Commercial Promissory Note for $600,000 between the Company and TD Bank, N.A. dated August 13, 2010.
FOR VALUE RECEIVED, the undersigned, ImmuCell Corporation (the “ Borrower ”), having a
mailing address of 56 Evergreen Drive, Portland, ME, promises to pay to the order of TD Bank, N.A. (together
with its successors and assigns, the “ Lender ”), at its principal place of business at One Portland Square, P.O.
Box 9540, Portland, Maine 04112-9540 the principal sum of Six Hundred Thousand & 00/100 Dollars
($600,000.00) or so much thereof as may be advanced in accordance with the terms hereof.
RATE OF INTEREST :
For each day all or any part of the principal amount due hereunder shall remain outstanding, interest shall
accrue on the outstanding and unpaid principal amount due hereunder at the following rates per annum (each a “
Rate of Interest ”) and shall be computed on the basis of actual days elapsed in a 360 day year:
1. Commencing on the date hereof and continuing until the Maturity Date and payment in full of all
indebtedness evidenced hereby, this Note shall bear interest at a variable and fluctuating annual rate equal to
Three and One Quarter percent (3.25%) above the One Month LIBOR (London Interbank Offered Rate);
provided, however, that in all events, that the Rate of Interest shall never be less than the floor of four and a
quarter percent (4.25%).
2. The Rate of Interest shall be adjusted monthly, with each adjustment effective on the 13 day of
each month (each a “ Reset Date ”) in accordance with changes in said One Month LIBOR and the terms hereof.
Each resulting change in the Rate of Interest shall become effective, without notice to Borrower (which notice is
hereby expressly waived by Borrower and all endorsers, guarantors, and sureties).
3. “ LIBOR ” (London Interbank Offered Rate) means the rate of interest in U.S. Dollars (rounded
upwards, at the Le