Attached files
file | filename |
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8-K - APOGEE TECHNOLOGY, INC. 8-K - APOGEE TECHNOLOGY INC | apogee8k.htm |
EX-99.2 - EXHIBIT 99.2 - APOGEE TECHNOLOGY INC | exh99_2.htm |
EX-99.3 - EXHIBIT 99.3 - APOGEE TECHNOLOGY INC | exh99_3.htm |
Exhibit
99.1
PROMISSORY
NOTE
$83,500.00
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Norwood,
Massachusetts
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December
21, 2009
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FOR VALUE
RECEIVED, Apogee Technology, Inc., a Delaware corporation (the
“Borrower”‘), hereby promises to pay to Mr. Herbert M. Stein (“Lender”), at such
place as the holder of this Note may from time to time designate in writing, the
principal sum of:
Eighty
Three Thousand Five Hundred and 00/100 Dollars
with
interest on the outstanding balance thereof from the date hereof at an annual
rate which is equal to eight percent (8%) per annum, (such interest to be paid
monthly in arrears).
The
outstanding principal balance and any accrued and unpaid interest thereon shall
be due and payable on June 19, 2010.
Interest
shall be calculated on the basis of a three hundred sixty (360) day year, but
interest shall accrue and be payable on the actual number of days in each month.
Interest after maturity shall be payable on demand at an annual rate (the
“Default Rate”) which shall be equal to four (4) percentage points above
the rate of interest payable during the term of this Note, compounded monthly
and otherwise payable in the manner hereinabove set forth.
This Note
may be prepaid in whole or in part without premium or penalty.
The
Borrower agrees to pay all costs of suit and other expenses of collection,
including reasonable fees and expenses of attorneys, in the event that this Note
is placed in the hands of any attorney for collection or suit is brought
thereon.
The
Borrower hereby waives presentment, protest and demand, notice of protest,
demand and dishonor and non-payment of this Note, and to the extent permitted by
law, waives and releases all rights of redemption, valuation, appraisement,
notice of election to mature or to declare due the whole of the indebtedness
evidenced hereby, and to the extent permitted by law, errors, defects and
imperfections in any proceedings instituted by the holder under the terms of
this Note, or providing for any stay of execution, exemption from civil process,
or extension of time for payment. Further, Borrower agrees that its liability
hereunder shall remain unimpaired, notwithstanding any extension of the time of
payment or other indulgence granted by the holder, or the release of all or any
part of such security for the liability of any party which may assume the
obligation to make payment of the indebtedness evidenced hereby, or the
performance and the obligations of the Borrower hereof under this Note. In no
event shall the holder, by any act of omission or commission, be deemed to waive
any of its rights or remedies hereunder unless such waiver shall be in writing
and signed by the holder, and then only to the extent specifically set forth
therein; and a waiver of anyone event shall not be construed as continuing or as
a bar to or waiver of such right or remedy on a subsequent event. The Borrower
further acknowledges that this Note represents an independent obligation and
shall not be subject to setoff, reduction or deduction on account of any claims,
liabilities, obligations or debts of the holder to the Borrower.
If any
provisions hereof or the application thereof to any person or circumstances
shall to any extent be invalid or unenforceable, the remainder hereof, or the
application of such provision to persons, or circumstances other than those as
to which it is held invalid or unenforceable, shall not be affected thereby, and
each provision hereof shall be valid and enforced to the fullest extent
permitted by law. If at any time during the term of this Note or after maturity
the effective interest rate hereunder is greater than the maximum interest rate
permitted by applicable law, the interest rate hereunder shall automatically be
such maximum interest rate permitted by applicable law. This Note is
unsecured.
As used
herein, the word “holder” shall mean Lender as payee of the Note, or any
endorsee of this Note in possession hereof, or the bearer hereof if this Note is
at the time payable to the bearer.
This
Note, being executed and delivered in Norwood, Massachusetts, is to be construed
according to and governed by the law of The Commonwealth of
Massachusetts.
Borrower represents that this note
as well as the execution and delivery thereof has been authorized by all
necessary actions of the borrower.
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EXECUTED
as a sealed instrument, as of the day and year first above written.
APOGEE
TECHNOLOGY, INC.
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By:
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/s/ Paul J.
Murphy
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Paul
J. Murphy
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Chief
Financial Officer
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and
Vice President Finance
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