- 11 -
hereof on the unpaid principal balance hereof and shall
be computed on the basis of the actual number of days
for which due.
The principal balance of this Note shall be repaid
in six (6) annual payments of $250,000.00 each, com-
mencing on April 16, 2000, and continuing on the third
Friday of each April thereafter through and including
April 16, 2005; provided however, that the payment of
the annual payment shall be forgiven by the Lender
[Super Rite] if the Lender determines that the Borrower
is in compliance with, and shall not have materially
breached or then be in uncured default under, that
certain Supply and Requirements Agreement of even date
herewith[9] among the Borrower and Lender. The entire
unpaid and unforgiven principal balance hereof shall be
due and payable, if prior to April 16, 2005, Borrower
ceases, for any reason, to use Lender as its primary
food supplier. Notwithstanding the foregoing, the
entire unpaid and unforgiven principal balance hereof
and accrued interest thereon shall be due and payable
on April 16, 2005.
Even though execution of the April 16, 1999 supply agreement
and the corresponding April 15, 1999 note occurred in mid-April
1999, it was not until around May 4, 1999, that petitioner
received the $1.5 million at issue.10 Around that last date,
Rich Foods, Inc. (Rich Foods), the then parent of Super Rite,
9The April 15, 1999 note referred to the April 16, 1999
supply agreement as a supply agreement of “even date”. The
record does not clarify the inconsistency between the date of
that supply agreement to which the note referred (i.e., Apr. 15,
1999) and the date of that supply agreement to which such supply
agreement referred (i.e., Apr. 16, 1999). What is clear from the
record is that the April 15, 1999 note and the April 16, 1999
supply agreement were entered into around the same time and were
interdependent. See supra note 7.
10The record does not explain why petitioner did not receive
until May 4, 1999, the $1.5 million to which the April 16, 1999
supply agreement and the corresponding April 15, 1999 note
pertained.
Page: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Next
Last modified: May 25, 2011