Senior Subordinated Secured Promissory Note Sample Contracts

Form of 12% Senior Subordinated Secured Promissory Note Issued by the Company to Costa Brava Senior Subordinated Promissory Note (March 21st, 2011)

FOR VALUE RECEIVED, IRVINE SENSORS CORPORATION, a Delaware corporation (the Company), hereby promises to pay to Costa Brava Partnership III L.P. or its registered assigns (Holder) the amount set out above opposite the caption the Principal (as such amount may be increased or reduced from time to time pursuant to the terms hereof, whether through the payment of PIK Interest (as defined below) or through redemption or otherwise, the Principal) when due, whether upon the Maturity Date (as defined below), acceleration, redemption or otherwise (in each case, in accordance with the terms hereof) and to pay Interest (as defined below) on the outstanding Principal at the rates, in the manner and at the times set forth herein. This Senior Subordinated Promissory Note (including all Senior Subordinated Promissory Notes issued in exchange, transfer or replacement hereof, this Note) is one of an issue of Senior Subordinated Promissory Notes, each on substantially the same terms as this Note, in an

DecisionPoint Systems, Inc. – Contract (December 21st, 2009)

THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM THE REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), AND ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO (I) AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR (II) PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS IN WHICH DECISIONOPINT SYSTEMS, INC. HAS RECEIVED AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO IT THAT SUCH TRANSFER MAY LAWFULLY BE MADE.

Voting Agreement (July 28th, 2009)

VOTING AGREEMENT, dated as of July 27, 2009 (this Agreement), by and among CORVINA HOLDINGS LIMITED, a British Virgin Islands company (Corvina), CORTAIRE LIMITED, a British Virgin Islands company (Cortaire; each of Corvina and Cortaire a Stockholder and collectively the "Stockholders), and Sprint Nextel Corporation, a Kansas corporation (Parent).

Compliance Systems Corporation 18% Senior Subordinated Secured Promissory Note (June 30th, 2009)

For Value Received, the undersigned, Compliance Systems Corporation (together with its successors and assigns, "Borrower"), a Nevada corporation, hereby promises to pay to Barry M. Brookstein, an individual residing in the State of New York ("Lender"), the principal sum of $50,000.00, together with interest as set forth below. This 18% Senior Subordinated Secured Promissory Note (this "Note") is issued (a) pursuant to, and is the "New Note" referred to, in that certain Promissory Note Exchange Agreement, dated June 24, 2009 (the "Note Exchange Agreement"), between Borrower and Lender, and (b) in connection with, and is the "New Note" referred to in, that certain Security Agreement, dated June 24, 2009 (the "Security Agreement"), between Borrower and Lender. This Note is made subject to the terms and conditions of the Security Agreement as if set forth in full in this Note.

Compliance Systems Corporation 18% Senior Subordinated Secured Promissory Note (June 30th, 2009)

For Value Received, the undersigned, Compliance Systems Corporation (together with its successors and assigns, "Borrower"), a Nevada corporation, hereby promises to pay to Henry A. Ponzio, an individual residing in the State of Connecticut ("Lender"), the principal sum of $150,000.00, together with interest as set forth below. This 18% Senior Subordinated Secured Promissory Note (this "Note") is issued (a) pursuant to, and is the "New Note" referred to, in that certain Promissory Note Exchange Agreement, dated June 24, 2009 (the "Note Exchange Agreement"), between Borrower and Lender, and (b) in connection with, and is the "New Note" referred to in, that certain Security Agreement, dated June 24, 2009 (the "Security Agreement"), between Borrower and Lender. This Note is made subject to the terms and conditions of the Security Agreement as if set forth in full in this Note.

Palm Harbor Homes, Inc. Senior Subordinated Secured Promissory Note (May 1st, 2009)

FOR VALUE RECEIVED, PALM HARBOR HOMES, INC., a Florida corporation (Maker), promises to pay to the order of THE ESTATE OF LEROY POSEY, DECEASED (together with any subsequent holder of this Note, Payee), at 15303 Dallas Parkway, Suite 999, Addison, Texas 75001 or such other place as Payee may from time to time designate in writing to Maker, the original principal sum of SEVEN HUNDRED FIFTY THOUSAND and No/100 Dollars ($750,000.00) (or the unpaid principal balance of all principal advanced against this Note, if that amount is less), together with interest on the unpaid principal balance outstanding from time to time as described in the following sentence. Interest on the amount of each advance against this Note shall be computed on the amount of that advance from the date it is made at a fluctuating rate of the lesser of (a) the Maximum Lawful Rate (as defined herein) or (b) the 3 Month LIBOR Rate plus two percent (2%). The 3 Month LIBOR Rate shall mean LIBOR for 3 months quoted in the m

Palm Harbor Homes, Inc. Senior Subordinated Secured Promissory Note (May 1st, 2009)

FOR VALUE RECEIVED, PALM HARBOR HOMES, INC., a Florida corporation (Maker), promises to pay to the order of SALLY POSEY (together with any subsequent holder of this Note, Payee), at 17427 Club Hill Drive, Dallas, Texas 75248 or such other place as Payee may from time to time designate in writing to Maker, the original principal sum of SEVEN HUNDRED FIFTY THOUSAND and No/100 Dollars ($750,000.00) (or the unpaid principal balance of all principal advanced against this Note, if that amount is less), together with interest on the unpaid principal balance outstanding from time to time as described in the following sentence. Interest on the amount of each advance against this Note shall be computed on the amount of that advance from the date it is made at a fluctuating rate of the lesser of (a) the Maximum Lawful Rate (as defined herein) or (b) the 3 Month LIBOR Rate plus two percent (2%). The 3 Month LIBOR Rate shall mean LIBOR for 3 months quoted in the most recently published issue of The

Palm Harbor Homes, Inc. Senior Subordinated Secured Promissory Note (May 1st, 2009)

FOR VALUE RECEIVED, PALM HARBOR HOMES, INC., a Florida corporation (Maker), promises to pay to the order of CAPITAL SOUTHWEST VENTURE CORPORATION (together with any subsequent holder of this Note, Payee), at 12900 Preston Road, Suite 700, Dallas, Texas 75230 or such other place as Payee may from time to time designate in writing to Maker, the original principal sum of THREE MILLION and No/100 Dollars ($3,000,000.00) (or the unpaid principal balance of all principal advanced against this Note, if that amount is less), together with interest on the unpaid principal balance outstanding from time to time as described in the following sentence. Interest on the amount of each advance against this Note shall be computed on the amount of that advance from the date it is made at a fluctuating rate of the lesser of (a) the Maximum Lawful Rate (as defined herein) or (b) the 3 Month LIBOR Rate plus two percent (2%). The 3 Month LIBOR Rate shall mean LIBOR for 3 months quoted in the most recently p

Cardium Therapeutics – This Note Has Not Been Registered Under the Securities Act of 1933, as Amended, or the Securities Laws of Any State, and May Not Be Sold, Pledged, or Otherwise Transferred in the Absence of Registration Thereunder or an Exemption Therefrom. Form of Senior Subordinated Secured Promissory Note (March 5th, 2009)

FOR VALUE RECEIVED, CARDIUM THERAPEUTICS, INC., INNERCOOL THERAPIES, INC. AND TISSUE REPAIR COMPANY, each Delaware corporations (individually a Borrower and collectively, the Borrowers), jointly and severally promise to pay to the order of ________________________, or its registered assigns (Holder), the principal sum of ___________________ dollars ($__________) with interest on the outstanding principal amount at a rate of twelve percent (12%) per annum (computed on the basis of actual calendar days elapsed and a year of 365 days) or, if less, at the highest rate of interest then permitted under applicable law; provided, however, upon any nonpayment of any principal hereof, such unpaid amount shall bear interest from the date of nonpayment until such amount is paid in full at eighteen percent (18%) per annum (computed on the basis of actual calendar days elapsed and a year of 365 days) or, if less, at the highest rate permitted by applicable law (the Default Rate). Interest shall comm

Glu Mobile – Contract (December 30th, 2008)

This instrument and the rights and obligations evidenced hereby are subordinated in the manner and to the extent set forth in that certain Subordination and Intercreditor Agreement (the Subordination Agreement) dated as of December 29, 2008 by and among Wang Xin, as representative for the creditors set forth on Exhibit A thereto, Glu Mobile Inc., a Delaware corporation (the Company), certain direct and indirect subsidiaries of Borrower from time to time party thereto, and Silicon Valley Bank, a California banking corporation (the Senior Lender),to the indebtedness (including interest) owed by the Company pursuant to that certain Amended and Restated Loan and Security Agreement dated as of December 29, 2008 among the Company, certain affiliates of the Company, and the Senior Lender, and as such Loan and Security Agreement has been and hereafter may be amended, supplemented or otherwise modified from time to time in accordance with such Subordination Agreement, and to indebtedness refina

Senior Subordinated Secured Promissory Note (August 6th, 2008)

This Senior Subordinated Secured Promissory Note (this "Note") is being delivered pursuant to that certain Asset Purchase Agreement (the "Purchase Agreement"), dated as of August 1, 2008, by and between ITEX Corporation, a Nevada corporation ("Maker") and The Intagio Group, Inc., a Delaware corporation ("Intagio"). This Note is being issued as a non-negotiable senior subordinated secured obligation of Maker and ranks senior to all of Maker's other obligations, whether now existing or hereinafter incurred or created, except that this Note is subordinated to the Bank Debt (as defined in Section 2 hereof) as set forth herein. The payment of all amounts due under this Note, including interest accrued thereon, is secured pursuant to the terms of that certain Security Agreement, dated as of the date hereof, by and between Maker and Intagio (the "Security Agreement"). Capita

Immediatek – Agreement for Project Staffing Services Between Immediatek, Inc. & Hdnet Fights, Inc. (March 3rd, 2008)

THIS AGREEMENT FOR PROJECT STAFFING SERVICES (the Agreement) is entered into by and between Immediatek, Inc. (Consultant) and HDNet Fights, Inc., 320 S. Walton Street, Dallas, TX 75226 (Client).

Senior Subordinated Secured Promissory Note (July 30th, 2007)

This Senior Subordinated Secured Promissory Note (this "Note") is being delivered pursuant to that certain Asset Purchase Agreement (the "Purchase Agreement"), dated as of July 25, 2007, by and between ITEX Corporation, a Nevada corporation ("Maker") and The Intagio Group, Inc., a Delaware corporation ("Intagio"). This Note is being issued as a non-negotiable senior subordinated secured obligation of Maker and ranks senior to all of Maker's other obligations, whether now existing or hereinafter incurred or created, except that this Note is subordinated to the Bank Debt (as defined in Section 2 hereof) as set forth herein. The payment of all amounts due under this Note, including interest accrued thereon, is secured pursuant to the terms of that certain Security Agreement, dated as of the date hereof, by and between Maker and Intagio (the "Security Agreement"). Capital

Major Automotive Companies – Senior Subordinated Secured Promissory Note (February 8th, 2006)
Senior Subordinated Secured Promissory Note (July 6th, 2005)

This Senior Subordinated Secured Promissory Note (this Note) is one of a series of notes (collectively, the Merger Notes) that is being delivered pursuant to that certain Agreement and Plan of Merger (the Merger Agreement),dated as of June 30, 2005, by and among ITEX Corporation, a Nevada corporation (Maker), BXI Exchange, Inc., BXI Acquisition Sub, Inc., and The Intagio Group, Inc. (the Stockholders Representative). The Merger Notes are being issued as non-negotiable senior subordinated secured obligations of Maker and rank senior to all of Makers other obligations, whether now existing or hereinafter incurred or created, except that the Merger Notes are subordinated to the Bank Debt (as defined in Section 2 hereof) as set forth herein. This Note ranks pari passu with the other Merger Notes in all respects. The payment of all amounts due under this Note, including interest accrued thereon, is secured pursuant to the terms of that certain Security Agreement, dated as of June 30, 200

Impco Technologies – SECURITIES PURCHASE AGREEMENT by and Between IMPCO TECHNOLOGIES, INC. And BISON CAPITAL STRUCTURED EQUITY PARTNERS, LLC Senior Subordinated Secured Promissory Note Due July 18, 2007 Warrant to Purchase Shares of Common Stock (July 29th, 2003)

SECURITIES PURCHASE AGREEMENT, dated as of July 18, 2003, by and between IMPCO TECHNOLOGIES, INC., a Delaware corporation (the Company), and BISON CAPITAL STRUCTURED EQUITY PARTNERS, LLC, a Delaware limited liability company (Bison Capital or Purchaser).

Major Automotive Companies – Senior Subordinated Secured Promissory Note (December 21st, 2000)
Senior Subordinated Secured Promissory Note (April 9th, 1999)
Senior Subordinated Secured Promissory Note (April 9th, 1999)
Senior Subordinated Secured Promissory Note (April 9th, 1999)
New Image Industries – Contract (June 18th, 1996)