Exhibit 4.4
PROMISSORY NOTE
Effective December 15,
2008
Fayetteville, Arkansas
FOR VALUE RECEIVED, the undersigned, COLONIAL
AUTO FINANCE, INC., an Arkansas corporation (“Maker”),
promises to pay to the order of ENTERPRISE BANK AND TRUST,
(Lender”) to BANK OF ARKANSAS, N.A., as Agent, at the
Agent’s Office located at P.O. Box 1407, Fayetteville,
Arkansas 72702 for the account of the applicable Lending Office of
the Lender, in lawful money of the United States and in immediately
available funds, the principal sum of SIX MILLION DOLLARS
($6,000,000) or, if less, the aggregate sum of advances made by
Lender to Maker under the Amended and Restated Agented Revolving
Credit Agreement between Maker and Lender dated June 23,
2005 (as amended, the “Credit Agreement”), payable as
follows:
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Principal . Principal shall be payable on April
30, 2010.
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Interest . Interest shall be payable on the
first day of each month, commencing the 1st day of January, 2009,
and at maturity. Interest shall accrue on the principal
balance outstanding hereunder and on any past due interest
hereunder at a rate at all times equal to the Adjusted Prime Rate
or the Adjusted LIBOR Rate (as defined in the Credit Agreement), as
elected by Maker in accordance with the terms of the Credit
Agreement; provided that interest shall not at any time be less
than four and twenty-five one hundredths percent (4.25%) per
annum.
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If any payment
shall be due on a Saturday or Sunday or upon any other day on which
state or national banks in the State of Arkansas are closed for
business by virtue of a legal holiday for such banks, such payment
shall be due and payable on the next succeeding banking day and
interest shall accrue to such day. All interest due
hereon shall be computed on the actual number of days elapsed (365
or 366) based upon a three hundred sixty (360) day year.
All payments under this Note shall be made in
legal tender of the United States of America or in other
immediately available funds at Lender’s office described
above, and no credit shall be given for any payment received by
check, draft or other instrument or item until such time as the
holder hereof shall have received credit therefor from the
holder’s collecting agent or, in the event no collecting
agent is used, from the bank or other financial institution upon
which said check, draft or other instrument or item is
drawn.
From time to time the maturity date of this Note
may be extended or this Note may be renewed, in whole or in part,
or a new note of different form may be substituted for this Note
and/or the rate of interest may be changed, or changes may be made
in consideration of loan extensions, and the holder, from time to
time, may waive or surrender, either in whole or in part, any
rights, guarantees, security interests or liens given for the
benefit of the holder in connection herewith; but no such
occurrences shall in any manner affect, limit, modify or otherwise
impair any rights, guarantees or security of the holder not
specifically waived, released or surrendered in writing, nor shall
any maker, guarantor, endorser or any person who is or might be
liable hereon, either primarily or contingently, be released from
such liability by reason of the occurrence of any such
event. The holder hereof, from time to time, shall have
the unlimited right to release any person who might be liable
hereon; and such release shall not affect or discharge the
liability of any other person who is or might be liable
hereon.
If any payment required by this Note to be made
is not made within five (5) business days when due, or if
an
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