PERFORMANCE OF ANY OF
ITS COVENANTS OR AGREEMENTS CONTAINED IN THIS NOTE, AND, IN THE CASE OF ANY SUCH
DEFAULT WHICH IS CAPABLE OF BEING CURED, CONTINUES UNCURED FOR TEN (10) BUSINESS
DAYS FOLLOWING THE DATE NOTICE OF SUCH DEFAULT IS GIVEN TO BORROWER.
2.2.
RIGHTS UPON EVENT OF DEFAULT.
UPON THE
OCCURRENCE OF ANY EVENT OF DEFAULT, THE ENTIRE PRINCIPAL AMOUNT OF THIS NOTE
THEN OUTSTANDING, TOGETHER WITH ACCRUED AND UNPAID INTEREST THEREON, IMMEDIATELY
SHALL BE DUE AND PAYABLE WITHOUT PRESENTMENT, DEMAND, PROTEST OR NOTICE OR OTHER
FORMALITY OF ANY KIND.
HOLDER ALSO MAY EXERCISE FROM TIME TO TIME ANY RIGHTS
AND REMEDIES AVAILABLE TO IT BY LAW AND UNDER ANY AGREEMENT OR OTHER INSTRUMENT
RELATING TO THE AMOUNTS OWED UNDER THIS NOTE.
2.3.
COLLECTION COSTS; ATTORNEY'S FEES.
BORROWER
SHALL PROMPTLY PAY ALL OF THE REASONABLE COSTS AND EXPENSES OF HOLDER INCURRED
IN THE COLLECTION OF THIS NOTE, INCLUDING REASONABLE ATTORNEY'S FEES AND
EXPENSES, WHETHER OR NOT A SUIT TO ENFORCE SUCH RIGHTS IS ACTUALLY INSTITUTED.
ALL OF SUCH UNPAID COSTS AND EXPENSES SHALL BE ADDED TO THE PRINCIPAL AMOUNT OF
THIS NOTE.
3.
MISCELLANEOUS.
3.1.
UNCONDITIONAL OBLIGATION; WAIVERS.
THE
OBLIGATIONS OF BORROWER TO MAKE THE PAYMENTS PROVIDED FOR IN THIS NOTE ARE
ABSOLUTE AND UNCONDITIONAL AND NOT SUBJECT TO ANY DEFENSE, SET-OFF,
COUNTERCLAIM, RESCISSION, RECOUPMENT OR ADJUSTMENT WHATSOEVER.
BORROWER HEREBY
WAIVES PRESENTMENT AND DEMAND FOR PAYMENT, NOTICE OF NON-PAYMENT, NOTICE OF
DISHONOR, PROTEST, NOTICE OF PROTEST, BRINGING OF SUIT AND DILIGENCE IN TAKING
ANY ACTION TO COLLECT ANY
2
AMOUNT CALLED FOR UNDER THIS NOTE, AND SHALL BE DIRECTLY AND PRIMARILY LIABLE
FOR THE PAYMENT OF ALL AMOUNTS OWING AND TO BE OWING HEREON, REGARDLESS OF AND
WITHOUT ANY NOTICE, DILIGENCE, ACT OR OMISSION WITH RESPECT TO THE COLLECTION OF
ANY AMOUNT CALLED FOR HEREUNDER.
NO WAIVER OF ANY PROVISION OF THIS NOTE MADE
BY AGREEMENT OF HOLDER AND ANY OTHER PERSON SHALL CONSTITUTE A WAIVER OF ANY
OTHER TERMS HEREOF, OR OTHERWISE RELEASE OR DISCHARGE THE LIABILITY OF BORROWER
UNDER THIS NOTE.
NO FAILURE TO EXERCISE AND NO DELAY IN EXERCISING, ON THE PART
OF HOLDER, ANY RIGHT, POWER OR PRIVILEGE UNDER THIS NOTE SHALL OPERATE AS A
WAIVER THEREOF NOR SHALL PARTIAL EXERCISE OF ANY RIGHT, POWER OR PRIVILEGE.
THE
RIGHTS AND REMEDIES HEREIN PROVIDED ARE CUMULATIVE AND ARE NOT EXCLUSIVE OF ANY
RIGHTS OR REMEDIES PROVIDED BY LAW.
3.2.
NOTICES AND ADDRESSES.
ANY NOTICE, DEMAND,
REQUEST, WAIVER, OR OTHER COMMUNICATION UNDER THIS NOTE SHALL BE IN WRITING AND
SHALL BE DEEMED TO HAVE BEEN DULY GIVEN ON THE DATE OF SERVICE, IF PERSONALLY
SERVED OR SENT BY FACSIMILE BY 5 P.M., EST (IF AFTER SUCH TIME IT SHALL BE
DEEMED GIVEN ON THE BUSINESS DAY THEREAFTER); ON THE BUSINESS DAY AFTER NOTICE
IS DELIVERED TO A COURIER OR MAILED BY EXPRESS MAIL, IF SENT BY COURIER DELIVERY
SERVICE OR EXPRESS MAIL FOR NEXT DAY DELIVERY; AND ON THE THIRD (3RD) DAY AFTER
MAILING, IF MAILED TO THE PARTY TO WHOM NOTICE IS TO BE