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PROMISSORY NOTE

Promissory Note

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This Promissory Note involves

ADVANCED PHOTONIX INC

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Title: PROMISSORY NOTE
Date: 9/29/2008
Industry: Semiconductors     Sector: Technology

PROMISSORY NOTE, Parties: advanced photonix inc
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Exhibit 10.3

 

PROMISSORY NOTE

(Line of Credit-Prime)

 

$3,000,000

Chicago, Illinois

 

 

Maturity Date: September 25, 2011

Dated: September 25, 2008

 

FOR VALUE RECEIVED on or before the Maturity Date stated above (or such earlier Maturity Date as may apply in accordance with the provisions of the Loan Agreement referred to below), the undersigned (hereinafter referred to as “Borrower”), promises to pay to the order of The PrivateBank and Trust Company, an Illinois banking corporation (hereinafter referred to as “Lender”), at its offices located at 70 W. Madison Street, Chicago, Illinois 60602, or at such other place as Lender may designate in writing, the principal sum of Three Million and 00/100 Dollars ($3,000,000), or so much as has been advanced and not repaid pursuant to the Loan Agreement and this Note, plus interest as hereinafter provided, in lawful money of the United States. This Note is entered into pursuant to the terms of the Loan Agreement. Capitalized terms in this Note and not otherwise defined herein shall have the meanings given to them in the Loan Agreement.

 

The unpaid principal balance outstanding from time to time under this Note shall bear interest at the Prime-based Rate. Interest shall be calculated on the basis of a 360 day year for the actual number of days elapsed. The Prime-based Rate shall be adjusted on the effective date of each change in the Prime Rate.

 

This Note shall be repaid by consecutive monthly installments of interest, commencing on the third day of November, 2008 and continuing on the first Business Day of each month thereafter. The unpaid principal balance and all accrued interest thereon shall be due and payable in full on the Maturity Date (or earlier upon acceleration). This is a Note under which amounts repaid may be readvanced, pursuant to the terms of the Loan Agreement and this Note.

 

If any payment of principal or interest hereunder is not paid within ten (10) Business Days from the date same is due, then, at the option of Lender, in addition to all other sums due hereunder, the Borrower shall pay a late charge equal to the greater of: (a) $250 or (b) one cent (1¢) per dollar ($1.00) for each such payment that is delinquent ten (10) Business Days or more.

 

The sums advanced hereunder shall be charged to a loan account in Borrower’s name on Lender’s books (the “Loan Account”), and Lender shall credit to such account the amount of each repayment hereunder. Lender shall render Borrower, from time to time or upon Borrower’s request, a statement of account setting forth the Borrower’s loan balance in said Loan Account which shall be presumed to be correct and accepted by and binding upon Borrower, unless Lender receives a written statement of exceptions within ten (10) Business Days after such statement has been rendered to Borrower. Such statement of account shall be prima facie evidence of the loan and advance owing to Lender by Borrower hereunder.

 

Any payment made by mail will be deemed tendered and received only upon actual receipt (time being of the essence), at the address of Lender designated for such payment whether or not Lender has authorized payment by mail or any other manner. Borrower hereby expressly assumes all risk of loss or liability resulting from non-delivery or delay in delivery of any payment transmitted by mail or in any other manner.

 


 

No delay or failure of Lender in exercising any right, remedy, power or privilege hereunder shall affect such right, remedy, power or privilege, nor shall any single or partial exercise thereof preclude the exercise of any other right, remedy, power or privilege. No delay or failure of Lender at any time to demand strict adherence to the terms of this Note shall be deemed to constitute a course of conduct inconsistent with the Lender’s right at any time, be


 
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