Exhibit 10.3
PROMISSORY
NOTE
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$3,876,856.00
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Myrtle Beach, South
Carolina
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January
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31
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, 2008
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FOR VALUE RECEIVED, and
pursuant to the Settlement Agreement in the case captioned Larry
D. Young, et al., Plaintiffs, v. BDO Seidman, LLP, et al.,
Defendants , Civil Action No. 4:04-902-25, United States
District Court for the District of South Carolina, Florence
Division, the undersigned individual, Larry D. Young, (the
“Maker”) promises to pay to the order of Golf Trust of
America, Inc., (the “Payee”), of 10 Adger’s
Wharf, Charleston, South Carolina, the principal sum of Three
Million Eight Hundred Seventy-Six Thousand Eight Hundred Fifty-Six
U.S. Dollars ($3,876,856.00), together with interest (as defined
and determined below) in like coin or currency, in lawful money of
the United States of America which shall be legal tender in payment
of all debts at the time of payment, said principal and interest to
be paid as set forth in this Promissory Note (the
“Note”).
Payments shall be made to
Payee at the above address, or at such other place as Payee may
from time to time designate, as follows:
(a)
$100,000.00 (One Hundred
Thousand U.S. Dollars) principal due on May 31,
2008;
(b)
$133,334.00 (One Hundred
Thirty-Three Thousand Three Hundred Thirty-Four U.S. Dollars)
principal due on January 1, 2009;
(c)
$133,333.00 (One Hundred
Thirty-Three Thousand Three Hundred Thirty-Three U.S. Dollars)
principal due on January 1, 2010;
(d)
$133,333.00 (One Hundred
Thirty-Three Thousand Three Hundred Thirty-Three U.S. Dollars)
principal due on January 1, 2011; and,
(e)
$3,376,856.00 (
Three Million Three Hundred
Seventy-Six Thousand Eight Hundred Fifty-Six U.S. Dollars)
principal, plus annual compound interest accruing on outstanding
principal, as a final lump-sum payment due on June 1, 2011
(the “Maturity Date”); however, in the event that the
Maker timely and completely makes all of the principal payments due
to Payee as required by the above sections (a) — (d),
inclusive, then Payee will waive the $3,376,856.00 principal
payment, plus accrued interest, due from the Maker as set forth in
this section (e).
Interest shall accrue and
be paid on the unpaid principa
