MEMORIAL INSURANCE COMPANY OF AMERICA
SURPLUS CONTRIBUTION NOTE
FOR
VALUE RECEIVED,
MEMORIAL INSURANCE COMPANY OF AMERICA, an Arkansas
domiciled insurance
company (hereinafter the "Company"), subject to and
conditioned upon the
terms, conditions,
limitations,
and provisions
hereof,
promises to pay to SOUTHERN SECURITY LIFE INSURANCE COMPANY, a
Florida domiciled
insurance company, the principal amount of up to Two Million Two
Hundred Dollars
($2,200,000), together
with interest on the unpaid balance thereof at the rate
provided for herein.
The Note and accrued
interest shall not be a liability of
the Company until all conditions for repayment specifically provided for
herein
are met.
Interest shall accrue on the outstanding principal amount of this
Note from
the date hereof at the rate of six percent (6%) per annum, computed
on the basis
of a 365 day year until the Note shall have been paid in full. The
interest rate
herein shall never exceed the maximum rate permitted by the law in the state
of
Arkansas. Principal
and interest, if any, shall be payable upon the terms,
conditions, stipulations and in the amount set forth in this
Note.
The
Company shall be required to pay the principal amount of this Note and
any accrued interest,
if any, only out of
its surplus in excess of one million
dollars ($1,000,000).
In no event shall any amount of principal or interest, if
any, be required of the Company if such payment reduces its surplus
to less than
$1,000,000. Interest, if any, on the outstanding principal balance
shall be paid
on a quarterly basis beginning January 1, 2006.
Any
pay
