Exhibit 10.2
Nonrecourse
$ 20,000 Dated: January 19, 2000
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PROMISSORY NOTE
FOR VALUE RECEIVED, C.A.T. -N- K., Inc., a Texas corporation ("Maker"),
promises to pay to David Clifton, a resident of Texas ("Holder"), or order,
Twenty Thousand Dollars ($20,000).
1. Payments. The principal on the obligation represented hereby (the
"Principal") shall be repaid in one lump sum, payable on January 19, 2002, which
date is two (2) years from the date hereof (the "Maturity Date").
2. Interest. This obligation shall bear simple interest which shall be at
the rate of 10% per annum, payable on the Maturity Date.
3. Type and Place of Payments. Payments of principal and interest shall be
made in lawful money of the United States of America to the above-named Holder
or his order at Maker's principal place of business.
4. Prepayment. Advance payment or payments may be made on the principal,
without penalty or forfeiture. There shall be no penalty for any prepayment.
5. Default. Upon the occurrence or during the continuance of any one or
more of the events hereinafter enumerated, Holder or the holder of this Note may
forthwith or at any time thereafter during the continuance of any such event, by
notice in writing to the Maker, declare the unpaid balance of the principal and
interest on the Note to be immediately due and payable, and the principal and
interest shall become and shall be immediately due and payable without
presentation, demand, protest, notice of protest, or other notice of dishonor,
all of which are hereby expressly waived by Maker, such events being as follows:
(a) Default in the payment of the principal and interest of
this Note or any portion thereof when the same shall become due and
payable, whether at maturity as herein expressed, by acceleration, or
otherwise, unless cured within five (5) days after notice thereof by
Holder or the holder of such Note to Maker.
(b) Maker shall file a voluntary petition in bankruptcy or a
voluntary petition seeking reorganization, or shall file an answer
admitting the jurisdiction of the court and any material allegations of
an involuntary petition filed pursuant to any act of Congress relating
to bankruptcy or to any act purporting to be amendatory thereof, or
shall be adjudicated bankrupt, or shall make an assignment for the
benefit of creditors, or shall apply for or consent to the appointment
of any receiver or trustee for Maker, or of all or any substantial
portion of its property, or Maker shall make an assignment to an agent
authorized to liquidate any substantial part of its assets; or
(c) An order shall be entered pursuant to any act of Congress
relating to bankruptcy or to any act purporting to be amendatory
thereof approving an involuntary petition seeking reorganization of the
Maker, or an order of any court shall be entered appointing any
receiver or trustee of or for Maker, or any receiver of trustee of all
or any substantial portion
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of the property of Maker, or a writ or warrant of attachment or any
similar process shall be issued by any court against all or any
substantial portion of the property of Maker, and such order approving
a petition seeking reorganization or appointing a receiver or trustee
is not vacated or stayed, or such writ, warrant of attachment, or
similar process is not released or bonded within 60 days after its
entry or levy.
6. Attorneys' Fees. If this Note is placed with an attorney for collection,
or if suit be instituted for collection, or if any other remedy permitted by law
is pursued by Holder, because of any default in the terms and conditions herein,
then in such event, the undersigned agrees to pay reasonable attorneys' fees,
costs, and other expenses incurred by Holder in so doing.
7. Construction. This Note shall be governed by and construed in accordance
with the laws of the State of Texas.
8. Security. This Note shall be a nonrecourse obligation of C.A.T. -N- K.,
Inc.
C.A.T. -N- K., Inc.
/s/ Calvin K. Mees
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By: Calvin K. Mees, President
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