Loan No. SPLM0796
                                                 REAL ESTATE NOTE

September 3, 1996

           FOR VALUE  RECEIVED,  the  undersigned  (hereinafter  called "Maker")
promises  to pay to the order of SAFECO Life  Insurance  Company,  a  Washington
corporation,  its  successors and assigns,  (hereinafter  called  "Holder"),  at
SAFECO Plaza,  Seattle, WA 98185, or at such other place as Holder may designate
in writing,  the principal sum of FIVE MILLION FIVE HUNDRED  THOUSAND AND NO/100
Dollars  ($5,500,000.00),  or so much thereof as may be advanced,  together with
interest on the unpaid principal  balance from the date of disbursement of funds
by Holder at the rate of 8.875% per annum.  Principal and interest  shall be due
and  payable in one  hundred  nineteen  (119)  consecutive  monthly  payments of
$45,686.00 each,  commencing on the 1st day of November,  1996 and continuing on
the same day of each month thereafter;  provided,  however, all unpaid principal
and  interest  shall be due and  payable in full on  October  1, 2006.  Interest
accrued from date of disbursement until October 1, 1996 shall be due at closing.
All payments made on this Note shall first be applied to interest.

If any  payment  provided  for  herein is not paid on or before  its due date or
within ten days  thereafter,  Maker hereby agrees to pay to Holder a late charge
equal to 5% of the payment to defray the  expenses  incident  to  handling  such
delinquent payment.

           Full or partial  prepayment  of the  principal  of this Note shall be
permitted  during the loan term.  Beginning  in the first loan year,  additional
principal  payments  may be made but shall be  applied in the  inverse  order of
their maturity.  In the event of such prepayment,  a premium of two percent (2%)
of such  additional  amount so prepaid shall be charged during the first through
the ninth loan years. Prepayment shall be permitted without a prepayment premium
during  the 10th loan year.  To the  extent  permitted  by law,  any  prepayment
premium shall be payable  regardless of whether the loan is prepaid  voluntarily
or involuntarily,  including,  without limitation, any prepayment resulting from
the exercise of the acceleration  clause  contained  herein. A "loan year" shall
mean each  successive  twelve  (12) months  beginning  with the first day of the
calendar month after disbursement of the funds by Holder.

           This Note is secured by a Deed of Trust and an  Assignment  of Leases
and Rents, each of even date herewith, encumbering certain real property located
in the  County of  Collin,  State of Texas,  (the  "Premises")  and by any other
instruments, now or hereafter executed by Maker in favor of Holder, which in any
manner  constitute   additional  security  for  this  Note  (all  of  which  are
hereinafter called the "Security Documents").

           Time is of the essence in the  performance of all obligations of this
Note and the Security Documents. If Maker fails to make any payment when due, or
defaults  in the  performance  or  observance  of any of the terms,  agreements,
covenants or conditions  contained in the Security  Documents,  which default is
not cured within ten (10)  business days after Holder  notifies  Maker therof in
writing,  then, or at any time thereafter,  the entire principal balance of this
Note,  irrespective of the maturity date specified herein, together with accrued
interest  thereon,  and the prepayment  premium,  shall,  at the election of the
Holder,  without  notice,  become  immediately  due and payable.  The  principal
balance of this Note shall  thereafter  bear  interest at 6% per annum above the
interest rate then applicable hereunder.

           Maker,   endorsers  and  guarantors   jointly  and  severally   waive
presentment,  protest  and notice of  dishonor;  and  consent  to any  renewals,
extensions  or  modifications  of this  Note,  including  the terms or times for
payment;  and further agree that any such renewal,  extension or modification of
this Note or the  Security  Documents  or the  release  or  substitution  of any
security for this Note or any other  indulgences  may be made without  notice to
any of said parties and shall not otherwise  affect the liability of any of said
parties for the indebtedness evidenced by this Note.

           Maker and all endorsers and guarantors  understand that the financial
stability and  managerial  ability of the Maker are a  substantial  and material
consideration to the Holder in its agreement to make the loan evidenced  hereby.
Therefore,  if (i) the Premises or any part thereof or interest therein is sold,
transferred,  assigned,  leased  (other  than  space  leased  without  option to
purchase),  conveyed,  or  otherwise  alienated,  or a contract of sale or other
conveyance  entered into with respect  thereto,  or (ii) there is a change in or
transfer of a controlling interest in Maker without the prior written consent of
Holder,  which  consent  shall  not be  unreasonably  withheld,  then  upon  the
occurrence of any one or more of the foregoing events, and regardless of whether
or not Maker  shall be in  default  under  this Note or the Deed of Trust or any
other loan  document,  Holder may, at its option,  declare the then  outstanding
principal   balance  evidenced  by  this  Note  plus  accrued  interest  thereon
immediately  due and  payable  or, at its sole  option,  it may  consent  to the
conveyance  in writing and may increase  the  interest  rate on this Note to the
interest rate on which Holder would then commit to make a first mortgage loan of
similar character with similar security, as determined by conditions it may deem
necessary to compensate it for the increased  risk  resulting from the breach of
the foregoing covenants.  Such increase in interest rate shall entitle Holder to
increase  the monthly  payments  under this Note so that the  increased  monthly
payments will fully amortize the outstanding  balance of the  indebtedness  over
the unexpired  term of the Note.  The execution and delivery by the Maker of any
joint  venture  agreement,   partnership  agreement,  or  modifications  thereof
declaration of trust or option agreement whereby any other person or corporation
may become entitled,  directly or indirectly,  to the possession or enjoyment of
the Premises,  or the income or other benefits of the Premises,  shall,  in each
case, be deemed to be a conveyance or assignment of the Maker's  interest in the
Premises for the purposes of this  paragraph,  and shall  require  prior written
consent  from  the  Holder.  Notwithstanding  the  foregoing,  if  Maker  is  an
individual  and dies,  and his interest is  transferred to a member or member of
his immediate  family by devise or descent,  or Maker  transfers his interest in
connection  with bona fide estate  planning,  the  transfer of Maker's  interest
shall not constitute a conveyance or assignment requiring written consent of the

           Notwithstanding   the  provisions  of  the  preceding  paragraph  and
provided  Maker is not then in default under this Note, the Deed of Trust or any
of the Security  Documents,  Maker shall have a one-time only right upon payment
of an  assumption  fee equal to one percent (1%) of the then  principal  balance
outstanding  under  this Note to  convey  the  Premises  to a  transferee  whose
property management ability,  financial strength and credit history are approved
by Holder,  which approval  shall not be  unreasonably  withheld or delayed.  If
Holder  withholds  its  approval  because of the proposed  transferee's  lack of
creditworthiness,  property  management  ability or financial  strength or other
reasonable  basis  which  leads  Holder to  reasonably  believe  the loan or the
security  would be  impaired,  Holder  shall not be deemed to have  unreasonably
withheld its consent.  As a condition of said approval,  such  transferee  shall
assume Maker's  obligations  under this Note and the Security  Documents and any
grantors of the  indebtedness  shall agree to remain  fully  bound.  Any consent
given by Holder  pursuant to the  foregoing  paragraphs  shall not  constitute a
consent to any future such transaction.

           In no event  whatsoever shall the amount paid or agreed to be paid to
Holder for the use,  forbearance  or  detention  of the money exceed the highest
lawful rate permissible  under applicable law, it being the intent of Holder and
Maker in the  execution  of this  Note to  contract  in strict  accordance  with
applicable usury laws.

           Any forbearance of Holder in exercising any right or remedy hereunder
or under the Security Documents,  or otherwise afforded by applicable law, shall
not be a  waiver  of or  preclude  the  exercise  of any  right or  remedy.  The
acceptance by Holder of payment of any sum payable under this Note after the due
date of such payment shall not be a waiver of Holder's  right to either  require
prompt  payment  when due of all other sums  payable  hereunder  or to declare a
default for failure to make prompt payment

           This  Note  shall be  governed  by the laws of the state of Texas and
shall  be the  joint  and  several  obligation  of  all  makers,  endorsers  and
guarantors  binding  upon them and their  successors  and  assigns.  All makers,
endorsers  and  guarantors  agree  jointly  and  severally  to pay all  costs of
collection and of suit and foreclosure, including reasonable attorney's fees.

               MAKER: CYRIX CORPORATION, a Delaware corporation

                      By:  /s/ James W. Swent, III, Treasurer 

Basic Info X:

Type: Real Estate Note
Date: May 16, 1997
State: Delaware

Other info:


  • September 3 , 1996
  • 1st day of November , 1996
  • October 1 , 2006
  • October 1 , 1996


  • SAFECO Life Insurance Company
  • Deed of Trust
  • County of Collin , State


  • Washington
  • SAFECO Plaza
  • Seattle
  • Texas
  • Delaware


  • $ 5,500,000.00
  • $ 45,686.00


  • James W. Swent


  • 8.875 %
  • 2 %
  • 6 %
  • one percent 1 %