Exhibit
4.2
THIS RENEWABLE UNSECURED
SUBORDINATED NOTE (THE “NOTE”) OF STEN CORPORATION (THE
“COMPANY”) IS SUBJECT TO THE TERMS OF THE INDENTURE,
WHICH AMONG OTHER PROVISIONS, CONTAINS REQUIREMENTS FOR THE HOLDER
TO TRANSFER THIS NOTE, INCLUDING THE PRIOR CONSENT OF THE COMPANY
TO ANY SUCH TRANSFER. THE INDENTURE HAS BEEN FILED AS EXHIBIT
4.1 TO THE COMPANY'S REGISTRATION STATEMENT ON FORM S-1 DECLARED
EFFECTIVE BY THE SECURITIES AND EXCHANGE COMMISSION ON OR ABOUT
__________________, 2007, PURSUANT TO WHICH THIS NOTE HAS BEEN
ISSUED BY THE COMPANY.
THE COMPANY MAY REDEEM
THIS NOTE, IN WHOLE OR IN PART, IN ACCORDANCE WITH THE TERMS OF THE
INDENTURE.
STEN
CORPORATION
Incorporated Under the
Laws of Minnesota
RENEWABLE UNSECURED
SUBORDINATED NOTE
Registered No.:
________________________
Registered Principal
Amount: $_____________
Issue Date:
____________________________
Interest Rate:
____________________________
Term:
________________________________
Interest Payment
Schedule: _________________
Maturity Date:
_________________________
Payment Date (for
interest): ________________
STEN Corporation, a
corporation created under the laws of the State of Minnesota (the
“Company,” which term includes any successor
corporation under the Indenture hereinafter referred to), for value
received, hereby promises to pay to
_______________________________________, or registered assigns, the
principal sum of ____________ Dollars ($________) on the Maturity
Date and to pay accrued and unpaid interest hereon from the Issue
Date set forth above, or from the most recent Payment Date to which
interest has been paid or duly provided for, beginning on the first
Payment Date after the Issue Date (the “Initial Payment
Date”) and on each subsequent Payment Date thereafter at the
Interest Rate set forth above, until the principal hereof is paid
or made available for payment; provided, however, that if the
Payment Date is within five (5) Business Days of the Issue Date,
then the first payment will be made in the following month and will
include the interest earned since the Issue Date. Interest
shall accrue on the principal amount for the period from the later
of the Issue Date of this Note or the last Payment Date upon which
an interest payment was made until and including the day before the
following Payment Date. Initially capitalized terms used but
not defined herein shall have the respective meanings given such
terms in the Indenture. The principal hereof is subject to
optional redemption by the Company and optional repurchase at the
request of the Holder, as provided in the Indenture, and if not so
redeemed or repurchased, shall be due and payable in full on the
Maturity Date, which also shall constitute a Payment
Date.
The principal and
interest so payable and punctually paid or duly provided for on any
Payment Date, as provided in the Indenture, will be paid to the
Person in whose name this Note is registered (the
“Holder”) at the close of business on the Regular
Record Date for such Payment Date. Payment of the principal
of and interest on this Note will be made at the office of the
Paying Agent, or in such other office as may be selected in
accordance with the Indenture, in such coin or currency of the
United States of America as at the time of payment is legal tender
for payment of public and private debts; provided, however, that at
the option of the Company, payment of interest may be made in
United States dollars by wire or by check mailed to the address of
the Person entitled thereto as such address shall appear in the
Securities Register.
Reference is hereby made
to the further provisions of this Note set forth on the reverse
hereof, which further provisions shall for all purposes have the
same effect as if set forth at this place.
Unless the Certificate
of Authentication hereon has been executed by or on behalf of the
Trustee referred to on the reverse hereof by manual or facsimile
signature, this Note shall not be entitled to any benefit under the
Indenture or be valid or obligatory for any purpose.
No recourse shall be had
for the payment of the principal or interest of this Note against
any Company incorporator, stockholder, Officer, director, employee,
Affiliate or Agent by virtue of any statute or by enforcement of
any assessment or otherwise.
IN WITNESS WHEREOF, the
Company has caused this Renewable Unsecured Subordinated Note to be
signed in its name by the manual or facsimile signature of its
President and attested to by the manual or facsimile signature of
its Secretary.
Dated:
_____________________
STEN
CORPORATION
By____________________________________
Name:_________________________________
Title:__________________________________
Attest:
_____________________________________
_____________________,
Secretary
CERTIFICATE OF
AUTHENTICATION
This Note is one of the
Renewable Unsecured Subordinated Notes, referred to in the
within-mentioned Indenture.
Dated:
_________________
Wells Fargo Bank,
National Association, as Trustee
By:
_________________________________
Authorized
Signature
REVERSE SIDE OF
NOTE
This Note is one of a
duly authorized issue of Renewable Unsecured Subordinated Notes of
the Company designated as its Renewable Unsecured Subordinated
Notes (the “Notes”) in the maximum aggregate principal
amount of up to $25,000,000, issued and to be issued under an
Indenture, dated as of _______________, 2007 (the
“Indenture”), between the Company and Wells Fargo Bank,
National Association, as Trustee (the “Trustee,” which
term includes any successor Trustee under the Indenture).
Reference is hereby made to the Indenture and all indentures
supplemental thereto for a statement of the respective rights,
limitation of rights, duties and immunities thereunder of the
Company, the Trustee and the Holders, and for a statement of the
terms upon which the Notes are, and are to be, authenticated and
delivered. Capitalize
