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 Madrid, Spain. BDN agrees to lend $484,595.26 to 4-D Neuroimaging to pay interest owed to AIG Private Bank. The loan accrues simple interest at the three-month U.S. dollar LIBOR plus 1%, and must be repaid by September 30, 2000. Repayment can be made at any time without penalty. The lender may assign the agreement to another party, and working capital assets may be pledged as security if both parties agree.

EX-10.2 3 ex-10_2.txt EXHIBIT 10.2 Exhibit 10.2 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 to pay the interest due to AIG Private Bank, Limited, and WHEREAS, the Lender is able to and agrees to provide funds sufficient for the purpose intended, and NOW, THEREFORE, Lender hereby agrees to provide to Borrower a loan for such 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 $484,595.26 and FUNDS TRANSFER: is to be used for the payment of interest owed to AIG Private Bank, Ltd., loan agreement #249-8380. The Lender shall transfer funds directly to AIG Private Bank, Ltd., Zurich, attention Esther Gauch. She can be reached at: Tel. +41 (1) 824 64 44 Fax +41 (1) 824 64 50 Email ***@*** Loan Agreement Page 2 INTEREST RATE AND The interest rate shall be based on the PAYMENT: three month U.S dollar LIBOR + 1%, rounded up to the nearest quarter percent in USD. 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 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: Working capital assets such as receivables 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 authorized representative. /s/ Felipe Fernandez /s/ D. Scott Buchanan - ----------------------------------- -------------------------------------- Mr. Felipe Fernandez Dr. D. Scott Buchanan BDN Spain 4-D Neuroimaging Lender Borrower