Note Sample Contracts

GC Palomar Holdings – Global Note (March 15th, 2019)

THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE AND IS REGISTERED IN THE NAME OF THE COMMON DEPOSITARY OR A NOMINEE OF THE COMMON DEPOSITARY OR A SUCCESSOR COMMON DEPOSITARY. THIS NOTE IS NOT EXCHANGEABLE FOR SECURITIES REGISTERED IN THE NAME OF A PERSON OTHER THAN THE COMMON DEPOSITARY OR ITS NOMINEE EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE, AND NO TRANSFER OF THIS NOTE (OTHER THAN A TRANSFER OF THIS NOTE AS A WHOLE BY THE COMMON DEPOSITARY TO A NOMINEE OF THE COMMON DEPOSITARY OR BY A NOMINEE OF THE COMMON DEPOSITARY TO THE COMMON DEPOSITARY OR ANOTHER NOMINEE OF THE COMMON DEPOSITARY OR BY THE COMMON DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR COMMON DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR COMMON DEPOSITARY) MAY BE REGISTERED EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

SusGlobal Energy Corp. – This Note and the Common Stock Issuable Upon Conversion of This Note Have Not Been and Will Not Be Registered With the United States Securities and Exchange Commission or the Securities Commission of Any State Pursuant to an Exemption From Registration Provided Under the Securities Act of 1933, as Amended, and the Rules and Regulations Promulgated Thereunder (The "1933 Act) (March 15th, 2019)

FOR VALUE RECEIVED, SUSGLOBAL ENERGY CORP. (the Company) promises to pay to the order of ________ and its authorized successors and permitted assigns ("Holder"), the aggregate principal face amount of Two Hundred Seventy Five Thousand Dollars (U.S. $275,000.00) on March 7, 2020 ("Maturity Date") and to pay interest on the principal amount outstanding hereunder at the rate of 12% per annum commencing March 7, 2019 (Issuance Date). This Note shall contain a $25,000 OID such that the purchase price shall be $250,000. The principal of, this Note is payable at ____________ , and if changed, last appearing on the records of the Company as designated in writing by the Holder hereof from time to time. The Company will pay each interest payment and the outstanding principal due upon this Note before or on the Maturity Date, less any amounts required by law to be deducted or withheld, to the Holder of this Note by check or wire transfer addressed to such Holder at the last address appearing on t

SusGlobal Energy Corp. – This Note and the Common Stock Issuable Upon Conversion of This Note Have Not Been and Will Not Be Registered With the United States Securities and Exchange Commission or the Securities Commission of Any State Pursuant to an Exemption From Registration Provided Under the Securities Act of 1933, as Amended, and the Rules and Regulations Promulgated Thereunder (The "1933 Act) (March 15th, 2019)

FOR VALUE RECEIVED, SUSGLOBAL ENERGY CORP. (the Company) promises to pay to the order of ________________________ and its authorized successors and permitted assigns ("Holder"), the aggregate principal face amount of Two Hundred Seventy Five Thousand Dollars (U.S. $275,000.00) on March 7, 2020 ("Maturity Date") and to pay interest on the principal amount outstanding hereunder at the rate of 12% per annum commencing March 7, 2019 (Issuance Date). This Note shall contain a $25,000 OID such that the purchase price shall be $250,000. The principal of, this Note is payable ___________________________________________ , and if changed, last appearing on the records of the Company as designated in writing by the Holder hereof from time to time. The Company will pay each interest payment and the outstanding principal due upon this Note before or on the Maturity Date, less any amounts required by law to be deducted or withheld, to the Holder of this Note by check or wire transfer addressed to su

Form of 2024 Fixed Rate Senior Global Note (March 13th, 2019)

THIS SECURITY IS A GLOBAL SECURITY WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITARY OR A NOMINEE THEREOF. THIS SECURITY MAY NOT BE EXCHANGED IN WHOLE OR IN PART FOR A SECURITY REGISTERED, AND NO TRANSFER OF THIS SECURITY IN WHOLE OR IN PART MAY BE REGISTERED, IN THE NAME OF ANY PERSON OTHER THAN SUCH DEPOSITARY OR A NOMINEE THEREOF, EXCEPT IN THE LIMITED CIRCUMSTANCES DESCRIBED IN THE INDENTURE.

Convertible Promissory Note Due February 28, 2024 (March 4th, 2019)

For value received, PARKERVISION, INC., a Florida corporation (the "Maker" or the "Company"), hereby promises to pay to the order of [SS] (the "Holder"), in accordance with the terms hereinafter provided, the principal amount of $[SS].

Care.com Inc – Cc: Diane Musi Note - This Message Originated From Outside Care.com - Please Use Caution Before Opening Attachments, Clicking on Links or Sharing Information. Confirmed. On Feb 26, 2019, at 3:20 PM, George Bell Wrote: (February 27th, 2019)

As you know, Care.com and the board value and appreciate your cooperation and contributions to Care.com over the last three years, and we look forward to your continued service for another term.

Hughes Satellite Systems Corp – Important Note (February 21st, 2019)

This document has not been approved by the Department of Labor, the Internal Revenue Service or any other governmental entity. An Employer must determine whether the plan is subject to the Federal securities laws and the securities laws of the various states. An Employer may not rely on this document to ensure any particular tax consequences or to ensure that the Plan is "unfunded and maintained primarily for the purpose of providing deferred compensation to a select group of management or highly compensated employees" under the Employee Retirement Income Security Act with respect to the Employer's particular situation. Fidelity Management Trust Company, its affiliates and employees cannot and do not provide legal or tax advice or opinions in connection with this document. This document does not constitute legal or tax advice or opinions and is not intended or written to be used, and it cannot be used by any taxpayer, for the purposes of avoiding penalties that may be imposed on the ta

Important Note (February 21st, 2019)

The Plan is intended to be a "plan which is unfunded and is maintained by an employer primarily for the purpose of providing deferred compensation for a select group of management or highly compensated employees" within the meaning of Sections 201(2), 301(a)(3) and 401(a)(1) of the Employee Retirement Income Security Act of 1974, as amended, or an "excess benefit plan" within the meaning of Section 3(36) of the Employee Retirement Income Security Act of 1974, as amended, or a combination of both. The Plan is further intended to conform with the requirements of Internal Revenue Code Section 409A and the final regulations issued thereunder and shall be interpreted, implemented and administered in a manner consistent therewith.

As Administrative Agent CERTAIN NON-CONDUIT PURCHASERS, CERTAIN CP CONDUIT PURCHASERS, CERTAIN COMMITTED NOTE PURCHASERS, CERTAIN FUNDING AGENTS, (February 21st, 2019)

AMENDED AND RESTATED SERIES 2015-3 SUPPLEMENT, dated as of August 16, 2018 (this "Supplement"), among AVIS BUDGET RENTAL CAR FUNDING (AESOP) LLC, a special purpose limited liability company established under the laws of Delaware ("ABRCF"), AVIS BUDGET CAR RENTAL, LLC, a limited liability company established under the laws of Delaware ("ABCR"), as administrator (the "Administrator"), JPMORGAN CHASE BANK, N.A. ("JPMorgan Chase"), in its capacity as administrative agent for the Purchaser Groups (the "Administrative Agent"), the NON-CONDUIT PURCHASERS from time to time party hereto, the COMMITTED NOTE PURCHASERS from time to time party hereto, the CP CONDUIT PURCHASER GROUPS from time to time party hereto, the FUNDING AGENTS for the CP Conduit Purchaser Groups from time to time party hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (as successor in interest to The Bank of New York), a national banking association, as trustee (in such capacity, the "Trustee") and as agent for the

NOTE (Amended and Restated) (February 19th, 2019)

FOR VALUE RECEIVED, the undersigned ("Borrower"), hereby promises to pay to Branch Banking and Trust Company or registered assigns ("Lender"), in accordance with the provisions of the Agreement (as hereinafter defined), the principal amount of each Loan from time to time made by the Lender to Borrower under that certain Credit Agreement, dated as of December 29, 2015 (as amended, including by First Amendment dated April 11, 2018, and by Second Amendment dated the date of this Note, restated, extended, supplemented or otherwise modified in writing from time to time, the "Agreement;" the terms defined therein being used herein as therein defined), among Borrower, the Lenders from time to time party thereto, and Union Bank & Trust, as Administrative Agent.

Altria Group, Inc. 3.125% Note Due 2031 (February 15th, 2019)
Altria Group, Inc. 2.200% Note Due 2027 (February 15th, 2019)
Altria Group, Inc. 1.700% Note Due 2025 (February 15th, 2019)
Altria Group, Inc. 1.000% Note Due 2023 (February 15th, 2019)
P & F Industries, Inc. – THIRD Amended and Restated CAPEX LOAN NOTE (February 13th, 2019)

P&F INDUSTRIES, INC., a Delaware corporation ("P&F"), FLORIDA PNEUMATIC MANAFUACTURING CORPORATION, a Florida corporation ("Florida Pneumatic") and HY-TECH MACHINE, INC., a Delaware corporation ("Hy-Tech", and together with P&F and Florida Pneumatic collectively, "Borrowers" and each, a "Borrower"), for value received, hereby unconditionally promise to pay, on a joint and several basis, to the order of CAPITAL ONE, NATIONAL ASSOCIATION ("Lender"), the principal sum of TWO MILLION SIX HUNDRED THOUSAND AND NO/100 DOLLARS ($2,000,000.00), or such lesser amount as may be advanced by Lender as a Capex Loan under the Loan Agreement described below, together with all accrued and unpaid interest thereon. Terms are used herein as defined in the Second Amended and Restated Loan and Security Agreement dated as of April 5, 2017, among Borrowers, the Guarantors from time to time party thereto, Capital One, National Association, as Agent, Lender, and certain other financial institutions, as such agr

Adma Biologics, Inc. – Note (February 12th, 2019)

This Note is a Note issued pursuant to the terms of Section 2.03 of the Credit Agreement, and this Note and the holder hereof are entitled to all the benefits and security provided for thereby or referred to therein, to which Credit Agreement reference is hereby made for a statement thereof. All defined terms used in this Note, except terms otherwise defined herein, shall have the same meaning as in the Credit Agreement.

John Deere Receivables, Inc. – Form of Asset Backed Note Issued by a Trust (February 8th, 2019)
Soleil Capital L.P. – Promissory Note (February 6th, 2019)

FOR VALUE RECEIVED, VPR Brands, LP, a Delaware limited partnership (the "Company"), hereby promises to pay to the order of Kevin Frija or registered assigns (the "Holder") on February 1st, 2020 (the "Maturity Date"), the principal amount set forth above (the "Principal Amount"), and to pay interest on the outstanding Principal Amount at the rate of Twenty Four percent (24%) per annum (the "Note"). Interest shall commence accruing on the date hereof (the "Issue Date"), computed on the basis of a 365-day year and the actual number of days elapsed, provided that any payment otherwise due on a Saturday, Sunday or legal Bank holiday may be paid on the following business day. All payments due hereunder, shall be made in lawful money of the United States of America.

INTERNATIONAL BUSINESS MACHINES CORPORATION 0.375% Note Due 2023 (January 30th, 2019)

INTERNATIONAL BUSINESS MACHINES CORPORATION, a corporation duly organized and existing under the laws of the State of New York (herein called the "Company", which term includes any successor corporation under the Indenture referred to on the reverse hereof), for value received, hereby promises to pay to The Bank of New York Depository (Nominees) Ltd. or registered assigns, the principal sum as set forth in the attached Schedule of Increases and Decreases, at the office or agency of the Company in the Borough of Manhattan, The City and State of New York, or any other office or agency designated by the Company for that purpose, on January 31, 2023, in such coin or currency of the member states of the European Monetary Union that have adopted or that adopt the single currency in accordance with the Treaty establishing the European Community, as amended by the Treaty on European Union as at the time of payment shall be legal tender for the payment of public and private debts, and to pay in

Strategic Storage Trust II, Inc. – Note (January 30th, 2019)
INTERNATIONAL BUSINESS MACHINES CORPORATION 1.250% Note Due 2027 (January 30th, 2019)

INTERNATIONAL BUSINESS MACHINES CORPORATION, a corporation duly organized and existing under the laws of the State of New York (herein called the "Company", which term includes any successor corporation under the Indenture referred to on the reverse hereof), for value received, hereby promises to pay to The Bank of New York Depository (Nominees) Ltd. or registered assigns, the principal sum as set forth in the attached Schedule of Increases and Decreases, at the office or agency of the Company in the Borough of Manhattan, The City and State of New York, or any other office or agency designated by the Company for that purpose, on January 29, 2027, in such coin or currency of the member states of the European Monetary Union that have adopted or that adopt the single currency in accordance with the Treaty establishing the European Community, as amended by the Treaty on European Union as at the time of payment shall be legal tender for the payment of public and private debts, and to pay in

Fox Corp – Unless This Note Certificate Is Presented by an Authorized Representative of the Depository Trust Company, a New York Corporation (Dtc), New York, New York, to the Company or Its Agent for Registration of Transfer, Exchange or Payment, and Any Note Certificate Issued Is Registered in the Name of Cede & Co. Or Such Other Name as Is Requested by an Authorized Representative of Dtc (And Any Payment Is Made to Cede & Co. Or to Such Other Entity as Is Requested by an Authorized Representative of Dtc) Any Transfer, Pledge or Other Use Hereof for Value or Otherwise by or to Any Person Is Wrongful Ina (January 25th, 2019)
Fox Corp – Unless This Note Certificate Is Presented by an Authorized Representative of the Depository Trust Company, a New York Corporation (Dtc), New York, New York, to the Company or Its Agent for Registration of Transfer, Exchange or Payment, and Any Note Certificate Issued Is Registered in the Name of Cede & Co. Or Such Other Name as Is Requested by an Authorized Representative of Dtc (And Any Payment Is Made to Cede & Co. Or to Such Other Entity as Is Requested by an Authorized Representative of Dtc) Any Transfer, Pledge or Other Use Hereof for Value or Otherwise by or to Any Person Is Wrongful Ina (January 25th, 2019)
Mereo Biopharma Group plc – 1. INTERPRETATION 1 2. NOMINAL AMOUNT 3 3. RANKING 3 4. USE OF PROCEEDS 3 5. LOAN NOTE CERTIFICATES 4 6. CONDITIONS OF ISSUE 4 7. INFORMATION RIGHTS 4 8. NOTES NOT TO BE QUOTED 4 9. ENFORCEMENT 4 10. SET-OFF 4 11. THIRD PARTY RIGHTS 4 12. GOVERNING LAW AND JURISDICTION 4 SCHEDULE 1 Form of Certificate 6 SCHEDULE 2 Interest and Redemption 7 SCHEDULE 3 Conversion 9 (January 25th, 2019)

MEREO BIOPHARMA GROUP PLC incorporated and registered in England and Wales with company number 09481161 whose registered office is at 4th Floor, One, Cavendish Place, London, England, W1G 0QF (Company).

Emerson Electric – Global Note (January 15th, 2019)
All For One Media Corp. – This Note and the Common Stock Issuable Upon Conversion of This Note Have Not Been and Will Not Be Registered With the United States Securities and Exchange Commission or the Securities Commission of Any State Pursuant to an Exemption From Registration Provided Under the Securities Act of 1933, as Amended, and the Rules and Regulations Promulgated Thereunder (The "1933 Act") (January 15th, 2019)

FOR VALUE RECEIVED, All For One Media Corp. (the "Company") promises to pay to the order of GS CAPITAL PARTNERS, LLC and its authorized successors and permitted assigns ("Holder"), the aggregate principal face amount of One Hundred Sixtyundredhh Three Thousand Dollars exactly (U.S. $163,000.00) on January 9, 2020 ("Maturity Date") and to pay interest on the principal amount outstanding hereunder at the rate of 10% per annum commencing on January 9, 2019. The Company acknowledges this Note was issued with an $8,000 original issue discount (OID) and as such the purchase price was $155,000.00. The interest will be paid to the Holder in whose name this Note is registered on the records of the Company regarding registration and transfers of this Note. The principal of, and interest on, this Note are payable at 30 Broad Street, Suite 1201, New York, NY 10004, initially, and if changed, last appearing on the records of the Company as designated in writing by the Holder hereof from time to tim

Emerson Electric – Global Note (January 15th, 2019)
Parallax Health Sciences, Inc. – Note Holder Name and Address December 31, 2018 (January 7th, 2019)

This letter agreement (this "Agreement") by and between Parallax Health Science, Inc. (the "Company") and ____________________ ("Note Holder") acknowledges that effective November 14, 2018, the parties hereto agree to amend the terms of those certain convertible promissory notes (the "Notes") issued by the Company to Note Holder on April 24, 2018 and June 14, 2018 (the "Issuance Date") in the aggregate initial principal amount of $_____________ (the "Principal"). Pursuant to the terms of the Note and the agreements thereto, the Note is currently in default. The parties hereto agree to extend the Maturity Date of the Note to February 28, 2019 (the "Amended Maturity Date") in exchange for the Company agreeing to increase the principal amount of the Note to $_____________ (the "Amended Principal"). Interest from the Issuance Date until the date of this Agreement shall be calculated based on the Principal and interest from the date of this Agreement until the amended Maturity Date shall be

Drew Industries Inc. – Note (December 19th, 2018)

FOR VALUE RECEIVED, the undersigned (each, a "Borrower" and collectively, the "Borrowers") hereby promises to pay to BRANCH BANKING AND TRUST or registered assigns (the "Lender"), in accordance with the provisions of the Agreement (as hereinafter defined), the principal amount of each Loan from time to time made by the Lender to such Borrower under that certain Fourth Amended and Restated Credit Agreement, dated as of December 14, 2018 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the "Agreement;" the terms defined therein being used herein as therein defined), among LCI Industries, the Borrowers, each other Foreign Borrower party thereto, the financial institutions party thereto as lenders and JPMorgan Chase Bank, N.A., as Administrative Agent.

Drew Industries Inc. – Note (December 19th, 2018)

FOR VALUE RECEIVED, the undersigned (each, a "Borrower" and collectively, the "Borrowers") hereby promises to pay to U.S. BANK NATIONAL ASSOCIATION or registered assigns (the "Lender"), in accordance with the provisions of the Agreement (as hereinafter defined), the principal amount of each Loan from time to time made by the Lender to such Borrower under that certain Fourth Amended and Restated Credit Agreement, dated as of December 14, 2018 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the "Agreement;" the terms defined therein being used herein as therein defined), among LCI Industries, the Borrowers, each other Foreign Borrower party thereto, the financial institutions party thereto as lenders and JPMorgan Chase Bank, N.A., as Administrative Agent.

Drew Industries Inc. – Note (December 19th, 2018)

FOR VALUE RECEIVED, the undersigned (each, a "Borrower" and collectively, the "Borrowers") hereby promises to pay to BMO HARRIS BANK N.A. or registered assigns (the "Lender"), in accordance with the provisions of the Agreement (as hereinafter defined), the principal amount of each Loan from time to time made by the Lender to such Borrower under that certain Fourth Amended and Restated Credit Agreement, dated as of December 14, 2018 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the "Agreement;" the terms defined therein being used herein as therein defined), among LCI Industries, the Borrowers, each other Foreign Borrower party thereto, the financial institutions party thereto as lenders and JPMorgan Chase Bank, N.A., as Administrative Agent.

Drew Industries Inc. – Amended and Restated Note (December 19th, 2018)

FOR VALUE RECEIVED, the undersigned (each, a "Borrower" and collectively, the "Borrowers") hereby promises to pay to BANK OF AMERICA, N.A. or registered assigns (the "Lender"), in accordance with the provisions of the Agreement (as hereinafter defined), the principal amount of each Loan from time to time made by the Lender to such Borrower under that certain Fourth Amended and Restated Credit Agreement, dated as of December 14, 2018 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the "Agreement;" the terms defined therein being used herein as therein defined), among LCI Industries, the Borrowers, each other Foreign Borrower party thereto, the financial institutions party thereto as lenders and JPMorgan Chase Bank, N.A., as Administrative Agent.

Drew Industries Inc. – Amended and Restated Note (December 19th, 2018)

FOR VALUE RECEIVED, the undersigned (each, a "Borrower" and collectively, the "Borrowers") hereby promises to pay to JPMORGAN CHASE BANK, N.A. or registered assigns (the "Lender"), in accordance with the provisions of the Agreement (as hereinafter defined), the principal amount of each Loan from time to time made by the Lender to such Borrower under that certain Fourth Amended and Restated Credit Agreement, dated as of December 14, 2018 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the "Agreement;" the terms defined therein being used herein as therein defined), among LCI Industries, the Borrowers, each other Foreign Borrower party thereto, the financial institutions party thereto as lenders and JPMorgan Chase Bank, N.A., as Administrative Agent.

Drew Industries Inc. – Note (December 19th, 2018)

FOR VALUE RECEIVED, the undersigned (each, a "Borrower" and collectively, the "Borrowers") hereby promises to pay to BANK OF THE WEST or registered assigns (the "Lender"), in accordance with the provisions of the Agreement (as hereinafter defined), the principal amount of each Loan from time to time made by the Lender to such Borrower under that certain Fourth Amended and Restated Credit Agreement, dated as of December 14, 2018 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the "Agreement;" the terms defined therein being used herein as therein defined), among LCI Industries, the Borrowers, each other Foreign Borrower party thereto, the financial institutions party thereto as lenders and JPMorgan Chase Bank, N.A., as Administrative Agent.

Soleil Capital L.P. – Promissory Note (December 14th, 2018)

FOR VALUE RECEIVED, VPR Brands, LP, a Delaware limited partnership (the "Company"), hereby promises to pay to the order of Kevin Frija and Dan Hoff or registered assigns (the "Holder") on December 13th, 2019 (the "Maturity Date"), the principal amount set forth above (the "Principal Amount"), and to pay interest on the outstanding Principal Amount at the rate of Twenty Four percent (24%) per annum (the "Note"). Interest shall commence accruing on the date hereof (the "Issue Date"), computed on the basis of a 365-day year and the actual number of days elapsed, provided that any payment otherwise due on a Saturday, Sunday or legal Bank holiday may be paid on the following business day. All payments due hereunder, shall be made in lawful money of the United States of America.