Exhibit 10.14
RENAISSANCE TRADING TECHNOLOGIES, LLC
CONVERTIBLE SECURED PROMISSORY NOTE
NEITHER THIS NOTE NOR THE LIMITED LIABILITY COMPANY UNITS ISSUABLE UPON
CONVERSION HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED
("ACT"), OR UNDER ANY STATE SECURITIES LAW AND SUCH SECURITIES MAY NOT BE
PLEDGED, SOLD, ASSIGNED OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE
REGISTRATION STATEMENT WITH RESPECT THERETO UNDER THE ACT AND ANY APPLICABLE
STATE SECURITIES LAW, OR UNLESS THE COMPANY RECEIVES AN OPINION OF COUNSEL,
SATISFACTORY TO THE COMPANY, THAT SUCH REGISTRATION IS NOT REQUIRED.
$1,500,000 As of October 2, 2002
FOR VALUE RECEIVED, RENAISSANCE TRADING TECHNOLOGIES, LLC, a Delaware limited
liability company (the "Company"), promises to pay to the order of NYFIX, INC.,
a New York corporation (the "Holder"), on the earlier to occur of (i) the five
year anniversary of the date hereof (the "Maturity Date"), or (ii) an Event of
Default (as defined in Section 1 below), unless this Note is converted prior to
such dates pursuant to Section 3 below, the principal amount of ONE MILLION FIVE
HUNDRED THOUSAND DOLLARS ($1,500,000), in such coin or currency of the United
States of America as at the time of payment shall be legal tender for the
payment of public or private debts, together with interest on the unpaid balance
of said principal amount from time to time outstanding at the rate of five and
one-half percent (5 1/2%) per annum.
If any payment hereunder becomes due and payable on a Saturday, Sunday or legal
holiday under the laws of the United States of America or the State of New York,
or both, the due date thereof shall be extended to the next business day.
Payments of principal and interest are to be made at the address provided herei