Agmt 2000 Alameda County Industries Inc ACI

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PROMISSORY NOTE $2,500,000 San Leandro, California February 1, 2000 A. For value received, the undersigned Borrower, Alameda County Industries, Inc., promises to pay to the order of the City of San Leandro ("Holder") at $35 E.14th. Street, San Leandro, California, the principal sum of two million five hundred thousand dollars ($2,500,000) together with interest on the unpaid balance at the rate of seven (7) percent per annum. Borrower shall make monthly payments of principal and interest in accordance with the payment schedule attached for this Promissory Note as Exhibit A. Borrower shall pay the amount specified and on the date specified in Exhibit A. This Promissory Note is executed pursuant to that certain Franchise Agreement between Borrower and Holder dated February 1, 2000, and Borrower shall at all times comply with the provisions of that Franchise Agreement and the Note. B. Borrower may prepay, without penalty or premium, any amount of the principal and/or interest under this Note. Any amounts prepaid shall first be credited against accrued interest and the balance shall be credited against principal. C. If default occurs in the payment of this Note when due or in the performance of any of the agreements in the Franchise Agreement securing this Note and the default is not cured within thirty (30) days, the entire principal sum and accrued interest will at once become due and payable, without notice, at the option of Holder. Thereafter, interest shall accrue at the maximum legal rate permitted to be charged by non-exempt lenders under the usury laws of the State of California. Failure to exercise such option will not constitute a waiver of the right to exercise it in the event of any subsequent default. Provided that should the default be non-monetary in nature and cannot be cured in thirty (30) days using due diligence, Borrower shall not be deemed in default in borrower commences to cure as soon as reasonably possible and diligently prosecutes such cure to completion. D. Borrower agrees to pay the following costs, expenses, and attorneys' fees paid or incurred by Holder, or adjudged by a Court: (1) reasonable costs of collection, costs, expenses, and attorneys' fees paid or incurred in connection with the collection or enforcement of this Note, whether or not suit is filed; and (2) costs of suit and such sum as the Court may adjudge as attorneys' fees in an action to enforce payment of this Note or any part of it. E. Except as set forth in the Franchise Agreement of even date herewith, if the property securing this Note, any part of it, or interest in it is sold, or if Borrower agrees to sell, convey, or alienate said property, by operation of law or otherwise in violation of the transfer provisions of the Franchise Agreement, the entire principal sum and accrued interest will at once became due and payable, without demand or notice, at the option of Holder.