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Exhibit 10.14
JTS Borrowed funds from certain JTS stockholders pursuant to promissory notes
in the form attached hereto as Exhibit A. The holders, date and principal
amounts of such notes are as follow:
NAME DATE PRINCIPAL
1. Tantec 1/19/96 $1,000,000
2. Brentwood Associates VI, L.P. 1/31/96 $185,000
3. Entities affilated with the Walden Group
of Venture Capital Funds 1/31/96 $47,000
1/31/96 $33,000
1/31/96 $26,667
1/31/96 $13,333
1/31/96 $13,000
1/31/96 $7,000
4. Entities affiliated with Sofinnova 1/31/96 $53,290
1/31/96 $46,700
5. Entities affiliated with Advance
Technology Ventures 1/31/96 $107,116
1/31/96 $152,884
6. Entities affiliated with Burr Egan 1/31/96 $257,296
1/31/96 $2,704
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Exhibit A
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PROMISSORY NOTE
_____________ San Jose, California
January 19, 1996
FOR VALUE RECEIVED, the undersigned, JT Storage, Inc., a Delaware
corporation, ("Borrower") promises to pay to the order of __________________,
("Lender"), without offset or deduction, at 166 Baypointe Parkway, San Jose,
California, 95134, or such other place as the holder of this promissory
note ("Note") may designate in writing from time to time, in lawful money of
the United States, the principal sum of ___________ Dollars (____________) (the
"Loan"), together with interest on the unpaid principal balance of this Note
from time to time outstanding until paid in full at the rate hereinafter
provided for.
1. Interest.
Interest shall accrue on the unpaid principal balance of this Note
commencing on the date hereof and continuing until repayment of this Note in
full, at a fixed rate per annum equal to ten percent (10%). Interest shall be
computed on the basis of a three hundred sixty-five (365) day year and the
actual number of days elapsed.
2. Terms and Conditions of Payment
The principal amount of this Note, or so much thereof as remains
outstanding from time to time, together with all interest and other sums owed
to the Lender pursuant to any other terms and conditions hereof, shall be due
and payable, by Borrower, as follows:
(a) The entire amount of principal and accrued interest shall be
due and payable on July 15, 1996, (the "Maturity Date").
(b) All payments received by Lender shall be applied first to
accrued but unpaid interest, next to other charges due with respect to this
Note or any other document executed by Lender in connection herewith, and then
to the unpaid principal balance of this Note. Principal, interest and any other
sums payable under this Note shall be payable in lawful money of the United
States.
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3. Default.
The unpaid principal balance of this Note, together with all
accrued interest thereon, shall, at the option of the holder hereof, become
immediately due and payable, without demand or notice, upon the failure of
Borrower to perform or observe any other terms or provision of this Note.
4. Prepayment.
Borrower shall have the right to prepay this Note in whole or
in part, at any time, without penalty or premium.
5. Waiver of Demand.
Borrower and all guarantors and endorsers of this Note hereby
severally waive: presentment, demand, protest, notice of dishonor and all other
notices, except as expressly provided herein; and any release or discharge
arising from any extension of time, discharge of a prior party, release of any
or all of the security for this Note, or other cause of release or discharge
other than actual payment in full thereof.
6. Waiver, Amendment or Modification in Writing.
The holder hereof shall not be deemed, by any act or omission,
to have waived, amended or modified any of its rights or remedies hereunder
unless such waiver, amendment or modification is in writing and signed by such
holder and then only to the extent specifically set forth in such writing. A
waiver with reference to one event shall not be construed as continuing or as a
bar to or waiver of any right or remedy as to a subsequent event. No delay or
omission of the holder hereof to exercise any right, whether before or after a
default hereunder, shall impair any such right or shall be construed to be a
waiver of any right or default, and the acceptance at any time by the holder
hereof of any past-due amount shall not be deemed to be a waiver of the right
to require prompt payment when due of any other amounts then or thereafter due
and payable.
7. Time of the Essence.
Time is of the essence for each and every obligation under this
Note. Upon any default hereunder, the holder hereof may exercise all rights and
remedies provided for herein and by law including, but not limited to, the
right to immediate payment in full of this Note.
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8. Remedies Cumulative.
The remedies of the holder hereof as provided herein, or in law
or in equity, shall be cumulative and concurrent and may be pursued singularly,
successively, or together at the sole discretion of the holder hereof, and may
be exercised as often as occasion therefor shall occur; and the failure to
exercise any such right or remedy shall in no event be construed as a waiver or
a release thereof.
9. Attorneys' Fees.
It is expressly agreed that in the event of any dispute over
the construction or interpretation of this Note, or any action to enforce or
protect any rights conferred upon Lender by this Note or any other document
evidencing or securing this Note, Borrower promises and agrees to pay all
costs, including reasonable attorneys' fees, incurred by Lender if Lender
prevails in such endeavor.
10. Successors and Assigns.
The terms, covenants and conditions contained herein shall be
binding upon the heirs, successors and assigns of Borrower and shall inure to
the benefit of the successors and assigns of Lender.
11. Choice of Law.
This Note shall be construed in accordance with and governed by
the laws of the State of California.
12. Interest Rate Limitation.
This Note is hereby limited so that in no contingency, whether
by reason of acceleration of the Maturity Date or otherwise, shall the interest
exceed the maximum amount permissible under applicable law. If, from any
circumstances whatsoever, interest would otherwise be payable to Lender in
excess of the maximum lawful amount, the interest payable to the Lender shall be
reduced to the maximum amount permitted under applicable law; and if from any
circumstance, Lender shall ever have received anything of value deemed interest
by applicable law in excess of the maximum lawful amount, an amount equal to
any excessive interest shall be applied to the reduction of the unpaid
principal balance of this Note and not to the payment of interest herein, or if
such excessive interest exceeds the unpaid principal balance of this Note, such
excess shall be refunded to the Borrower. All interest paid, or agreed to be
paid to Lender shall, to the extent permitted by applicable law, be amortized,
prorated, allocated and spread throughout the full period until payment in full
of the principal balance of this Note so that interest for such full period
shall not exceed the maximum amount permitted by applicable law.
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13. Severability.
If the Borrower consists of more than one person or entity, their
obligations under this Note shall be joint and several.
14. Headings.
Headings at the beginning of each numbered paragraph of this Note
are intended solely for convenience and are not to be deemed or construed to be
a part of this Note.
Borrower:
JT Storage, Inc.
By /s/ D. T. MITCHELL
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David T. Mitchell
President & Chief Executive Officer