Promissory Note - EarthShell Container Corp. and E. Khashoggi Industries
DEMAND PROMISSORY NOTE
$32,060,887 December 31, 1997
FOR VALUE RECEIVED AND FOR THE PURPOSE OF CONSOLIDATING THE INDEBTEDNESS LISTED
ON THE ATTACHED EXHIBIT B, the undersigned promises to pay to E. Khashoggi
Industries or order, the principal amount of Thirty-two Million Sixty
Thousand Eight Hundred Eighty-seven Dollars ($32,060,887), together with
interest from date hereof at the initial rate of Eight and One-Half percent
(8.50%) per annum which represents the Prime Rate (as defined below) on
September 30, 1997, on the unpaid balance, payable in lawful money of the
United States of America at the office of E. Khashoggi Industries without
defalcation or discount. The interest rate shall be adjusted to the Prime
Rate in effect on the first day of each calendar quarter (January 1, April 1,
July 1 and October 1) commencing January 1, 1998. The term "Prime Rate" means
the highest "Prime Rate" as published in the Wall Street Journal's "Money
Rates" table, which is described as the base rate on the corporate loans at
large US money center banks. Interest shall be compounded quarterly and paid
at the last day of each calendar quarter commencing on December 31, 1997. The
unpaid principal balance, and any accrued but unpaid interest, shall be
payable upon demand and in all events shall be due and payable on December
31, 2000. Any Interest not paid when due shall be added to the principal
balance. Unless otherwise provided herein, all payments hereunder shall be
applied first to accrued interest and the balance to the reduction of
principal. Any portion of principal or interest not paid when due shall
continue to bear interest as stipulated above until paid.
In case of default in the payment of principal or interest hereunder,
proceedings may at once be instituted for the recovery of the same, and the
undersigned agrees to pay all costs of such proceedings and any other costs
of collection, including reasonable attorney's fees.
The undersigned may pay this Note in part or in full without penalty.
The undersigned severally waive presentment, protest and demand; and waive
notice of protest, demand and of dishonor and non-payment of this Note, and
expressly agrees that this Note, or any payment thereunder, may be extended
from time to time without in any way effecting the liability of the
undersigned.
Upon due execution and delivery of this Note, E. Khashoggi Industries will
deliver to the undersigned any promissory notes or other written obligations
evidencing the indebtedness listed in the attached Exhibit B, marked "canceled".
EARTHSHELL CONTAINER CORPORATION:
/s/ Simon K. Hodson
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Simon K. Hodson
Chief Executive Officer
ATTEST:
/s/Scott Houston
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Scott Houston
Chief Financial Officer