EXHIBIT 3
ADDITIONAL TERM LOAN NOTE
NOTE NO. 3
$1,197,631.00 Date: December 12, 1997
FOR VALUE RECEIVED, the undersigned, BULL RUN CORPORATION, a Georgia
corporation (the "Borrower"), hereby promises to pay to the order of
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NATIONSBANK, N.A., (herein, together with any subsequent holder hereof, called
the "Lender"), the principal sum of ONE MILLION, ONE HUNDRED NINETY SEVEN
THOUSAND SIX HUNDRED THIRTY ONE AND NO/100 DOLLARS ($1,197,631.00), or the
outstanding principal amount of the Additional Term Loans made to the Borrower
by the Lender pursuant to the Loan Agreement referred to below, which principal
sum shall be payable (i) In installments on the due dates and in the amounts set
forth in the Loan Agreement or (ii) on any earlier date on which all amounts
outstanding under this Additional Term Loan Note (this "Note") have become due
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and payable pursuant to the provisions of Section 9.02 of the Loan Agreement.
The Borrower likewise promises to pay interest on the outstanding principal
balance of the Additional Term Loans made by the Lender to the Borrower, at such
interest rates, payable at such times, and computed in such manner, as are
specified in the Loan Agreement in strict accordance with the terms thereof.
This Note is issued pursuant to, and is one of the Additional Term Loan
Notes referred to in the Loan Agreement, dated as of March 29, 1995, between the
Borrower and the Lender, as amended by the First Modification of Loan Agreement,
dated as of January 3, 1 996, the Second Modification of Loan Agreement, dated
as of September 24, 1996, the Third Modification of Loan Agreement, dated as of
January 27, 1997, the Fourth Modification of Loan Agreement, dated as of March
27, 1997, the Fifth Modification of Loan Agreement, dated as of August 14, 1997,
the Sixth Modification of Loan Agreement, dated as of November 21, 1997 and the
Seventh Modification of Loan Agreement dated as of December 2, 1997 (as the same
may be further amended or supplemented from time to time, the "Loan Agreement"),
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and the Lender is and shall be entitled to all benefits thereof and of all the
other Credit Documents executed and delivered to the Lender in connection
therewith. Terms defined in the Loan Agreement are used herein with the same
meaning. The Loan Agreement, among other things, contains provisions for
acceleration of the maturity hereof upon the happening of certain Events of
Default, provisions relating to prepayments on account of principal hereof prior
to the maturity hereof, and provisions for post-default interest rates.
The Borrower agrees to make payments of principal and interest hereon on
the dates and in the amounts specified in the Loan Agreement in strict
accordance with the terms thereof. In case an Event of Default shall occur and
be continuing, the principal and all accrued interest of this Note may
automatically become, or may be declared, immediately due and payable in the
manner and with the effect provided in the Loan Agreement. The Borrower agrees
to pay, and save the Lender harmless against any liability for the payment of
all costs and expenses, including actual and reasonable attorneys' fees, arising
in connection with the enforcement by the Lender of any of its rights or
remedies under this Note or the Loan Agreement.
This Note has been delivered in Atlanta, Georgia, and the rights and
obligations of the Lender and the Borrower hereunder shall be construed in
accordance with and governed by the laws of the State of Georgia (without giving
effect to its conflicts of law rules).
The Borrower expressly waives any presentment, demand, protest or notice in
connection with this Note, whether now or hereafter required by applicable law.
This Note is intended to be an instrument under seal.
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IN WITNESS WHEREOF, the Borrower has caused this Note to be executed,
sealed and delivered by its duly authorized officer as of the date first above
written.
BULL RUN CORPORATION
(CORPORATE SEAL)
By: /s/ Xxxxxxxxx X. Xxxxxxxx
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Xxxxxxxxx X. Xxxxxxxx
Vice President of Finance
