Common use of Line of Credit Clause in Contracts

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing line of credit basis. Loan Advances under Xxxxxxxx's Note may be requested orally or in writing. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx agrees to be liable for all sums advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer or other representative of Borrower or credited to Xxxxxxxx's deposit account(s) with Xxxxxx. Xxxxxxxx additionally agrees that the unpaid principal balance outstanding under Borrower's Loan and Note shall at all times be evidenced by endorsements on the Note, or alternatively, by Xxxxxx's internal records, including Xxxxxx's daily computer print-out. Borrower additionally agrees that Lender may, within its sole judgment, refuse to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occur: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) Lender deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated above.

Line of Credit. Xxxxxxxx's (a) On the Closing Date, subject to fulfillment of all conditions precedent set forth in Section 16, Lender agrees to open the Line of Credit in favor of Borrower so that, during the period from the Closing Date to, but not including, the Termination Date, so long as there is not in existence any Default Condition or Event of Default and the borrowing will not cause a Default Condition or Event of Default to exist, Borrower may borrow and repay and reborrow Advances up to a maximum aggregate principal amount outstanding at any one time equal to the original principal amount of the Line of Credit; subject, however, to the requirement that at no time shall the aggregate ------------------ principal amount of (i) outstanding Advances plus (ii) the aggregate amount of ---- Letter of Credit Obligations exceed the Margin (such requirement being referred to herein as the "Margin Requirement"); and subject, further, to the requirement ------------------ ---------------- that if, at any time hereafter, the Margin Requirement is not satisfied, Borrower will immediately repay the then principal balance of the Master Note by that amount necessary to satisfy the Margin Requirement. All proceeds so obtained under the Line of Credit may be used by Borrower for working capital, capital expenditures and other general corporate purposes in such manner as Borrower may elect in the ordinary course of its business operations. The Debts arising from Advances made to or on behalf of Borrower under the Line of Credit shall be considered for all purposes as a "master note" evidenced by the Master Note, which shall be executed by Borrower and shall evidence any and all Loan Advances made by Xxxxxx delivered to Borrower Lender on the Closing Date. The outstanding principal amount of the Master Note may fluctuate from time to time time, but shall be due and payable in full on a self-replenishing line the Termination Date, and each Advance thereunder shall bear interest from the date of credit basissuch Advance until paid in full at the Applicable Rate, calculated and payable in the manner described in Section 2.2.1. Loan Subject to any contrary provisions of Section 2.2.1 in respect of LIBOR Borrowings, Borrower shall have the option to request Advances under Xxxxxxxx's Note may be requested orally the Line of Credit by telephone or in writing. a writing delivered to Lender maynot later than 11:00 a.m. (Atlanta, but need notGeorgia time) on the date of the requested Advance; provided, require however, that all oral any ------------------ telephone requests shall be confirmed in writing. Xxxxxxxx agrees to be liable for all sums advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with a writing not later than the instructions of any officer or other representative of Borrower or credited to Xxxxxxxx's deposit account(s) with Xxxxxx. Xxxxxxxx additionally agrees that Business Day following the unpaid principal balance outstanding under Borrower's Loan and Note shall at all times be evidenced by endorsements on the Note, or alternatively, by Xxxxxx's internal records, including Xxxxxx's daily computer print-out. Borrower additionally agrees that Lender may, within its sole judgment, refuse to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occur: (a) the amount disbursement of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) Lender deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated above.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized as provided in this paragraph to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: Xxxxxxx Xxxxxx, President. ADVANCE REQUESTS CAN BE OBTAINED UPON NOTIFICATION IN WRITING TO LENDER. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions instruction of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, records including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (e) Lender deems in good xxxxx xxxxx itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation under this Note or liability to Borrower or to any other person or persons arising out agreement between Lender and Borrower. This revolving line of or in any way accruing from Xxxxxx's reasonable refusal credit shall not be subject to extend Loan Advances to Borrower for any Section 346 of the reasons stated aboveTexas Financial Code.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally only in writing by Xxxxxxxx or as provided in writingthis paragraph. All communications, instructions, or directions by telephone or otherwise to Lender mayare to be directed to Xxxxxx's office shown above. The following person currently is authorized, but need notexcept as provided in this paragraph, require that all oral requests be confirmed in writingto request advances and authorize payments under the line of credit until Xxxxxx receives from Borrower, at Xxxxxx's address shown above, written notice of revocation of his or her authority: Authorized Signer . Any authorized officer may request advances. Xxxxxxxx agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to any of Xxxxxxxx's deposit account(s) accounts with Xxxxxx. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by Xxxxxx's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (aA) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (bB) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (cC) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (dD) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself to insecure. MATURITY DATE. This line of credit matures on March 31, 2005 and annually thereafter. The line of credit may be insecure with regard to renewed and the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any credit limit expiration date/maturity date extended at the discretion of the reasons stated abovelender upon receipt of the year end financial statements.

Line of Credit. Xxxxxxxx's Note Borrower hereby requests and authorizes the Lender to make Advances to Borrower during the term hereof, and in connection with each Advance to: (a) reduce the funds available hereunder by, and credit to the Borrower’s demand deposit account (or such other account as agreed upon by the parties) with the Lender, the proceeds of Advances hereunder requested by the Borrower pursuant to request form(s) satisfactory to and received by the Lender or at the option of Lender by telephone call by Borrower’s duly authorized representative; (b) enter into the records maintained by the Lender with respect to each Advance, all interest accruals, payments, other charges or items arising hereunder or otherwise properly chargeable or creditable to the Borrower’s account in accordance with generally accepted accounting principles or Lender’s standard bank policies, practices and fee schedules as they may be amended from time to time; and (c) render to Borrower a monthly statement of interest and the then outstanding principal balance due hereunder. Each such statement shall be considered for all purposes as accepted by and conclusively binding upon Borrower unless Borrower gives Lender written notice of exceptions within sixty (60) days of the receipt of said statement by Borrower. This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note may be requested orally or in writing. Upon duly authorized written request from Borrower, Lender may, but need notis not obligated to, make Advances under this Agreement pursuant to oral requests by Borrower. In such case, Lender reserves the right to require that Borrower to confirm all oral requests in writing on the day of the request. All communications, instructions, or directions by telephone or otherwise to Lender are to be confirmed in writingdirected to Lender’s office shown above. Xxxxxxxx The following person is currently authorized to request Advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender’s address shown above, written notice of revocation of his authority: Xxxxxxx Xxxxxxx. Borrower agrees to be liable for all sums either (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxx's deposit account(s) any of Borrower’s accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing hereunder at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, any schedules attached hereto or by Xxxxxx's Lender’s internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (aA) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan has occurred and Note; is continuing, or (eB) Lender deems itself to be insecure an event has occurred which with regard to the repayment passage of Xxxxxxxx's Loan and Note. Lender shall have no obligation time or liability to Borrower or to any other person or persons arising out ImmuCell Corporation giving of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any notice if left uncured would constitute an Event of the reasons stated aboveDefault hereunder.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as Each Lender severally agrees to make loans (each a "master note" “Line of Credit Loan” and shall evidence any and all Loan Advances made by Xxxxxx collectively, the “Line of Credit Loans”) to the Borrower from time to time on a selfany one or more Business Days from and after the Restatement Date (through the Agent as set forth in Section 2.1.4) to but excluding the Maturity Date applicable to Line of Credit Loans, during which period the Borrower may borrow, repay and re-replenishing line of credit basis. Loan Advances under Xxxxxxxx's Note may be requested orally or in writing. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx agrees to be liable for all sums advanced by Xxxxxx under Xxxxxxxx's Loan and Note borrow in accordance with the instructions provisions hereof up to an aggregate principal amount not exceeding each such Lender’s Pro Rata Percentage of any officer the Available Amount on such Business Day, in aggregate amounts up to the lesser of the Available Amount or other representative the then-current Borrowing Base Availability (the “Line of Credit”). The Borrower hereby acknowledges that $7,000,000.00 of “Line of Credit Advances” and $30,000,000.00 of “Regular Swing Line Loans” under the Existing Credit Agreement are outstanding as of the date hereof, which shall be deemed to be Line of Credit Loans or credited to Xxxxxxxx's deposit account(s) with XxxxxxSwing Line Loans under this Agreement on and after the Restatement Date. Xxxxxxxx additionally agrees that the unpaid principal balance outstanding under Borrower's Loan and Note Line of Credit Loans may be made as LIBOR Rate Advances or Base Rate Advances. The Line of Credit Loans shall at all times be evidenced by endorsements on the Note, or alternatively, by Xxxxxx's internal records, including Xxxxxx's daily computer print-out. Borrower additionally agrees that Lender may, within its sole judgment, refuse to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occur: (a) the amount of the requested Loan Advance will result and repayable in Borrower exceeding its maximum line of credit; (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied accordance with the terms of the Borrower’s promissory notes to each of the Lenders (as the same may be amended, supplemented or otherwise modified from time to time, together with any replacements thereof or substitutions therefor, the “Line of Credit Notes”), the form of which is attached as Exhibit 2A. The Lenders, in their unanimous, sole and conditions absolute discretion, may elect to make Line of Credit Loans to the Borrower in excess of the amounts available pursuant to the terms of this Agreement, or has committed or is and any such Line of Credit Loans shall also be governed by the terms hereof. The Lenders shall also have the option, in their unanimous, sole discretion and without any obligation to do so, to extend the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) Lender deems itself to be insecure with regard Maturity Date applicable to the repayment Line of Xxxxxxxx's Loan and NoteCredit Loans. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal In the event that the Lenders elect to extend Loan Advances such Maturity Date, the Agent shall give notice to the Borrower for any of the reasons stated abovepursuant to Section 13.18.

Line of Credit. Xxxxxxxx's This Note evidences a line of credit under the terms of which the Borrower may borrow, repay and reborrow hereunder, and advances hereunder shall be considered for all purposes subject to that certain Loan Agreement dated February 21, 2018, between Bank and Borrower, the terms and conditions of which, as a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower the same may be amended from time to time on time, are incorporated herein by reference and are a self-replenishing line part of credit basis. Loan Advances under Xxxxxxxx's Note may be requested orally or in writing. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx agrees to be liable for all sums advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer or other representative of Borrower or credited to Xxxxxxxx's deposit account(s) with Xxxxxx. Xxxxxxxx additionally agrees that the unpaid principal balance outstanding under Borrower's Loan and Note shall at all times be evidenced by endorsements on the Note, or alternatively, by Xxxxxx's internal records, including Xxxxxx's daily computer print-out. Borrower additionally agrees that Lender may, within its sole judgment, refuse to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occur: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this AgreementNote. Initial /s/ CH Advances may be made by Bank upon the written, telephonic or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment facsimile request of Borrower's Loan , and Note; or (e) Lender deems itself Bank is authorized to rely conclusively upon such requests when received from a person purporting to be insecure with regard Borrower or Borrower’s authorized officer or representative. Borrower covenants and agrees to furnish to Bank written confirmation of any non-written request for an advance within five (5) days of the resulting loan or advance, but any such loan or advance shall be deemed to be made under and entitled to the repayment benefits of Xxxxxxxx's Loan this Note irrespective of any failure by Borrower to furnish such written confirmation. The unpaid principal balance of this Note at any time shall be the total amounts loaned or advanced hereunder by Bank, less the amount of payments or prepayments of principal made hereon by or for the account of Borrower. It is contemplated that by reason of prepayments there may be times when no indebtedness is owing hereunder; but notwithstanding such occurrences, this Note and Noteany agreements and instruments securing the same shall remain valid and shall be in full force and effect as to loans or advances made pursuant to and under the terms of this Note subsequent to each occurrence. Lender shall have no obligation or liability to Borrower or to In the event that the unpaid principal amount hereof at any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower time, for any reason, exceeds the maximum amount hereinabove specified, Borrower promises and agrees to pay the excess principal amount promptly upon demand; such excess principal amount shall in all respects be deemed to be included among the loans or advances made pursuant to the other terms of this Note, shall bear interest at the reasons rate or rates stated aboveherein, and shall be fully secured by all collateral.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing straight line of credit basiscredit. Loan Once the total amount of principal has been advanced, Borrower is not entitled to further loan advances. Advances under Xxxxxxxx's this Note may be requested either orally or in writingwriting by Borrower or as provided in this pxxxxxxxx. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The xxxxxxing persons currently are authorized to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Xxxxxr's address shown above, wrixxxx xotice of revocation of their authority: ROBERT A. OLAH, President of BADGXX XXXXX XXXXX, INC.; and WILLIAM H. PETERX, Xxief Fin. Offxxxx & XX xx XXXXER PAPER MILLS, INC. Borrower agrees to be liable xxxxle for all sums xxx xxxx either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxx's deposit account(s) with Xxxxxx. Xxxxxxxx additionally agrees that the unpaid principal balance outstanding under any of Borrower's Loan and accounts with Lender. Xxx xxxxid principal balaxxx xxing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily includxxx xxily computer print-out. Borrower additionally agrees that Lender may, within its sole judgment, refuse to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occur: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) Lender deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Noteouts. Lender shall will have no obligation or liability to advance funds under this Note if: (A) Borrower or to any other person guarantor is in default under the terms of this Note or persons arising out any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the signing of this Note; (B) Borrower or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated above.guarantor ceases doing business PROMISSORY NOTE (Continued)

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally by Borrower or in writingby an authorized person. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: XXXXX XXXXXXXXX, PRESIDENT/CEO; XXXXXX X. XXXXXXX, VP/CFO; AND XXXXXX X. XXXX, SECRETARY. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of credit; this Note: (b) Borrower of any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (e) Lender deems in good xxxxx xxxxx itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation under this Note or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveagreement between Lender and Borrower.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxxthis Note, as well as directions for payment from Borrower's Note accounts, may be requested orally or in writingwriting by Borrower or by an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: Xxx X. X'Xxxxx, Chairman. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (e) Lender deems in good xxxxx xxxxx itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation under this Note or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveagreement between Lender and Borrower. STATUTE OF FRAUDS PROVISION. ORAL AGREEMENTS OR ORAL COMMITMENTS TO LOAN MONEY, EXTEND CREDIT OR TO FORBEAR FROM ENFORCING REPAYMENT OF A DEBT ARE NOT ENFORCEABLE UNDER WASHINGTON LAW.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following person currently is authorized to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address shown above, written notice of revocation of his or her authority: Jamex X. Xxxxxxxx, Xxairman of the Board of Gerimed of America, Inc. Borrower agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by XxxxxxLender's internal Internal records, including Xxxxxx's Including daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (bA) Borrower or any guarantor is not complying In default under the terms oh this Agreement or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe any agreement that Borrower is not presently complyingor any guarantor has with Lender, or has not complied including any agreement made in connection with the terms and conditions signing of this Agreement, ; (B) Borrower or has committed any guarantor ceases doing business or is in the process insolvent; (C) any guarantor seeks, claims or otherwise CHANGE IN TERMS AGREEMENT (Continued) Page 2 ================================================================================ attempts to limit, modify or revoke such guarantor's guarantee of committing an Event of Default hereunder this Agreement or under any Security other loan with Lender; (D) Borrower has applied funds provided pursuant to this Agreement directly or indirectly securing repayment of Borrower's Loan and Notefor purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveinsecure.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note may this Note, as well as directions for payment from Borrower’s accounts, must be requested orally in writing by Borrower or in writingby an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxx's deposit account(s) any of Borrower’s accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by Xxxxxx's Lender’s internal records, including Xxxxxx's daily computer print-outprintouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor’s guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (e) Lender deems in good faith believes itself to be insecure with regard to the repayment of Xxxxxxxx's Loan insecure. PRIOR TO SIGNING THIS NOTE, EACH BORROWER HAS READ AND UNDERSTOOD ALL OF THE PROVISIONS OF THIS NOTE. EACH BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS NOTE. THIS NOTE IS EXECUTED UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER Frederick County Bancorp, Inc. By: /s/ Xxxxxxx X. Xxxxxx, Xx. Name: Xxxxxxx X. Xxxxxx, Xx. Title: EVP and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated above.CFO Business Address: 0 Xxxxx Xxxxxx Xxxxxx Xxxxxxxxx, XX 00000 Business Phone #: 000-000-0000 Cell Phone #: 000-000-0000

Line of Credit. Xxxxxxxx's Note The Deed of Trust is given to secure, among other things, a line of credit and shall secure not only presently existing indebtedness hereby secured outstanding under the Credit Agreement but also future advances, whether such advances are obligatory or to be made at the option of Beneficiary, or otherwise, as are made within twenty (20) years from the date hereof, to the same extent as if such future advances were made on the date of the execution of this mortgage, although there may be no advance made at the time of execution of this Deed of Trust and although there may be no indebtedness hereby secured outstanding at the time any advance is made, but in no event shall this Deed of Trust secure any principal of or interest on any of the B Loans. The lien of this Deed of Trust shall be considered valid as to all indebtedness hereby secured, including future advances, from the time of its filing for all purposes as a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower record in the recorder's or registrar's office of the county in which the Mortgaged Premises are located. The total amount of indebtedness hereby secured may increase or decrease from time to time, but the total unpaid balance of indebtedness hereby secured (including disbursements which Beneficiary may make under this Deed of Trust, the Credit Agreement, the Applications or any other documents related thereto) at any one time outstanding shall not exceed a maximum principal amount of __________________ Dollars ($____________) plus interest thereon and any disbursements made for payment of taxes, special assessments or insurance on a self-replenishing line of credit basis. Loan Advances under Xxxxxxxx's Note the Mortgaged Premises and interest on such disbursements, together with any fees, costs or expenses which may be requested orally or in writingpayable hereunder (all such indebtedness being hereinafter referred to as the "maximum amount secured hereby"). Lender mayThis Deed of Trust shall be valid and have priority over all subsequent liens and encumbrances, but need notincluding statutory liens, require that all oral requests be confirmed in writing. Xxxxxxxx agrees to be liable for all sums advanced by Xxxxxx under Xxxxxxxx's Loan excepting solely taxes and Note in accordance with the instructions of any officer or other representative of Borrower or credited to Xxxxxxxx's deposit account(s) with Xxxxxx. Xxxxxxxx additionally agrees that the unpaid principal balance outstanding under Borrower's Loan and Note shall at all times be evidenced by endorsements assessments levied on the NoteMortgaged Premises, or alternatively, by Xxxxxx's internal records, including Xxxxxx's daily computer print-out. Borrower additionally agrees that Lender may, within its sole judgment, refuse to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more the extent of the following conditions exists or will occur: (a) the maximum amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) Lender deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated abovesecured hereby.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxxthis Note, as well as directions for payment from Borrower's Note accounts, may be requested orally or in writingwriting by Borrower or by an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; or (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that this Note for purposes other than those authorized by Lender. ADVANCE RATE. At any time from the date hereof through the end of the Draw Period, Borrower is may request advances (each an "Advance" and collectively the "Advances") from Lender in an aggregate amount not presently complying, or has not complied with to exceed the terms and conditions maximum principal amount of this AgreementNote. To eveidence the Advances, Borrower shall deliver to Lender, at the time of each Advance request, an invoice for eligible fixed assets purchased or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) Lender deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan purchased, since January 1, 1997. The Advances shall only be used for fixed assets purchased and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any not exceed ninety percent (90%) of the reasons stated aboveinvoice amount approved by Lender from time to time, excluding taxes, freight, and installation expense. Software may, however, comprise up to twenty five percent (25%) of the total amount financed.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested either orally or in writingwriting by Borrower or by any authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority. XXXXX XXXXXXXXX, President; and XXXX XXXXXXXX, CFO. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outprintouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) Borrower or any guarantor is in default under the amount terms of this Agreement or any Agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Agreement; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; insolvent, (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Agreement or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Notefor purposes other than those authorized by Lender; or (e) Lender deems in good xxxxx xxxxx itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation under this Agreement or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveagreement between Lender and Borrower.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing line of credit basisrevolving xxxx xx xxxxxx. Loan Advances under Xxxxxxxx's this Note may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following persons currently are authorized, except as provided in this paragraph, to request advances and authorize payments under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: KENNETH WALZ, DIRECTOR OF FINANCE; EDUARD A. JAEGER, PRESIDENT & CEO; XXX XXXXXS E. KREIG, JR., VP FXXXXXX, XXX XXX PREVIOUSLY MENTIONED. Xxxxxxxx agrees to be xxxxxx xx xe liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (aA) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (bB) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (cC) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (dD) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Noteinsecure. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated abovePRIOR NOTE. PROMISSORY NOTE #46341 DATED MARCH 24, 2004 IN THE ORIGINAL PRINCIPAL AMOUNT OF $250,000.00 FROM BORROWER TO LENDER.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally only in writing by Borrower or as provided in writingthis paragraph. All communications, instructions, or directions by telephone or otherwise to lender are to be directed to lender's office shown above. The following person or persons are authorized, except as provided in this paragraph, to request advances and authorize payments under the line of credit until Lender mayreceives from Borrower, but need notat Lender's address shown above, require that all oral written notice of revocation of such authority: Xxxxxx X. Xxxxx, Sole Member/Manager of Healthcare Distribution Specialists LLC. All Advance requests must be confirmed in writingIn writing on Lender's Transfer Request Form, and must be received by 3:00 PM on a day the Federal Reserve Bank Is open In order to receive same day credit. Xxxxxxxx Any requests received after 3:00 PM, may be processed on the next business day. Borrower agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions Instructions of any officer an authorized person or other representative of Borrower or {B) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal Internal records, including Xxxxxx's daily computer print-outprint outs. ERRORS AND OMISSIONS. Borrower additionally agrees, if requested by Lender, to fully cooperate In the correction, if necessary in the reasonable discretion of Lender, of any and all loan closing documents so that all documents accurately describe the loan between Lender and Borrower. Borrower agrees that Lender mayto assume all costs Including by way of illustration and not limitation, actual expenses, legal fees and marketing losses for failing to reasonably comply with Lender's requests within its sole judgmentthirty (30) days. PROMISSORY NOTE CONSENT TO JURISDICTION. Borrower Irrevocably submits to the jurisdiction of any state or federal court sitting in the State of Maryland over any suit, refuse to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occur: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complyingaction, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) Lender deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons proceeding arising out of or relating to this Note. Borrower Irrevocably waives, to the fullest extent permitted by law, any objection that Borrower may now or hereafter have to the laying of venue of any such suit, action, or proceeding brought In any such court and any claim that any such suit, action, or proceeding brought In any such court has been brought In an inconvenient forum. Final judgment In any such suit, action, or proceeding brought In any such court shall be conclusive and binding upon Borrower and may be enforced in any way accruing from Xxxxxx's reasonable refusal court in which Borrower is subject to extend Loan Advances to jurisdiction by a suit upon such judgment provided that service of process is effected upon Borrower for any of the reasons stated aboveas provided in this Note or as otherwise permitted by applicable law.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized as provided in this paragraph to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: Xxxxxxx Xxxxxx, _______________________. ADVANCE REQUESTS CAN BE OBTAINED UPON NOTIFICATION IN WRITING TO AutoPrime, Inc. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, records including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (e) Lender deems in good xxxxx xxxxx itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation under this Note or liability to Borrower or to any other person or persons arising out agreement between Lender and Borrower. This revolving line of or in any way accruing from Xxxxxx's reasonable refusal credit shall not be subject to extend Loan Advances to Borrower for any sec. 346 of the reasons stated aboveTexas Finance Code.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to lender are to be directed to lender's office shown above. The following persons currently are authorized, except as provided in this paragraph, to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address shown above, written notice of revocation of their authority: KARL B. GEMPERLI, President & CEO of ELECSYS CORPORATION; and TODD X. XXXXXXX, Xxxx President & CFO. FUNDS ARE TO BE DISBURSED AT BXXXXXXX'X XXXXXST AND LOAN OFFICER'S APPROVAL. A MONTHLY BORROWING BASE CERTIFICATED IS REQUIRED. Borrower agrees to be the liable for all sums either: (A) CHANGE IN TERMS AGREEMENT Loan No. 2000206013 (Continued) Page 0 ================================================================================ advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by Xxxxxxlender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (bA) Borrower or any guarantor is not complying in default under the terms of this Agreement or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe any agreement that Borrower is not presently complyingor any guarantor has with Lender, or has not complied including any agreement made in connection with the terms and conditions signing of this Agreement, ; (B) Borrower or has committed any guarantor ceases doing business or is in the process insolvent; (C) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's guarantee of committing an Event of Default hereunder this Agreement or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Noteay other loan with Lender; or (eD) Lender deems itself Borrower has applied funds provided pursuant to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any this Agreement for purposes other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated abovethan those authorized by Lender.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing line of credit basisrevolving xxxx xx xxxxxx. Loan Advances under Xxxxxxxx's this Note may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx agrees All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following persons currently xxx xuthorized, except as provided in this paragraph, to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address shown above, wrxxxxx notice of revocation of their xxxxxxity: EDUARD A. JAEGER, PRESIDENT/CEO OF IRONCLAD PERFORMANCE WEAR CORPOXXXXXX; XXXXXX E. KREIG, JR., VP FINANCE: AND KENNETH WALZ, DIRECTOR OF FXXXXXX. XXX XXX XXXXXOUSLY MENTIONED. Boxxxxxx xxxxxs to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance acxxxxxxxx with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing xx xxxx Note shall at all times be any time xxx xx evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse Xxxxer will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (aA) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (bB) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (cC) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (dD) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Noteinsecure. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated abovePRIOR NOTE. PROMISSORY NOTE #630062 DATED MARCH 24, 2004 IN THE ORIGINAL PRINCIPAL AMOUNT OF $1,000,000.00 FROM BORROWER TO LENDER.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following persons currently are authorized to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address shown above, written notice of revocation of their authority: ALEX N. WATT, Executive VP/Secretary of FAFCO, INC.; NANCY I. GARVIN, Vice Presixxxx xx Xxxxnce of FAFCO, INC.; and FREEMAN A. FORD, Xxxxxxxxx xx XXFCO, INC. Borrower agrees to be liable for all sums sxxx xxxxxx: (X) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (bA) Borrower or any guarantor is not complying in default under the terms of this Agreement or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe any agreement that Borrower is not presently complyingor any guarantor has with Lender, or has not complied including any agreement made in connection with the terms and conditions signing of this Agreement, ; (B) Borrower or has committed any guarantor ceases doing business or is in the process insolvent; (C) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's guarantee of committing an Event of Default hereunder this Agreement or under any Security other loan with Lender; (D) Borrower has applied funds provided pursuant to this Agreement directly or indirectly securing repayment of Borrower's Loan and Notefor purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveinsecure.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally by Borrower or in writingby an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: JONAXXXX X. XXXX, XXESIDENT; JOHN XXXXXXX, XXCE PRESIDENT; AND SCOTX XXXXXX, XXIEF FINANCIAL OFFICER. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occur: advance funds under this Note if:; (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (e) Lender deems itself to be in good faitx xxxxx xxxelf insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation under this Note or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated above.agreement between Lender and Borrower. ARBITRATION DISCLOSURES

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested either orally or in writingwriting by Borrower or by an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx agrees All communications, instructions, or directions by telephone or otherwise to Lender are to be liable directed to Lender's office shown above. The following party or parties are authorized to request advance under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: WAYNE COLLIGNON, PRESIDENT; AND DIRK ANDERSON, CFO. Borrower agreex xx xx xxxxxx for all sums advanced by Xxxxxx under Xxxxxxxx's Loan and Note eithxx: (x) xxxanced in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) Borrower or any guarantor is in default under the amount terms of this Agreement or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Agreement; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Agreement or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security his Agreement directly or indirectly securing repayment of Borrower's Loan and Notefor purposes other than those authorized by Lender; or (e) Lender in good faith deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation under this Agreement or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated abovexxxxxxxxx between Lender and Borrower.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as a "master note" and shall evidence any and all Loan Lender agrees to make Advances made by Xxxxxx to Borrower from time to time on from the date of this Agreement to the Expiration Date, provided the aggregate amount of such Advances outstanding at any time does not exceed the Borrowing Base. Within the foregoing limits, Borrower may borrow, partially or wholly prepay, and reborrow under this Agreement as follows: Conditions Precedent to Each Advance. Lender's obligation to make any Advance to or for the account of Borrower under this Agreement is subject to the following conditions precedent, with all documents, instruments, opinions, reports, and other items required under this Agreement to be in form and substance satisfactory to Lender: (1) Lender shall have received evidence that this Agreement and all Related Documents have been duly authorized, executed, and delivered by Borrower to Lender. (2) Lender shall have received such opinions of counsel, supplemental opinions, and documents as Lender may request. (3) The security interests in the Collateral shall have been duly authorized, created, and perfected with first lien priority and shall be in full force and effect. (4) All guaranties required by Lender for the credit facility(ies) shall have been executed by each Guarantor, delivered to Lender, and be in full force and effect. (5) Lender, at its option and for its sole benefit, shall have conducted an audit of Borrower's Accounts, Inventory, books, records, and operations, and Lender shall be satisfied as to their condition. (6) Borrower shall have paid to Lender all fees, costs, and expenses specified in this Agreement and the Related Documents as are then due and payable. (7) There shall not exist at the time of any Advance a self-replenishing line condition which would constitute an Event of credit basisDefault under this Agreement, and Borrower shall have delivered to Lender the compliance certificate called for in the paragraph below titled "Compliance Certificate." Making Loan Advances. Loan Advances under Xxxxxxxxthis credit facility, as well as directions for payment from Borrower's Note accounts, may be requested orally or in writingwriting by authorized persons. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx agrees Each Advance shall be conclusively deemed to be liable have been made at the request of and for all sums the benefit of Borrower (1) when credited to any deposit account of Borrower maintained with Lender or (2) when advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer or other representative of Borrower or credited to Xxxxxxxx's deposit account(s) with Xxxxxxan authorized person. Xxxxxxxx additionally agrees that the unpaid principal balance outstanding under Borrower's Loan and Note shall Lender, at its option, may set a cutoff time, after which all times requests for Advances will be evidenced by endorsements treated as having been requested on the Note, or alternatively, by Xxxxxx's internal records, including Xxxxxx's daily computer print-outnext succeeding Business Day. Borrower additionally agrees that Lender may, within its sole judgment, refuse to extend Mandatory Loan Advances to Borrower whenever Lender determines or has reason to believe that Repayments. If at any one or more of time the following conditions exists or will occur: (a) the aggregate principal amount of the requested outstanding Advances shall exceed the applicable Borrowing Base, Borrower, immediately upon written or oral notice from Lender, shall pay to Lender an amount equal to the difference between the outstanding principal balance of the Advances and the Borrowing Base. On the Expiration Date, Borrower shall pay to Lender in full the aggregate unpaid principal amount of all Advances then outstanding and all accrued unpaid interest, together with all other applicable fees, costs and charges, if any, not yet paid. Loan Account. Lender shall maintain on its books a record of account in which Lender shall make entries for each Advance will result and such other debits and credits as shall be appropriate in Borrower exceeding its maximum line of credit; (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied connection with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment credit facility. Lender shall provide Borrower with periodic statements of Borrower's Loan and Note; or (e) Lender deems itself account, which statements shall be considered to be insecure with regard correct and conclusively binding on Borrower unless Borrower notifies Lender to the repayment contrary within thirty (30) days after Borrower's receipt of Xxxxxxxx's Loan and Noteany such statement which Borrower deems to be incorrect. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any COLLATERAL. To secure payment of the reasons stated above.Primary Credit Facility and performance of all other Loans, obligations and duties owed by Borrower to Lender,

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally by Borrower or in writingby an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: XXXXXX X. XXXXX, SENIOR VICE PRESIDENT; XXXXXX X. XXXXX, PRESIDENT; and XXXX X. XXXXXXX, CONTROLLER. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Lender will have no obligation to advance funds under this Note if: (a) Borrower additionally agrees is in default under the terms of this Note or any agreement that Lender mayBorrower has with Lender, within including any agreement made in connection with the signing of this Note; (b) Borrower ceases doing business or is insolvent; or (c) Borrower has applied funds provided pursuant to this Note for purposes other than those authorized by Lender. NOTICE. ORAL AGREEMENTS OR ORAL COMMITMENTS TO LOAN MONEY, EXTEND CREDIT, OR TO FORBEAR FROM ENFORCING REPAYMENT OF A DEBT ARE NOT ENFORCEABLE UNDER WASHINGTON LAW. MEDIATION/ARBITRATION CLAUSE A. POLICY-MEDIATION. The parties hope there will be no disputes arising out of their relationship. To that end, each commits to cooperate in good faith and to deal fairly in performing its sole judgmentduties under this agreement in order to accomplish their mutual objectives and avoid disputes. But if a dispute arises, refuse the parties agree to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of resolve all disputes by the following conditions exists or will occuralternate dispute resolution process: (a) the amount of the requested Loan Advance parties will result in Borrower exceeding its maximum line of credit; seek a fair and prompt negotiated resolution, but if this is not successful, (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; all disputes shall be resolved by binding arbitration, provided that during this process, (c) Xxxxxxxx has failed at the request of either party made not later than seventy-five (75) days after the initial arbitration demand, the parties will attempt to provide Lender resolve any dispute by nonbinding mediation (but without delaying the arbitration hearing date.) The parties recognize that negotiation or mediation may not be appropriate to resolve some disputes and agree that either party many proceed with satisfactory documentation arbitration without negotiating or mediating. The parties confirm that by agreeing to support this alternate dispute resolution process, they intend to give up their right to have any dispute decided in court by a judge or jury. MEDIATION/ARBITRATION CLAUSE B. BINDING ARBITRATION. Any claim between the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) Lender deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons parties arising out of or relating to this agreement, shall be determined by arbitration in any way accruing from Xxxxxx's reasonable refusal Seattle commenced in accordance with RCW 7.04.080; provided that the total award by a single arbitrator (as opposed to extend Loan Advances to Borrower for any a 01-28-1997 PROMISSORY NOTE PAGE 2 LOAN NO 56705 (CONTINUED) ------------------------------------------------------------------------------- ------------------------------------------------------------------------------- majority of three arbitrators) shall not exceed $250,000, including interest, attorneys' fees and costs. If either party demands a total award greater than $250,000, there shall be three (3) neutral arbitrators. If the parties cannot agree on the identity of the reasons stated abovearbitrator(s) within ten (10) days of the arbitration demand, the arbitrator(s) shall be selected by the administrator of the American Arbitration Association (AAA) office in Seattle FROM ITS LARGE, COMPLEX CASE PANEL (OR HAVE SIMILAR PROFESSIONAL CREDENTIALS). Each arbitrator shall be an attorney with at least 15 years experience in banking or commercial law and shall reside in the Seattle metropolitan area. Whether a claim is covered by this agreement shall be determined by the arbitrator(s). All statutes of limitation which would otherwise be applicable shall apply to any arbitration hereunder.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested either orally or in writingwriting by Borrower or as provided in this paragraph. Lender may, but need notnot need, require that all oral requests be confirmed in writing. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender’s office shown above. The following person currently is authorized to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender’s address shown above, written notice of revocation of his or her authority: X. Xxx Xxxxxxxx, Chairman of the Board of Stationers, Inc. Borrower agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxx's deposit account(s) any of Borrower’s accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by Xxxxxx's Lender’s internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note If: (aA) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (bB) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (cC) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complyinglimit, modify or has not complied with the terms and conditions revoke such guarantor’s guarantee of this Agreement, Note or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Noteother loan with Lender; or (eD) Lender deems itself Borrower has applied funds provided pursuant to be insecure with regard to the repayment of Xxxxxxxx's Loan and Notethis Note for purposes other than those authorized by Lender. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated abovePRIOR NOTE. THIS NOTE REPRESENTS THE RENEWAL AND EXTENSION OF THAT CERTAIN PROMISSORY NOTE DATED 12/06/99. THE NOTE WAS RENEWED AND EXTEDED ON 10/17/00, 04/06/01 AND 10/7/02. ALL TERMS AND CONDITIONS OF THE ORGINAL NOTE, INCLUDING PROVISIONS FOR COLLATERAL AND PERSONAL GUARANTEES, SHALL REMAIN IN FULL FORCE AND EFFECT.

Line of Credit. XxxxxxxxThis Agreement evidences a revolving line of credit. Advances under this Agreement may be requested only in writing by Borrower or as provided in this paragraph. All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's Note shall be considered for all purposes office shown above. The following persons currently are authorized, except as a "master note" provided in this paragraph, to request advances and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing authorize payments under the line of credit basisuntil Lender receives from Borrower, at Lender's address shown above, written notice of revocation of their authority: DAVID DERRICK, Chief Executive Ofxxxxx xx XXXXTEMDX, INC.; CHAD OLSEN, Controller of REMOTEXXX, XXX.; MICHAEL ACTON, Chief Financial Xxxxxxx xx XXMOTEMDX, INC.; and JAMES DALTON, President of REMOXXXXX, XXX. Loan Advances Draws to be taken on approved invoices presented to Citizens National Bank from the following companies: CP Baker Securities, Inc, RemoteMXx, Xxx., Dynamic Source Manufacturing and Advanta Design Group, Inc. lender may advance funds under Xxxxxxxx's Note this note to (i) pay itself interest, (ii) make deposits into the Account (as defined below) if it contains less than the required compensating balance, and (iii) to pay itself fees and other amounts that may be requested orally or in writingowed to it. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx Borrower agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (bA) Borrower or any guarantor is not complying in default under the terms of this Agreement or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe any agreement that Borrower is not presently complyingor any guarantor has with Lender, or has not complied including any agreement made in connection with the terms and conditions signing of this Agreement, ; (B) Borrower or has committed any guarantor ceases doing business or is in the process insolvent; (C) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's guarantee of committing an Event of Default hereunder this Agreement or under any Security other loan with Lender; (D) Borrower has applied funds provided pursuant to this Agreement directly or indirectly securing repayment of Borrower's Loan and Notefor purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveinsecure.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing straight line of credit basiscredit. Loan Advances under Xxxxxxxx's Note may be requested orally or in writingOnce the total amount of principal has been advanced, Borrower is not entitled to further loan advances. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx agrees Borrxxxx xxxees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxx's deposit account(s) any of Borrxxxx'x xccounts with XxxxxxLendxx. Xxxxxxxx additionally agrees that the Xxe unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by Xxxxxx's internal Lendxx'x xnternal records, including Xxxxxx's daily computer print-outouts. GENERAL PROVISIONS. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower additionally agrees and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive any applicable statute of limitations, presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender maymay renew or extend (repeatedly and for any length of time) this loan, within its sole judgmentor release any party or guarantor or collateral; or impair, refuse fail to extend Loan Advances realize upon or perfect Lendxx'x xecurity interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to Borrower whenever Lender determines anyone. All such parties also agree that Lendxx xxx modify this loan without the consent of or has reason notice to believe that anyone other than the party with whom the modification is made. PRIOR TO SIGNING THIS NOTE, BORRXXXX XXXD AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE. BORRXXXX XXXEES TO THE TERMS OF THE NOTE AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE NOTE. BORROWER: FAFCO, INC. COPY BY: ---------------------------------------- FREEXXX X. XXXX, XXESIDENT 2 CONSTRUCTION LOAN AGREEMENT PRINCIPAL LOAN DATE MATURITY LOAN NO CALL COLLATERAL ACCOUNT OFFICER INITIALS $3,400,000.00 04-13-2000 10-10-2000 0400706081 016 1111 120144 019 References in the shaded area are for Lender's use only and do not limit the applicability of this document to any one particular loan or more of the following conditions exists or will occuritem. BORROWER: FAFCO, INC. LENDER: BUTTE COMMUNITY BANK 2690 XXXXXXXXXXX XXXX XXXXX XXXXXX XXXXXXX XXXX, XX 00000 2041 XXXXXX XXX XXXXX, XX 00000 ================================================================================ THIS CONSTRUCTION LOAN AGREEMENT BETWEEN FAFCO, INC. ("BORROWER") AND BUTTE COMMUNITY BANK ("LENDER") IS MADE AND EXECUTED ON THE FOLLOWING TERMS AND CONDITIONS. BORRXXXX XXX APPLIED TO LENDER FOR LOANS IN THE TOTAL PRINCIPAL AMOUNT OF U.S. $3,400,000.00 IN ORDER TO CONSTRUCT THE IMPROVEMENTS ON THE REAL PROPERTY DESCRIBED BELOW. LENDER IS WILLING TO LEND THE LOAN AMOUNT TO BORROWER SOLELY UNDER THE TERMS AND CONDITIONS SPECIFIED IN THIS AGREEMENT AND IN THE RELATED DOCUMENTS, TO EACH OF WHICH BORRXXXX XXXEES. BORRXXXX XXXERSTANDS AND AGREES THAT: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; IN GRANTING, RENEWING, OR EXTENDING ANY LOAN, LENDER IS RELYING UPON BORROWER'S REPRESENTATIONS, WARRANTIES, AND AGREEMENTS AS SET FORTH IN THIS AGREEMENT, AND (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) Lender deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveALL SUCH LOANS SHALL BE AND REMAIN SUBJECT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally by Borrower or in writingby an authorized person. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above wriften notice of revocation of their authority: any two of the following: Xxxxxx Xxx, CEO and Co- Chairman; Avi Fox, President and Co-Chairman; and Xxxxxx X. Xxxx, EVP/CFO. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (e) Lender deems in good xxxxx xxxxx itself to be insecure with regard to the repayment of Xxxxxxxx's Loan under this Note or any other agreement between Lender and NoteBorrower. GENERAL PROVISIONS. Lender shall have no obligation may delay or liability to forgo enforcing any of its rights or remedies under this Note without losing them. Borrower or to and any other person who signs, guarantees or persons arising out endorses this Note, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or in any way accruing from Xxxxxx's reasonable refusal notice to extend Loan Advances anyone. All such parties also agree that Lender may modify this loan without the consent of or notice to Borrower for any of anyone other than the reasons stated above.party with whom the modification is made. PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE NOTE BORROWER: Web Street, Inc. By: /s/ Xxxxxx Xxx By: /s/ Avi Fox ------------------------ ------------------------ Xxxxxx Xxx, CEO and Avi Fox, President and Co-Chairman Co-Chairman ================================================================================

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note may this Note, as well as, directions for payment from Borrower’s accounts, must be requested orally in writing by Borrower or in writingby an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxx's deposit account(s) any of Borrower’s accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by Xxxxxx's Lender’s internal records, including Xxxxxx's daily computer print-outprintouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor’s guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (e) Lender deems in good faith believes itself to be insecure with regard to the repayment of Xxxxxxxx's Loan insecure. PRIOR TO SIGNING THIS NOTE, EACH BORROWER HAS READ AND UNDERSTOOD ALL OF THE PROVISIONS OF THIS NOTE. EACH BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS NOTE. THIS NOTE IS EXECUTED UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER Frederick County Bancorp, Inc. By: /s/ Xxxxxxx X. Xxxxxx, Xx. Name: Xxxxxxx X. Xxxxxx, Xx. Title: EVP and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated above.CFO

Line of Credit. This Note evidences a revolving line of credit. Advances under this Note, as well as directions for payment from Xxxxxxxx's Note shall be considered for all purposes as a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing line of credit basis. Loan Advances under Xxxxxxxx's Note accounts, may be requested orally or in writingwriting by Borrower or by an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to any of Xxxxxxxx's deposit account(s) accounts with Xxxxxx. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by Xxxxxx's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (aA) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (bB) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (cC) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (dD) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself insecure. This revolving line of credit shall not be subject to Ch. 346 of the Texas Finance Code. OTHER CREDITS AFFECTING AVAILABILITY. Any other credits made available to Borrower by Xxxxxx, such as other loans or letters of credit, may be insecure with regard advanced to Borrower and/or issued under this line of credit commitment, and any such advances or issuances shall, in addition to the repayment outstanding advances on this Note, reduce the outstanding availability on the Line of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveCredit.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. Xxx xxllowing persons currently are authorized to request advances and authorize payments under the line of credit until Lender receives from Borrower, xx Xender's address shown abovx, xxxtten notice of revocation of their authority: ANY ONE OF THE FOLLOWING: TONY SHAHBAZ, PRESIDENT/SECXXXXXX XX X/OMAGIC CORPORATION; and STEVE GILLINGS (ACTUAL SIGNATXXX) X /x/ XXXVE GILLINGS, CHIEF FINANCIXX XXXXXXX XX I/OMAGIC CORPORATION. Borrower agrees to be liable for all xxx xxx sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLendxx. Xxxxxxxx additionally agrees that the Xxx unpaid principal balance outstanding under Borrower's Loan and Note shall xxxxnce owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by XxxxxxLender's internal records, including Xxxxxx's inxxxxxxg daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (bA) Borrower or any guarantor is not complying in default under the terms of this Agreement or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe any agreement that Borrower is not presently complyingor any guarantor has with Lender, or has not complied including any agreement made in connection with the terms and conditions signing of this Agreement, ; (B) Borrower or has committed any guarantor ceases doing business or is in the process insolvent; (C) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's guarantee of committing an Event of Default hereunder this Agreement or under any Security other loan with Lender; (D) Borrower has applied funds provided pursuant to this Agreement directly or indirectly securing repayment of Borrower's Loan and Notefor purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself insecure. \ARBITRATION. BORROWER AND LENDER AGREE XXXX XLL DISXXXXX, CLAIMS AND CONTROVERSIES BETWEEN THEM WHETHER INDIVIDUAL, JOINT, OR CLASS IN NATURE, ARISING FROM THIS AGREEMENT OR OTHERWISE, INCLUDING WITHOUT LIMITATION CONTRACT AND TORT DISPUTES, SHALL BE ARBITRATED PURSUANT TO THE RULES OF THE AMERICAN ARBITRATION ASSOCIATION IN EFFECT AT THE TIME THE CLAIM IS FILED, UPON REQUEST OF EITHER PARTY. NO ACT TO TAKE OR DISPOSE OF ANY COLLATERAL SHALL CONSTITUTE A WAIVER OF THIS ARBITRATION AGREEMENT OR BE PROHIBITED BY THIS ARBITRATION AGREEMENT. THIS INCLUDES, WITHOUT LIMITATION, OBTAINING INJUNCTIVE RELIEF OR A TEMPORARY RESTRAINING ORDER; INVOKING A POWER OF SALE UNDER ANY DEED OF TRUST OR MORTGAGE; OBTAINING A WRIT OF ATTACHMENT OR IMPOSITION OF A RECEIVER; OR EXERCISING ANY RIGHTS RELATING TO PERSONAL PROPERTY, INCLUDING TAKING OR DISPOSING OF SUCH PROPERTY WITH OR WITHOUT JUDICIAL PROCESS PURSUANT TO ARTICLE 9 OF THE UNIFORM COMMERCIAL CODE. ANY DISPUTES, CLAIMS, OR CONTROVERSIES CONCERNING THE LAWFULNESS OR REASONABLENESS OF ANY ACT, OR EXERCISE OF ANY RIGHT, CONCERNING ANY COLLATERAL, INCLUDING ANY CLAIM TO RESCIND, REFORM, OR OTHERWISE MODIFY ANY AGREEMENT RELATING TO THE COLLATERAL, SHALL ALSO BE ARBITRATED, PROVIDED HOWEVER THAT NO ARBITRATOR SHALL HAVE THE RIGHT OR THE POWER TO ENJOIN OR RESTRAIN ANY ACT OF ANY PARTY. BORROWER AND LENDER AGREE THAX XX XXE EVXXX XX AN ACTION FOR JUDICIAL FORECLOSURE PURSUANT TO CALIFORNIA CODE OF CIVIL PROCEDURE SECTION 726, OR ANY SIMILAR PROVISION IN ANY OTHER STATE, THE COMMENCEMENT OF SUCH AN ACTION WILL NOT CONSTITUTE A WAIVER OF THE RIGHT TO ARBITRATE AND THE COURT SHALL REFER TO ARBITRATION AS MUCH OF SUCH ACTION, INCLUDING COUNTERCLAIMS, AS LAWFULLY MAY BE REFERRED TO ARBITRATION. JUDGMENT UPON ANY AWARD RENDERED BY ANY ARBITRATOR MAY BE ENTERED IN ANY COURT HAVING JURISDICTION. NOTHING IN THIS AGREEMENT SHALL PRECLUDE ANY PARTY FROM SEEKING EQUITABLE RELIEF FROM A COURT OF COMPETENT JURISDICTION. THE STATUTE OF LIMITATIONS, ESTOPPEL, WAIVER, LACHES, AND SIMILAR DOCTRINES WHICH WOULD OTHERWISE BE APPLICABLE IN AN ACTION BROUGHT BY A PARTY SHALL BE APPLICABLE IN ANY ARBITRATION PROCEEDING, AND THE COMMENCEMENT OF AN ARBITRATION PROCEEDING SHALL BE DEEMED THE COMMENCEMENT OR AN ACTION FOR THESE PURPOSES. THE FEDERAL ARBITRATION ACT SHALL APPLY TO THE CONSTRUCTION, INTERPRETATION, AND ENFORCEMENT OF THIS ARBITRATION PROVISION. CONTINUING VALIDITY. Except as expressly changed by this Agreement, the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and in full force and effect. Consent by Lender to this Agreement dxxx xxt waive Lender's right to strict perfxxxxxxe of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligation(s), including accommodation parties, unless a party is expressly released by Lender in writing. Any maker xx xxxorser, including accommodation makers, will not be insecure with regard released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, then all persons signing below acknowledge that this Agreement is given conditionally, based on the representation to Lender that the non-signing party consents to the repayment changes and provisions of Xxxxxxxx's Loan and Notethis Agreement or otherwise will not be released by it. Lender shall have no obligation or liability to Borrower or This waiver applies not only to any other person initial extension, modification or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal release, but also to extend Loan Advances to Borrower for any of the reasons stated aboveall such subsequent actions. UNCOLLECTED FUNDS AVAILABILITY. LENDER AGREES TO MAKE AVAILABXX XX BORROWER AN UNCOLLECTED FUNDS PROTECTION FACILITY IN THE AMOUNT OF ONE MILLION AND 00/100 U.S. DOLLARS ($1,000,000.00). BORROWER MAY USE UP TO $1,000,000.00 OF UNCOLLECTED FUNDS DEPOSITED INTO BORROWER'S BUSINESS CHECKING ACCOUNT #22606270. (SEE "RIDER TO BXXXXXXX LOAN AGREEMENT" DATED 04-29-2002.).

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following persons currently are authorized to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address shown above, written notice of revocation of their authority: Steve K. Miller, President/Sexxxxxxx xx Xxxxxal Financial Services, Inc.; and Fadl Mashnouk, Vice President of General Financial Services, Inc. Borrower agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Lender will have no obligation to advance funds under this Note if: (A) Borrower additionally or any guarantor is in default under the terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the signing of this Note; (B) Borrower or any guarantor ceases doing business or is insolvent; (C) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's guarantee of this Note or any other loan with Lender; (D) Borrower has applied funds provided pursuant to this Note for purposes other than those authorized by Lender; or (E) Lender in good faith believes itself insecure. PROMISSORY NOTE (Continued) ================================================================================ DISCRETIONARY LINE OF CREDIT. Notwithstanding any other provisions contained in this Line of Credit Note to the contrary, Borrower acknowledges and agrees that Lender may, within its any and all advances under this Line of Credit Note may be made or withheld in the sole judgment, refuse to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more discretion of the following conditions exists or will occur: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (b) Lender. Borrower is not complying or has not complied with Xxxxxx's procedures obligated to borrow under this Line of Credit Note, nor is Lender obligated to honor any request(s) for advances; this Line of Credit Note is executed merely to facilitate the easier extension of credit, and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) Lender deems itself to may be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to canceled by Borrower or to Lender at any other person time, with or persons arising out of without cause or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveexcuse.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Note, as well as directions for payment from Borrower’s accounts, may be requested orally or in writingwriting by Borrower or by an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx Borrower agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxx's deposit account(s) any of Borrower’s accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by Xxxxxx's Lender’s internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (aA) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (bB) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (cC) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor’s guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (dD) Xxxxxx Borrower has reason applied funds provided pursuant to believe that this Note for purposes other than those authorized by Lender; or (E) Lender in good faith believes itself insecure. HEDGING INSTRUMENTS. Obligations and indebtedness includes, without limitation all obligations, indebtedness and liabilities arising pursuant to or in connection with any interest rate swap transaction, basis swap, forward rate transaction, interest rate option, price risk hedging transaction or any similar transaction between the Borrower and Lender. APPLICABLE MARGIN. An exhibit, titled “Applicable Margin,” is not presently complyingattached to this Note and by this reference is made a part of this Note just as if all the provisions, or has not complied with the terms and conditions of the Exhibit had been fully set forth in this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) Lender deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated above.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally only in writing by Borrower or as provided in writingthis paragraph. All communications, instructions, or directions by telephone or otherwise to Lender mayare to be directed to Lender's office shown above. The following person currently is authorized, but need notexcept as provided in this paragraph, require that all oral requests be confirmed in writingto request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address shown above, written notice of revocation of his or her authority: Authorized Signer . Xxxxxxxx Any authorized officer may request advances. Borrower agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (aA) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (bB) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (cC) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (dD) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself to insecure. MATURITY DATE. This line of credit matures on March 31, 2002 and annually thereafter. The line of credit may be insecure with regard to renewed and the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any credit limit expiration date/maturity date extended at the discretion of the reasons stated abovelender upon receipt of the year end financial statements.

Line of Credit. Xxxxxxxx's Note Borrower hereby requests and authorizes the Lender to make Advances to Borrower during the term hereof, and in connection with each Advance to: (a) reduce the funds available hereunder by, and credit to the Borrower’s demand deposit account (or such other account as agreed upon by the parties) with the Lender, the proceeds of Advances hereunder requested by the Borrower pursuant to request form(s) satisfactory to and received by the Lender or at the option of Lender by telephone call by Borrower’s duly authorized representative; (b) enter into the records maintained by the Lender with respect to each Advance, all interest accruals, payments, other charges or items arising hereunder or otherwise properly chargeable or creditable to the Borrower’s account in accordance with generally accepted accounting principles or Lender’s standard bank policies, practices and fee schedules as they may be amended from time to time; and (c) render to Borrower a monthly statement of interest and the then outstanding principal balance due hereunder. Each such statement shall be considered for all purposes as accepted by and conclusively binding upon Borrower unless Borrower gives Lender written notice of exceptions within sixty (60) days of the receipt of said statement by Borrower. This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note may be requested orally or in writing. Upon duly authorized written request from Borrower, Lender may, but need notis not obligated to, make Advances under this Agreement pursuant to oral requests by Borrower. In such case, Lender reserves the right to require that Borrower to confirm all oral requests in writing on the day of the request. All communications, instructions, or directions by telephone or otherwise to Lender are to be confirmed in writingdirected to Lender’s office shown above. Xxxxxxxx The following person is currently authorized to request Advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender’s address shown above, written notice of revocation of his authority: Xxxxxxx Xxxxxxx. Borrower agrees to be liable for all sums either (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxx's deposit account(s) any of Borrower’s accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing hereunder at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, any schedules attached hereto or by Xxxxxx's Lender’s internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (aA) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (b) Borrower is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan has occurred and Note; is continuing, or (eB) Lender deems itself to be insecure an event has occurred which with regard to the repayment passage of Xxxxxxxx's Loan and Note. Lender shall have no obligation time or liability to Borrower or to any other person or persons arising out giving of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any notice if left uncured would constitute an Event of the reasons stated aboveDefault hereunder.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx agrees All communications, instructions, or directions by telephone or otherwise to Lender are to be liable directed to Lender's office shown above. The following persons currently are authorized to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address shown above, written notice of revocation of their authority: ANY ONE OF THE FOLLOWING: XXXX XXXXXXX, PRESIDENT/SECRETARY OF I/OMAGIC CORPORATION; and XXXXXXXX (ACTUAL SIGNATURE) X [Illegible Signature] V. P. OF FINANCE OF I/OMAGIC CORPORATION. Borrower agrees for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (bA) Borrower or any guarantor is not complying in default under the terms of this Agreement or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe any agreement that Borrower is not presently complyingor any guarantor has with Lender, or has not complied including any agreement made in connection with the terms and conditions signing of this Agreement, ; (B) Borrower or has committed any guarantor ceases doing business or is in the process insolvent; (C) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's guarantee of committing an Event of Default hereunder this Agreement or under any Security other loan with Lender; (D) Borrower has applied funds provided pursuant to this Agreement directly or indirectly securing repayment of Borrower's Loan and Notefor purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveinsecure.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally by Borrower or in writingby an authorized person. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: XXXXX XXXXXX, CHIEF FINANCIAL OFFICER; R. XXXXXX XXXXXXXXXX, CHAIRMAN AND CHIEF EXECUTIVE OFFICER; XXXXXXXXX XXXXX, VICE CHAIRMAN AND CHIEF OPERATING OFFICER; XXXXXX XXXX, EXECUTIVE VICE PRESIDENT; AND XXXXXX XXXXXXXXXX, EXECUTIVE VICE PRESIDENT. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; Note for purposes other than those authorized by Lender: or (e) Lender deems in good xxxxx xxxxx itself to be insecure with regard to the repayment of Xxxxxxxx's Loan under this Note or any other agreement between Lender and NoteBorrower. GENERAL PROVISIONS. Lender shall have no obligation may delay or liability to forgo enforcing any of its rights or remedies under this Note without losing them. Borrower or to and any other person who signs, guarantees or persons arising out endorses this Note, to the extent allowed by law, waive presentment, demand for payment, protest and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties agree that Lender may renew or extend (repeatedly and for any length of time) this loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Lender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE AND ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THE NOTE. BORROWER: The Leap Group, Inc. By: /S/ Xxxxx Xxxxxx ------------------------------------------------------- Xxxxx Xxxxxx, Chief Financial Officer By: /S/ Xxxxxxxxx Xxxxx ------------------------------------------------------- Xxxxxxxxx Xxxxx, Vice Chairman and Chief Operating Officer ================================================================================ RIDER TO THE LEAP GROUP, INC. NOTE (the "NOTE") DATED AS OF FEBRUARY 18, 1997, BY AND BETWEEN THE LEAP GROUP, INC. ("BORROWER") AND MANUFACTURERS BANK ("BANK") IN THE PRINCIPAL AMOUNT OF $8,000,000.00 The Borrower shall pay all interest on amount outstanding under the Note as provided herein. Interest shall be payable monthly in any way accruing arrears, commencing on February 18, 1997 and continuing on the first day of each month thereafter, with a final payment of all outstanding amounts due under the Note, including, but not limited to principal and interest if not sooner paid, on February 17, 1998. The amounts outstanding from Xxxxxx's reasonable refusal time to extend Loan Advances time shall bear interest calculated on the actual number of days elapsed on the basis of a 360 day year, at a rate equal to Borrower for any the London Interbank Offered Rate ("LIBOR") plus -2- percent (the sum of the reasons stated abovewhich is named Adjusted LIBOR and is defined below).

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing line of credit basis. Loan Advances under Xxxxxxxx's Note may be requested orally or in writing. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx agrees to be liable for all sums advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer or other representative of Borrower or credited to Xxxxxxxx's deposit account(s) with Xxxxxx. Xxxxxxxx additionally agrees that the unpaid principal balance outstanding under Borrower's Loan and Note shall at all times be evidenced by endorsements on the Note, or alternatively, by Xxxxxx's internal records, including Xxxxxx's daily computer print-out. Borrower additionally agrees that Lender may, within its sole judgment, refuse to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occur: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (b) Borrower is not complying or has not complied with Xxxxxx's procedures Pursuant to this Agreement and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreementthe Line Note and upon satisfaction of the conditions precedent in Section 5 hereof, the Borrowers may borrow, repay and reborrow under the Line of Credit; provided, however, that (i) the aggregate amount of all advances and borrowings at any one time outstanding thereunder shall not exceed the face amount of the Line Note minus the amount of all Open Credits or has committed or is such lesser amount provided for in the process Availability Letter (such maximum permitted amount being referred to as the “Maximum Availability”); and (ii) any privilege of committing the Borrowers to request advances or to borrow under the Line of Credit shall terminate on June 30, 2017 (as such date may be extended by the Bank in writing from time to time, in the Bank’s sole and absolute discretion, the “Termination Date”) or at the Bank’s option, on the earlier occurrence of a Default or an Event of Default; (b) All advances under the Line of Credit shall be evidenced by the Line Note, shall bear interest thereunder and all principal, interest and other amounts due thereunder shall be due and payable in full on the Termination Date; (c) Borrower shall not request advances under the Line of Credit which would cause the Maximum Availability to be exceeded if the advance were made. (d) The making of any advances by the Bank to the Borrowers under the Line of Credit in excess of the Maximum Availability is for the Borrowers’ benefit and does not in any way effect the unconditional obligation of the Borrowers to repay such advances under the terms of the Line Note and the other applicable Loan Documents. Without limiting any other rights available to the Bank under the Loan Documents, the Borrowers agree to pay to the Bank upon DEMAND (whether or not an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (eexists) Lender deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any principal balance of the reasons stated aboveLine of -4- Exhibit 10.61 Credit outstanding in excess of the Maximum Availability together with all accrued and unpaid interest owing on said excess amounts.” 0.Xxx Section 2.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally only in writing by Xxxxxxxx or as provided in writingthis paragraph. All communications, instructions, or directions by telephone or otherwise to Lender mayare to be directed to Xxxxxx's office shown above. The following person currently is authorized, but need notexcept as provided in this paragraph, require that all oral requests be confirmed in writingto request advances and authorize payments under the line of credit until Xxxxxx receives from Borrower, at Xxxxxx's address shown above, written notice of revocation of his or her authority: Authorized Signer . Any authorized officer may request advances. Xxxxxxxx agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to any of Xxxxxxxx's deposit account(s) accounts with Xxxxxx. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by Xxxxxx's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (aA) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (bB) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (cC) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (dD) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself to insecure. MATURITY DATE. This line of credit matures on March 31, 2003 and annually thereafter. The line of credit may be insecure with regard to renewed and the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any credit limit expiration date/maturity date extended at the discretion of the reasons stated abovelender upon receipt of the year end financial statements.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This note evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxxthis Note, as well as directions for payment from Borrower's Note accounts, may be requested orally or in writingwriting by Borrower or as provided in this paragraph. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx The following party or parties are authorized as provided in this paragraph to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: CONRXX X. XXXL'OCA, PRESIDENT/SECRETARY; AND JAI X. XXXX, XXIEF FINANCIAL OFFICER. ADVANCES TO BE DEPOSITED INTO CHECKING ACCOUNT #1-090771. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer printpoint-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreements made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower o any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provide pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (e) Lender deems itself to be in good faitx xxxxx xxxelf insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation under this Note or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveagreement between Lender and Borrower.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's this Note may be requested orally by Borrower or in writingby an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party of parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: XXXXXXXX X. XXXX, PRESIDENT AND CEO; XXXX XXXXXXX, VICE PRESIDENT; AND XXXXX XXXXXX, CHIEF FINANCIAL OFFICER. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (e) Lender deems in good xxxxx xxxxx itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation under this Note or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated above.agreement between Lender and Borrower. ARBITRATION DISCLOSURES:

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxxthis Note, as well as directions for payment from Bxxxxxxx's Note accounts, may be requested orally or in writingwriting by Borrower or by an authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx Bxxxxxxx agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxxany of Bxxxxxxx's deposit account(s) accounts with XxxxxxLxxxxx. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLxxxxx's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (aA) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (bB) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (cC) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (dD) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and NoteNote for purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself insecure. THIS REVOLVING LINE OF CREDIT SHALL NOT BE SUBJECT TO CH. 346 OF THE TEXAS FINANCE CODE. OTHER CREDITS AFFECTING AVAILABILITY. Any other credits made available to Borrower by Lxxxxx, such as other loans or letters of credit, may be insecure with regard advanced to Borrower and/or issued under this line of credit commitment, and any such advances or issuances shall, in addition to the repayment outstanding advances on this Note, reduce the outstanding availability on the Line of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveCredit.

Line of Credit. Xxxxxxxx's This Note shall be considered for all purposes as evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing straight line of credit basisuntil December 31, 1995. Loan Once the total amount of principal has been advanced, Borrower is not entitled to further loan advances. Advances under Xxxxxxxxthis Note, as well as directions for payment from Borrower's Note accounts, may be requested orally or in writingwriting by Borrower or by authorized person. Lender may, but need not, require that all oral requests be confirmed in writing. Xxxxxxxx Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and owing on this Note shall at all times any time may be evidenced by endorsements on the Note, this Note or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Note if: (a) Borrower or any guarantor is in default under the amount terms of this Note or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Note; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Note or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; or (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that this Note for purposes other than those authorized by Lender. REQUEST TO DEBIT ACCOUNTS. Borrower is not presently complying, or has not complied with the terms will regularly deposit all funds received from its business activities in accounts maintained by Borrower at Silicon Valley Bank. Borrower hereby requests and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) authorizes Lender deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for debit any of the reasons stated above.Borrower's accounts with Lender, specifically, without limitation, Account Number 0273517270, for payments of principal and interest due on the loan and any other obligations owing by the Borrower to PROMISSORY NOTE PAGE 2 (CONTINUED) ------------------------------------------------------------------------------- -------------------------------------------------------------------------------

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested orally by Borrower or in writingby an authorized person. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority. XXXXX X. XXXXXX, PRESIDENT; XXXXXX X. XXXXXXXXX, CHIEF FINANCIAL OFFICER; and XXXXX XXXXXXXX, CONTROLLER. Borrower agrees to be liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) Borrower or any guarantor is in default under the amount terms of this Agreement or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of credit; this Agreement, (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; insolvent, (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Agreement or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; or (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complyingthis Agreement for purposes other than those authorized by Lender. 06-26-1997 CHANGE IN TERMS AGREEMENT Page 2 Loan No 973000139 (Continued) ------------------------------------------------------------------------------- ------------------------------------------------------------------------------- CONTINUING VALIDITY. Except as expressly changed by this Agreement, or has not complied with the terms of the original obligation or obligations, including all agreements evidenced or securing the obligation(s), remain unchanged and conditions in full force and effect. Consent by Lender to this Agreement does not waive Lender's right to strict performance of the obligation(s) as changed, nor obligate Lender to make any future change in terms. Nothing in this Agreement will constitute a satisfaction of the obligation(s). It is the intention of Lender to retain as liable parties all makers and endorsers of the original obligations including accommodation parties, unless a party is expressly released by Lender in writing. Any maker or endorser, including accommodation makers will not be released by virtue of this Agreement. If any person who signed the original obligation does not sign this Agreement below, or has committed or then all persons signing below acknowledge that this Agreement is in given conditionally, based on the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Note; or (e) representation to Lender deems itself to be insecure with regard that the non-signing party consents to the repayment changes and provisions of Xxxxxxxx's Loan and Notethis Agreement or otherwise will not be released by it. Lender shall have no obligation or liability to Borrower or The waiver applies not only to any other person initial extension, modification or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal release, but also to extend Loan Advances to Borrower for any of the reasons stated above.all such subsequent actions. INTEREST RATE PROVISION THE INTEREST RATE WILL BE ADJUSTED ACCORDING TO THE DEBT/TNW RATIO: > 3.0 = WALL STREET JOURNAL PRIME PLUS 1.50% 2.5 - 3.0 = WALL STREET JOURNAL PRIME PLUS 1.25% 2.0 - 2.5 = WALL STREET JOURNAL PRIME PLUS 1.00% < 2.0 = WALL STREET JOURNAL PRIME PLUS .75% (/s/ VCF INITIAL HERE). ---------

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested orally by Borrower or in writingby an authorized person. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx agrees All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following party or parties are authorized to request advances under the line of credit until Lender receives from Borrower at Lender's address shown above written notice of revocation of their authority: FRANCIS KHOO, CEO; AND SHIRLEX XXX, XXX. Borrower agxxxx xx xx liable for all sums either: (a) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (b) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) Borrower or any guarantor is in default under the amount terms of this Agreement or any agreement that Borrower or any guarantor has with Lender, including any agreement made in connection with the requested Loan Advance will result in Borrower exceeding its maximum line signing of creditthis Agreement; (b) Borrower or any guarantor ceases doing business or is not complying or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advancesinsolvent; (c) Xxxxxxxx has failed any guarantor seeks, claims or otherwise attempts to provide Lender limit, modify or revoke such guarantor's guarantee of this Agreement or any other loan with satisfactory documentation to support the requested Loan AdvanceLender; (d) Xxxxxx Borrower has reason applied funds provided pursuant to believe that Borrower is not presently complying, or has not complied with the terms and conditions of this Agreement, or has committed or is in the process of committing an Event of Default hereunder or under any Security Agreement directly or indirectly securing repayment of Borrower's Loan and Notefor purposes other than those authorized by Lender; or (e) Lender in good faith deems itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation uxxxx xxxx Xgreement or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveAgreement between Lender and Borrower.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown above. The following persons currently xxx xxthorized to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender's address shown above, xxxxten notice of revocation of xxxxx authority: Scott J. Loucks, Chief Financial Officer of TECHNOLOGY RESEARCX XXXXXXXXXXX: and Scott .J. Loucks, Secretary of TECHNOLOGY RESEARCH CORPORATION/XXXXURXX, X.X. de C.V. Borrower agrees to be liable for all sums advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance either: (A) advancex xx xxxordance with the instructions of any officer an authorized parson or other representative of Borrower or (B) credited to Xxxxxxxxany of Borrower's deposit account(s) accounts with XxxxxxLendxx. Xxxxxxxx additionally agrees that the Xhe unpaid principal balance outstanding under Borrower's Loan and Note shall at all times xxxxx xn this Agreement xx xxx time may be evidenced by endorsements on the Note, this Agreement or alternatively, by XxxxxxLender's internal records, including Xxxxxx's daily computer print-outprint- outx. Borrower additionally agrees that Lender may, within its sole judgment, refuse Xxnder will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (bA) Borrower or any guarantor is not complying in default under the terms of this Agreement or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe any agreement that Borrower is not presently complyingor any guarantor has with Lender, or has not complied including any agreement made in connection with the terms and conditions signing of this Agreement: (B) Borrower or any guarantor ceases doing business on is insolvent; (C) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's guarantee of this Agreement or any other loan with Lender; (D) Borrower has committed or is in the process of committing an Event of Default hereunder or under any Security applied funds provided pursuant to this Agreement directly or indirectly securing repayment of Borrower's Loan and Notefor purposes other than those authorized by Lender; or (e) IEI Lender deems in good faith believes itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveinsecure.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender's office shown abovx. Xxx following persons currently are authorized to request advances and authorize payments under the line of credit until Lender receives from Borroxxx, xt Lender's address shown aboxx, xxitten notice of revocation of their authority: Scott J Loucks, OFO of Tecxxxxxxx Xxxxxxch Corporation; and Scott J Loucks, Secretary xx Xxxxxxxxxx Research Corporation/Honduras, S.A. de C.V. Borrower agrees to be liable for all liabxx xxx xll sums either: IA) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxx's deposit account(s) with Xxxxxx. Xxxxxxxx additionally agrees that the unpaid principal balance outstanding under any of Borrower's Loan and Note shall accounts with Lxxxxx. Xhe unpaid principxx xxxance owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by XxxxxxLender's internal records, including Xxxxxx's xxxxxding daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (bA) Borrower or any guarantor is not complying in default under the terms of this Agreement or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe any agreement that Borrower is not presently complyingor any guarantor has with Lender, or has not complied including any agreement made in connection with the terms and conditions signing of this Agreement, ; (B) Borrower or has committed any guarantor ceases doing business or is in the process insolvent; ICI any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor's guarantee of committing an Event of Default hereunder this Agreement or under any Security other loan with Lender; )D) Borrower has applied funds provided pursuant to this Agreement directly or indirectly securing repayment of Borrower's Loan and Notefor purposes other than those authorized by Lender; or (e) El Lender deems in good faith believes itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveinsecure.

Line of Credit. Xxxxxxxx's Note shall be considered for all purposes as This Agreement evidences a "master note" and shall evidence any and all Loan Advances made by Xxxxxx to Borrower from time to time on a self-replenishing revolving line of credit basiscredit. Loan Advances under Xxxxxxxx's Note this Agreement may be requested orally by Borrower or as provided in writingthis paragraph. Lender may, but need not, require that all All oral requests shall be confirmed in writingwriting on the day of the request. Xxxxxxxx All communications, instructions, or directions by telephone or otherwise to Lender are to be directed to Lender’s office shown above. The following person or persons are authorized to request advances and authorize payments under the line of credit until Lender receives from Borrower, at Lender’s address shown above, written notice of revocation of such authority: Xxxxxxx X Xxxxxx, Agent of Foundation Healthcare, Inc., Manager of Foundation Surgery Affiliates, LLC; and Xxxxxxx X Xxxxxx, Agent of Foundation Healthcare, Inc., Manager of Foundation Surgical Hospital Affiliates, LLC, Manager of Foundation Surgical Hospital Holdings, LLC, Manager of East El Paso Physicians’ Medical Center, LLC. Borrower agrees to be liable for all sums either: (A) advanced by Xxxxxx under Xxxxxxxx's Loan and Note in accordance with the instructions of any officer an authorized person or other representative of Borrower or (B) credited to Xxxxxxxx's deposit account(s) any of Borrower’s accounts with XxxxxxLender. Xxxxxxxx additionally agrees that the The unpaid principal balance outstanding under Borrower's Loan and Note shall owing on this Agreement at all times any time may be evidenced by endorsements on the Note, this Agreement or alternatively, by Xxxxxx's Lender’s internal records, including Xxxxxx's daily computer print-outouts. Borrower additionally agrees that Lender may, within its sole judgment, refuse will have no obligation to extend Loan Advances to Borrower whenever Lender determines or has reason to believe that any one or more of the following conditions exists or will occuradvance funds under this Agreement if: (a) the amount of the requested Loan Advance will result in Borrower exceeding its maximum line of credit; (bA) Borrower or any guarantor is not complying in default under the terms of this Agreement or has not complied with Xxxxxx's procedures and additional requirements for requesting Loan Advances; (c) Xxxxxxxx has failed to provide Lender with satisfactory documentation to support the requested Loan Advance; (d) Xxxxxx has reason to believe any agreement that Borrower is not presently complyingor any guarantor has with Lender, or has not complied including any agreement made in connection with the terms and conditions signing of this Agreement, ; (B) Borrower or has committed any guarantor ceases doing business or is in the process insolvent; (C) any guarantor seeks, claims or otherwise attempts to limit, modify or revoke such guarantor’s guarantee of committing an Event of Default hereunder this Agreement or under any Security other loan with Lender; (D) Borrower has applied funds provided pursuant to this Agreement directly or indirectly securing repayment of Borrower's Loan and Notefor purposes other than those authorized by Lender; or (eE) Lender deems in good faith believes itself to be insecure with regard to the repayment of Xxxxxxxx's Loan and Note. Lender shall have no obligation or liability to Borrower or to any other person or persons arising out of or in any way accruing from Xxxxxx's reasonable refusal to extend Loan Advances to Borrower for any of the reasons stated aboveinsecure.