EXHIBIT 10.44
PROMISSORY NOTE TO XXXX COMPANIES US, INC.
PROMISSORY NOTE
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$5,000,000.00 March 29, 2000
FOR VALUE RECEIVED, the undersigned, XXXXX OPERATING PARTNERSHIP, L.P., a
Delaware limited partnership ("Borrower"), promises to pay to the order of XXXX
COMPANIES US, INC., a Minnesota corporation ("Lender"), at its offices at 000
Xxxxxxxxxxxxx Xxxxxx, 000 Xxxxxx Xxxxxx Xxxxx, Xxxxxxxxxxx, Xxxxxxxxx 00000, or
at such other place as the holder hereof may from time to time designate in
writing, in lawful money of the United States of America, the principal sum of
Five Million and No/100 Dollars ($5,000,000.00), together with interest on the
unpaid principal balance thereof from and after the date hereof at the rate of
nine percent (9%) per annum. Accrued interest shall be paid on May 1, 2000 and
on the first day of each month thereafter until April 1, 2001, on which date the
entire unpaid principal balance and all accrued but unpaid interest thereon
shall be due and payable. If a monthly interest payment is not made within five
(5) days of the date when due, Borrower shall pay to the holder hereof a late
payment charge of four percent (4%) of the amount of the overdue payment. All
payments made hereon shall be applied first to accrued late payment charges,
then to accrued interest and then to reduction of the principal balance.
Borrower may prepay the unpaid balance of the indebtedness evidenced hereby at
any time, without premium or penalty.
This Promissory Note is secured by a Purchase Money Deed of Trust,
Assignment of Lease and Rents, Fixture Filing and Security Agreement of even
date herewith made by Borrower in favor of Lender pertaining to property located
in Maricopa County, Arizona ("Deed of Trust"). Upon the occurrence of an Event
of Default, as defined in the Deed of Trust, the entire unpaid principal sum
evidenced by this Promissory Note, together with all accrued and unpaid interest
thereon, shall at the option of the holder hereof become immediately due and
payable. Failure to exercise this option shall not constitute a waiver of the
right to exercise the same in the event of any subsequent default. Xxxxxxxx
further agrees to pay all costs incurred by the holder hereof to collect the
amounts due hereunder, including court costs and reasonable attorneys' fees.
Borrower waives presentment, protest and demand, notice of protest, demand
and of dishonor and nonpayment of this Promissory Note and any lack of diligence
or delays in collection or enforcement of this Promissory Note. This Promissory
Note shall be governed by and construed in accordance with the laws of the State
of Minnesota.
IN TESTIMONY WHEREOF, Xxxxxxxx has caused this Promissory Note to be duly
executed and delivered as of the date first above written.
XXXXX OPERATING PARTNERSHIP, L.P.
By: Xxxxx Real Estate Investment Trust, Inc.,
Its General Partner
By: /s/ Xxxxxxx X. Xxxxxxxx
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Its: Executive Vice President
