EXHIBIT 4.7
PROMISSORY NOTE (SECURED)
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$3,760,000 April 30, 1997
FOR VALUE RECEIVED, the undersigned, CORINTHIAN PROPERTY GROUP, INC., a
Florida corporation ("Borrower"), promises to pay to the order of BANC ONE
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CAPITAL PARTNERS VI, LTD., an Ohio limited liability company with a principal
place of business at 000 Xxxx Xxx Xxxxxx, 00xx Xxxxx, Xxxxxxxx, Xxxx 00000
("Lender"), to the account set forth in Section 2(d) below or at such other
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place as Lender may from time to time direct, the principal sum of THREE MILLION
SEVEN HUNDRED SIXTY THOUSAND DOLLARS ($3,760,000), on or before the Maturity
Date (as defined below), together with interest thereon, all as hereinafter
provided. Interest shall be computed and accrue on the principal amount hereof
from time to time outstanding from the date advanced to the date of payment at a
rate per annum equal to the Interest Rate (as defined below).
1. Definitions. In addition to terms defined elsewhere in this Note, the
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following terms shall have the following definitions:
(a) "Accelerated Amortization" shall mean monthly payments
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(commencing on the first day of the Loan Month following the Loan Month in which
an election has been made by Lender pursuant to Section 2(b), below) of the
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remaining principal of the Loan on an amortization schedule based upon an
interest rate at the Base Rate and an assumed term of twenty-four (24) months.
(b) "Advance" shall mean an advance by Lender to Borrower in
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accordance with this Note, the Mortgages or the Loan Agreement.
(c) "Base Rate" shall mean 10.95% per annum.
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(d) "Business Day" shall mean any day other than a Saturday, Sunday
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or legal holiday on which commercial banks are authorized or required to be
closed in Columbus, Ohio.
(e) "Default Rate" shall mean a rate per annum equal to the lesser of
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(i) four percent (4%) per annum plus the Base Rate, and (ii) the Maximum Rate.
(f) "Event of Default" shall mean (i) the failure by Borrower to pay
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any installment of principal or interest under this Note within five (5) days
following the due date thereof, (ii) the failure by Borrower to pay all sums
owed to Lender under this Note and every Loan Document on or before the Maturity
Date, or (iii) the occurrence of any Event of Default under the Loan Agreement,
the Mortgages or any other Loan Document.
(g) "Dollars" and the symbol "$" shall mean lawful money of the
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United States of America.
(h) "Interest Rate" shall mean the lesser of (i) the Maximum Rate,
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and (ii) the Base Rate or the Default Rate, as applicable, from time to time in
effect hereunder.
(i) "Loan" shall mean the loan from Lender to Borrower evidenced by
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this Note and by the Loan Agreement.
(j) "Loan Agreement" shall mean that certain Loan Agreement of even
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date herewith by and between Lender and Borrower which, together with this Note,
evidences the Loan.
(k) "Loan Documents" shall have the meaning set forth in the Loan
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Agreement.
(l) "Loan Month" shall mean May, 1997 and any full calendar month
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during the term of this Note thereafter.
(m) "Maturity Date" shall mean the earliest to occur of: (i) April
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30, 2007; (ii) if Lender has made an election pursuant to Section 2(b), below,
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the date which is the last day of the month which is the twenty-fourth (24th)
Loan Month following the Loan Month in which an election has been made by Lender
pursuant to Section 2(b), below; (iii) such date as Lender may, in its
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discretion, designate in writing as the Maturity Date if the Base Rate should at
any time exceed the Maximum Rate; or (iv) the date on which the entire principal
amount evidenced by this Note and all accrued and unpaid interest thereon shall
be paid or be required to be paid in full, whether by prepayment, acceleration
or otherwise in accordance with the terms of this Note or any of the Loan
Documents.
(n) "Maximum Rate" shall mean the maximum interest rate allowed by
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applicable law in effect with respect to the Loan on the date for which a
determination of interest accrued hereunder is made and after taking into
account all fees, payments and other charges which are, under applicable law,
characterized as interest.
(o) "Mortgages" shall have the meaning set forth in the Loan
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Agreement.
(p) "Premises" shall have the meaning set forth in the Loan
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Agreement.
(q) "Prepayment Fee" shall mean an amount equal to the greater (as
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calculated by the Lender) of:
(i) The present value (discounted at the Treasury Rate as hereinafter
defined), of the excess (if any) obtained by subtracting the
effective annual compounded yield (at the time of prepayment) of
United States Treasury Issues (other than so-called "flower
bonds") with maturity dates that
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match, as closely as possible, the original Maturity Date of
April 30, 2007 (the "Treasury Rate") from the effective annual
compounded yield of this Note, multiplied by the outstanding
principal balance (at the time of prepayment) of this Note,
multiplied by the number of years (and any fraction thereof)
remaining between the date of prepayment and such original
Maturity Date (such amount shall be computed as if the amount
determined in accordance with the provisions of this subsection
were paid in equal monthly installments after the date of such
prepayment through such original Maturity Date); or
(ii) One percent (1%) of the outstanding principal balance (at the
time of prepayment) of this Note unless the provisions of Section
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4(d), below, are applicable in which case, five percent (5%) of
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the outstanding principal balance (at the time of prepayment) of
this Note.
(r) "Property" shall have the meaning set forth in the Loan
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Agreement.
(s) "Prudential Payoff" shall mean the payment in full of all
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indebtedness of Corinthian Colleges, Inc. owing to Prudential Insurance Company
pursuant to that certain Note Purchase and Revolving Credit Agreement dated as
of October l7, l996, as amended.
2. Payment of Interest and Principal.
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(a) Commencing on June 1, 1997 and on the first day of each Loan
Month thereafter, Borrower shall pay to Lender (i) interest at the Interest Rate
on the principal amount hereof then outstanding; and (ii) installments of
principal for each Loan Month in the amounts set forth on Exhibit A attached
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hereto, which monthly installments are calculated to be equal to the amount
which would be sufficient to amortize the principal balance of this Note over a
fifteen (15) year term commencing on the date hereof (or the remainder of said
term at the time of each such monthly payment), with interest accruing thereon
at the Base Rate, subject to Xxxxxx's right to elect Accelerated Amortization as
set forth in Section 2(b), below.
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(b) Anything herein to the contrary notwithstanding, in the event of
a Prudential Payoff, Lender, at its election, may accelerate the maturity of the
Loan and require the payment by Borrower of Accelerated Amortization by
providing Borrower with written notice of such election within thirty (30) days
after Xxxxxx has received notice of such Prudential Payoff. In such event, the
Maturity Date shall be the date which is the last day of the month which is the
twenty-fourth (24th) Loan Month following the Loan Month in which such election
has been made.
(c) The entire outstanding principal amount of the Loan, and all
accrued and unpaid interest thereon, shall be due and payable on the Maturity
Date. Borrower acknowledges
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and agrees that a substantial portion of the principal balance evidenced by this
Note may be outstanding and due and payable on the Maturity Date.
(d) All payments hereunder shall be made by electronic fund transfer
debit transactions of immediately available federal funds without set-off or
counterclaim and shall be made to the following account of Lender prior to l:30
p.m., Eastern Standard Time, on the date due:
Bank One, Columbus, NA
Columbus, Ohio
ABA #000000000
Banc One Capital Funding Corporation
Account #986603080
Clearing Account
Whenever any payment to be made hereunder shall be stated to be due on a date
other than a Business Day, such payment may be made on the next succeeding
Business Day, and such extension of time shall be included in the calculation of
interest on such principal. Any payments received after 2:30 p.m., Eastern
Standard Time shall be deemed received on the next Business Day and shall
include interest to such next Business Day.
(e) All interest required to be paid by Borrower hereunder shall be
calculated on the basis of a year consisting of 360 days and shall be paid in
arrears for the actual number of days elapsed, calculated as to each Advance
from and including the date the applicable period commences to, but not
including, the date such period ends.
(f) If any regular monthly installment of principal and interest
shall not be paid at the place required under this Note on or before the fifth
(5th) day following the due date thereof, Borrower shall pay to Lender a late
charge (the "Late Charge") of four cents ($0.04) for each Dollar so overdue in
order to compensate Lender for its frustration in the meeting of its financial
and loan commitments and to defray part of Lender's expenses incident to
handling such delinquent payments. This charge shall be in addition to any other
remedy Lender may have and is in addition to Xxxxxx's right to collect
reasonable fees and charges of any agents or attorneys which Xxxxxx employs in
connection with any Event of Default. To the extent that any Late Charge shall
constitute interest under applicable law, the amount thereof, together with all
other interest hereunder and under the Loan Documents, shall be expressly
limited to the Maximum Rate. Nothing herein contained shall be deemed to
constitute a waiver or modification of the due date for such installments or any
deposits required to be made hereunder or under any of the Loan Documents or the
requirement that Borrower make all payments of installments and deposits as and
when the same are due and payable. In addition, Borrower shall pay to Lender
interest at the Default Rate on (i) any part of any regular monthly installment
of principal and interest which is not paid on or before the fifth (5th) day
following the due date thereof, and (ii) any other amounts owed to Lender
hereunder or under any Loan Document which are not paid
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on or before the fifth (5th) day following the due date thereof; such interest
at the Default Rate shall be calculated from the date the payment in question
became due to the date such payment is made.
(g) If at any time the Base Rate exceeds the Maximum Rate and the
Interest Rate is reduced to the Maximum Rate, any subsequent reductions in the
Base Rate to a level which is less than the Maximum Rate shall not reduce the
Interest Rate below the Maximum Rate unless and until the total amount of the
interest accrued and actually paid on this Note equals the amount of interest
which would have been paid or accrued if the Interest Rate had at all times been
equal to the Base Rate.
(h) All agreements between Borrower and Lender, whether now existing
or hereafter arising and whether written or oral, are hereby expressly limited
so that in no contingency or event, whether by reason of acceleration of the
maturity of this Note or otherwise, shall the amount paid, or agreed to be paid
to Lender for the use, forbearance, or detention of the money to be loaned under
this Note or otherwise or for the payment or performance of any covenant or
obligation contained herein or in any other document evidencing, securing
pertaining to the Loan exceed the Maximum Rate. If from any circumstances
whatsoever fulfillment of any provision hereof or any of such other agreements
shall cause the amount paid to exceed the Maximum Rate, then ipso facto, the
amount paid to Lender shall be reduced to the Maximum Rate, and if from any such
circumstances Lender shall ever receive interest which exceeds the Maximum Rate,
such amount which would be excessive interest shall be applied to the reduction
of the principal of this Note and not to the payment of interest, or if such
excessive interest exceeds the unpaid balance of principal of this Note, such
excess shall be refunded to Borrower. All sums paid or agreed to be paid to
Lender for the use, forbearance or detention of the indebtedness of Borrower to
Lender shall, to the extent permitted by applicable law, (i) be amortized,
prorated, allocated and spread throughout the full term of such indebtedness
until payment in full, so that the actual rate of interest on account of such
indebtedness does not exceed the Maximum Rate throughout the term thereof, (ii)
be characterized as a fee, expense or charge other than interest; and (iii)
exclude any voluntary prepayments and the effects thereof. The terms and
provisions of this Subsection 2(h) shall control and supersede every other
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provision of all agreements between Lender and Borrower.
(i) Except as otherwise expressly provided in this Note, the Loan
Agreement or the Mortgages, each payment received by Lender shall be applied by
Lender to amounts outstanding under the Loan Documents in such order and
priority as Lender may elect in its sole and absolute discretion; provided,
however, that if at the time of any payment there is due and payable any portion
of the principal balance of this Note and sums not constituting repayment of
principal, then such payment shall first be allocated to sums not constituting
repayment of principal (in such order of priority as among the various
obligations constituting such sums as Lender may elect in its sole and absolute
discretion) before Lender applies such payments to the reduction of the
outstanding principal balance of this Note.
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3. Advances. The proceeds of the Loan have been advanced as follows:
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(a) On the date hereof, Xxxxxx has advanced to or for the benefit of
Borrower the sum of THREE MILLION SEVEN HUNDRED SIXTY THOUSAND DOLLARS
($3,760,000), and Borrower hereby acknowledges its receipt of said funds.
(b) Intentionally Omitted.
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4. Prepayment. Except as set forth in Article 7 of the Loan Agreement,
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the Loan may not be prepaid, in whole or in part, at any time during the term
hereof, except as expressly set forth below.
(a) Prepayment in full of the Loan is permitted at any time on or
after May 1, 2000 and prior to the Maturity Date; provided, however, that upon
any such prepayment in full which is made on or before March 3l, 2007, Borrower
shall also pay Lender the Prepayment Fee. Any prepayment in full which is made
on or after April 1, 2007 shall not be subject to the Prepayment Fee. The
Prepayment Fee is in consideration for the privilege of making such prepayment,
and shall be paid to Lender simultaneously with the making of the prepayment.
The Prepayment Fee shall not apply to (i) payments made pursuant to Subsection
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2(b) hereof, and (ii) prepayment in part or in full made pursuant to Section 2.5
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of the Mortgages or Article 6 or Section 7.l of the Loan Agreement. Any such
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prepayment permitted hereunder and made by Borrower shall be applied to the
repayment of the Loan in accordance with Subsection 2(i) of this Note; provided
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however, that any sums applied to the principal balance of this Note shall be so
applied in the inverse order of maturity.
(b) Except for prepayment in full or in part pursuant to Section 2.5
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of the Mortgages or Article 6 or Section 7.1 of the Loan Agreement, Borrower
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shall give Lender sixty (60) days prior written notice of a proposed prepayment,
which notice shall be irrevocable. Xxxxxxxx's failure to make a prepayment in
full in accordance with such a written notice from Borrower to Lender, except if
such failure is due solely to reasons beyond Borrower's control, shall
constitute an Event of Default.
(c) Any tender of payment by Borrower or any other party, except as
expressly set forth in this Section 4, shall constitute a prohibited prepayment
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hereunder.
(d) If an Event of Default shall occur, whether or not the maturity
of this Note has been accelerated, then a tender of payment by Borrower, or by
any entity on behalf of Borrower, of the amount necessary to satisfy all sums
due under this Note and the Loan Documents (including, without limitation, any
sums due on any judgment rendered in any foreclosure action, or any amounts
necessary to redeem the property subject to the Loan Documents) made at a time
prior to, during or after a judicial foreclosure or a sale pursuant to the
exercise of a power of sale of the property subject to the Loan Documents, must,
to the extent permitted by law and subject to the provisions of Subsection 2(h)
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of this Note, be accompanied
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by the Prepayment Fee. Borrower acknowledges that Xxxxxx has relied upon the
anticipated investment return under this Note in entering into this transaction
and in making commitments to third parties.
(e) Borrower acknowledges that the Prepayment Fee represents a
reasonable estimate of a fair and equitable compensation for the loss that may
be sustained by Xxxxxx due to the prepayment of the principal sum evidenced by
this Note. The Prepayment Fee shall be paid without prejudice to the right of
Lender to collect any other amounts provided to be paid under the Loan
Documents. Nothing herein contained shall constitute an agreement on the part of
Lender to accept any prepayment, other than as expressly provided in Subsection
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4(a) above.
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5. Default. Upon the occurrence of any Event of Default, the principal
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amount of the Loan, together with all accrued interest thereon and all amounts
due and payable hereunder (including the Prepayment Fee, if applicable) shall
immediately become due and payable on demand. If this Note, or any part hereof,
is not paid when due, whether by acceleration or otherwise, Borrower promises to
pay all costs of collection, including, but not limited to, reasonable
attorneys' fees and disbursements, incurred by the holder hereof on account of
such collection, whether or not suit is filed hereon. Additionally, after the
Maturity Date, the Interest Rate shall without notice immediately become the
Default Rate.
6. Notices. All notices, demands and requests required or desired to be
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given hereunder shall be in writing and shall be delivered in person, or by
overnight courier addressed as follows:
To the Borrower:
Corinthian Property Group, Inc.
0 Xxxxxx Xxxxxx
Xxxxx 000
Xxxxx Xxx, Xxxxxxxxxx 00000-0000
with a copy to:
O'Melveny & Xxxxx LLP
000 Xxxxxxx Xxxxxx Xxxxx
Xxxxx 0000
Xxxxxxx Xxxxx, Xxxxxxxxxx 00000-0000
Attn: Xxxxx X. Xxxxxxx, Esq.
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To Lender:
Banc One Capital Partners VI, Ltd.
000 Xxxx Xxx Xxxxxx, 00xx Xxxxx
Xxxxxxxx, Xxxx 00000
Attn: Xxxxxx X. Xxxxxxxxxx
with a copy to:
Banc One Capital Corporation
000 Xxxx Xxx Xxxxxx, 00xx Xxxxx
Xxxxxxxx, Xxxx 00000
Attn: Xxxxxxx X. Xxxxx, Esq.
or at such other addresses or to the attention of such other persons as may from
time to time be designated by the party to be addressed by written notice to the
other in the manner herein provided. Notices, demands and requests given in the
manner aforesaid shall be deemed sufficiently served or given for all purposes
hereunder when received or when delivery is refused or when the same are
returned to sender for failure to be called for.
7. Governing Law. This Note was negotiated in the State of Ohio, accepted
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by Xxxxxx in the State of Ohio, and the proceeds of the Loan evidenced hereby
were or are to be disbursed by Xxxxxx from the State of Ohio. Xxxxxxxx and
Xxxxxx agree that the State of Ohio has a substantial relationship to the
transaction evidenced hereby and agree that this Note and the rights and
obligations of the parties hereunder shall be governed by and construed in
accordance with the laws of the State of Ohio (without giving effect to
principles of conflicts of law).
8. Waiver. Borrower hereby (a) waives demand, presentment for payment,
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notice of nonpayment, notice of intent to accelerate, notice of acceleration,
protest, notice of protest and all other notice (except notice specifically
provided for herein or in the Loan Documents), filing of suit and diligence in
collecting this Note or enforcing any of the security for this Note, (b) agrees
to any substitution, exchange or release of any party primarily or secondarily
liable hereon, (c) agrees that Lender or any other holder hereof shall not be
required first to institute suit or exhaust its remedies hereon or to enforce
its rights under any Loan Document in order to enforce payment of this Note, (d)
consents to any extension or postponement of time of payment of this Note and to
any other indulgence with respect hereto without notice thereof to Borrower, and
(e) agrees that the failure to exercise any option or election herein provided
upon the occurrence of any default in respect hereto shall not be construed as a
waiver of the right to exercise such option or election at any later date or
upon the occurrence of a subsequent default in respect hereto.
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9. Business Purpose. Borrower represents and warrants that the proceeds
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of this Note will be used for business purposes and not for personal, family or
household purposes.
10. Severability. If any provision of this Note or any payments pursuant
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to this Note shall be invalid or unenforceable to any extent, the remainder of
this Note and any other payments hereunder shall not be affected thereby and
shall be enforceable to the greatest extent permitted by applicable law.
11. Miscellaneous.
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(a) BORROWER HEREBY WAIVES THE RIGHT TO A TRIAL BY JURY IN ANY ACTION
OR PROCEEDING BASED UPON, OR RELATED TO, THE SUBJECT MATTER OF THIS NOTE. THIS
WAIVER IS KNOWINGLY, INTENTIONALLY, AND VOLUNTARILY MADE BY XXXXXXXX, AND
BORROWER ACKNOWLEDGES THAT XXXXXX HAS NOT MADE ANY REPRESENTATIONS OF FACT TO
INDUCE THIS WAIVER OF TRIAL BY JURY OR IN ANY WAY TO MODIFY OR NULLIFY ITS
EFFECT. XXXXXXXX FURTHER ACKNOWLEDGES THAT XXXXXXXX HAS BEEN REPRESENTED (OR HAS
HAD THE OPPORTUNITY TO BE REPRESENTED) IN THE SIGNING OF THIS NOTE AND IN THE
MAKING OF THIS WAIVER BY INDEPENDENT LEGAL COUNSEL, SELECTED BY XXXXXXXX, AND
THAT XXXXXXXX HAS HAD THE OPPORTUNITY TO DISCUSS THIS WAIVER WITH COUNSEL.
(b) Borrower hereby submits to personal jurisdiction in the State of
Ohio for the enforcement of the provisions of this Note and irrevocably waives
any and all rights to object to such to such jurisdiction for the purposes of
litigation to enforce any provision of this Note. Xxxxxxxx hereby consents to
the jurisdiction of and agrees that any action, suit or proceeding to enforce
this Note may be brought in any state or federal court in the State of Ohio.
Borrower hereby irrevocably waives any objection which Borrower may have to the
laying of the venue of any such action, suit, or proceeding in any such court
and hereby further irrevocably waives any claim that any such action, suit or
proceeding brought in such a court has been brought in an inconvenient forum.
Xxxxxxxx hereby appoints the Secretary of the State of Ohio as its agent for
service of process. Borrower hereby consents that service of process in any
action, suit or proceeding may be made by service upon the aforesaid agent for
service of process, by personal service upon Borrower, or by delivery in
accordance with the notice requirements of Section 6 of this Note or in such
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other manner permitted by law.
(c) This Note shall be binding upon Borrower and its representatives,
successors and assigns.
(d) This Note may not be changed orally, but only by an agreement in
writing signed by Xxxxxxxx and Xxxxxx.
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(e) The headings used in this Note are for ease of reference only and
shall not be used to construe or interpret this Note.
(f) Xxxxxxxx agrees that the terms and conditions of this Note are
the result of negotiations between Xxxxxxxx and Xxxxxx and that this Note shall
not be construed in favor of or against any party by reason of the extent to
which any party or its professionals participated in the preparation of this
Note.
12. Limitation on Liability.
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(a) Subject to the limitations and exceptions contained in
subsections (b), (c), (d) and (e) below, neither Borrower nor any Guarantor
shall have any personal recourse liability for amounts owing under this Note or
any of the other Loan Documents and no deficiency judgment therefor shall be
enforced against Borrower or any Guarantor. Xxxxxx's recourse for such amounts
shall, subject to the limitations and exceptions contained in subsections (b),
(c), (d) and (e) below, be limited to the collateral and security provided under
the Loan Documents.
(b) A judgment may be sought, obtained, entered and enforced against
Borrower or any Guarantor to the extent necessary to preserve or enforce the
rights and remedies of Lender in, to or against the collateral and security
provided under the Loan Documents, and nothing contained in this Section 12
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shall be construed to limit, prejudice or impair the rights of Lender to enforce
its rights and remedies against any real and personal property mortgaged,
pledged, encumbered, assigned or granted to secure payment or performance under
this Note, the Loan Agreement and the other Loan Documents. Notwithstanding
anything to the contrary herein or elsewhere Lender shall, to the fullest extent
permitted by law, be entitled to injunctive relief and to specific performance.
(c) Anything contained herein or elsewhere to the contrary
notwithstanding, Borrower or any Guarantor shall be liable to Lender, without
limitation, for Xxxxxx's harm, loss (including lost interest and principal on
the Loan), damage, costs and expenses (including Xxxxxx's reasonable attorneys'
fees and collection costs) arising out of or in connection with any of the
following circumstances:
1) any misapplication or misappropriation of any insurance or
condemnation proceeds;
2) revenues collected after an Event of Default has occurred and not
properly applied to the Loan or normal operating expenses of the
Properties;
3) any waste respecting all or any part of any Property or any other
collateral;
4) real estate taxes or Impositions, if any, and insurance premiums
with respect to any Property;
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5) fraud in connection with the Loan or any Loan Document;
6) any material breach of any representation or warranty made in
connection with the Loan known by Borrower or any Guarantor to
have been false when made, or deemed made specifically including
any material misrepresentation or inaccuracy contained in any
financial statement or other document provided to Lender pursuant
to Section 4.1.J of the Loan Agreement known by Borrower or any
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Guarantor to have been false or inaccurate when provided;
7) any costs incurred in order to bring any Premises into compliance
with the accessibility provisions of the Fair Housing Act of 1988
and the Americans with Disabilities Act unless and to the extent
the Premises were not in compliance with such provisions as of
the date hereof;
8) rents collected more than one month in advance;
9) any destruction of any Property or any part thereof in or from an
uninsured or underinsured casualty for which Borrower was
required to obtain insurance under the Loan Agreement; or
10) any breach of any of the terms and provisions of Section 2.10
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(Environmental Matters) of any Mortgage.
(d) In the event of any filing by Borrower of any voluntary petition
under the Bankruptcy Code, or the taking by Borrower of any comparable action
under any federal or state law; or the filing of any involuntary petition under
the Bankruptcy Code against Borrower or the taking of comparable action under
any federal or state law against Borrower by any affiliate of Borrower the Loan
shall become fully recourse.
(e) Nothing contained in this Section 12 shall be construed to
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release Borrower or any Loan Party (as defined in the Loan Agreement) from
liability under the indemnifications contained in Section 2.10 (Environmental
------------
Matters) of any Mortgage, in the Limited Guaranty and in the Environmental
Indemnity (each as defined in the Loan Agreement).
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IN WITNESS WHEREOF, the undersigned has caused this Note to be executed
under seal by its duly authorized representative as of the date and year first
above written.
Corinthian Property Group, Inc.,
a Florida corporation
By: /s/ Xxxxx X. XxXxxx
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Name: XXXXX X. XXXXXX
-----------------------------------
Title: VP & TREASURER
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EXHIBIT A
BOCP VI Loan Amortization Schedule
NAME: CORINTHIAN COLLEGES, INC.
LOAN AMOUNT $3,760,000.00 INTEREST RATE: 10.95% PAYMENT AMOUNT: $ 42,618.07
PAYMENT BEGINS: 01-JUN-97 MATURITY DATE: 30-APR-07 INTEREST BASIS 360 ACTUAL
AMORTIZATION PERIOD 15 360 ACTUAL
PRINCIPAL TOTAL TOTAL INTEREST
PAYMENT DUE DATES INTEREST PRINCIPAL BALANCE INTEREST PRINCIPAL PER DIEM DAYS/MTH
----------------- -------- --------- ------- -------- --------- --------- --------
01-JUN-97 $ 34,310.00 8,308.07 $3,751,691.93 $ 34,310.00 $ 8,308.07 $1,143.67 30
JULY 34,234.19 8,383.88 3,743,308.06 68,544.19 16,691.94 1,141.14 30
AUGUST 34,157.69 8,460.38 3,734,847.68 102,701.87 25,152.32 1,138.59 30
SEPTEMBER 34,080.49 8,537.58 3,726,310.09 136,782.36 33,689.91 1,136.02 30
OCTOBER 34,002.58 8,615.49 3,717,694.61 170,784.94 42,305.39 1,133.42 30
NOVEMBER 33,923.96 8,694.10 3,709,000.51 204,708.90 50,999.49 1,130.80 30
DECEMBER 33,844.63 8,773.44 3,700,227.07 238,553.53 59,772.93 1,128.15 30
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238,553.53 59,772.93
298,326.46
01-JAN-98 33,764.57 8,853.49 3,691,373.57 272,318.10 68,626.43 1,125.49 30
FEBRUARY 33,683.78 8,934.28 3,682,439.29 306,001.89 77,560.71 1,122.79 30
MARCH 33,602.26 9,015.81 3,673,423.48 339,604.15 86,576.52 1,120.08 30
APRIL 33,519.99 9,098.08 3,664,325.41 373,124.14 95,674.59 1,117.33 30
MAY 33,436.97 9,181.10 3,655,144.31 406,561.11 104,855.69 1,114.57 30
JUNE 33,353.19 9,264.87 3,645,879.44 439,914.30 114,120.56 1,111.77 30
JULY 33,268.65 9,349.42 3,636,530.02 473,182.95 123,469.98 1,108.95 30
AUGUST 33,183.34 9,434.73 3,627,095.29 506,366.28 132,904.71 1,106.11 30
SEPTEMBER 33,097.24 9,520.82 3,617,574.47 539,463.53 142,425.53 1,103.24 30
OCTOBER 33,010.37 9,607.70 3,607,966.77 572,473.90 152,033.23 1,100.35 30
NOVEMBER 32,922.70 9,695.37 3,598,271.40 605,396.59 161,728.60 1,097.42 30
DECEMBER 32,834.23 9,783.84 3,588,487.56 638,230.82 171,512.44 1,094.47 30
----------- ----------
399,677.29 111,739.51
511,416.80
01-JAN-99 32,744.95 9,873.12 3,578,614.44 670,975.77 181,385.56 1,091.50 30
FEBRUARY 32,654.86 9,963.21 3,568,651.23 703,630.62 191,348.77 1,088.50 30
MARCH 32,563.94 10,054.12 3,558,597.11 736,194.57 201,402.89 1,085.46 30
APRIL 32,472.20 10,145.87 3,548,451.24 768,666.77 211,548.76 1,082.41 30
MAY 32,379.62 10,238.45 3,538,212.79 801,046.38 221,787.21 1,079.32 30
JUNE 32,286.19 10,331.87 3,527,880.92 833,332.57 232,119.08 1,076.21 30
JULY 32,191.91 10,426.15 3,517,454.76 865,524.49 242,545.24 1,073.06 30
AUGUST 32,096.77 10,521.29 3,506,933.47 897,621.26 253,066.53 1,069.89 30
SEPTEMBER 32,000.77 10,617.30 3,496,316.18 929,622.03 263,683.82 1,066.69 30
OCTOBER 31,903.89 10,714.18 3,485,601.99 961,525.92 274,398.81 1,063.46 30
NOVEMBER 31,806.12 10,811.95 3,474,790.05 993,332.83 285,209.95 1,060.20 30
DECEMBER 31,707.46 10,910.61 3,463,879.45 1,025,039.49 296,120.56 1,056.92 30
----------- ----------
386,808.67 124,608.12
511,416.80
PRINCIPAL TOTAL TOTAL INTEREST
PAYMENT DUE DATES INTEREST PRINCIPAL BALANCE INTEREST PRINCIPAL PER DIEM DAYS/MTH
----------------- -------- --------- ------- -------- --------- -------- --------
01-JAN-00 31,607.90 11,010.17 3,452,869.28 1,056,647.39 307,130.73 1,053.60 30
FEBRUARY 31,507.43 11,110.63 3,441,758.65 1,088,154.83 318,241.36 1,050.25 30
MARCH 31,406.05 11,212.02 3,430,546.63 1,119,560.87 329,453.38 1,046.87 30
APRIL 31,303.74 11,314.33 3,419,232.30 1,150,864.61 340,767.71 1,043.46 30
MAY 31,200.49 11,417.57 3,407,814.73 1,182,065.11 352,185.28 1,040.02 30
JUNE 31,096.31 11,521.76 3,396,292.97 1,213,161.42 363,707.04 1,036.54 30
JULY 30,991.17 11,626.89 3,384,666.08 1,244,152.59 375,333.93 1,033.04 30
AUGUST 30,885.06 11,732.99 3,372,933.09 1,275,037.67 387,066.92 1,029.50 30
SEPTEMBER 30,778.01 11,840.05 3,361,093.04 1,305,815.68 398,906.97 1,025.93 30
OCTOBER 30,669.97 11,948.09 3,349,144.95 1,336,485.65 410,855.06 1,022.33 30
NOVEMBER 30,560.95 12,057.12 3,337,087.83 1,367,046.60 422,912.18 1,018.70 30
DECEMBER 30,450.93 12,167.14 3,324,920.69 1,397,497.53 435,079.32 1,015.03 30
---------- ----------
372,458.04 138,958.76
511,416.80
01-JAN-01 30,339.90 12,278.16 3,312,642.52 1,427,837.43 447,357.49 1,011.33 30
FEBRUARY 30,227.86 12,390.20 3,300,252.32 1,458,065.29 459,747.69 1,007.60 30
MARCH 30,114.80 12,503.26 3,287,749.06 1,488,180.10 472,250.95 1,003.83 30
APRIL 30,000.71 12,617.36 3,275,131.70 1,518,180.81 484,868.31 1,000.02 30
MAY 29,885.58 12,732.49 3,262,399.21 1,548,066.38 497,600 80 996.19 30
JUNE 29,769.39 12,848.67 3,249,550.54 1,577,835.78 510,449.47 992.31 30
JULY 29,652.15 12,965.92 3,236,584.62 1,607,487.92 523,415.39 988.40 30
AUGUST 29,533.83 13,084.23 3,223,500.39 1,637,021.76 536,499.62 984.46 30
SEPTEMBER 29,414.44 13,203.63 3,210,296.76 1,666,436.20 549,703.25 980.48 30
OCTOBER 29,293.96 13,324.11 3,196,972.66 1,695,730.16 563,027.35 976.47 30
NOVEMBER 29,172.38 13,445.69 3,183,526.96 1,724,902.53 576,473.05 972.41 30
DECEMBER 29,049.68 13,568.38 3,169,958.58 1,753,952.22 590,041.43 968.32 30
---------- -----------
356,454.69 154,962.11
511,416.80
01-JAN-02 28,925.87 13,692.19 3,156,266.39 1,782,878.09 603,733.62 964.20 30
FEBRUARY 28,800.93 13,817.14 3,142,449.25 1,811,679.02 617,550.76 960.03 30
MARCH 28,674.85 13,943.22 3,128,506.04 1,840,353.87 631,493.97 955.83 30
APRIL 28,547.62 14,070.45 3,114,435.59 1,868,901.49 645,564.42 951.59 30
MAY 28,419.22 14,198.84 3,100,236.75 1,897,320.71 659,763.26 947.31 30
JUNE 28,289.66 14,328.41 3,085,908.34 1,925,610.37 674,091.67 942.99 30
JULY 28,158.91 14,459.15 3,071,449.19 1,953,769.29 688,550.82 938.63 30
AUGUST 28,026.97 14,591.09 3,056,858.09 1,981,796.26 703,141.92 934.23 30
SEPTEMBER 27,893.83 14,724.24 3,042,133.86 2,009,690.09 717,866.15 929.79 30
OCTOBER 27,759.47 14,858.59 3,027,275.26 2,037,449.56 732,724.75 925.32 30
NOVEMBER 27,623.89 14,994.18 3,012,281.08 2,065,073.45 747,718.93 920.80 30
DECEMBER 27,487.06 15,131.00 2,997,150.08 2,092,560.51 762,849.93 916.24 30
---------- ----------
338,608.30 172,808.50
511,416.80
PRINCIPAL TOTAL TOTAL INTEREST
PAYMENT DUE DATES INTEREST PRINCIPAL BALANCE INTEREST PRINCIPAL PER DIEM DAYS/MTH
----------------- -------- --------- ------- -------- --------- -------- --------
01-JAN-03 27,348.99 15,269.07 2,981,881.81 2,119,909.51 778,119.00 911.63 30
FEBRUARY 27,209.66 15,408.40 2,966,472.61 2,147,119.17 793,527.40 906.99 30
MARCH 27,069.06 15,549.O0 2,950,923.60 2,174,188.23 809,076.41 902.30 30
APRIL 26,927.18 15,690.89 2,935,232.72 2,201,115.41 824,767.29 897.57 30
MAY 26,784.00 15,834.07 2,919,398.65 2,227,899.41 840,601.36 892.80 30
JUNE 26,639.51 15,978.55 2,903,420.10 2,254,538.92 856,579.91 887.98 30
JULY 26,493.71 16,124.36 2,887,295.74 2,281,032.63 872,704.27 883.12 30
AUGUST 26,346.57 16,271.49 2,871,024.24 2,307,379.20 888,975.77 878.22 30
SEPTEMBER 26,198.10 16,419.97 2,854,684.27 2,333,577.30 905,395.74 873.27 30
OCTOBER 26,048.26 16,569.80 2,838,034.47 2,359,625.57 921,965.54 868.28 30
NOVEMBER 25,897.06 16,721.00 2,821,313.47 2,385,522.63 938,686.54 863.24 30
DECEMBER 25 744.49 16,873.58 2,804,439.89 2,411,267.12 955,560.12 858.15 30
---------- ---------
318,706.60 192,710.19
511,416.80
01-JAN-04 25,590.51 17,027.55 2,787,412.34 2,436,857.63 972,587.67 853.02 30
FEBRUARY 25,435.14 17,182.93 2,770,229.41 2,462,292.77 989,770.60 847.84 30
MARCH 25,278.34 17,339.72 2,752,889.69 2,487,571.11 1,007,110.32 842.61 30
APRIL 25,120.12 17,497.95 2,735,391.74 2,512,691.23 1,024,608.27 837.34 30
MAY 24,960.45 17,657.62 2,717,734.12 2,537,651.68 1,042,265.89 832.01 30
JUNE 24,799.32 17,818.74 2,699,915.38 2,562,451.00 1,060,084.63 826.64 30
JULY 24,636.73 17,981.34 2,681,934.04 2,587,087.73 1,078,065.97 821.22 30
AUGUST 24,472.65 18,145.42 2,663,788.62 2,611,560.38 1,096,211.39 815.75 30
SEPTEMBER 24,307.07 18,311.00 2,645,477.63 2,635,867.45 1,114,522.38 810.24 30
OCTOBER 24,139.98 18,478.08 2,626,999.54 2,660,007.43 1,133,000.47 804.67 30
NOVEMBER 23,971.37 18,646.70 2,608,352.85 2,683,978.80 1,151,647.16 799.05 30
DECEMBER 23 801.22 18,816.85 2,589,536.80 2,707,780.02 1,170,464.01 793.37 30
--------- ---------
296,512.91 214,903.89
511,416.80
01-JAN-05 23,629.52 18,988.55 2,570,547.45 2,731,409.54 1,189,452.56 787.65 30
FEBRUARY 23,456.25 19,161.82 2,551,385.63 2,754,865.78 1,208,614.38 781.87 30
MARCH 23,281.39 19,336.67 2,532,048.96 2,778,147.18 1,227,951.05 776.05 30
APRIL 23,104.95 19,513.12 2,512,535.84 2,801,252.13 1,247,464.17 770.16 30
MAY 22,926.89 19,691.18 2,492,844.66 2,824,179.81 1,267,155.35 764.23 30
JUNE 22,747.21 19,870.86 2,472,973.80 2,846,926.22 1,287,026.21 758.24 30
JULY 22,565.89 20,052.18 2,452,921.62 2,869,492.11 1,307,078.39 752.20 30
AUGUST 22,382.91 20,235.16 2,432,686.47 2,891,875.02 1,327,313.54 746.10 30
SEPTEMBER 22,198.26 20,419.80 2,412,266.66 2,914,073.28 1,347,733.35 739.94 30
OCTOBER 22,011.93 20,606.13 2,391,660.53 2,936,085.22 1,368,339.48 733.73 30
NOVEMBER 21,823.90 20,794.16 2,370,866.37 2,957,909.12 1,389,133.64 727.46 30
DECEMBER 21,634.16 20.983.91 2,349,882.46 2,979,543.27 1,410,117.55 721.14 30
--------- ---------
271,763.25 239,653.54
511,416.80
PRINCIPAL TOTAL TOTAL INTEREST
PAYMENT DUE DATES INTEREST PRINCIPAL BALANCE INTEREST PRINCIPAL PER DIEM DAYS/MTH
----------------- -------- --------- ------- -------- --------- -------- --------
01-JAN-06 21,442.68 21,175.39 2,328,707.07 3,000,985.95 1,431,292.94 714.76 30
FEBRUARY 21,249.45 21,368.61 2,307,338.45 3,022,235.40 1,452,661.56 708.32 30
MARCH 21,054.46 21,563.60 2,285,774.85 3,043,289.87 1,474,225.16 701.82 30
APRIL 20,857.70 21,760.37 2,264,014.48 3,064,147.56 1,495,985.53 695.26 30
MAY 20,659.13 21,958.93 2,242,055.55 3,084,806.69 1,517,944.46 688.64 30
JUNE 20,458.76 22,159.31 2,219,896.24 3,105,265.45 1,540,103.77 681.96 30
JULY 20,256.55 22,361.51 2,197,534.72 3,125,522.00 1,562,465.29 675.22 30
AUGUST 20,052.50 22,565.56 2,174,969.16 3,145,574.51 1,585,030.85 668.42 30
SEPTEMBER 19,846.59 22,771.47 2,152,197.69 3,165,421.10 1,607,802.32 661.55 30
OCTOBER 19,638.80 22,979.26 2,129,218.43 3,185,059.91 1,630,781.58 654.63 30
NOVEMBER 19,429.12 23,188.95 2,106,029.48 3,204,489.02 1,653,970.53 647.64 30
DECEMBER 19,217.52 23,400.55 2,082,628.93 3,223,706.54 1,677,371.08 640.58 30
---------- ---------
244,163.27 267,253.53
511,416.80
01-JAN-07 19,003.99 23,614.08 2,059,014.85 3,242,710.53 1,700,985.16 633.47 30
FEBRUARY 18,788.51 23,829.56 2,035,185.30 3,261,499.04 1,724,814.71 626.28 30
MARCH 18,571.07 24,047.00 2,011,138.30 3,280,070.11 1,748,861.71 619.04 30
APRIL 18,351.64 24,266.43 1,986,871.87 3,298,421.75 1,773,128.14 611.72 30
30-APR-07 18,130.21 1,986,871.87 0.00 3,316,551.95 3,760,000.00 604.34
------------- --------------
$ 92,845.41 $ 2,082,628.93
$ 2,175,474.34
GRAND TOTALS: $3,316,551.95 $ 3,760,000.00
