1
EXHIBIT 10.12
INSTALLMENT NOTE
$ 76,274.80 DeLand FL 10/11/95
--------------------------------------------------------------------------------
(City) (State) (Date)
For value received, the undersigned (whether one or more, hereinafter
called the "Obligors") promise(s) to pay to the order of SouthTrust Bank of
Central Florida (hereinafter called the "Bank" or, together with any other
holder of this note, the "Holder"), at any office of the Bank in DeLand, FL, or
at such other place Holder may designate, the principal sum of TWELVE THOUSAND
ONE HUNDRED SEVENTEEN AND 70/100 Dollars together with interest thereon at the
rate and on the date(s) provided below from the date of this note (or other
interest accrual date shown below) until maturity, and with interest the unpaid
principal balance after maturity at the rate which is 2 percent per annum in
excess of the rate stated below or the maximum rate allowed by law, whichever
is less, [Illegible] maturity until said indebtedness is paid in full. Interest
will accrue beginning on the date of this note unless another date is shown
here: _______________________________
INTEREST RATE. The above-stated sum shall accrue interest as follows
(check applicable box(es)):
|_| Variable Rate --
Interest from date
Interest will accrue on the above-stated principal sum
at the rate per annum which is ___________ percentage
points in excess [of] the Index Rate. Unless another
rate is made applicable below, the "Index Rate" is the
rate of interest designated by the Bank periodically as
its Base Rate. The Base Rate is not necessarily the
lowest rate charged by the Bank. The Base Rate on the
date of this note is _____ percent.
|_| (check box if applicable) The "Index Rate" is the
weekly auction average yield of ______ -week U.S.
Treasury Bills at the [most] recent auction prior
to the date the Index Rate is calculated. The
Index Rate on the date of this note is ______
percent.
The rate of interest payable under this note will change
to reflect any change in the Index Rate:
|_| on any day the Index Rate changes.
|_| on the day each payment of interest is due as
provided below.
|_| on the ___________ day of each month hereafter.
|_| _________________________________________________
Obligors may prepay this note in full at any time
without penalty.
|X| Fixed Rate --
Interest from date
Interest will accrue on the above-stated principal sum
at the rate of 10.750 percent per annum.
Interest on the principal sum will be calculated at the rate set forth
above on the basis of a |X| 360 |_| 365 day year and the actual number of days
elapsed by multiplying [the] principal sum by the per annum rate set forth
above, multiplying the product thereof by the actual number of days elapsed, and
dividing the product so obtained by |X| 360 |_| 365.
PAYMENT SCHEDULE. The above-stated principal sum and interest thereon
shall be paid as follows (check applicable box(es)).
|_| Installments
of Principal,
Interest Paid
Separately
The Obligors promise to pay the above-stated principal
sum in _____ consecutive
|_| monthly installments |_| quarterly installments
|_| ________ installments in the amount [of]
$_________________ each, beginning _____________ and
continuing on the same day of each month, quarter, or
other period (as applicable) thereafter until
__________________ at which time the unpaid balance of
the principal sum and all accrued but unpaid interest
thereon shall be due and payable.
The Obligors promise to pay accrued interest on the
principal sum
|_| monthly |_| quarterly |_| ____________ beginning
______________ and continuing on the same day of each
month, quarter, or other period (as applicable)
thereafter until maturity.
|X| Installments
or Principal and
Interest
The Obligors promise to pay the above-stated principal
sum and interest thereon in 71 consecutive
|X| monthly installments |_| quarterly installments
|_| _______________ installments in the amount $1,448.36
each, beginning NOVEMBER 11, 1995 and continuing on the
same day of each month, quarter, or other period (as
applicable) thereafter until OCTOBER 11, 2001 at which
time the unpaid balance of the principal sum and all
accrued but unpaid interest thereon shall be due and
payable.
LOAN FEE. (This provision applicable only if completed):
A loan fee in the amount of $937.50 has been |X| included in the amount of
this note and paid to the Bank from the loan proceeds. |_| paid [to] the Bank by
cash or check at closing. The loan fee is earned by the Bank when paid and is
not subject to refund except to the extent required by law.
LATE CHARGE.
If any scheduled payment is in default 10 days or more, Obligors agree to
pay a late charge equal to 5% of the amount of the payment which is in default,
but not less than $[Illegible] or more than the maximum amount allowed by
applicable law.
PREPAYMENT.
If the interest rate on this note is a variable rate, Obligors may prepay
this note in full at any time without premium or penalty. If the interest rate
on this note is a fixed rate, unless the paragraph which follows is applicable,
prepayment of the principal sum of this note in whole or in part is not
permitted.
|_| If this box is checked, and if the interest rate on this note is a fixed
rate, Obligors may not prepay this note in whole or in part during the first
year after the date of this note. Thereafter, prepayment will be permitted on
any scheduled payment date on condition that the amount of the prepayment must
equal the sum of (a) the principal amount [prepaid] plus (b) accrued interest on
the amount prepaid plus (c) a premium equal to 1% of the principal amount
prepaid multiplied times the number of years or parts of a year remaining until
final scheduled maturity of this note. No prepayment premium need by paid if
prepayment is made within one year prior to the final scheduled maturity of this
note.
If prepayment in full without penalty or premium is required to be
permitted by applicable law, the foregoing provisions will not apply and
prepayment will be allowed accordance with such law.
COLLATERAL.
This note is secured by every security agreement, pledge, assignment,
stock power, mortgage, deed of trust, security deed and/or other instrument
covering personal or [Illegible] property (all of which are hereinafter included
in the term "Separate Agreements") which secures an obligation so defined as to
include this note, including without limitation all [such] Separate Agreements
which are of even date herewith and/or described in the space below. In
addition, as security for the payment of any and all liabilities and obligations
of [Illegible] Obligors to the Holder (including this note and the indebtedness
evidenced by this note and all extensions, renewals and modifications thereof,
and all writings delivered substitution therefor) and all claims of every nature
of the Holder against the Obligors, whether present or future, and whether
joint, several, absolute, contingent, mature, liquidated, unliquidated, and
direct or indirect (all of the foregoing are hereinafter included in the term
"Obligations") the Obligors hereby assign to the Holder and grant to [Illegible]
Holder a security interest in and security title to the property (the
"Collateral") described below. (Describe Separate Agreements and Collateral.)
As further described in Security Agreement dated OCTOBER 11, 1995
Secured by 1995 BALD Trailer ID# FLT3619HH and all attachments thereto
The Obligors are jointly and severally liable for the payment of this note
and have subscribed their names hereto without condition that anyone else should
sign or become bound hereon and without any other condition whatever being made.
The provisions printed on the back of this page are a part of this note. The
provisions of this note are binding on the heirs, executors, administrators,
successors and assigns of each and every Obligor and shall inure to the behalf
of the Holder, its successors and assigns. This note executed under the seal of
each of the Obligors and of the indorsers, if any.
The provisions on the reverse side are a part of this note.
CAUTION - IT IS IMPORTANT THAT YOU THOROUGHLY READ THE
CONTRACT BEFORE YOU SIGN IT.
Address of Obligor:
▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ Environmental, Inc. (SEAL)
DeLand, FL 32724
By /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ President & CEO
---------------------------------------
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title
No. _______________________ Signature __________________________ (SEAL)
Officer: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇
Branch Downtown DeLand Signature __________________________ (SEAL)
SF52709 (c) SouthTrust Corporation Rev 11/90