Promissory Note - Cerner Corp. and Jack A. Newman Jr.
PROMISSORY NOTE
March 12, 1996 $100,000.00
For value received, the undersigned promises to pay to the
order of Cerner Corporation, a Delaware corporation
("Cerner") the sum of One Hundred Thousand Dollars
($100,000.00), payable in five equal annual installments,
each in the amount of Twenty Thousand Dollars ($20,000.00),
the first installment payable on December 30, 2000 and each
succeeding installment due on the following four
anniversaries thereof. No interest shall be payable with
respect to this Promissory Note.
Payment of this Promissory Note shall be made at the
office of Cerner at 2800 Rockcreek Parkway, Kansas City,
Missouri, or at such other place within the State of
Missouri as Cerner may designate in writing to the
undersigned, in United States Dollars.
In the event that the undersigned shall fail to make any
payment hereunder when due, Cerner may, without notice to
the undersigned, declare this Promissory Note in default and
the entire unpaid amount of this Promissory Note shall be
immediately due and payable in full; provided, however, that
this Promissory Note shall be nonrecourse to the undersigned
and the undersigned shall not be personally liable to pay to
Cerner any amounts due to Cerner hereunder, but Cerner shall
look solely to the collateral held by Cerner as security for
this Promissory Note.
The undersigned hereby pledges and grants to Cerner a
security interest in _______ shares of Common Stock of
Cerner represented by certificate no. ________, and any
additional shares of Cerner Common Stock or other securities
or property that the undersigned shall be entitled to
receive as a result of being the owner of any of such Cerner
Common Stock or other securities or property, as security
for all of the obligations of the undersigned under this
Promissory Note or deliver to Cerner any such additional
Cerner Common Stock or other securities or property, as
security for all of the obligations of the undersigned under
this Promissory Note or otherwise to Cerner. The
undersigned has delivered to Cerner such certificate no.
________ and agrees to deliver to Cerner any such additional
Cerner Common Stock or other securities or property, all to
be held by Cerner as provided for hereunder. In the event
that this Promissory Note shall become payable in full as
set forth in the immediately preceding paragraph or the
undersigned shall be default in payment of any of such other
obligations of the undersigned to Cerner. Cerner shall have
all of the rights and remedies of a secured party under the
Uniform Commercial Code as in effect in the State of
Missouri, including the right to sell any of the collateral
held by Cerner hereunder and apply the proceeds thereof
first to the costs and expenses incurred by Cerner in
exercising its rights hereunder and then to the amount
secured by the collateral. Any surplus shall continue to be
held by Cerner hereunder if there remain outstanding any
obligations of the undersigned to Cerner secured by such
collateral.
The undersigned waives any and all notices, demands or
other indulgences or rights granted by law in connection
with the collection hereof by Cerner.
In witness whereof, the undersigned has executed this
Promissory Note as of the day and year first above written.
/s/Jack A. Newman, Jr.
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Jack A. Newman, Jr.