Exhibit 10.4
PROMISSORY
NOTE
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$2,250,000.00
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Oklahoma City, Oklahoma
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May 6, 2009
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For value received, the undersigned,
The Beard Company, an Oklahoma corporation (the
“Maker”), agrees to all of the terms of this Promissory
Note (this “Note”) and promises to pay to the order of
William M. Beard and Lu Beard as Trustees of the William M. Beard
and Lu Beard 1988 Charitable Unitrust (individually and
collectively called the “Holder”), at Harvey Parkway,
301 N.W. 63 rd Street, Oklahoma City, Oklahoma 73116, or
at such other place as may be designated in writing by the Holder
of this Note, the principal sum of Two Million Two Hundred Fifty
Thousand and 00/100ths Dollars ($2,250,000.00) plus all interest
accruing thereon. This Note will be payable as follows:
Prior to Default the unpaid
principal balance of this Note will bear interest at the rate of
ten percent (10%) (the “Applicable Rate”). Interest
will commence to accrue on the unpaid principal balance of this
Note on the date hereof and thereafter until this Note is paid in
full. Interest will be computed for the actual number of days
elapsed at a per diem charge based on a year consisting of three
hundred sixty (360) days. All payments will be applied first to any
accrued interest on this Note and the remainder to the principal
balance of the Note. The outstanding principal balance plus unpaid
accrued interest are due and payable on April 1, 2011.
Except as otherwise defined herein,
all terms defined in the Restated and Amended Letter Loan Agreement
dated May 6, 2009, between the Maker and the Holder (the
“Loan Agreement”) will have the same meanings as
therein, and the Holder recognizes that it is subject to all of the
provisions set forth in the Loan Agreement. Both principal and
interest owing pursuant to the terms of this Note are payable in
the lawful currency of the United States of America and in
immediately available funds. All payments made on this Note will be
applied to this Note when received by the Holder hereof in
collected funds. Any sum not paid when due will bear interest at
the rate equal to the Applicable Rate plus five percent (5.0%) and
will be paid at the time of, and as a condition precedent to, the
curing of any Event of Default. During the existence of any Event
of Default, the Holder of this Note may apply paymen
