PROMISSORY NOTE
This promissory note (the "Note") is executed by the undersigned as of this
15th day of June, 2004. For value received, the undersigned promises to pay to
the order of National Education Loan Network, Inc.("Lender" or "Holder"), at 121
S. 13th Street, Suite 201, Lincoln, Nebraska 68508, or at such other place as
the Holder hereof may from time to time designate in writing, the sum of all
advances made by Lender to the undersigned pursuant to the Line of Credit
Agreement of even date herewith between Lender and the undersigned (the "Line of
Credit Agreement") (or otherwise), plus interest on the unpaid principal balance
at an annual interest rate equal to 250 basis points (2.50%) above the thirty
day LIBOR rate (the rate of Eurodollar deposits which appear in THE WALL STREET
JOURNAL or on Telerate Page 3750 as defined in the International Swaps and
Derivatives Associations, Inc. (991 Interest Rate and Currency Definitions) at
the onset of this Note and adjusting monthly on the first day of each month
until the principal balance is paid in full. The undersigned shall pay to Lender
all accrued and unpaid interest on the first business day of each month during
the term of the Line of Credit Agreement or any renewal thereof. Payment of all
balances outstanding under this Note shall be made by the undersigned to Lender
upon termination of the Line of Credit Agreement.
If any payment is not made within twenty (20) days of when due hereunder, a
late charge in the amount of 1% of the payment may be assessed by Holder.
Payments, when made, shall be applied first to late charges, then to accrued
interest to the date of payment computed upon the outstanding unpaid balances
and the remainder applied to principal. After maturity or in the event of
default, this Note shall bear interest at the rate of 16% per annum.
This Note may be prepaid, in whole or in part. Any partial prepayment shall
be applied as provided above, shall not postpone the due date of any subsequent
installments or change the amount of such installments, unless the Holder shall
otherwise agree in writing.
The indebtedness evidenced by this Note is secured by a first lien created
by a mortgage on the real estate described in Exhibit A, attached hereto, as
well as a first security interest in all of the undersigned's furniture and
fixtures. Said mortgage and security interest are evidenced by separate
documents.
At the option of the Holder, the payment of all principal, interest and
other fees due in accordance with the terms of this Note will be accelerated and
such principal, interest and other fees shall be immediately due and payable,
without notice or demand upon the occurrence of any of the following events of
default: (a) failure to pay any installment of principal, interest or other fee
hereunder when due; (b) default in the payment or performance of any liability
or undertaking of any of the undersigned's, or of any maker, endorser or
guarantor of any liability or undertaking of any of the undersigned's, to the
Holder pursuant to that certain Security
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Agreement, Mortgage or Line of Credit Agreement, each between the undersigned
and the Holder; (c) the Holder reasonably believes that the prospect for
repayment has been impaired or if the Holder otherwise reasonably deems itself
insecure; or (d) the Holder no longer owns at least 50% equity interest in the
undersigned.
The proceeds of this Note shall be used only for the purposes set forth in
the Line of Credit Agreement.
The undersigned, as well as all sureties, guarantors and endorsers waive
presentment for payment, protest and demand, notice of protest, demand and
dishonor and non-payment of this Note.
In the event it should become necessary for Holder to hire counsel to
collect this obligation or to protect or foreclose the security given in
connection herewith, the undersigned agrees to pay upon demand reasonable
attorneys' fees for services of such counsel, whether or not suit is brought,
plus costs incurred in connection therewith. No delay or omission on the part of
the Holder hereof in exercising any right hereunder shall operate as a waiver of
such right or a remedy on any future occasion; nor shall any single or partial
exercise of any power, remedy or right provided for in this Note preclude
another or further exercise thereof or the exercise of any right, power or
remedy provided hereunder, or by law or equity or otherwise.
This Note is the joint and several obligation of all makers, sureties,
guarantors and endorsers and is binding on them, their heirs, executors,
administrators, successors and assigns.
The terms and provisions of this Note are intended to be and shall be
governed, interpreted and construed pursuant to the laws of the State of
Nebraska and venue for any legal action relating to interpretation or
enforcement of the provisions of this Note shall be proper in the District Court
of Lancaster County, Nebraska.
If any interest rate, late charge, fee or cost provided for herein shall
exceed that which is allowed pursuant to any applicable statute or law, said
amount shall be deemed by the parties hereto to be modified so as to conform to
and equal the maximum amount allowed by said statute or law.
Upon written request of the Holder, the undersigned maker will provide the
written opinion of an attorney, in a form reasonably and customarily given in a
transaction of this size and nature and mutually acceptable to both Holder and
maker, as to the enforceability and validity of this Note and the Security
Agreement, the authority of the undersigned to execute and deliver the same, and
such other matters as the Holder may reasonably request.
Any notice to be given to the Holder shall be given by first class United
States Mail at the address set forth in the first paragraph above or such
further address as shall be directed in writing to makers. Any notice to be
given to any undersigned maker shall be given at the address set forth below or
such further address as shall be directed in writing to Holder hereof.
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IN WITNESS HEREOF, the undersigned has executed this Promissory Note on the
day first above written.
Premiere Credit of North America, LLC
an Indiana limited liability company
By: /s/ Todd J. Wolfe
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Title:
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By: /s/ Charles Hosea
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Title:
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By: /s/ David A. Hoeft
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Title:
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Address: 2002 Wellesley Boulevard
Indianapolis, Indiana 46219
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