Exhibit 10.1
SENIOR PROMISSORY
NOTE
IT IS THE MAKER’S EXPRESS
INTENTION THAT THIS SENIOR PROMISSORY NOTE BE, AS OF THE DATE OF
THIS SENIOR PROMISSORY NOTE, SENIOR TO ALL OTHER MAKER DEBT EXCEPT
THE BANK OF INDIA WHO IS AS OF THE DATE OF THIS SENIOR PROMISSORY
NOTE THE MAKER’S SENIOR SECURRED CREDITOR.
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$700,000.00
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July 17, 2009
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FOR VALUE RECEIVED, Synovics
Pharmaceuticals, Inc. , with its principal office located at
5360 NW 35 th Ave., Fort Lauderdale, Fl. 33309
(hereinafter referred to as the " Maker "), hereby promises
to pay to the order of Maneesh Pharmaceuticals Ltd (“
Company ”) or its assigns (Company and its assigns are
each hereinafter referred to as the " Holder ") in
accordance with the terms and conditions of this Senior Promissory
Note (this “ Note ”), as amended, modified or
supplemented from time to time, each of the payments as set forth
on Exhibit A (the “ Payments ”), attached
hereto and made a part hereof.
Any failure of the Maker to make any
of the Payments within five (5) calendar days of receipt of written
notice from the Holder shall constitute an event of default (an
“ Event of Default ”) under this Note. Upon the
occurrence of any Event of Default, this Note, at the option of the
Holder, shall become immediately due and payable without
presentment, demand, protest or notice of any kind, all of which
are hereby expressly waived by Maker. The Holder's failure to
exercise such option shall not constitute a waiver of the right to
exercise it at any subsequent date.
Upon the occurrence of any event of
default, the Maker shall also pay to the Holder interest on the
then-current unpaid balance of the Amount due from the date of
default until payment of the full amount due at the rate of 18% per
annum. All interest payable hereunder shall be computed on the
basis of the actual number of days elapsed using a three hundred
sixty-five (365) day year.
All sums payable hereunder are
payable in lawful money of the United States of America and in
immediately available funds at such place or places as
th
