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$2,330,000
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December 1, 2004
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FOR VALUE
RECEIVED, Synergetics Development Company, L.L.C., a Missouri
limited liability company (the “Obligor”) hereby
promises to pay to the order of The Industrial Development
Authority of St. Charles County, Missouri, a public corporation of
the State of Missouri (the “Issuer”), for deposit in
The Industrial Development Authority of St. Charles County,
Missouri, Bond Fund - Synergetics Development Company Project (the
“Bond Fund”) established pursuant to the Indenture of
Trust, dated as of September 1, 2002, as supplemented by the
First Supplemental Indenture of Trust, dated as of December 1,
2004 (as supplemented, the “Indenture”), from the
Issuer to UMB Bank, N.A., as Trustee (the “Trustee”),
the principal amount of $2,330,000 together with interest and
premium, if any, thereon as hereinafter provided. Said sum,
together with the interest and premium, if any, thereon, is payable
in federal or other immediately available funds during normal
banking hours in installments as follows:
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(a)
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At
or before 11:00 a.m., St. Louis, Missouri time, on the first
day of each calendar month, commencing June 1, 2005, as
principal, the amount of the principal of the Bonds (as hereinafter
defined) coming due on such Bond Payment Date, whether at stated
maturity, by redemption or acceleration or otherwise;
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(b)
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At
or before 11:00 a.m., St. Louis, Missouri time, on the first
day of each calendar month commencing January 1, 2005, as
interest, the amount of the interest coming due on the Bonds on
such Bond Payment Date; and
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(c)
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At
or before 11:00 a.m., St. Louis, Missouri time, on or before
the day on which any Bonds are to be redeemed, as premium, if any,
the amount of the redemption premium, if any, on the Bonds coming
due on such Bond Payment Date.
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The term
“Bond Payment Date” means each Interest Payment Date
(as defined in the Indenture) until the Issuer’s Private
Activity Revenue Bonds, Series 2004 (Synergetics Development
Company Project) in the principal amount of $2,330,000 (the
“Series 2004 Bonds”) are deemed to be paid under
Article XII of the Indenture, and any other date on
which any Series 2004 Bonds are to be redeemed or on which all
of the Series 2004 Bonds have been declared due and payable
pursuant to the Indenture.
Any moneys on
deposit in the Bond Fund on any Bond Payment Date that are
available for the payment of the principal of or redemption
premium, if any, or interest on the Series 2004 Bonds and not
previously so credited shall be credited to the extent of such
deposits against the obligation of the Obligor to make the payments
described above.
This Note is
issued to evidence the obligation of the Obligor to repay the loan
in the amount of $2,330,000 by the Issuer to the Obligor. This Note
is describe
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