EXHIBIT 10.2
PROMISSORY NOTE
Minneapolis, MN
FOR VALUE RECEIVED ,
the undersigned, CapSource Financial, Inc., a Colorado corporation
(the “ Borrower
”), with its principal executive office at
2305 Canyon Boulevard, Suite 103, Boulder, CO 80302, hereby
promises to pay to the order of Whitebox Intermarket Partners,
L.P., (the “ Lender
”) or its assigns, at its offices at 3033
Excelsior Boulevard, Suite 300, Minneapolis, Minnesota 55416 or at
such other place as the Lender may designate by written notice to
the Borrower, the principal sum of ONE HUNDRED FIFTY THOUSAND
DOLLARS ($150,000), pursuant to the terms of that certain Term Loan
Agreement between the parties (the “ Loan Agreement
”) of even date herewith, together with Basic
Interest at the rate of 9% per annum thereon from the date each
advance is made until paid in full. Payments of principal and
interest shall be made in immediately available funds in lawful
money of the United States. Capitalized terms not otherwise defined
herein shall have the meaning given them in the Loan
Agreement.
1.
Payment of Principal and
Interest
(a) Borrower shall pay accrued Basic Interest (and
Default Interest, if applicable) on the outstanding principal
balance under this Note on a quarterly basis, commencing with a pro
rated payment on September 30, 2007 for the quarter then-ended, and
continuing on the last day of each calendar quarter thereafter
through the Maturity Date. Interest on this Note shall be
calculated on the basis of a 365-day year and for the actual number
of calendar days elapsed.
(b) The entire unpaid principal balance, together
with any accrued but unpaid Basic Interest, Default Interest and
any other unpaid charges or fees hereunder or under any of the Loan
Documents, shall be due and payable in full on August 9, 2009 (the
“ Maturity Date ”).
(c) The Borrower shall have the right to prepay this
Note, in whole or in part, pursuant to the terms of the Loan
Agreement. Any prepayments shall be applied first to accrued Basic
Interest, accrued Default Interest until the entire amount thereof
has been paid, and next to principal.
(d) Notwithstanding anything herein to the contrary,
if any amount of principal or interest becomes due on a
day
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