Promissory Note Between Michael I. Green and Loudcloud, Inc. Dated May 10, 2000

Summary

Michael I. Green agrees to repay Loudcloud, Inc. $880,000 plus 6.25% annual interest by May 10, 2004. The loan is secured by a pledge of company stock and is linked to a Restricted Stock Purchase Agreement. If Green stops working for the company, the full amount may become immediately due. The note is governed by California law, and Green is responsible for any collection costs if the note is not repaid.

EX-10.10 10 0010.txt PROMISSORY NOTE DATED MAY 10, 2000 Exhibit 10.10 NOTE $880,000.00 Menlo Park, CA ---------- May 10, 2000 - ------------ FOR VALUE RECEIVED, Michael I. Green promises to pay to Loudcloud, Inc., a Delaware corporation (the "Company"), or order, the principal sum of Eight Hundred Eighty Thousand Dollars ($880,000.00), together with interest on the unpaid principal hereof from the date hereof at the rate of Six and one- quarter percent (6.25%) per annum, compounded annually. Principal and interest shall be due and payable on May 10, 2004. Payment of principal and interest shall be made in lawful money of the United States of America. The undersigned may at any time prepay all or any portion of the principal or interest owing hereunder. This Note is subject to the terms of the Restricted Stock Purchase Agreement, dated as of May 10, 2000. This Note is secured in part by a pledge of the Company's Common Stock under the terms of a Security Agreement of even date herewith and is subject to all the provisions thereof. The holder of this Note shall have full recourse against the undersigned, and shall not be required to proceed against the collateral securing this Note in the event of default. In the event the undersigned shall cease to be an employee, director or consultant of the Company for any reason, this Note shall, at the option of the Company, be accelerated, and the whole unpaid balance on this Note of principal and accrued interest shall be immediately due and payable. Should any action be instituted for the collection of this Note, the reasonable costs and attorneys' fees therein of the holder shall be paid by the undersigned. This Note is being delivered in and shall be construed in accordance with the laws of the State of California, without regard to the conflicts of laws provisions thereof. /s/ Michael I. Green -------------------------- Signature /s/ Michael I. Green -------------------------- Print Name