|
|
|
|
|
|
|
|
$790,718.64
|
|
March 31, 2009
|
1. FOR VALUE
RECEIVED, CONVERTED ORGANICS, INC., a Delaware corporation, and
CONVERTED ORGANICS OF WOODBRIDGE, LLC, a limited liability company
organized and existing under the laws of the State of Delaware,
jointly and severally, as “ Borrower ”
(collectively “Borrower” to be construed as
“Borrowers” if the context so requires), having offices
at 7A Commercial Wharf West, Boston, Massachusetts 02110, hereby
promises to pay to the order of RECYCLING TECHNOLOGY DEVELOPMENT,
LLC, a limited liability company organized and existing under the
laws of the State of New Jersey (as “ Lender
”), having offices at 75 Crows Mill Road, Keasbey, New Jersey
08832, or at such other place as Lender may designate, the
principal sum of seven hundred ninety thousand seven hundred
eighteen dollars and 64/000 ($790,718.64) Dollars (the “
Loan Amount ”), together with interest on the
unpaid balance of the Loan Amount from and after the date hereof,
at the rate of nine percent (9.00%) per annum (the “
Interest Rate ”). The unpaid principal balance
of the Loan Amount, together with accrued interest, and any other
sum due Borrower to Lender hereunder is hereinafter collectively
referred to as the “ Indebtedness
”).
Interest shall be
computed on the unpaid balance of the Loan Amount on the basis of a
360-day year composed of twelve 30-day months. Beginning on
September 30, 2009, principal and interest on the Loan Amount
shall be due and payable in installments of two hundred sixty three
thousand five hundred seventy two dollars and 88/000 ($) Dollars,
with an installment in a like amount due and payable on the first
day of each month thereafter until said principal and interest are
fully paid, except that the remaining principal of the Loan Amount
and interest shall be due and payable on March 31, 2010, or
such earlier date resulting from the acceleration of the
Indebtedness by Lender (“ Maturity Date ”). Each
installment shall be credited first to interest then accrued and
the remainder to the Loan Amount. All principal and interest shall
be paid in lawful money of the United States of America.
2. Borrower may
prepay all or any portion of the Indebtedness prior to the Maturity
Date, without penalty.
3. If any
payment of Indebtedness is not made when due, damages will be
incurred by Lender, including additional expense in handling
overdue payments, the amount of which is difficult and impractical
to ascertain. Borrower therefore agrees to pay, upon demand, the
sum of five cents ($.05) for each one dollar ($1.00) of each said
payment which becomes overdue (“ Late Charge
”) as a reasonable estimate of the amount of said damages,
subject, however, to the limitations contained in paragraph 6
hereof.
4. Converted
Organics, Inc. is the tenant under that certain lease with Lender,
as landlord, dated June 2, 2006, which lease was amended by
the certain First Amendment to Agreement of Lease date
January 18, 2007, and then assigned to Converted Organics of
Woodbridge, LLC, (without Converted Organics, Inc. being released
from any liability thereunder), on February 1,
2007, and which
lease was later amended by that that certain Second Amendment to
Agreement of Lease dated June 30, 2008 and that certain Third
Amendment of Lease of even date herewith (collectively the “
Lease ”). Lender and Borrower agree that the
Indebtedness constitutes “Additional Rent” pursuant
t
|
