PROMISSORY NOTE
June
28, 2007
$150,000.00
Cary,
North Carolina
FOR VALUE RECEIVED, CICERO, INC., a Delaware corporation,
with the address of 8000 Regency Parkway, Suite 542, Cary, North
Carolina 27518 (hereafter, the “Maker”) promises to pay
to the order of John L. Steffens, 765 East 55 th Street, 33
rd Floor, New
York, NY 10022, or at such place as the Lender may designate and
notify the Maker, without grace except as expressly provided
herein, in lawful money of the United States of America, which
shall at the time of payment be legal tender in payment
of all debts and dues, public and private, One hundred
fifty thousand and NO/100 Dollars ($150,000), together with simple
interest accruing daily for the actual number of days elapsed
(including the first but not the last) at 1/365 th of the
annual rate of interest stated below subject to adjustment as
provided below:
INTEREST RATE. Interest shall accrue on the daily, unpaid
principal balance from the date hereof until paid in full at six
percent (6%) per annum rate of interest.
PAYMENTS . All amounts payable hereunder shall be due and
payable as follows:
Optional
prepayments may be made by the Maker in whole or in part at
any time and from time to time without premium or penalty. The
principal balance and all accrued interest thereon is due and
payable in one (1) payment due on June 30, 2008.
INTEREST AND CHANGES. The only charge imposed by the
Lender for the use of the money in connection with the loan
evidenced by this note is and shall be the interest expressed in
this note, at the rate set forth in this note which rate of
interest at the date hereof expressed in simple interest terms is
six percent (6%) per annum.
DEFAULT. The maker will be in default if any one or more
of the following occur (each an “Event of
Default”):
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1.
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the
Maker failed to make payment on time or in the amount due, which
failure continues uncured ten (10) days after Maker’s receipt
of written notice from the Lender specifying such failure;
or
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2.
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the
Maker goes into bankruptcy, whether through the Maker’s own
choice or not, or makes an assignment for the benefit of creditors,
or admits his inability to pay his debts as they become
due.
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REMEDIES. If an Event of Default occurs, the Lender has
the following remedies:
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1.
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the
Lender may, without further notice, accelerate the due date on this
Note and all unpaid principal, interest, and all other charges
immediately shall be due and payable;
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2.
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the
Lender may demand additional se
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