$ 200,000 Date: Sep. 1/st/, 1999
For value received, the undersigned, OurPet's Company, (the "Borrower"), at 1300 East Street, Fairport
Harbor, Ohio, 44077, promises to pay to the order of Mr. Joseph T. Aveni, (the "Lender"), at 800
Meadowview Lane, Gates Mills, OH 44090 (or at such other place as the Lender may designate in writing) the
sum of $200,000.00 with interest from September 1, 1999, on the unpaid principal at the rate of 10.00% per
In addition, the Lender shall receive 100,000 two-year warrants exercisable at $1.00/share. The effective date of
these warrants will be September 1, 1999.
The principal and accrued interest shall be payable in full in one installment of $240,000.00, on August 31/st/,
2001, the Due Date.
All payments on this Note shall be applied first in payment of accrued interest and any remainder in payment of
If the installment is not paid, in full, when due, the remaining unpaid balance and accrued interest shall become
due immediately at the option of the Lender.
The Borrower reserves the right to prepay this Note (in whole or in part) prior to the due date with no
If the payment obligation under this Note is not paid when due, the Borrower promises to pay all costs of
collection, including reasonable attorney fees, whether or not a lawsuit is commenced as part of the collection
If any of the following events of default occur, this Note and any other obligations of the Borrower to the Lender,
shall become due immediately, without demand or notice:
1) the failure of the Borrower to pay the principal and any accrued interest in full on or before the Due Date;
2) the filing of bankruptcy proceedings involving the Borrower as a Debtor;
3) the application for appointment of a receiver for the Borrower;
4) the making of a general assignment for the benefit of the Borrower's creditors;
5) the insolvency of the Borrower;
6) the misrepresentat