Exhibit 10.1
2009 REVOLVING LINE OF CREDIT
NOTE
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$2,000,000
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Dated: August 10,
2009
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Lime Energy Co., a Delaware
corporation (the “Company”), for value received,
promises to pay to Richard P. Kiphart
(“Noteholder”), the principal amount of Two Million
Dollars ($2,000,000.00) (the “Maximum Principal
Amount”), or so much thereof as may be advanced and be
outstanding, together with interest thereon, to be computed on each
advance from the date of its disbursement as set forth
herein. This Note is issued pursuant to that certain 2009
Note Issuance Agreement (“Issuance Agreement”) dated of
even date herewith, by and between the Company and Noteholder, and
the obligation of the Noteholder to make advances is subject to the
Company’s compliance with the conditions set forth in the
Issuance Agreement.
Noteholder authorizes the Company to
record on the grid sheet accompanying this Note (the “Grid
Sheet”) all advances, repayments, prepayments and the unpaid
principal balance from time to time. Noteholder agrees that,
in the absence of manifest error, the record kept by the Company on
the Grid Sheet shall be conclusive evidence of the matters
recorded, provided that the failure of the Company to record or
correctly record any amount or date shall not affect the obligation
of the Company to pay the outstanding principal balance of the
advances and the interest thereon in accordance with this
Note.
The following is a statement of the
rights of Noteholder and the conditions to which this Note is
subject, and to which Noteholder, by the acceptance of this Note,
agrees:
1.
Payment of Principal and
Interest .
1.1
Interest . The outstanding principal balance
hereunder shall bear interest at the rate of seventeen percent
(17%) per annum with twelve percent (12%) per annum payable in cash
(the “ Current Interest ”) and the remaining
five percent (5%) per annum to be capitalized (the “
Capitalized Interest ”). The Current Interest
shall be payable on the first day of each calendar quarter,
commencing on October 1, 2009, and continuing until the
principal balance hereunder shall have been paid in full. The
Capitalized Interest shall be added to the then outstanding
principal balance of this Note on the first calendar day of each
calendar quarter that this Note remains outstanding (the “
Capitalized Interest ”) and shall be due and payable
on the Maturity Date (as hereinafter defined) or on such other date
as may be required hereby. As used herein, references to the
“principal balance” shall include Capitalized
Interest. For the avoidance of doubt, Capitalized Interest
shall bear interest at the same interest rate and shall be payable
on the same terms as principal advanced by the Noteholder.
Capitalized Interest and Current Interest shall be calculated based
on a 365-day year for the actual number of days elapsed.
Without limiting the foregoing, the Company shall be obligated to
pay a minimum of three (3) months’ Current Interest and
Capitalized Interest on the principal amount of each advance from
the date of its disbursement to the Company unless such advance
shall be repaid in three (3) months or more from the date of
its disbursement.
1.2
Principal . The entire outstanding principal balance
and all accrued and unpaid interest shall be immediately due and
payable on February 10, 2010 (the “ Maturity Date
”).
1.3
Borrowing and
Repayment . The
Company may from time to time during the term of this Note borrow,
partially or wholly, repay its outstanding borrowings, and
reborrow, subject to all of the limitations, terms and conditions
of this Note; provided, however, that the total outstanding
borrowings under this Note shall not at any time exceed the Maximum
Principal Amount. The outstanding principal balance of
