Loan Agreement between 4-D Neuroimaging and BDN dated June 28, 2000

Summary

This agreement is between 4-D Neuroimaging, a California corporation, and BDN, a company based in Spain. BDN agrees to lend $350,000 to 4-D Neuroimaging for working capital, with repayment due by September 30, 2000. The loan accrues simple interest at the three-month U.S. dollar LIBOR plus 1%, and can be repaid early without penalty. Repayment must be made in the lender's currency. The lender may assign the agreement to another party. Pledges of assets may be made as security if both parties agree, but are not required.

EX-10.1 2 ex-10_1.txt EXHIBIT 10.1 Exhibit 10.1 LOAN AGREEMENT This agreement dated June 28, 2000, is by and between 4-D Neuroimaging, a California corporation based in San Diego, CA (the "Borrower"), and BDN, a company based in Madrid, Spain (the "Lender"), (each the "Party" and together the "Parties"). WHEREAS, the Borrower has the necessity to borrow funds from the Lender for working capital purposes, and WHEREAS, the Lender is able to and agrees to provide funds for the purpose intended, and NOW, THEREFORE, Lender hereby agrees to provide to Borrower a loan for working capital purposes. This loan is made available to the Borrower by the Lender based on the following terms, conditions and procedures: FORM OF LOAN: This loan takes the form of a Promissory Note, which accrues simple interest and can be repaid in part or in whole at any time. TERM, DURATION: This loan shall be made available to Borrower for a period beginning the date indicated above, and ending on September 30, 2000. All amounts owed shall become due and payable on this date, unless otherwise amended in writing by mutual agreement. ACKNOWLEDGEMENT: The loan is authenticated by the signing of this document below, by duly authorized representatives of the respective Parties. AMOUNT, PURPOSE AND The amount of this loan is $350,000 and is FUNDS TRANSFER: to be used for 4-D Neuroimaging working capital purposes. Funds shall transfer from the Lender to the Borrower and be sent by interbank wire transfer to the following back account: Silicon Valley Bank San Diego, CA ABA #121140399 FBO: 4-D Neuroimaging A/C #3300145899 Swift #SVBKUS6SA Loan Agreement Page 2 INTEREST RATE AND The starting interest rate shall be based on PAYMENT: the three month U.S. dollar LIBOR + 1%, rounded up to the nearest quarter percent. The U.S. dollar LIBOR rate shall be determined by referring to the quoted rate in the Wall Street Journal printed on the date indicated above, representing the prior day's three month rate. The starting rate shall continue effective until September 30, 2000. INTEREST ACCRUAL: Interest shall accrue during the period and shall not compound, commencing with the day of receipt of the funds. Interest shall be calculated daily and accrued monthly if not paid. At the end of the period all principal and interest shall become due and payable. If interest is not paid then compounding will commence. CURRENCY EXCHANGE: Borrower shall be held responsible for paying the interest and repaying the principal in the Lender's currency. REPAYMENT: The Borrower can repay in part or in whole all outstanding amounts owed, including interest, at any time, all interest due being paid first, then principal, without penalty, to the bank indicated by Lender. PLEDGES: Tangible assets such as receivables or fixed assets may be pledged as security for the loan upon mutual agreement, but are not a necessary precondition for funds to be drawn down. ASSIGNABILITY: The Lender retains the right to assign this Loan Agreement to any party without modification, or if modifications are required, by receiving in advance the written consent of the Borrower. This Loan Agreement has been executed by the Persons below as of the date indicated above, each Person being the duly appointed representative. /s/ Felipe Fernandez /s/ D. Scott Buchanan - ----------------------------------- ------------------------------------- Mr. Felipe Fernandez Dr. D. Scott Buchanan BDN Spain 4-D Neuroimaging Lender Borrower