|
E XHIBIT
10.55
[ * ] = C ERTAIN
CONFIDENTIAL INFORMATION
CONTAINED IN THIS
DOCUMENT , MARKED BY
BRACKETS , HAS BEEN
OMITTED AND FILED
SEPARATELY WITH THE S
ECURITIES AND E
XCHANGE C OMMISSION
PURSUANT TO R ULE 24
B -2 OF THE S
ECURITIES A CT OF
1934, AS AMENDED .
PROMISSORY
NOTE
as of August 30,
2007
FOR VALUE RECEIVED,
ANESIVA, INC. , located at the address stated below (“
Borrower ”) promises, to pay to the order of General
Electric Capital Corporation or any subsequent holder hereof (each,
a “ Lender ”) at its office located at 83
Wooster Heights Road, Danbury, CT 06810 or at such other place as
Lender may designate, the principal sum of SIX MILLION SIX
HUNDRED TWO THOUSAND FIVE HUNDRED EIGHT AND 76/00 DOLLARS
($6,602,508.76) , with interest on the unpaid principal
balance, from the date hereof through and including the dates of
payment, at a fixed interest rate of nine and 91/100 percent
(9.91%) per annum (the “ Contract Rate ”)
in forty-one (41) consecutive monthly installments of
principal and/or interest commencing on October 1, 2007, and
continuing on the first day of each month thereafter, as
follows:
|
|
|
|
Periodic
Installment
|
|
Amount
|
| 1 through 6 |
|
$54,525.72 (interim interest) |
| 7 through 41 |
|
$212,765.51 (principal and interest) |
(each, a “ Scheduled
Payment ”) and a final installment on March 1, 2011,
which shall be in the amount of the total outstanding and unpaid
principal, accrued interest and any and all other Obligations due
and owing hereunder or in connection herewith. Such installments
have been calculated on the basis of a 360 day year of twelve
30-day months. Each payment may, at the option of Lender, be
calculated and applied on an assumption that such payment would be
made on its due date.
All payments shall be applied
in accordance with the Agreement (as defined below). The acceptance
by Lender of any payment which is less than payment in full of all
amounts due and owing at such time shall not constitute a waiver of
Lender’s right to receive payment in full at such time or at
any prior or subsequent time. The payment of any Scheduled Payment
prior to its due date shall result in a corresponding increase in
the portion of the Scheduled Payment credited to the remaining
unpaid principal balance.
As used herein, the term
“ Agreement ” shall mean the Equipment Loan and
Security Agreement, dated as of the date hereof, between Borrower
and Lender (as amended, restated, supplemented or otherwise
modified from time to time, the “ Agreement ”).
Each capitalized term used but not defined herein shall have the
meaning given to such term in the Agreement.
All amounts due hereunder and
under the other Debt Documents are payable in the lawful currency
of the United States of America. Borrower hereby expressly
authorizes Lender to insert the date value is actually given in the
blank space on the face hereof and on all related documents
pertaining hereto.
This Note is secured as
provided in the Agreement and the other Debt Documents. Reference
is hereby made to the Agreement and the other
|
