to the Holder
a security interest in and ??? title to the property (the "Collateral")
described below: (Describe Separate Agreements and Collateral.)
Equipment as more fully described in Exhibit A attached hereto and made a part
hereof, along with any renewals, substitutions, attachments, replacements and
cash or non-cash proceeds of the foregoing.
The Obligors are jointly and severally liable for the payment of this note and
have subscribed their names hereto without condition that anyone else should or
become bound hereon and without any other condition whatever being made. The
provisions printed on the back of this page are a part of this note. Provisions
of this note are binding on the heirs, executors, administrators, successors and
assigns of each and every Obligor and shall inure to the behalf of Holder, its
successors and assigns. This note is executed under the seal of each of the
Obligors and of the indorsers, if any, with the intention that it be an
instrument under seal.
CAUTION: IT IS IMPORTANT THAT YOU THOROUGHLY READ
THE CONTRACT BEFORE YOU SIGN IT.
Address of Obligor:
360 Central Avenue Bankers Hazard Determination Services, Inc. [LS]
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St. Petersburg, FL 33701 By: /s/ G. Kristin Delano Secretary
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Title
AKT Signature [LS]
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??
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EXHIBIT A
This Exhibit describes the property to be included in the "Collateral or
Security" referred to in a Note, Security Agreement and in any Financing
Statement delivered by BANKERS HAZARD DETERMINATION SERVICES, INC. (Borrower)
to SouthTrust Bank, National Association to which this Exhibit is attached, to
wit:
SYS# DESCRIPTION
- ---- -----------
322 HP LASERJET 5 PRINTER WITH PRINT SERVER
323 HP JETDIRECT INT T/R PRINT SERVER
324 HO JETDIRECT INTERNAL PRINT SERVER
325 HO JETDIRECT INTERNAL PRINT SERVER
326 HP SCANJET 4c SCANNER PC
300 HOST FAX SERVE SOFTWARE & EQUIPMENT
315 COMPAQ PROLINEA E 5/100 WITH 32 MB RAM
327 COMPAQ DESKPRO 4000 5/166
328 COMPAQ DESKPRO 4000 5/166
329 HITACHI SUPERSCAN ELITE 20 MONITOR
330 HITACHI SUPERSCAN ELITE 20 MONITOR
331 HP 5 SI PRINTER W/PRINT SERVER
332 HP 5 SI PRINTER W/PRINT SERVER
333 COMPAQ DESKPRO 4000 5/166 W/16MB
334 COMPAQ DESKPRO 4000 5/166 W/16MB
335 COMPAQ DESKPRO 4000 5/166 W/16MB
336 HITACHI SUPERSCAN ELITE 17" MONITOR
337 HITACHI SUPERSCAN ELITE 17" MONITOR
338 HITACHI SUPERSCAN ELITE 17" MONITOR
339 HP 5 SI PRINTER W/PRINT SERVER
340 HITACHI SUPERSCAN ELITE 17 MONITOR
341 HITACHI SUPERSCAN ELITE 17 MONITOR
342 HITACHI SUPERSCAN ELITE 17 MONITOR
343 COMPAQ DESKPRO 4000 5/166
344 COMPAQ DESKPRO 4000 5/166
345 COMPAQ DESKRPO 4000 5/166
346 COMPAQ PROLINEA 6150E PENTIUM
347 COMPAQ PROLINEA 6150E PENTIUM
348 COMPAQ PROLINEA 6150E PENTIUM
349 COMPAQ PROLINEA 6150E PENTIUM
350 COMPAQ PROLINEA 6150E PENTIUM
351 COMPAQ PROLINEA 6150E PENTIUM
352 COMPAQ PROLINEA 6150E PENTIUM
353 COMPAQ PROLINEA 6150E PENTIUM
354 COMPAQ PROLINEA 6150E PENTIUM
355 COMPAQ PROLINEA 6150E PENTIUM
356 COMPAQ PROLINEA 6150E PENTIUM
357 COMPAQ PROLINEA 6150E PENTIUM
358 COMPAQ PROLINEA 6150E PENTIUM
359 COMPAQ PROLINEA 6150E PENTIUM
360 COMPAQ PROLINEA 6150E PENTIUM
361 COMPAQ PROLINEA 6150E PENTIUM
362 COMPAQ PROLINEA 6150E PENTIUM
363 COMPAQ PROLINEA 6150E PENTIUM
364 COMPAQ PROLINEA 6150E PENTIUM
365 COMPAQ PROLINEA 6150E PENTIUM
366 COMPAQ PROLINEA 6150E PENTIUM
3
367 COMPAQ PROLINEA 6150E PENTIUM
368 COMPAQ PROLINEA 6150E PENTIUM
369 COMPAQ PROLINEA 6150E PENTIUM
370 COMPAQ PROLINEA 6150E PENTIUM
371 ORACLE DESIGNER/2000 SOFTWARE
372 1 TIME LICENSING ORDER (ORACLE)
373 COMPAQ PROLINEA 6150E
374 COMPAQ PROLINEA 6150E
375 COMPAQ PROLINEA 6150E
376 COMPAQ PROLINEA 6150E
377 COMPAQ PROLINEA 6150E
378 COMPAQ PROLINEA 6150E
379 COMPAQ PROLINEA 6150E
380 COMPAQ PROLINEA 6150E
381 COMPAQ PROLINEA 6150E
382 COMPAQ PROLINEA 6150E
383 COMPAQ PROLINEA 6150E
384 COMPAQ PROLINEA 6150E
385 COMPAQ PROLINEA 6150E
386 COMPAQ PROLINEA 6150E
387 COMPAQ PROLINEA 6150E
388 COMPAQ PROLINEA 6150E
389 COMPAQ PROLINEA 6150E
390 COMPAQ PROLINEA 6150E
392 COMPAQ 64MB UPGRADE PROSIGNIA 300
393 COMPAQ 64MB UPGRADE PROSIGNIA 300
394 COMPAQ 9.1 GB PLIGGABLE HARD DRIVE
395 COMPAQ 9.1 GB PLIGGABLE HARD DRIVE
396 COMPAQ 9.1 GB PLIGGABLE HARD DRIVE
397 COMPAQ 9.1 GB PLIGGABLE HARD DRIVE
398 COMPAQ 9.1 GB PLIGGABLE HARD DRIVE
399 COMPAQ SMART-2 ARRAY CONTROLLER/P3
400 COMPAQ ARMADA LAPTOP
401 HP LASERJET 5 SI PRINTER