Promissory Note between Paul Lundberg and Zamba Corporation dated May 12, 2000

Summary

Paul Lundberg promises to repay Zamba Corporation $300,000 plus interest at a 9% annual rate, with a total payment of $356,430 due on the earlier of his separation from employment or May 12, 2002. The payment must be made in U.S. dollars, and Lundberg may prepay without penalty. The agreement is governed by Minnesota law and is legally binding on Lundberg.

EX-10.40 11 j0040_ex10-40.txt EXHIBIT 10.40 $300,000.00 May 12, 2000 PROMISSORY NOTE FOR VALUE RECEIVED, the undersigned, PAUL LUNDBERG (the "Maker"), hereby promises to pay to the order of ZAMBA CORPORATION, a Delaware corporation, or registered assigns (the "Holder"), the principal sum of Two Hundred THOUSAND DOLLARS (the "Note Amount) in ONE (1) payment of principal and interest in the amount of $356,430 on the earlier of the Makers separation of employment with the Holder, or May 12, 2002. Interest shall be calculated at the rate equal to the Prime Rate compounded annually, which for purposes of this Note, shall mean the rate published by the Wall Street Journal as of the date of this Note, which is 9.00% The payment made hereunder shall be made in lawful currency of the United States of America in cash or by check payable to the Holder, Attn: Controller, 7301 Ohms Lane, Suite 200, Minneapolis, Minnesota 55439, or at such other place as the registered holder may designate in writing. The Maker reserves the right to prepay all or any portion of this Note at any time and from time to time without premium or penalty of any kind, provided that interest shall continue to accrue on the original Note Amount unless accrued interest is added to the amount prepaid. Prepayment shall not change the Payment Amount, but may change the number of payments required. No delay or failure by the registered Holder in exercising any right, power, privilege or remedy hereunder shall affect such right, power, privilege or remedy or be deemed to be a waiver of the same or any part thereof, nor shall any single or partial exercise thereof or any failure to exercise the same in any instance preclude any further or future exercise thereof, or exercise of any other right, power, privilege or remedy, and the rights and privileges provided for hereunder are cumulative and not exclusive. The delay or failure to exercise any right hereunder shall not waive such right. By executing this Note the Maker represents to the registered Holder that he is duly authorized and empowered to execute and deliver this Note and that this Note constitutes the legal and binding obligation of the Maker, enforceable against the Maker in accordance with its terms. THIS PROMISSORY NOTE SHALL BE GOVERNED BY AND CONTRUED AND ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF MINNESOTA. IN WITNESS WHEREOF, the undersigned has duly caused this Note to be executed and delivered at the place specified above and as of the date first written above. By /s Paul Lundberg Paul Lundberg