PROMISSORY NOTE
State of ________
Date: ________
Principal Amount: $________
Place of Execution: ________
FOR VALUE RECEIVED, the undersigned borrower, ________, having a primary mailing address at:
________
(hereinafter the “Borrower”), hereby unconditionally promises to pay to the order of ________, having a primary mailing address at:
________
(hereinafter the “Lender”; the Borrower and the Lender each a “Party” and collectively the “Parties”), the principal sum of $________ (________ Dollars) (the “Principal Amount”), together with interest accruing on the unpaid principal balance at the rate of ________% per annum, computed on the basis of a 365-day year for the actual number of days elapsed (the “Interest”), upon the terms and conditions set forth below.
§ 1. TERMS OF REPAYMENT
1.1 General Repayment. The Principal Amount, together with all accrued and unpaid Interest, shall be due and payable in full on ________ (the “Due Date”). The Parties may agree between themselves upon a payment method and schedule, including any installment arrangement; provided, however, that the Borrower shall ensure that the entire Principal Amount and all accrued Interest are repaid in full no later than the Due Date. All payments shall be applied first to costs of collection, then to accrued and unpaid Interest, and thereafter to the outstanding Principal Amount.
1.2 Place and Manner of Payment. All payments shall be made in lawful money of the United States to the Lender at the address stated above, or at such other place or by such other method as the Lender may designate in writing.
1.3 Default Interest. If the entire Principal Amount and all accrued Interest are not paid in full on or before the Due Date, or upon the occurrence of an Event of Default under § 3, the unpaid balance shall thereafter bear interest at the rate of ________% per annum until paid in full, to the extent permitted by applicable law.
1.4 Usury Savings. Notwithstanding any other provision of this Promissory Note, in no event shall the Interest or Default Interest charged, collected, or contracted for exceed the maximum rate permitted under applicable law. If any rate provided herein would exceed such maximum lawful rate, the rate shall be reduced to the maximum lawful rate, and any amount collected in excess thereof shall be applied to reduce the Principal Amount or refunded to the Borrower.
§ 2. PREPAYMENT
The Borrower shall have the right to prepay all or any portion of the Principal Amount, together with any accrued and unpaid Interest, at any time prior to the Due Date without premium or penalty. Any partial prepayment shall be applied first to any accrued and unpaid Interest and then to the outstanding Principal Amount. No prepayment shall relieve the Borrower of the obligation to pay any remaining balance due under this Promissory Note.
§ 3. EVENTS OF DEFAULT
Each of the following shall constitute an “Event of Default” under this Promissory Note, and upon the occurrence of any such event, the entire unpaid Principal Amount together with all accrued and unpaid Interest shall, at the option of the Lender, become immediately due and payable without notice or demand:
a) the Borrower’s failure to pay any amount due under this Promissory Note when due, which failure continues for ________ days after written notice thereof;
b) the Borrower’s insolvency or inability to pay debts as they become due;
c) the Borrower’s death, incompetency, liquidation, or dissolution;
d) the Borrower’s making of a general assignment for the benefit of the Borrower’s creditors;
e) the commencement by or against the Borrower of any bankruptcy, reorganization, or similar proceeding; or
f) any application for the appointment of a receiver, trustee, or custodian for the Borrower or any of the Borrower’s property.
§ 4. COSTS OF COLLECTION
The Borrower agrees to pay all reasonable costs and expenses incurred by the Lender in enforcing or collecting this Promissory Note, including, without limitation, reasonable attorneys’ fees and court costs, to the extent permitted by applicable law.
§ 5. WAIVER
The Borrower and all sureties, guarantors, and endorsers hereby waive presentment for payment, demand, notice of dishonor, protest, and notice of protest. No delay or omission by the Lender in exercising any right or remedy hereunder shall operate as a waiver thereof, and no single or partial exercise of any right shall preclude any further exercise thereof.
§ 6. GENERAL PROVISIONS
a) GOVERNING LAW; VENUE. This Promissory Note shall be governed by and construed in accordance with the laws of the State of ________, without regard to its conflict-of-laws principles, and any applicable federal law. The Borrower consents to the exclusive jurisdiction and venue of the state and federal courts located in ________ County, State of ________. The Borrower agrees that this choice of law, venue, and jurisdiction provision is mandatory and not permissive in nature.
b) AMENDMENTS. This Promissory Note may be amended only by a writing signed by both Parties.
c) ASSIGNMENT. This Promissory Note, and the obligations hereunder, may not be assigned, sold, leased, or otherwise transferred in whole or in part by the Borrower without the prior written consent of the Lender. The Lender may freely assign or transfer this Promissory Note and its rights hereunder.
d) NOTICE. Any notice required or permitted hereunder shall be given to a Party at the address listed at the head of this document by certified mail, return receipt requested, or at the following email addresses. Notice sent by certified mail is deemed given three (3) business days after deposit; notice sent by email is deemed given upon transmission.
Borrower: ________
Lender: ________
Xxxxx xx xxxxxxx xxx xxxx xxxxxxxxx xx xxxxxx xxx xxxxxxxx xxxx xx xxxxx xxxxxxx xxx xxxxxx xxxx xxxxxxxxxx xx xxx xxxxxxx xxxxx xxxx xx xxxxxxxx xxx xxxxx.
f) SEVERABILITY. If any provision of this Promissory Note is held to be invalid or unenforceable, the remaining provisions shall continue in full force and effect.
g) HEADINGS. Headings used in this Promissory Note are for convenience only and shall not be construed to limit or otherwise affect its terms.
EXECUTION
The Borrower has executed this Promissory Note as of the date first written above.
BORROWER:
Name: ________
Signature: _________________________
Date: _____________________________
State of ________
County of ________
Xxxxx xx xxxxxxx xxx xxxx xxxxxxxxx xx xxxxxx xxx xxxxxxxx xxxx xx xxxxx xxxxxxx xxx xxxxxx xxxx xxxxxxxxxx xx xxx xxxxxxx xxxxx xxxx xx xxxxxxxx xxx xxxxx xxxxx xx xxxxxxx xxx xxxx xxxxxxxxx xx xxxxxx xxx xxxxxxxx xxxx xx xxxxx xxxxxxx xxx xxxxxx xxxx xxxxxxxxxx xx xxx xxxxxxx xxxxx xxxx xx xxxxxxxx xxx xxxxx xxxxx xx xxxxxxx xxx xxxx xxxxxxxxx xx xxxxxx.
__________________________________________________________________
Notary Signature, Printed Name, and Commission/Bar Roll Number
My Commission Expires: ____________________
1.1 Repayment in Installments. The Principal Amount, together with Interest, shall be repaid in ________ consecutive ________ installments of $________ each, the first installment being due on ________, and the entire remaining balance of the Principal Amount and all accrued and unpaid Interest shall be due and payable in full on ________ (the “Due Date”). All payments shall be applied first to costs of collection, then to accrued and unpaid Interest, and thereafter to the outstanding Principal Amount.
a) the Borrower’s failure to pay any amount due under this Promissory Note when due;
d) NOTICE. Any notice required or permitted hereunder shall be given by certified mail, return receipt requested, to the Borrower at ________ and to the Lender at ________. Notice sent by certified mail is deemed given three (3) business days after deposit.