FIRST NATIONAL BANK OF KANSAS
Member FDIC
PROMISSORY NOTE
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Principal Loan Date Maturity Loan No Call Collateral Account Officer Initials
$178,330.00 02-01-20000 2-01-2004 9001 4100 61 737755 9155
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References in the shaded area are for Lender's use only and do not limit the
applicability of this document to any particular loan or item.
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Borrower: Universal Money Centers, Lender: First National Bank of Kansas
Inc. (TIN: 43-1242819) 4650 College Boulevard
6800 Squibb Road, Overland Park, KS 66211
P.O. Box 29153
Shawnee Mission, KS 66201
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Principal Amount: $178,330.00 Interest Rate: 10.000% Date of Note:
February 1, 2000
PROMISE TO PAY. Universal Money Centers, Inc. ("Borrower") promises to pay to
First National Bank of Kansas ("Lender"), or order, in lawful money of the
United States of America, the principal amount of One Hundred Seventy Eight
Thousand Three Hundred Thirty & 00/100 Dollars ($178,330.00), together with
interest at the rate of 10.000% per annum on the unpaid principal balance from
February 1, 2000, until paid in full.
PAYMENT. Borrower will pay this loan in 47 payments of $4,534.32 each payment
and an irregular last payment estimated at $4,534.26. Borrower's first payment
is due March 1, 2000, and all subsequent payments are due on the same day of
each month after that. Borrower's final payment will be due on February 1, 2004,
and will be for all principal and all accrued interest not yet paid. Payments
include principal and interest. The annual interest rate for this Note is
computed on a 365/360 basis; that is, by applying the ratio of the annual
interest rate over a year of 360 days, multiplied by the outstanding principal
balance, multiplied by the actual number of days the principal balance is
outstanding. Borrower will pay Lender at Lender's address shown above or at such
other place as Lender may designate in writing. Unless otherwise agreed or
required by applicable law, payments will be applied first to accrued unpaid
interest, then to principal, and any remaining amount to any unpaid collection
costs and late charges.
PREPAYMENT; MINIMUM INTEREST CHARGE. In any event, even upon full prepayment of
this Note, Borrower understands that Lender is entitled to a minimum interest
charge of $7.50. Other than Borrower's obligation to pay any minimum interest
charge, Borrower may pay without penalty all or a portion of the amount owed
earlier than it is due. Early payments will not, unless agreed to by Lender in
writing, relieve Borrower of Borrower's obligation to continue to make payments
under the payment schedule. Rather, they will reduce the principal balance due
and may result in Borrower making fewer payments.
LATE CHARGE. If a payment is 20 days or more late, Borrower will be charged
5.000% of the unpaid portion of the regularly scheduled payment or $25.00,
whichever is less.
DEFAULT. Borrower will be in default if any of the following happens; (a)
Borrower fails to make any payment when due. (b) Borrower breaks any promise
Borrower has made to Lender, or Borrower fails to comply with or to perform when
due any other term, obligation, covenant, or condition contained in this Note or
any agreement related to this Note, or in any other agreement or loan Borrower
has with Lender. (c) Borrower defaults under any loan, extension of credit,
security agreement, purchase or sales agreement, or any other agreement, in
favor of any other creditor or person that may materially affect any of
Borrower's property or Borrower's ability to repay this Note or perform
Borrower's obligations under this Note or any of the Related Documents. (d) Any
representation or statement made or furnished to Lender by Borrower or on
Borrower's behalf is false or misleading in any material respect either now or
at the time made or furnished. (e) Borrower becomes insolvent, a receiver is
appointed for any party of Borrower's property, Borrower makes an assignment for
the benefit of creditors, or any proceeding is commenced either by Borrower or
against Borrower under any bankruptcy or insolvency laws. (f) Any creditor tries
to take any of Borrower's property on or in which Lender has a lien or security
interest. This includes a garnishment of any of Borrower's accounts with Lender.
(g) Any guarantor does or any of the other events described in this default
section occurs with respect to any guarantor of this Note. (h) A material
adverse change occurs in Borrower's financial condition, or Lender believes the
prospect of payment or performance of the indebtedness is impaired. (i) Lender
in good faith deems itself insecure.
LENDER'S RIGHTS. Upon default, Lender may declare the entire unpaid principal
balance on this Note and all accrued unpaid interest immediately due, without
notice, and then Borrower will pay that amount. Upon default, including failure
to pay upon final maturity, Lender, at its option, may also, if permitted under
applicable law, increase the interest rate on this Note 6,000 percentage points.
The interest rate will not exceed the maximum rate permitted by applicable law.
Lender may hire or pay someone else who is not a salaried employee of Lender to
help collect this Note if Borrower does not pay. Borrower will be liable for all
reasonable costs incurred in the collection of this Note, including but not
limited to, court costs, attorneys' fees, and collection agency fees, except
that such costs of collection shall not include the recovery of both attorneys'
fees and collection agency fees. This Note has been delivered to Lender and
accepted by Lender in the State of Kansas. If there is a lawsuit, Borrower
agrees upon Lender's request to submit to the jurisdiction of the courts of
Johnson County, the State of Kansas. This Note shall be governed by and
construed in accordance with the laws of the State of Kansas.
DISHONORED ITEM FEE. Borrower will pay a fee to Lender of $20.00 if Borrower
makes a payment on Borrower's loan and the check or preauthorized charge with
which Borrower pays is later dishonored.
RIGHT OF SETOFF. Borrower grants to Lender a contractual security interest in,
and hereby assigns, conveys, delivers, pledges, and transfers to Lender all
Borrower's right, title and interest in and to, Borrower's accounts with Lender
(whether checking, savings, or some other account), including without limitation
all accounts held jointly with someone else and all accounts Borrower may open
in the future, excluding however all IRA and Keogh accounts, and all trust
accounts for which the grant of a security interest would be prohibited by law.
Borrower authorizes Lender, to the extent permitted by applicable law, to charge
or setoff all sums owing on this Note against any and all such accounts.
COLLATERAL. This Note is secured by seventeen (17) NCR Automated
Teller Machines.
CONSENT TO LOAN PARTICIPATION. Borrower agrees and consents to Lender's sale or
transfer, whether now or later, or one or more participation interests in the
Loans to one or more purchasers, whether related or unrelated to Lender. Lender
may provide, without any limitation whatsoever, to any one or more purchasers,
or potential purchasers, any information or knowledge Lender may have about
Borrower or about any other matter relating to the Loan, and Borrower hereby
waives any rights to privacy it may have with respect to such matters. Borrower
additionally waives any and all notices of sale of participation interests, as
well as all notices of any repurchase of such participation interests. Borrower
also agrees that the purchasers of any such participation interests will be
considered as the absolute owners of such interests in the Loans and will have
all the rights granted under the participation agreement or agreements governing
the sale of such participation interests. Borrower further waives all rights of
offset of counterclaim that it may have nor or later against Lender or against
any purchaser of such a participation interest and unconditionally agree that
either Lender or such purchaser may enforce Borrower's obligation under the
Loans irrespective of the failure or insolvency of any holder of any interest in
the Loans. Borrower further agrees that the purchaser of any such participation
interests may enforce its interest irrespective of any personal claims or
defenses that Borrower may have against Lender.
FINANCIAL STATEMENTS. The Borrower will furnish Lender with, as soon as
available, but in no event later than one hundred twenty (120) days after the
end of each fiscal year, the Borrower's Balance Sheet and Income Statement for
the year ended, compiled by a CPA. All financial reports required to be provided
under this Agreement shall be prepared in accordance with generally accepted
accounting principles, applied on a consistent basis and certified by the
Borrower as being true and correct.
ADDITIONAL COVENANT. The Borrower agrees to furnish Lender as soon as available,
but no later than thirty (30) days after installation, the specific locations
including street addresses, city and state of the following six (6) NCR
Automated Teller Machines, Model NO. NCR 5870, ATM Serial Nos. 26545249,
26545254, 26545259, 26545262, 26545267 and 26545264 with MAS Hamilton Serial
Nos. 926405, 928589, 926474, 926480, 924958 and 927228 respectively. The
Borrower also agrees to notify the Lender within thirty (30) days when location
changes occur from time to time for any ATMs as listed as collateral for this
loan. The information furnished will include street addresses, city and state.
GENERAL PROVISIONS. Lender may delay or forgo enforcing any of its rights under
this Note without losing them. Borrower and any other person who signs,
guarantees or endorses this Note, to the extent allowed by law, waive
presentment, demand for payment, protest and notice of dishonor. Upon any change
in the terms of this Note, and unless otherwise expressly stated in writing, no
party who signs this Note, whether as maker, guarantor, accommodation maker or
endorser, shall be released from liability. All such parties agree that Lender
may renew or extent (repeatedly and for any length of time) this loan, or
release any part or guarantor or collateral; or impair, fail to realize upon or
perfect Lender's security interest in the collateral; and take any other action
deemed necessary by Lender without the consent of or notice to anyone. All such
parties also agree that Lender may modify this loan without the consent of or
notice to anyone other than the party with whom the modification is made.
PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF
THIS NOTE. BORROWER AGREES TO THE TERMS OF THE NOTE AND ACKNOWLEDGES RECEIPT OF
A COMPLETED COPY OF THE NOTE.
BORROWER:
UNIVERSAL MONEY CENTERS, INC.
By: /s/ John L. Settles
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John L. Settles, President