Attached files
| file | filename |
|---|---|
| 10-K - ProUroCare Medical Inc. | v211317_10k.htm |
| EX-32.1 - ProUroCare Medical Inc. | v211317_ex32-1.htm |
| EX-23.1 - ProUroCare Medical Inc. | v211317_ex23-1.htm |
| EX-31.2 - ProUroCare Medical Inc. | v211317_ex31-2.htm |
| EX-31.1 - ProUroCare Medical Inc. | v211317_ex31-1.htm |
| EX-10.36 - ProUroCare Medical Inc. | v211317_ex10-36.htm |
| EX-10.35 - ProUroCare Medical Inc. | v211317_ex10-35.htm |
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PRO
URO CARE INC.
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CENTRAL
BANK
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6440
FLYING CLOUD DRIVE
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6640
SHADY OAK ROAD
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Loan
Number
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926315001
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|
EDEN
PRAIRIE, MN 55344
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EDEN
PRAIRIE, MN 55344
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Date
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01-17-2011
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Maturity
Date
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01-17-2012
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Loan
Amount
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$
100,025.00
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BORROWER’S
NAME AND ADDRESS
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LENDER’S
NAME AND ADDRESS
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Renewal
Of
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926315001
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“I”,
“me” and “my” means each borrower above, together and
separately.
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“You”
and “your” means the lender, its successors and
assigns.
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LO/LP
INIT
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JH/DHJ
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I promise
to pay you, at your address listed above, the PRINCIPAL sum of ONE
HUNDRED THOUSAND TWENTY FIVE AND NO/l00________________
__________________________________________________ Dollars $ 100,025.00
x Single Advance: I will receive
all of the loan amount on 01-17-2011. There
will be no additional advances under this note.
o Multiple Advance: The loan
amount shown above is the maximum amount I can borrow under this note. On
_______________________
I will receive $____________ and
future principal advances are permitted.
Conditions:
The conditions for future advances are
_________________________________________________________________
__________________________________________________________________________________________
__________________________________________________________________________________________
o Open End Credit: You and I
agree that I may borrow up to the maximum amount more than one time. All other
conditions of this note apply to this
feature. This feature expires on _____________________
o Closed End Credit: You and I
agree that I may borrow up to the maximum only one time (and subject to all
other conditions).
INTEREST: I agree to pay
interest on the outstanding principal balance from 01-17-2011 at
the rate of 6.000 % per year
until 01-18-2011
x Variable Rate:
This rate may then change as stated below.
x Index Rate: The
future rate will be 1.000
PERCENT ABOVE the following index rate: THE
BASE RATE ON CORPORATE LOANS POSTED BY AT LEAST 70%
OF THE 10 LARGEST U.S. BANKS KNOWN AS THE WALL STREET JOURNAL U.S. PRIME
RATE.
o No Index: The future rate will
not be subject to any internal or external index. It will be entirely in your
control.
x Frequency and Timing: The rate
on this note may change as often as EVERY
DAY BEGINNING 01-18-2011
A change in the interest rate will
take effect ON
THE SAME DAY
x Limitations: During the term
of this loan, the applicable annual interest rate will not be more
than N/A% or less than 6.000%.
The rate may not change more than __________________% each
____________
Effect of Variable Rate: A
change in the interest rate will have the following effect on the
payments:
x The amount of each
scheduled payment will change. x The amount of the final
payment will change.
o
___________________________________________________________
ACCRUAL METHOD: You will
calculate interest on a ACTUAl/360 basis.
POST MATURITY RATE: I agree to
pay interest on the unpaid balance of this note owing after maturity, and until
paid in full, as stated below:
x on the same fixed or
variable rate basis in effect before maturity (as indicated above).
o at a rate equal
to _______________________ _______________________
_______________________
x LATE
CHARGE: If I
make a payment more than 10 days after it is due, I
agree to pay a late charge of 5.000%
OF THE LATE AMOUNT
_______________________________________________________________________________________________
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x ADDITIONAL CHARGES: In
addition to interest, I agree to pay the following charges which
amount above: DOCUMENTATION
FEE $20.00 AND CERTIFICATE OF GOOD STANDING
$5.00
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x are o are not included in the principal |
x Authority: The interest rate
and other charges for this loan are authorized by .MS 334.01 SUBD
2
PAYMENTS:
I agree to pay this note as follows:
ON
DEMAND, BUT IF NO DEMAND IS MADE THEN 11 MONTHLY INTEREST PAYMENTS RANGING FROM
$400.10 TO $516.80 BEGINNING 10-17-2009 AND 1 PAYMENT OF $100,541.80 ON
01-17-2011. THIS IS A VARIABLE RATE LOAN AND THE PAYMENT AMOUNTS MAY CHANGE. THE
FINAL PAYMENT MAY ALSO CHANGE.
ADDITIONAL
TERMS:
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x SECURITY: This note is
separately secured by (describe separate document by type and date): CONSUMER SECURITY AGREEMENT
AND PERSONAL GUARANTY BOTH DATED 1-17-2011
(This
section. is tor your internal use. Failure to list a separate security
document does not mean the agreement
will not secure this note.)
Signature
for Lender
/s/
Jerry Hentges
JERRY
HENTGES, BRANCH PRESIDENT
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PURPOSE: The purpose of
this loan is WORKING
CAPITAL
SIGNATURES: I AGREE TO THE
TERMS OF THIS NOTE (INCLUDING THOSE ON PAGE 2). I have received a
copy on today’s date.
PRO
URO CARE INC.
/s/
Richard B. Thon
RICHARD
B. THON, CFO
/s/
Richard Carlson
RICHARD
CARLSON, PRESIDENT
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UNIVERSAL
NOTE
(Page
1 of 2)
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DEFINITIONS:
As used on page 1, “x”means
the terms that apply to this loan. “I”, “me” or “my” means each
Borrower who signs this note and each other person or legal entity
(including guarantors, endorsers, and sureties) who agrees to pay
this note (together referred. to as “us”). You or your means the
Lender and Its successors and assigns. APPLlCABLE
LAW: Minnesota law controls this note. Any term of
this note which violates Minnesota law is not effective unless the
law permits you and me to agree to a
variation.
If
any provision of this agreement IS unenforceable, the rest of
the agreement remains in force. I may not change this agreement
without your express written consent. Time IS of the essence in this
agreement. COMMISSIONS
OR OTHER REMUNERATION: I understand and agree that any
insurance premiums paid to insurance companies as part of this
note will Involve money retained by you or paid back to you as
commissions or other remuneration.
In
addition, I understand and agree that some other payments to
third parties as part of this note may also Involve money retained by
you or paid back to you as commissions or other
remuneration. PAYMENTS:
You will apply each payment I make on this note first to any amount l
owe you for charges which are neither interest nor principal. You
will apply the rest of each payment to any unpaid interest, and
then to the unpaid principal. If you and I agree to a different
application of payments, we will describe our agreement on this
note.
I
may prepay all or part of this loan without penalty unless we agree
to something different on this note. Any partial prepayment I make
will not excuse or reduce any later scheduled payment until this note
is paid in full (unless, when I make the prepayment, you and I agree
in writing to the contrary).
INTEREST:
Interest accrues on the principal remaining unpaid from time to time,
until paid in full. If you give me my loan money in more than
one advance, each advance will start to earn interest only when I
receive it.
The
interest rate in effect on this note at any time will apply to all
the money you advance at that time. Regardless of anything in this
document that might imply otherwise, I will not pay and you will not
charge a rate of interest that is higher than the maximum rate of
interest you could charge under applicable law for the credit you
give me (before or after maturity).
If
you send any erroneous notice of interest, we mutually agree
to correct it. If you collect more interest than the law and this
agreement allow, you agree to refund it to me.
INDEX
RATE: The index will serve only as a device for setting the rate
on this note. You do not guarantee by selecting this index, or the
margin, that the rate on this note will be the same rate you charge
on any other loans or class of loans to me or other
borrowers.
ACCRUAL
METHOD: You will calculate the amount of interest I will
pay on this loan using the interest rate and accrual method on page 1
of this note. When calculating interest, you will use the accrual
method to determine the number of days in a “year.” If you do not
state an accrual method, you may use any reasonable accrual method to
calculate interest.
POST
MATURITY RATE: In deciding when the “Post Maturity Rate”
(on page 1) applies, “maturity” means: 1.) The date of the last
scheduled payment indicated on page 1 of this note, or; 2.) The date
you accelerate payment on the note, whichever is
earlier.
SINGLE
ADVANCE LOANS: If this is a single advance loan, you and
I expect that you will make only one advance of principal. However,
you may add other amounts to the principal if you make any
payments described in the” PAYMENTS BY LENDER” paragraph
below.
MULTIPLE
ADVANCE LOANS: If this is a multiple advance loan, you and
I expect that you will make more than one advance of principal. If
this is closed-end credit, I am not entitled to additional credit if
I repay a part of the principal.
PAYMENTS
BY LENDER: If you are authorized to pay, on my behalf, charges
I am obligated to pay (such as property insurance premiums), then you
may treat those payments made by you as advances and add them to the
unpaid principal under this note. Or, you may demand immediate
payment of the charges.
SET-OFF:
You may set off any amount due and payable under this note against
any right I have to receive money from you.
“Right
to receive money from you” means:
(1)
any deposit account balance I have with you;
(2) any
money owed to me on an item presented to you or in your possession
for collection or exchange; and
(3)
any repurchase agreement or other nondeposit obligation.
“Any
amount due and payable under this note” means the total amount of
which you are entitled to demand payment under the terms of this note
at the time you set off. This total includes any balance the due date
for which you properly accelerate under this note.
If
someone who has not agreed to pay this note also owns my right
to receive money from you, your set-off right will apply to my
interest in the obligation, and to any other amounts I could withdraw
on my sole request or endorsement.
Your
set-off right does not apply to an account or other obligation where
my rights are only as a representative. It also does not apply to any
Individual Retirement Account or other tax-deferred
retirement account.
You
will not be liable for the dishonor of any check when the
dishonor occurs because you set off this debt against one of my
accounts. I will assume the liability and relieve you of all
responsibility for any such claim that occurs if you set off this
debt against one of my accounts.
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REAL
ESTATE OR RESIDENCE SECURITY: If I am giving you any
real estate or a residence that is personal property, as security for
this note, I have signed a separate security agreement. Default and
your remedies for default are determined by applicable law and by the
security agreement. Default and your remedies may also be determined
by the “Default” and paragraphs below, to the extent they are not
prohibited by law or contrary to the security
agreement.
DEFAULT:
l will be in default if any of the following
happen:
(1)
I fail to make a payment on time or in the amount due;
(2)
I fail to keep the property insured, if required;
(3)
I fail to pay, or keep any promise, on any debt or agreement I
have with you;
(4)
any other creditors of mine try to collect any debt l owe
them through court proceedings;
(5)
I die, am declared incompetent, make an assignment for the benefit of
creditors, or become insolvent (either because my liabilities exceed
my assets or I am unable to pay my debts as they
become due);
(6)
I make any written statement or provide any financial
information that is untrue or inaccurate when it was
provided;
(7)
I do or fail to do something which causes you to believe that
you will have difficulty collecting the amount l owe
you;
(8)
any collateral securing this note is used in a manner or for
a purpose which threatens confiscation by a legal
authority;
(9)
I change my name or assume an additional name without first notifying
you;
(10)
I fail to plant, cultivate and harvest crops in due season;
(11)
any loan proceeds are used for a purpose that will contribute
to excessive erosion of highly erodible land, or to the conversion
of wetlands to produce an agricultural commodity, as explained in
7 C.F.R. Part 1940, Subpart G, Exhibit M.
REMEDIES:
If I am in default on this note, you have, but are not limited to,
the following remedies:
(1)
You may demand immediate payment of everything l owe under this
note;
(2)
You may set off this debt against any right I have to the payment of
money from you, subject to the terms of the “ SET-OFF”
paragraph;
(3)
You may demand security, additional security, or additional
parties to be obligated to pay this note as a condition for not using
any other remedy;
(4)
You may refuse to make advances to me or allow me to make credit
purchases;
(5)
You may use any remedy you have under state or federal law.
If
you choose one of these remedies, you do not give up your right
to use any other remedy later. By waiving your right to declare an
event to be a default, you do not waive your right to later consider
the event as a default if it continues or happens again.
COLLECTION
COSTS AND ATTORNEY’S
FEES: I will pay all costs of collection, replevin (an action
for the recovery of property wrongfully taken or detained), or any
other or similar type of cost if I am in default. In addition, if you
hire an attorney to collect this note, I will pay attorney’s fees
plus court costs (except where prohibited by law). To the extent
permitted by the United States Bankruptcy Code, I will also pay the
reasonable attorney’s fees and costs you are charged to collect
this debt as awarded by any court under the Bankruptcy Code’s
jurisdiction.
WAIVER:
I give up my rights to require you to:
(1)
demand payment of amounts due (presentment);
(2)
obtain official certification of nonpayment (protest);
(3)
give notice that amounts due have not been paid (notice
of dishonor).
I
waive any defenses I have based on suretyship or impairment
of collateral.
OBLIGATIONS
INDEPENDENT: I must pay this note even if someone else has
also agreed to pay it (by, for example, signing this form or a
separate guarantee or endorsement).
You
may sue me alone, anyone else obligated on this note, or any number
of us together, to collect this note. You may do so without
any notice that it has not been paid (notice of
dishonor).
You
may, without notice, release any party to the agreement
without releasing any other party.
If
you give up any of your rights, with or without notice, it will
not affect my duty to pay this note.
Any
extension of new credit to any of us, or renewal of this note by all
or less than all of us, will not release me from my duty to pay it.
(Of course, you are entitled to only one payment in full.) You may
extend this note or the debt represented by this note, or any portion
of the note or debt, from time to time without limit or notice. You
may do this without affecting my liability for payment of the
note.
I
will not assign my obligation under this agreement without your
prior written approval.
FINANCIAL
INFORMATION: I will provide you, at your request,
accurate, correct and complete financial statements or information
you need.
NOTICE:
Unless otherwise required by law, you will give any notice to me by
delivering it or mailing it by first class mail to my last known
address. My current address is on page 1. I will inform you in
writing of any change in my address. I will give any notice to you by
mailing it first class to your address stated on page 1 of this
agreement, or to any other address you give
me.
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