Common use of Note Terms Clause in Contracts

Note Terms. The existing Promissory Note with Able Telcom Holding Corp. ("Able") as the maker and MFS Communications Company, Inc. ("MFS") as the payee shall be assigned to WorldCom Network Services, Inc. ("WorldCom") and shall be replaced by a promissory note of Able payable to WorldCom in the principal amount of $30,000,000 bearing interest at 11.5% from September 1, 1998. The Maturity Date of the Note will be December 15, 2000 (the "Maturity Date"). Interest shall accrue and be payable on February 28, 1999 and quarterly thereafter and on the Maturity Date. The Note may be prepaid in part or in total without penalty. The principal amount of the Note shall be prepaid as follows: a. Subject to the consent of NationsBank, N.A., after the date hereof, by applying as a credit thereto an amount equal to 8% of the amount otherwise payable by WorldCom, or any affiliate thereof, to Able, or any affiliate thereof, under any "Management Services Agreement" ("MSA"), including, without limitation, the MSA dated July 2, 1998; b. By Able paying WorldCom on the first business day after Able receives the proceeds of any of the following: i. $7,000,000 upon the sale of NYSTA conduit; ii. $1,500,000 upon payment by The ▇▇▇▇▇▇▇▇ Companies of a fee for the installation of conduit; and iii. The greater of 50% of the net profits or 25% of the proceeds received from time to time under any maintenance agreement associated with the sale of NYSTA conduit.