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Sun Microsystems, Inc. – ‘8-K’ for 5/14/02 – EX-10.96

On: Thursday, 8/8/02, at 9:29pm ET · As of: 8/9/02 · For: 5/14/02 · Accession #: 891618-2-3640 · File #: 0-15086

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 8/09/02  Sun Microsystems, Inc.            8-K:5,7     5/14/02    2:46K                                    Bowne - Palo Alto/FA

Current Report — Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     27K 
 2: EX-10.96    Material Contract                                     11     41K

EX-10.96 — Material Contract
Exhibit Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Borrower
1	1st Page - Filing Submission
2	Borrower

EX-10.96 1st Page of 11 TOC ↑Top Previous Next ↓Bottom Just 1st
 
                                                                   EXHIBIT 10.96

 FULL RECOURSE PROMISSORY NOTE

$1,000,000.00                                             Palo Alto, California 

Date October 29, 2005                                                           

For value received, Jonathan Schwartz and Sophie Ziegler (collectively,         
"Borrower") hereby promise to pay to Sun Microsystems, Inc., a Delaware         
corporation (Lender), at its offices at 901 San Antonio Rd., Palo Alto,         
California, or at such other place as Lender may from time to time designate in 
writing, the principal sum of One Million Dollars ($1,000,000.00) on the        
following terms:                                                                

1. Payment: The principal due pursuant to this Note shall be paid in full on or 
before October 29, 2005 in lawful money of the United States. This Note shall   
bear interest at the rate of four and eighty-two one hundredths percent (4.82 %)
per annum, compounded annually. This Note may be prepaid at any time.           

2. Default and Acceleration:                                                    

  A. Full Acceleration: Unless otherwise prohibited by law, upon the
occurrence of any of the following events, the Lender or the holder of this Note
may, without demand or notice, declare the entire balance of principal of this  
Note, and any accrued interest, to be immediately due and payable:              

(i) Borrower defaults in the payment of principal when due pursuant to the terms
hereof or defaults in the performance of any obligation of Borrower or other    
agreement (including any amendment, modification or extension thereof) which may
hereafter be executed by Borrower for the purpose of securing this Note;        

(ii) (60) days after (a) Lender is notified that Borrower (with respect to      
references to employment terms herein, Borrower shall refer to Mr. Schwartz) is 
terminating his employment with Lender, or (b) Lender terminates Borrower's     
employment for cause, as defined below.                                         

B. Partial Acceleration:                                        

(i) In the event that Borrower's employment is terminated by Lender other than  
for cause or if Borrower dies or is disabled for a period of more than six (6)  
months, principal due hereunder and any accrued interest, shall be accelerated  
and shall be paid fifty percent (50%) of the principal in twelve (12) equal     
monthly installments, with the first such monthly payment due on the effective  
date of termination and the successive monthly payments being due on the first  
of each month thereafter. The remaining fifty percent (50%) of the principal    
shall be due in a balloon payment at the end of the thirteenth month following  
the date hereof. Notwithstanding the foregoing, in no event shall such a        
termination or the foregoing payment schedule extend the due date of this Note  
beyond the due date set out in paragraph 1, hereinabove.                        

(ii) For purposes of this Note, the term "cause" shall mean Borrower's          
misfeasance,                                                                    

EX-10.96 2nd Page of 11 TOC 1st Previous Next ↓Bottom Just 2nd
malfeasance or misconduct, dishonesty or gross negligence in connection with his
employment. The term disabled shall have the meaning set out in the Sun         
Microsystems, Inc. Long Term Disability Plan, as the same may be amended from   
time to time.                                                                   

3. Full Recourse: The obligation of payment under this Note is unsecured.       
Notwithstanding the foregoing, the Lender shall have FULL RECOURSE against any  
and all assets of the Borrower in the event of the occurrence of a default under
the terms of this Note.                                                         

4. Attorneys' Fees: In the event of any default hereunder, Borrower hereby      
promises to pay all costs of collection, including reasonable attorneys fees    
incurred by Lender hereof on account of such collection, whether or not suit is 
filed hereon.                                                                   

5. Waiver: The waiver by Lender hereof of any breach of or default under any    
terms, covenant or condition contained herein or in any of the agreements       
referred to above shall not be deemed to be a waiver of such term, covenant or  
condition or any subsequent breach of or default under the same or any other    
such term, covenant or condition.                                               

6. No Usury: Borrower hereby represents and warrants that at no time shall the  
proceeds of the indebtedness evidenced hereby be used primarily for personal,   
family, or household purposes as that term is defined and used in Article XV of 
the California Constitution (as amended from time to time).                     

7. General Provisions: This Note shall be governed by and construed in          
accordance with the laws of the State of California. The makers, guarantors and 
endorsers of this Note hereby severally waive presentment for payment, protest  
and demand, notice of protest, demand and dishonor and nonpayment of this Note, 
and consent that Lender may extend the time for payment or otherwise modify the 
terms of payment or any part or the whole of the debt evidenced by this Note, at
the request of any person liable hereon, and such consent shall not alter nor   
diminish the liability of any person. Borrower hereby waives the defense of the 
statute of limitations in any action on this Note to the extent permitted by    
law. The terms of this Note constitute the entire agreement and understanding   
between the parties and supersede all previous communications, representations  
or agreements, whether written or oral, with respect to the subject matter      
hereof.                                                                         

BORROWER: /s/ Jonathan Schwartz                                                 
----------------------------                                  

BORROWER: /s/ Sophie Ziegler                                                    
----------------------------                                  

EX-10.96 3rd Page of 11 TOC 1st Previous Next ↓Bottom Just 3rd
PROMISSORY NOTE 
 SECURED BY SUN MICROSYSTEMS, INC.
COMMON STOCK

$1,000,000                                                       Santa Clara, CA
                                                                   June 28, 2002

FOR VALUE RECEIVED, the undersigned, Jonathan I. Schwartz (the "Employee") and  
Sophie Ziegler (jointly and severally, the "Borrowers"), promise to pay to Sun  
Microsystems, Inc., a Delaware corporation ("Lender"), at 4120 Network Circle,  
Santa Clara, CA (or at such other place as Lender may from time to time         
designate by written notice to Borrowers), in lawful money of the United States,
the principal sum of One Million Dollars ($1,000,000) (sometimes referred to    
herein as the "Loan"), on the following terms:                                  

1.  Payment:                                                                    

       A.  Payment: The principal and any unpaid interest due pursuant to this
       Note shall be paid in full on or before June 30, 2006 in lawful
money of the United States.                             

B.  This Note may be prepaid at any time.                       

2. Interest: Interest on the outstanding principal balance of this Note shall   
accrue at the prime rate of interest plus two percent (2%) being, six and       
seventy-five one hundredths percent (6.75%) per annum (the "Interest Rate"),    
compounded semi-annually. While any failure of Borrowers of obligations under   
this Note exists, or after Full Acceleration, as defined below, Borrowers shall 
pay interest (after as well as before entry of judgment thereon to the extent   
permitted by law) on the principal amount of all outstanding amounts under this 
Note at a rate per annum which is determined by adding two percent (2%) per     
annum to the Interest Rate then in effect for this Note. Interest shall be      
calculated on the basis of a three hundred sixty (360) day year consisting of   
twelve (12) months.                                                             

3. Security: Borrowers shall ensure that at all times the obligations of        
Borrowers, now existing or hereafter arising, owing to Lender under this Note,  
and each obligation of performance by Borrowers hereunder, shall be             
collateralized with a fully perfected, first priority lien on Sun Microsystems, 
Inc. common stock (the "Sun Stock"), subject to no other liens of any other     
persons, equal or exceeding in Fair Market Value an aggregate amount equaling or
exceeding one hundred percent (100%) of the aggregate outstanding principal,    
accrued and unpaid interest and such other amounts payable under this Note (the 
"Collateral Maintenance Amount") pursuant to documentation in form and substance
satisfactory to Lender. Such collateral shall be maintained in an escrow account
at EquiServe Trust Company, N.A. (the "Escrow"). The Fair Market Value of the   
Sun Stock held in the Escrow shall be determined on each January 1 and July 1   
(the "Maintenance                                                               

EX-10.96 4th Page of 11 TOC 1st Previous Next ↓Bottom Just 4th
Date") until all amounts under this Note are repaid in full. In the event that  
the Fair Market Value of the Sun Stock as of any Maintenance Date is less than  
the Collateral Maintenance Amount as of such Maintenance Date, Borrowers shall  
promptly contribute additional shares of Sun Stock to the Escrow with a Fair    
Market Value equal to such deficiency. For purposes of this paragraph, "Fair    
Market Value" means, with respect to the Sun Stock, for any day, the reported   
last sale price per share on Nasdaq, or, if the Sun Stock is not admitted to    
trading on Nasdaq, on the principal national securities exchange or inter-dealer
quotation system on which the Sun Stock is listed or admitted to trading, or if 
not admitted to trading on Nasdaq, or listed or admitted to trading on any      
national securities exchange or inter-dealer quotation system, the closing bid  
price per share in the over-the-counter market as furnished by any New York     
Stock Exchange member firm selected from time to time by Lender for that        
purpose.                                                                        

This Note is secured by One Hundred Ninety Two Thousand Three Hundred Seventy   
Four (192,374) shares of Sun Stock. Borrowers shall deliver the Sun Stock to    
Lender or Lender's designated agent simultaneously with receipt of the Loan by  
Borrowers, or Borrowers' designated agent.                                      

4. Default and Acceleration:                                                    

A. Full Acceleration: Unless otherwise prohibited by law, upon the occurrence of
any of the following events, the Lender shall have the option, without demand or
notice, to declare the entire balance of principal of this Note together with   
all accrued interest to be immediately due and payable:                         

(1) Borrowers default in the payment of principal when due pursuant to the terms
hereof or default in the performance of any obligation of Borrowers or any other
agreement (including any amendment, modification or extension thereof) which may
hereafter be executed by Borrowers for the purpose of securing this Note or     
which affects the Security.                                                     

(2) Borrowers, without the prior written consent of Lender, voluntarily or by   
operation of law sell, convey, assign, encumber, mortgage or otherwise transfer,
all or substantially all, or any portion of, or interest in the Security.       

(3) Sixty (60) days after (a) Lender is notified that Employee is terminating   
his employment with Lender, or (b) Lender terminates Borrower's employment for  
cause, as defined below.                                                        

B. Partial Acceleration:                                                        

 (1) In the event that Employee's employment is terminated by Lender other
   than for cause or if Employee dies or is disabled for a period of more than
  six months, principal due hereunder shall be accelerated and shall be paid
fifty percent (50%) of the principal in twelve (12) equal quarterly     
installments, with the first such quarterly payment due on the effective
date of termination and the successive quarterly payments being due each
three months thereafter on the same day of                              

EX-10.96 5th Page of 11 TOC 1st Previous Next ↓Bottom Just 5th
    each such months (i.e., if termination is on February 3, payments are due on
  each succeeding May 3, August 3, November 3 and February 3). The remaining
 fifty percent (50%) of the principal shall be due in a balloon payment at
    the end of the thirteenth quarter following the date hereof. Notwithstanding
    the foregoing, in no event shall such a termination or the foregoing payment
schedule extend the due date of this Note beyond June 30, 2006.         

(2) For purposes of this Note, the term "cause" shall mean Employee's           
misfeasance, malfeasance or misconduct, dishonesty or gross negligence in       
connection with his employment.                                                 

5. Full Recourse: The Lender shall have full recourse against any and all assets
of the Borrowers in the event of the occurrence of a default under the terms of 
this Note.                                                                      

6. Attorneys' Fees: In the event of Borrowers' default hereunder, Borrowers     
shall pay all costs of collection, including reasonable attorneys' fees incurred
by the holder hereof on account of such collection, whether or not suit is filed
hereon.                                                                         

7. Waiver: The waiver by Lender hereof of any breach of or default under any    
terms, covenant or condition contained herein or in any of the agreements       
referred to above shall not be deemed to be a waiver of such term, covenant or  
condition or any subsequent breach of or default under the same or any other    
such term, covenant or condition.                                               

8. No Usury: Borrowers hereby represent and warrant that at no time shall the   
proceeds of the indebtedness evidenced hereby be used "primarily for personal,  
family, or household purposes" as that term is defined and used in Article XV of
the California Constitution (as amended from time to time). Anything in this    
Note to the contrary notwithstanding, it is expressly stipulated and agreed that
the intent of Borrowers and Lender is to comply at all times with all usury and 
other laws relating to this Note. If the laws of the State of California would  
now or hereafter render usurious, or are revised, repealed or judicially        
interpreted so as to render usurious, any amount called for under this Note, or 
contracted for, charged or received with respect to the loan evidenced by this  
Note, or if any prepayment by Borrowers results in Borrowers having paid any    
interest in excess of that permitted by law, then it is Borrowers' and Lender's 
express intent that all excess amounts theretofore collected by Lender be       
credited to the principal balance of this Note (or, if this Note has been paid  
in full, refunded to Borrowers), and the provisions of this Note immediately be 
deemed reformed and the amounts therefore collectible hereunder reduced, without
the necessity of execution of any new document, so as to comply with the then   
applicable law, but so as to permit the recovery of the fullest amount otherwise
called for hereunder.                                                           

9. General Provisions: This Note shall be governed by and construed in          
accordance with the laws of the State of California. The makers of this Note    
hereby waive presentment for payment, protest and demand, notice of protest,    
demand and dishonor and nonpayment of this Note, and consent that Lender may    
extend the time for payment or otherwise modify the terms of payment or any part
of the whole of the debt evidenced by this Note, at the request of any person   
liable hereon, and such consent shall not alter nor                             

EX-10.96 6th Page of 11 TOC 1st Previous Next ↓Bottom Just 6th
diminish the liability of any person. Borrowers hereby waive the defense of the 
statute of limitations in any action on this Note to the extent permitted by    
law. The terms of this Note constitute the entire agreement and understanding   
between the parties and supercede all previous communications, representations  
or agreements, whether written or oral, with respect to the subject matter      
hereof.                                                                         

10. THIS NOTE AND ALL RELATED DOCUMENTATION ARE EXECUTED VOLUNTARILY AND WITHOUT
ANY DURESS OR UNDUE INFLUENCE ON THE PART OF OR ON BEHALF OF THE PARTIES HERETO,
WITH THE FULL INTENT OF CREATING THE OBLIGATIONS AND SECURITY INTERESTS         
DESCRIBED HEREIN AND THEREIN. THE PARTIES ACKNOWLEDGE THAT: (a) THEY HAVE READ  
SUCH DOCUMENTATION; (b) THEY HAVE BEEN REPRESENTED IN THE PREPARATION,          
NEGOTIATION AND EXECUTION OF SUCH DOCUMENTATION BY LEGAL COUNSEL OF THEIR OWN   
CHOICE OR THAT THEY HAVE VOLUNTARILY DECLINED TO SEEK SUCH COUNSEL; (c) THEY    
UNDERSTAND THE TERMS AND CONSEQUENCES OF THIS NOTE AND ALL RELATED DOCUMENTATION
AND THE OBLIGATIONS THEY CREATE; AND (d) THEY ARE FULLY AWARE OF THE LEGAL AND  
BINDING EFFECT OF THIS NOTE AND THE OTHER DOCUMENTS CONTEMPLATED BY THIS MATTER.

        AS BORROWERS

                    /s/ Jonathan I. Schwartz
                            --------------------------------
                      Name: Jonathan I. Schwartz

              /s/ Sophie Ziegler
                            --------------------------------
                 Name:  Sophie Ziegler

EX-10.96 7th Page of 11 TOC 1st Previous Next ↓Bottom Just 7th
CANCELLATION OF 
PROMISSORY NOTES

In consideration for a loan in the amount of Two Million Dollars ($2,000,000)   
(the "New Loan") from Sun Microsystems, Inc. (the "Company") to Jonathan I.     
Schwartz and Sophie Ziegler (jointly and severally, the "Borrowers"), the       
parties agree to the consolidation of Borrowers outstanding promissory notes,   
being that certain Full Recourse Promissory Note dated October 29, 2001 in the  
amount of One Million Dollars ($1,000,000), and that certain Promissory Note    
Secured by Sun Microsystems, Inc. Common Stock dated June 28, 2002 in the amount
of One Million Dollars ($1,000,000) both executed by Borrowers in favor of the  
Company (jointly referred to as the "Old Notes"), with the New Loan.            
Accordingly, upon execution by Borrowers of a promissory note in the aggregate  
amount of Four Million Dollars ($4,000,000) on terms agreed by the parties, the 
Company will cancel the Old Notes.                                              

Dated:  July 18, 2002                                                           

SUN MICROSYSTEMS, INC.                      BORROWERS                           

                                /s/ Jonathan I. Schwartz
                                ------------------------
By:      /s/ Stephen T. McGowan             Jonathan I. Schwartz                
----------------------                                        

Name: Stephen T. McGowan                    /s/ Sophie Ziegler                  
                          ------------------
                      Sophie Ziegler

Title:  Executive Vice President, Corporate                                     
Resources and Chief Financial Officer                           

EX-10.96 8th Page of 11 TOC 1st Previous Next ↓Bottom Just 8th
PROMISSORY NOTE 
 SECURED BY SUN MICROSYSTEMS, INC.
COMMON STOCK

$4,000,000                                                       Santa Clara, CA

                                                                   July 19, 2002

WHEREAS, the undersigned, Jonathan I. Schwartz (the "Employee") and Sophie      
Ziegler (jointly and severally, the "Borrowers"), executed that certain Full    
Recourse Promissory Note dated October 29, 2001 in the amount of One Million    
Dollars ($1,000,000), and Borrowers also executed that certain Promissory Note  
Secured by Sun Microsystems, Inc. Common Stock dated June 28, 2002 in the amount
of One Million Dollars ($1,000,000) (hereinafter jointly referred to as the "Old
Notes"), both in favor of Sun Microsystems, Inc. (the "Lender"); and            

WHEREAS, Borrowers now wish to consolidate the Old Notes with a new note in the 
amount of Two Million Dollars ($2,000,000) that Borrowers desire to execute in  
favor of Lender for an aggregate note amount of Four Million Dollars            
($4,000,000), and in that regard, Borrowers and Lender have executed that       
certain Cancellation of Promissory Notes dated July 18, 2002 to cancel the Old  
Notes;                                                                          

NOW THEREFORE, Borrowers hereby undertake the following:                        

FOR VALUE RECEIVED, Borrowers promise to pay to Sun Microsystems, Inc., a       
Delaware corporation ("Lender"), at 4150 Network Circle, Santa Clara, CA (or at 
such other place as Lender may from time to time designate by written notice to 
Borrowers), in lawful money of the United States, the principal sum of Four     
Million Dollars ($4,000,000) (the "Note"), on the following terms:              

1.  Payment:                                                                    

  A.     Payment: The principal and any unpaid interest due pursuant to this
           Note shall be paid in full on or before June 30, 2006 in lawful money
of the United States.                                     

B.     This Note may be prepaid at any time.                            

2. Interest: Interest on the outstanding principal balance of this Note shall   
accrue at the prime rate of interest plus two percent (2%) being, six and       
seventy-five one hundredths percent (6.75%) per annum (the "Interest Rate"),    
compounded semi-annually. While any failure of Borrowers of obligations under   
this Note exists, or after Full Acceleration, as defined below, Borrowers shall 
pay interest (after as well as before entry of judgment thereon to the extent   
permitted by law) on the principal amount of all outstanding amounts under this 
Note at a rate per annum which is determined by adding two percent (2%) per     
annum to the Interest Rate then in effect for this Note. Interest shall be      
calculated on the basis of a three hundred sixty (360) day year consisting of   
twelve (12) months.                                                             

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3. Security: Borrowers shall ensure that at all times the obligations of        
Borrowers, now existing or hereafter arising, owing to Lender under this Note,  
and each obligation of performance by Borrowers hereunder, shall be             
collateralized with a fully perfected, first priority lien on Sun Microsystems, 
Inc. common stock (the "Sun Stock"), subject to no other liens of any other     
persons, equal or exceeding in Fair Market Value an aggregate amount equaling or
exceeding one hundred percent (100%) of the aggregate outstanding principal,    
accrued and unpaid interest and such other amounts payable under this Note (the 
"Collateral Maintenance Amount") pursuant to documentation in form and substance
satisfactory to Lender. Such collateral shall be maintained in an escrow account
at EquiServe Trust Company, N.A. (the "Escrow"). The Fair Market Value of the   
Sun Stock held in the Escrow shall be determined on each January 1 and July 1   
(the "Maintenance Date") until all amounts under this Note are repaid in full.  
In the event that the Fair Market Value of the Sun Stock as of any Maintenance  
Date is less than the Collateral Maintenance Amount as of such Maintenance Date,
Borrowers shall promptly contribute additional shares of Sun Stock to the Escrow
with a Fair Market Value equal to such deficiency. For purposes of this         
paragraph, "Fair Market Value" means, with respect to the Sun Stock, for any    
day, the reported last sale price per share on Nasdaq, or, if the Sun Stock is  
not admitted to trading on Nasdaq, on the principal national securities exchange
or inter-dealer quotation system on which the Sun Stock is listed or admitted to
trading, or if not admitted to trading on Nasdaq, or listed or admitted to      
trading on any national securities exchange or inter-dealer quotation system,   
the closing bid price per share in the over-the-counter market as furnished by  
any New York Stock Exchange member firm selected from time to time by Lender for
that purpose.                                                                   

This Note is secured by Seven Hundred Twenty Three Thousand Five Hundred        
Seventeen (723,517) shares of Sun Stock. Borrowers shall deliver the Sun Stock  
to Lender or Lender's designated agent simultaneously with receipt of the funds 
under this Note by Borrowers, or Borrowers' designated agent.                   

4. Default and Acceleration:                                                    

A. Full Acceleration: Unless otherwise prohibited by law, upon the occurrence of
any of the following events, the Lender shall have the option, without demand or
notice, to declare the entire balance of principal of this Note together with   
all accrued interest to be immediately due and payable:                         

(1) Borrowers default in the payment of principal when due pursuant to the terms
hereof or default in the performance of any obligation of Borrowers or any other
agreement (including any amendment, modification or extension thereof) which may
hereafter be executed by Borrowers for the purpose of securing this Note or     
which affects the Security.                                                     

(2) Borrowers, without the prior written consent of Lender, voluntarily or by   
operation of law sell, convey, assign, encumber, mortgage or otherwise transfer,
all or substantially all, or any portion of, or interest in the Security.       

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(3) Sixty (60) days after (a) Lender is notified that Employee is terminating   
his employment with Lender, or (b) Lender terminates Borrower's employment for  
cause, as defined below.                                                        

B. Partial Acceleration:                                                        

(1) In the event that Employee's employment is terminated by Lender other than  
for cause or if Employee dies or is disabled for a period of more than six      
months, principal due hereunder shall be accelerated and shall be paid fifty    
percent (50%) of the principal in twelve (12) equal quarterly installments, with
the first such quarterly payment due on the effective date of termination and   
the successive quarterly payments being due each three months thereafter on the 
same day of each such months (i.e., if termination is on February 3, payments   
are due on each succeeding May 3, August 3, November 3 and February 3). The     
remaining fifty percent (50%) of the principal shall be due in a balloon payment
at the end of the thirteenth quarter following the date hereof. Notwithstanding 
the foregoing, in no event shall such a termination or the foregoing payment    
schedule extend the due date of this Note beyond June 30, 2006.                 

(2) For purposes of this Note, the term "cause" shall mean Employee's           
misfeasance, malfeasance or misconduct, dishonesty or gross negligence in       
connection with his employment.                                                 

5. Full Recourse: The Lender shall have full recourse against any and all assets
of the Borrowers in the event of the occurrence of a default under the terms of 
this Note.                                                                      

6. Attorneys' Fees: In the event of Borrowers' default hereunder, Borrowers     
shall pay all costs of collection, including reasonable attorneys' fees incurred
by the holder hereof on account of such collection, whether or not suit is filed
hereon.                                                                         

7. Waiver: The waiver by Lender hereof of any breach of or default under any    
terms, covenant or condition contained herein or in any of the agreements       
referred to above shall not be deemed to be a waiver of such term, covenant or  
condition or any subsequent breach of or default under the same or any other    
such term, covenant or condition.                                               

8. No Usury: Borrowers hereby represent and warrant that at no time shall the   
proceeds of the indebtedness evidenced hereby be used "primarily for personal,  
family, or household purposes" as that term is defined and used in Article XV of
the California Constitution (as amended from time to time). Anything in this    
Note to the contrary notwithstanding, it is expressly stipulated and agreed that
the intent of Borrowers and Lender is to comply at all times with all usury and 
other laws relating to this Note. If the laws of the State of California would  
now or hereafter render usurious, or are revised, repealed or judicially        
interpreted so as to render usurious, any amount called for under this Note, or 
contracted for, charged or received with respect to the loan evidenced by this  
Note, or if any prepayment by Borrowers results in Borrowers having paid any    
interest in excess of that permitted by law, then it is Borrowers' and Lender's 
express intent that all excess amounts theretofore collected by Lender be       
credited to the principal balance of this Note (or, if this Note has been paid  
in full, refunded to Borrowers), and                                            

EX-10.96 Last Page of 11 TOC 1st Previous Next ↓Bottom Just 11th
the provisions of this Note immediately be deemed reformed and the amounts      
therefore collectible hereunder reduced, without the necessity of execution of  
any new document, so as to comply with the then applicable law, but so as to    
permit the recovery of the fullest amount otherwise called for hereunder.       

9. General Provisions: This Note shall be governed by and construed in          
accordance with the laws of the State of California. The makers of this Note    
hereby waive presentment for payment, protest and demand, notice of protest,    
demand and dishonor and nonpayment of this Note, and consent that Lender may    
extend the time for payment or otherwise modify the terms of payment or any part
of the whole of the debt evidenced by this Note, at the request of any person   
liable hereon, and such consent shall not alter nor diminish the liability of   
any person. Borrowers hereby waive the defense of the statute of limitations in 
any action on this Note to the extent permitted by law. The terms of this Note  
constitute the entire agreement and understanding between the parties and       
supercede all previous communications, representations or agreements, whether   
written or oral, with respect to the subject matter hereof.                     

10. THIS NOTE AND ALL RELATED DOCUMENTATION ARE EXECUTED VOLUNTARILY AND WITHOUT
ANY DURESS OR UNDUE INFLUENCE ON THE PART OF OR ON BEHALF OF THE PARTIES HERETO,
WITH THE FULL INTENT OF CREATING THE OBLIGATIONS AND SECURITY INTERESTS         
DESCRIBED HEREIN AND THEREIN. THE PARTIES ACKNOWLEDGE THAT: (a) THEY HAVE READ  
SUCH DOCUMENTATION; (b) THEY HAVE BEEN REPRESENTED IN THE PREPARATION,          
NEGOTIATION AND EXECUTION OF SUCH DOCUMENTATION BY LEGAL COUNSEL OF THEIR OWN   
CHOICE OR THAT THEY HAVE VOLUNTARILY DECLINED TO SEEK SUCH COUNSEL; (c) THEY    
UNDERSTAND THE TERMS AND CONSEQUENCES OF THIS NOTE AND ALL RELATED DOCUMENTATION
AND THE OBLIGATIONS THEY CREATE; AND (d) THEY ARE FULLY AWARE OF THE LEGAL AND  
BINDING EFFECT OF THIS NOTE AND THE OTHER DOCUMENTS CONTEMPLATED BY THIS MATTER.

                                  AS BORROWERS

                                               /s/  Jonathan I. Schwartz
                                                --------------------------
                                                Name: Jonathan I. Schwartz

                                        /s/ Sophie Ziegler
                                                --------------------------
                                          Name: Sophie Ziegler

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘8-K’ Filing	Date	First	Last	Other Filings

	6/30/06	3	10	10-K
	10/29/05	1
Filed as of:	8/9/02
Filed on:	8/8/02
	7/19/02	8
	7/18/02	7	8
	6/28/02	3	8
For Period End:	5/14/02
	10/29/01	7	8
				List all Filings

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Filing Submission 0000891618-02-003640 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Sun Microsystems, Inc. – ‘8-K’ for 5/14/02 – EX-10.96

On: Thursday, 8/8/02, at 9:29pm ET · As of: 8/9/02 · For: 5/14/02 · Accession #: 891618-2-3640 · File #: 0-15086

Previous ‘8-K’: ‘8-K’ on 5/3/02 for 4/25/02 · Next: ‘8-K’ on / for 9/30/02 · Latest: ‘8-K’ on 1/29/10 for 1/26/10

Current Report — Form 8-KFiling Table of Contents

EX-10.96 — Material ContractExhibit Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Current Report — Form 8-K
Filing Table of Contents

EX-10.96 — Material Contract
Exhibit Table of Contents