Common use of THE INDEBTEDNESS Clause in Contracts

THE INDEBTEDNESS. Line of Credit 1.1 Subject to the terms of this Agreement, Bank agrees to lend to Company at any time and from time to time from the effective date hereof until April 1, 2004 sums not to exceed under the line of credit Two Million Dollars ($2,000,000) (the "Commitment Amount") in aggregate principal amount at any one time outstanding. Company shall execute and deliver to Bank a Line of Credit Note (herein called "Line Note") in form similar to that annexed hereto as Exhibit "A" to evidence advances, repayments and readvances made from time to time, subject to the terms and conditions of this Agreement. Company may from time to time request that the stated amount of the Collateral L/C (as defined herein) be reduced. Provided no event of default (or event which with the giving of notice or the passage of time would become an event of default) has occurred or is continuing, the Bank shall give notice to the issuer of the Collateral L/C that Bank agrees to the reduction. At the time of each reduction in the stated amount of the Collateral L/C, the Commitment Amount shall be reduced on a dollar for dollar basis with the amount of the reduction in the stated amount of the Collateral L/C. The aggregate reduction in the stated amount shall not exceed $1,000,000. Prior to Bank giving any notice of consent to a reduction, the Company shall prepay advances so that the aggregate amount of outstanding advances and the outstanding amount of Letters of Credit is less than or equal to the amount of the reduced Commitment Amount. 1.2 The Line Note shall mature on April 1, 2004, and the balance from time to time outstanding shall bear interest at a per annum rate equal to one percent (1%) above the Bank's Prime Rate. Upon the occurrence of any event of default hereunder, interest shall accrue on the unpaid principal balance at the per annum rate of three percent (3%) above the rate otherwise in effect. Interest shall be payable monthly commencing on August 1, 2002 and on the first business day of each month thereafter. Interest shall be computed on a daily basis using a year of 360 days, assessed for the actual number of days elapsed, and in such computation effect shall be given to any change in the interest rate resulting from a change in the Prime Rate on the date of such change in the Prime Rate. "Prime Rate" shall mean the rate of interest established by Bank and publicly announced as its prime rate for its borrowers as the same may be changed from time to time, which may not necessarily be Bank's lowest rate for loans.

THE INDEBTEDNESS. Line of Revolving Credit 1.1 Subject to the terms of this Agreement, 2.1 Bank agrees to lend make Advances to Company at any time and from time to time from the effective date hereof until April 1the Revolving Credit Maturity Date, 2004 sums not to exceed under the line of credit Two Million Dollars ($2,000,000) (the "Commitment Amount") Revolving Credit Facility Amount in aggregate principal amount at any one time outstanding. Company All of the Advances under this Section 2 shall execute and deliver to Bank a Line of be evidenced by the Revolving Credit Note (herein called "Line Note") in form similar to that annexed hereto as Exhibit "A" to evidence advancesunder which Advances, repayments and readvances made from time to timemay be made, subject to the terms and conditions of this Agreement. 2.2 The Revolving Credit Note shall mature on the Revolving Credit Maturity Date and each Advance from time to time outstanding thereunder shall bear interest as provided in the Revolving Credit Note. The amount and date of each Advance and the amount and date of any repayment shall be noted on Bank’s records, which records will be conclusive evidence thereof absent manifest error. 2.3 Company may request an Advance under this Section 2 upon the delivery to Bank of a request for advance as provided in the Revolving Credit Note. 2.4 Company may prepay all or part of the outstanding balance of the Prime-based Advance(s) under the Revolving Credit Note as provided in the Revolving Credit Note. 2.5 In addition to Advances under the Revolving Credit Note to be provided to Company by Bank under and pursuant to Section 2.1 of this Agreement, Bank may from time to time request issue, or commit to issue, standby letters of credit for the account of Company (herein individually called a “Letter of Credit” and collectively “Letters of Credit”) in aggregate undrawn amounts not to exceed Two Million Dollars ($2,000,000) at any one time outstanding; provided, however that the stated amount sum of the Collateral L/C (as defined herein) be reduced. Provided no event of default (or event which with the giving of notice or the passage of time would become an event of default) has occurred or is continuing, the Bank shall give notice to the issuer of the Collateral L/C that Bank agrees to the reduction. At the time of each reduction in the stated amount of the Collateral L/C, the Commitment Amount shall be reduced on a dollar for dollar basis with the amount of the reduction in the stated amount of the Collateral L/C. The aggregate reduction in the stated amount shall not exceed $1,000,000. Prior to Bank giving any notice of consent to a reduction, the Company shall prepay advances so that the aggregate amount of Advances outstanding advances under the Revolving Credit Note plus the Letter of Credit Reserve shall not exceed the Revolving Credit Facility Amount at any one time; and provided further that no Letter of Credit shall, by its terms, have an expiration date which extends beyond the outstanding amount fifth (5th) Business Day before the Revolving Credit Maturity Date or one (1) year after issuance, whichever first occurs. In addition to the terms and conditions of this Agreement, the issuance of any Letters of Credit is less than or shall also be subject to the terms and conditions of any letter of credit applications and agreements executed and delivered by Company to Bank with respect thereto. Company shall pay to Bank quarterly in advance a per annum fee equal to the Applicable L/C Commission Rate of the amount of the reduced Commitment Amounteach .standby Letter of Credit. 1.2 The Line Note 2.6 Company shall mature on April 1, 2004, pay to the Bank an unused fee for the period from the date of this Agreement to and including the balance from time to time outstanding shall bear interest at a per annum rate Revolving Credit Maturity Date equal to two tenths of one percent (10.2%) above the Bank's Prime Rate. Upon the occurrence of any event of default hereunder, interest shall accrue per annum on the average daily excess of the Revolving Credit Facility Amount over the aggregate unpaid principal balance at of the per annum rate of three percent (3%) above the rate otherwise in effectAdvances. Interest Such commitment fee shall be payable monthly commencing on August 1, 2002 and on the first business day Business Day of each month thereaftercalendar quarter, beginning January 1, 2015 and the Revolving Credit Maturity Date,- for the periods ending on such dates. Interest The fee under this Section 2.6 shall be computed on a daily the basis of the actual number of days elapsed using a year of 360 days, assessed for . 2.7 Proceeds of Advances under the actual number of days elapsed, and in such computation effect Revolving Credit Note shall be given used solely for working capital purposes and to any change in the interest rate resulting from a change in the Prime Rate on the date of finance Permitted Acquisitions and such change in the Prime Rate. "Prime Rate" shall mean the rate of interest established by Bank and publicly announced as its prime rate for its borrowers as the same may be changed from time to time, which proceeds may not necessarily be Bank's lowest rate for loansused to repurchase or redeem the shares of any preferred stock issued by Company.

THE INDEBTEDNESS. Line of Revolving Credit 1.1 Subject to the terms of this Agreement, 2.1 Bank agrees to lend make Advances under the Revolving Credit Note to Company at any time and from time to time from the effective date hereof until April 1the Revolving Credit Maturity Date, 2004 sums not to exceed so long as the sum of the aggregate principal amount of any direct Advances at any time outstanding under the line of credit Two Million Dollars ($2,000,000) (Revolving Credit Note, the "Commitment Amount") in aggregate principal amount at any one such time outstanding. Company shall execute and deliver to Bank a Line outstanding under the Term Notes, the aggregate amount of Letters of Credit issued and then outstanding and the aggregate amount of Reimbursement Obligations at such time does not exceed the Commitment Amount. All of the Advances under this Section 2.1 shall be evidenced by the Revolving Credit Note (herein called "Line Note") in form similar to that annexed hereto as Exhibit "A" to evidence advancesunder which Advances, repayments and readvances made from time to timere-Advances may be made, subject to the terms and conditions of this Agreement. Company may from time to time request that Upon the stated amount repayment of the Collateral L/C (as defined herein) be reduced. Provided no event of default (or event which with the giving of notice any principal installment outstanding under any Term Note or the passage repayment of time would become an event any Reimbursement Obligation, or upon the expiration or termination of default) has occurred or is continuingany Letter of Credit, the Bank shall give notice to the issuer of the Collateral L/C that Bank agrees to the reduction. At the time of each reduction in the stated amount of the Collateral L/C, the Commitment Amount Company shall be reduced on permitted to request a dollar for dollar basis with re-Advance of such amount repaid, or the amount of such expired or terminated Letter of Credit, or any portion thereof, under the reduction in Revolving Credit Note or request the stated amount of the Collateral L/C. The aggregate reduction in the stated amount shall not exceed $1,000,000. Prior to Bank giving any notice of consent to a reduction, the Company shall prepay advances so that the aggregate amount of outstanding advances and the outstanding amount issuance of Letters of Credit is less than in such amount repaid, or equal to the amount of such expired or terminated Letter of Credit, or any portion thereof, subject to the reduced Commitment Amountterms and conditions of this Agreement. 1.2 2.2 The Line Revolving Credit Note shall mature on April 1, 2004the Revolving Credit Maturity Date, and the balance each Advance from time to time outstanding thereunder shall bear interest at a per annum rate equal to one percent (1%) above its Applicable Interest Rate. The amount and date of each Advance under the Revolving Credit Note, its Applicable Interest Rate, its Interest Period, if applicable, and the amount and date of any repayment shall be noted on Bank's Prime Rate. Upon the occurrence of any event of default hereunderrecords, interest shall accrue which records will be conclusive evidence thereof, absent manifest error. 2.3 Interest on the unpaid principal balance at of all Prime-based Advances from time to time outstanding under the per annum rate of three percent (3%) above the rate otherwise in effect. Interest Revolving Credit Note shall be payable monthly quarterly commencing on August 1December 31, 2002 1995, and on the first business a like day of each month quarter thereafter. Interest accruing at the Prime-based Rate shall be computed on the basis of a daily basis using a 360 day year of 360 days, and assessed for the actual number of days elapsed, and in such computation effect shall be given to any change in the interest rate Prime- based Rate resulting from a change in the Prime Rate on the date of such change in the Prime Rate. 2.4 Interest on each Eurodollar-based Advance under the Revolving Credit Note shall be payable on the last day of the Interest Period applicable thereto and, if such Interest Period is longer than three (3) months, interest shall be payable at intervals of three (3) months after the first day thereof. "Prime Rate" Interest accruing at the Eurodollar-based Rate shall mean be computed on the rate basis of interest established a 360 day year and assessed for the actual number of days elapsed from the first day of the Interest Period applicable thereto to, but not including, the last day thereof. 2.5 Interest on each Negotiated Rate Advance under the Revolving Credit Note shall be payable on the last day of the Interest Period applicable thereto. Interest accruing at the Negotiated Rate shall be computed on the basis of a 360 day year and assessed for the actual number of days elapsed. 2.6 Bank shall not be obligated to make any Advance under the Revolving Credit Note unless Company shall have first filed with Bank a Request for Advance executed by Bank and publicly announced as its prime rate an authorized officer of Company. Each Request for its borrowers as Advance shall set forth: (a) the proposed date of Advance; (b) whether the Advance is to be a Eurodollar-based Advance, Prime-based Advance, or a Negotiated Rate Advance; (c) whether the Advance is a refunding or conversion of an outstanding Advance; (d) the principal amount of such Advance, which in the case of a Eurodollar-based Advance or a Negotiated Rate Advance must be at least Five Hundred Thousand Dollars ($500,000.00) including the amount of any outstanding indebtedness to be combined therewith having the same Applicable Interest Rate and Interest Period, if any; and (e) in the case of a Eurodollar-based Advance or a Negotiated Rate Advance, the duration of the Interest Period applicable thereto. In the case of a Eurodollar-based Advance, each Request for Advance must be delivered to Bank by 12:00 noon Detroit time two (2) Business Days prior to the proposed date of Advance; in the case of a Prime-based Advance or a Negotiated Rate Advance, the Request for Advance must be delivered by 12:00 noon Detroit time on such proposed date of Advance. A Request for Advance, once delivered to Bank, shall not be revocable by Company. 2.7 Company may prepay all or part of the outstanding balance of any Prime-based Advance(s) under the Revolving Credit Note at any time without premium, penalty or prejudice to Company's right to reborrow under the terms of this Agreement. Any other prepayment shall be restricted by Section 4.1 hereof; provided, however, any prepayment of all or part of the outstanding balance of any Eurodollar-based Advance or Negotiated Rate Advance shall not prejudice Company's right to reborrow under the terms of this Agreement. 2.8 Company may refund any Advance under the Revolving Credit Note in the same type of Advance or convert any Advance to any other type of Advance upon the delivery to Bank of a Request for Advance, subject to the following: (a) each such Request for Advance shall set forth the proposed date of refunding or conversion, whether the refunding or conversion is to be as a Eurodollar-based Advance, a Prime-based Advance, or a Negotiated Rate Advance, the principal amount(s) to be refunded and/or converted, and the duration of each applicable Interest Period, if any; (b) in the case of a Eurodollar-based Advance, such Request for Advance shall be delivered to Bank by 12:00 noon Detroit time two (2) Business Days prior to the proposed date of refunding or conversion, and in the case of a Prime-based Advance or a Negotiated Rate Advance such Request for Advance shall be delivered by 12:00 noon Detroit time on the proposed date of refunding or conversion, which in the case of an outstanding Eurodollar-based Advance or a Negotiated Rate Advance shall only be on the last day of the Interest Period applicable thereto; (c) the amount to be converted to or refunded as a Eurodollar-based Advance or a Negotiated Rate Advance shall be at least Five Hundred Thousand Dollars ($500,000.00) including the amount of any outstanding indebtedness or new Advance to be then combined therewith having the same Applicable Interest Rate and Interest Period, if any; (d) except for a refunding of or conversion to a Prime-based Advance, any such request, once delivered to Bank, shall not be revocable by Company. If, as to any outstanding Eurodollar-based Advance or Negotiated Rate Advance, Bank has not received a Request for Advance on the last day of the Interest Period applicable thereto, the principal amount thereof which is not then prepaid shall be automatically converted to a Prime-based Advance and shall thereafter bear interest at the Prime-based Rate. 2.9 Company agrees that no more than five (5) Applicable Interest Rates may be changed in effect at any one time with respect to Advances under the Revolving Credit Note. 2.10 Company agrees to pay to Bank a non-refundable commitment fee equal to the Applicable Fee Percentage times the average daily balance of the unused portion of the Commitment Amount computed on a per annum basis on the actual number of days elapsed using a year of 360 days. The commitment fee shall be payable quarterly in arrears commencing December 31, 1995. 2.11 Upon thirty (30) days prior notice to Bank, Company may at any time permanently terminate the Commitment in its entirety, or from time to time permanently reduce the Commitment Amount by Five Hundred Thousand Dollars ($500,000.00) or any larger integral multiple thereof; provided that (i) any such termination or reduction shall not affect the obligations of Company to pay to Bank all sums owing to Bank under and pursuant to this Agreement at the time of such termination or revocation, in accordance with the terms of this Agreement; (ii) if at the time of any reduction of the Commitment Amount the aggregate principal amount of Advances hereunder to Company plus the aggregate principal amount of any term loans made under Article 3 hereof, the aggregate undrawn amount of any Letters of Credit which shall be outstanding at such time and the aggregate amount of all Reimbursement Obligations outstanding at such time shall exceed the Commitment Amount, as so reduced, Company shall immediately reduce any pending Request for Advance on such day by the amount of such excess and, to the extent any excess remains thereafter, immediately repay to Bank an amount equal to such excess; (iii) if the termination or reduction of the Commitment Amount requires the prepayment of a Eurocurrency-based Advance, a Negotiated Rate Advance or any portion of indebtedness outstanding under any Term Note which bears interest at the Eurodollar-based Rate, the termination or reduction may be made only on the last Business Day of the then current Interest Period applicable to such Advance or portion of indebtedness under any Term Note; and (iv) no reduction shall reduce the Commitment Amount to an amount which is less than the sum of the aggregate undrawn amount of any Letters of Credit outstanding at such time. 2.12 In addition to direct Advances under the Revolving Credit Note and term loans under Article 3, below, Bank further agrees to issue for the account of Company, or commit to issue, from time to time, Letters of Credit in aggregate face amounts not to exceed One Million Five Hundred Thousand Dollars ($1,500,000.00) at any one time; provided, however, that the sum of the aggregate principal amount of all direct Advances at any time outstanding under the Revolving Credit Note, the aggregate principal amount at such time outstanding under the Term Notes, if any, and the aggregate amount of outstanding Letters of Credit and Reimbursement Obligations at such time shall not exceed the Commitment Amount; and, provided further, that no Letter of Credit shall, by its terms, have an expiration date which may extends beyond the Revolving Credit Maturity Date. The issuance of Letters of Credit by Bank shall be subject to the terms and conditions set forth in this Agreement, and in any Letter of Credit Agreement(s) executed and delivered by Company unto Bank with respect thereto. Company agrees to pay to Bank a per annum fee equal to the Applicable Fee Percentage times the undrawn amount of each Letter of Credit issued pursuant hereto. 2.13 Provided that no event of default has occurred and is continuing hereunder, Company may, by written notice to Bank prior to September 30 of each year (but not necessarily earlier than September 1 of each year), request that the Bank extend the then applicable Revolving Credit Maturity Date to the date that is one year later than the Revolving Credit Maturity Date then in effect. If Bank does not notify Company that it is willing to extend the Revolving Credit Maturity Date by November 15 after receipt by Bank of Company's timely written request, as aforesaid, the Revolving Credit Maturity Date shall not be Bankextended. Upon written notice from the Bank of its election to grant Company's lowest rate request, the Revolving Credit Maturity Date shall be extended for loansan additional one year period, the term Revolving Credit Maturity Date shall mean such extended date.

THE INDEBTEDNESS. Line of Revolving Credit 1.1 Subject to the terms of this Agreement, 2.1 Bank agrees to lend make Advances to Company at any time and from time to time from the effective date hereof until April 1the Revolving Credit Maturity Date, 2004 sums not to exceed under the line of credit Two Twenty Million Dollars ($2,000,000) (the "Commitment Amount"20,000,000) in aggregate principal amount at any one time outstanding. Company All of the Advances under this Section 2 shall execute and deliver to Bank a Line of be evidenced by the Revolving Credit Note (herein called "Line Note") in form similar to that annexed hereto as Exhibit "A" to evidence advancesunder which Advances, repayments and readvances made from time to timemay be made, subject to the terms and conditions of this Agreement. Company may from time to time request that the stated amount of the Collateral L/C (as defined herein) be reduced. Provided no event of default (or event which with the giving of notice or the passage of time would become an event of default) has occurred or is continuing, the Bank shall give notice to the issuer of the Collateral L/C that Bank agrees to the reduction. At the time of each reduction in the stated amount of the Collateral L/C, the Commitment Amount shall be reduced on a dollar for dollar basis with the amount of the reduction in the stated amount of the Collateral L/C. The aggregate reduction in the stated amount shall not exceed $1,000,000. Prior to Bank giving any notice of consent to a reduction, the Company shall prepay advances so that the aggregate amount of outstanding advances and the outstanding amount of Letters of Credit is less than or equal to the amount of the reduced Commitment Amount. 1.2 2.2 The Line Revolving Credit Note shall mature on April 1, 2004, the Revolving Credit Maturity Date and the balance each Advance from time to time outstanding thereunder shall bear interest at its Applicable Interest Rate. The amount and date of each Advance, its Applicable Interest Rate, its Interest Period, if applicable, and the amount and date of any repayment shall be noted on Bank's records, which records will be conclusive evidence thereof absent manifest error. 2.3 Company may request an Advance under this Section 2 upon the delivery to Bank of a Request for Advance executed by an authorized officer of Company, subject to the following: (a) each such Request for Advance shall set forth the information required on the Request for Advance form annexed hereto as Exhibit "D"; (b) each such Request for Advance shall be delivered to Bank by 11:00 a.m. on the proposed date of Advance; (c) the principal amount of such Advance, plus the amount of any outstanding indebtedness to be then combined therewith having the same Applicable Interest Rate and Interest Period, if any, shall be in the case of a Eurodollar-based Advance at least $1,000,000; (d) a Request for Advance, once delivered to Bank, shall not be revocable by Company. Bank may, at its option, lend under this Section 2 upon the telephone request of an authorized officer of Company and, in the event Bank makes any such advance upon a telephone request, the requesting officer shall, if so requested by Bank, mail or facsimile to Bank, on the same day as such telephone request, a Request for Advance in the form attached as Exhibit "D". Company hereby authorizes Bank to disburse Advances under this Section 2 pursuant to the telephone instructions of any person purporting to be an authorized officer of Company and Company shall bear all risk of loss resulting from disbursements made upon any telephone request. Each telephone request for an Advance shall constitute a certification of the matters set forth in the Request for Advance form as of the date of such requested Advance. 2.4 Company may prepay all or part of the outstanding balance of the Prime-based Advance(s) under the Revolving Credit Note at any time. Upon one (1) Business Day prior notice to Bank, Company may prepay all or part of any Eurodollar-based Advance, provided that the amount of any such partial prepayment shall be at least $1,000,000 and the unpaid portion of such Advance which is refunded or converted under Section 4.A.3 shall be subject to the limitations of Section 2.3(c) hereof. Any prepayment of a Prime-based Advance or a Eurodollar-based Advance on the last day of the Interest Period therefor made in accordance with this Section shall be without premium, penalty or prejudice to Company's right to reborrow under the terms of this Agreement. Any other prepayment shall be subject to the provisions of Section 5.1 hereof. 2.5 In addition to Advances under the Revolving Credit Note to be provided to Company by Bank under and pursuant to Section 2.1 of this Agreement, Bank further agrees to issue, or commit to issue, from time to time, standby letters of credit for the account of Company (herein individually called a "Letter of Credit" and collectively "Letters of Credit") in aggregate undrawn amounts not to exceed Ten Million Dollars ($10,000,000) at any one time outstanding; provided, however that the sum of the aggregate amount of Advances outstanding under the Revolving Credit Note plus the Letter of Credit Reserve shall not exceed Twenty Million Dollars ($20,000,000) at any one time; and provided further that no Letter of Credit shall, by its terms, have an expiration date which extends beyond one hundred twenty (120) days beyond the Revolving Credit Maturity Date or one (1) year after issuance, whichever first occurs. In addition to the terms and conditions of this Agreement, the issuance of any Letters of Credit shall also be subject to the terms and conditions of any letter of credit applications and agreements executed and delivered by Company to Bank with respect thereto. Company shall pay to Bank annually in advance a per annum rate fee equal to the Applicable L/C Commission Rate of the amount of each standby Letter of Credit. On the Revolving Credit Maturity Date, Company shall deposit with Bank cash collateral in the amount equal to the maximum amount available to be drawn at any time under any Letter of Credit then outstanding. 2.6 Company agrees to pay to Bank a commitment fee on the average daily balance of the unused portion of the revolving credit commitment at the rate of thirty two and one half one hundredths of one percent (1.325%) above the Bank's Prime Rate. Upon the occurrence of any event of default hereunderper annum, interest shall accrue computed on the unpaid principal balance at the per annum rate actual number of three percent (3%) above the rate otherwise in effect. Interest shall be payable monthly commencing on August 1, 2002 and on the first business day of each month thereafter. Interest shall be computed on a daily basis days elapsed using a year of 360 days, assessed for the actual number of days elapsed, and in such computation effect . The commitment fee shall be given to any change payable quarterly in the interest rate resulting from a change in the Prime Rate arrears on the date first day of such change in each October, January, April and July (commencing October 1, 2001) and on the Prime RateRevolving Credit Maturity Date. "Prime Rate" For purposes of calculating the commitment fee, outstanding Letters of Credit shall mean be considered usage of the rate commitment. 2.7 Proceeds of interest established by Bank Advances under the Revolving Credit Note shall be used solely for working capital purposes and publicly announced as its prime rate for its borrowers as the same may be changed from time to time, which may not necessarily be Bank's lowest rate for loansshort-term general corporate purposes.

THE INDEBTEDNESS. Line of Revolving Credit 1.1 Subject to the terms of this Agreement, 2.1 Bank agrees to may lend to Company Borrower at any time and from time to time from the effective date hereof until April 1, 2004 the earlier to occur of (i) demand or (ii) the occurrence of an Event of Default sums not to exceed under the line of credit Two Three Million Five Hundred Thousand Dollars ($2,000,000) (the "Commitment Amount"3,500,000) in aggregate principal amount at any one time outstanding. Company The borrowings hereunder shall execute and deliver to Bank a Line of be evidenced by the Revolving Credit Note (herein called "Line Note") in form similar to that annexed hereto as Exhibit "A" to evidence under which advances, repayments and readvances made from time to timemay be made, subject to the terms and conditions of this Agreement. Company may from time to time request that the stated amount of the Collateral L/C (as defined herein) be reduced. Provided ; provided, however, in no event of default (or event which with the giving of notice or the passage of time would become an event of default) has occurred or is continuing, the shall Bank shall give notice be obligated to the issuer of the Collateral L/C that Bank agrees to the reduction. At the time of each reduction in the stated amount of the Collateral L/C, the Commitment Amount make any advance under this Agreement. 2.2 The Revolving Credit Note shall be reduced on a dollar for dollar basis with the amount of the reduction in the stated amount of the Collateral L/C. The aggregate reduction in the stated amount shall not exceed $1,000,000. Prior to Bank giving any notice of consent to a reduction, the Company shall prepay advances so that the aggregate amount of outstanding advances and the outstanding amount of Letters of Credit is less than or equal to the amount of the reduced Commitment Amount. 1.2 The Line Note shall mature on April 1, 2004payable upon demand, and the balance from time to time outstanding shall bear interest at a per annum anum rate equal to one percent (1%) above the Bank's Prime Rate. Upon the occurrence of any event Event of default Default hereunder, interest shall accrue on the unpaid principal balance at the per annum anum rate of three percent (3%) above the rate otherwise in effect. Interest shall be payable monthly commencing on August September 1, 2002 1998 and on the first business day of each month thereafter. Interest shall be computed on a daily basis using a year of 360 days, assessed for the actual number of days elapsed, and in such computation effect shall be given to any change in the interest rate resulting from a change in the Prime Rate on the date of such change in the Prime Rate. 2.3 Bank shall not make any advances under the Revolving Credit Note unless Borrower shall have first filed with Bank a Request for Advance executed by an authorized officer of Borrower; provided, however, at the option of Bank, in lieu of written Requests for Advances, Borrower may utilize Bank's "Sweep to Loan" automated system for obtaining advances. Each time an advance is made using the "Prime RateSweep to Loan" system, it shall mean constitute a certificate by Borrower of the rate matters set forth in the Request for Advance form as of interest established by such date. Bank may revoke Borrower's privilege to use the "Sweep to Loan" system at any time and publicly announced as after any such revocation, the regular procedures set forth herein shall apply. Bank may, at its prime rate for its borrowers as option, lend under the Revolving Credit Note upon the telephone request of an authorized officer of Borrower and, in the event Bank makes any such advance upon a telephone request, the requesting officer shall mail to Bank, on the same may day as such telephone request, a Request for Advance. Borrower hereby authorizes Bank to disburse advances under the Revolving Credit Note pursuant to the telephone instructions of any person purporting to be changed an authorized officer of Borrower and Borrower shall bear all risk of loss resulting from time to time, which may not necessarily be Bank's lowest rate for loansdisbursements made upon any telephone request.

THE INDEBTEDNESS. Line of Term Credit 1.1 Subject to the terms of this Agreement, 3.1 Bank agrees to lend make term loans to Company at any time and from time to time from on or before the effective date hereof until April 1Revolving Credit Maturity Date, 2004 sums in amounts of not to exceed under the line of credit Two less than One Million Dollars ($2,000,0001,000,000) (the "Commitment Amount") in aggregate principal amount at any one time outstanding. for each term loan as determined by Company shall execute and deliver to Bank a Line of Credit Note (herein called "Line Note") in form similar to that annexed hereto as Exhibit "A" to evidence advances, repayments and readvances made from time to time, so long as the sum of the aggregate principal amount of direct Advances outstanding at any time under the Revolving Credit Note, the aggregate principal amount outstanding at such time under the Term Notes, the aggregate undrawn amount of Letters of Credit and the aggregate amount of Reimbursement Obligations at such time does not exceed the Commitment Amount. At the time of each such borrowing under this Section 3.1, Company agrees to execute a Term Note, with appropriate insertions, as evidence of the indebtedness hereunder. Each loan made under this Section 3.1 shall be subject to the terms and conditions of this Agreement. 3.2 The indebtedness represented by each Term Note shall be repaid in equal quarterly principal installments in an aggregate amount sufficient to fully amortize the indebtedness thereunder from the date of such Term Note to its maturity commencing on a date three (3) months from the date of such Term Note and on a like day of each quarter thereafter until the maturity date applicable to such Term Note, as selected by Company, when the entire unpaid balance of principal and interest thereon shall be due and payable. 3.3 Upon the repayment of any outstanding principal indebtedness represented by any Term Note prior to the Revolving Credit Maturity Date, Company shall be permitted to request a re-Advance of such amounts so repaid, or any portion thereof, under the Revolving Credit Note, or request the issuance of Letters of Credit equal to such amounts so repaid, or any portion thereof, subject to the terms and conditions of this Agreement. . 3.4 Company may elect from time to time request that the stated amount an Applicable Interest Rate and maturity date for any portion of the Collateral L/C indebtedness represented by any Term Note by delivering to Bank a Notice of Term Rate executed by an authorized office of Company, which sets forth: (as defined hereina) the proposed effective date for such Applicable Interest Rate; (b) whether the Applicable Interest Rate is to be reduceda Eurodollar-based Rate, Prime-based Rate, or Fixed Rate; (c) except in the case of the Prime-based Rate and the Fixed Rate, the duration of the Interest Period applicable thereto, provided that if Company elects an Interest Period which would otherwise end after the next occurring principal installment payment date (which election shall be limited to the shortest such Interest Period), notwithstanding any other provision of this Agreement, such Interest Period shall end on such payment date; and (d) the maturity date of such Term Note, provided that such maturity date shall not extend beyond the earlier of (A) five (5) years from the date of such Term Note, or (B) two (2) years from the Revolving Credit Maturity Date. Provided no event of default Each such notification must be in writing and delivered to the Bank. If Company elects the Eurodollar-based Rate, such notification must be delivered by 12:00 noon Detroit time two (or event which with 2) Business Days prior to the giving of notice effective date; if Company elects the Prime-based Rate or the passage Fixed Rate, such notification must be delivered by 12:00 noon Detroit time on the effective date of time would become an such election. In the event Company does not deliver a Notice of default) has occurred or is continuinga Term Rate, the Bank Applicable Interest Rate shall give notice be the Prime-based Rate which shall remain in effect for any day or longer period until a Notice of Term Rate is delivered. 3.5 In the event Company selects the Fixed Rate for any portion of any Term Note, such Fixed Rate shall be the Applicable Interest Rate with respect thereto until the maturity date of such Term Note. 3.6 Company agrees that no more than five (5) Applicable Interest Rates may be in effect at any one time with respect to the issuer of the Collateral L/C that Bank agrees to the reduction. At the time of each reduction in the stated amount of the Collateral L/C, the Commitment Amount shall be reduced on a dollar for dollar basis with the amount of the reduction in the stated amount of the Collateral L/C. The aggregate reduction in the stated amount shall not exceed $1,000,000. Prior to Bank giving indebtedness outstanding under any notice of consent to a reduction, the Company shall prepay advances so that the aggregate amount of outstanding advances and the outstanding amount of Letters of Credit is less than or equal to the amount of the reduced Commitment AmountTerm Notes. 1.2 The Line Note shall mature on April 1, 2004, and the balance from time to time outstanding shall bear interest at a per annum rate equal to one percent (1%) above the Bank's Prime Rate. Upon the occurrence of any event of default hereunder, interest shall accrue 3.7 Interest on the unpaid principal balance of all indebtedness bearing interest at the per annum rate of three percent (3%) above the rate otherwise in effect. Interest Prime-based Rate under any Term Note shall be payable monthly quarterly commencing on August 1, 2002 and on the first business principal installment due date with respect to any such indebtedness and on a like day of each month quarter thereafter. Interest accruing at the Prime-based Rate shall be computed on the basis of a daily basis using a 360 day year of 360 days, and assessed for the actual number of days elapsed, and in such computation effect shall be given to any change in the interest rate Prime-based Rate resulting from a change in the Prime Rate on the date of such change in the Prime Rate. 3.8 Interest on any portion of the indebtedness outstanding under any Term Note which bears interest at the Eurodollar-based Rate shall be payable on the last day of the Interest Period applicable thereto and if such Interest Period is longer than three (3) months, interest shall be payable at intervals of three (3) months after the first day thereof. "Prime Rate" Interest accruing at the Eurodollar-based Rate shall mean be computed on the rate basis of a 360 day year and assessed for the actual number of days elapsed from the first day of the Interest Period applicable thereto to, but not including, the last day thereof. 3.9 Interest on the unpaid balance of all indebtedness outstanding under any Term Note at the Fixed Rate shall be payable quarterly commencing on the first principal installment due date and on a like day of each quarter thereafter. Interest accruing at the Fixed Rate shall be computed on the basis of a 360 day year and assessed for the actual number of days elapsed. 3.10 Company may prepay all or part of the outstanding balance of any indebtedness which bears interest established at the Prime-based Rate under any Term Note at any time without premium or penalty. Upon two (2) days prior notice to Bank, Company may prepay all or part of any indebtedness which bears interest at the Eurodollar-based Rate outstanding under any Term Note on any principal installment due date applicable thereto, subject to the prepayment provisions and restrictions set forth in Section 4.1 hereof. Upon two (2) days prior notice to Bank, Company may prepay any portion of indebtedness outstanding under any Term Note which bears interest at the Fixed Rate upon payment of a Fixed Rate Prepayment Premium with respect to such amount prepaid. A certificate shall be submitted by Bank to Company computing any applicable Fixed Rate Prepayment Premium, and publicly announced as its prime rate for its borrowers as shall be presumed correct absent manifest error. Any partial prepayments of indebtedness outstanding under any Term Note shall be applied to the same may be changed from time to time, which may not necessarily be Bank's lowest rate for loansinstallments due under such Term Note in the inverse order of their maturities.

THE INDEBTEDNESS. Line of Revolving Credit 1.1 Subject to the terms of this Agreement, 2.1 The Bank agrees to lend to Company at any time and from time to time from the effective date hereof until April 1but not including the Maturity Date, 2004 sums not to exceed under the line of credit Two Million Dollars TWELVE MILLION DOLLARS ($2,000,000) (the "Commitment Amount") 12,000,000.00), in aggregate principal amount at any one time outstanding. Company The borrowing hereunder shall execute and deliver be evidenced by a Revolving Credit Note to Bank a Line of Credit Note (herein called "Line Revolving Credit Note") in form similar to that annexed hereto as Exhibit "A" to evidence under which advances, repayments and readvances made from time to timemay be made, subject to the terms and conditions of this Agreement. Company may . 2.2 The Revolving Credit Note shall mature on the Maturity Date, and the respective Advances from time to time request that outstanding thereunder shall bear interest at the stated amount of the Collateral L/C (as defined herein) be reduced. Provided no event of default (or event which with the giving of notice or the passage of time would become an event of default) has occurred or is continuing, the Bank shall give notice to the issuer of the Collateral L/C that Bank agrees to the reductionApplicable Interest Rate. At the time of each reduction Advance, Company may select the Applicable Interest Rate; provided, however, that interest shall be payable at the Prime-based Rate in the stated amount event and so long as Company shall not have elected another Applicable Interest Rate. Interest shall be payable quarterly on the unpaid balance of the Collateral L/C, the Commitment Amount shall be reduced on a dollar for dollar basis with the amount of the reduction in the stated amount of the Collateral L/C. The aggregate reduction in the stated amount shall not exceed $1,000,000. Prior to Bank giving any notice of consent to a reduction, the Company shall prepay advances so that the aggregate amount of outstanding advances and the outstanding amount of Letters of Credit is less than or equal to the amount of the reduced Commitment Amount. 1.2 The Line Note shall mature on April 1, 2004, and the balance Prime-based Advances from time to time outstanding on the last day of each calendar quarter. Interest on each Eurodollar-based Advance shall bear interest at a per annum rate equal to one percent (1%) above be payable on the Bank's Prime Rate. Upon last day of the occurrence of any event of default hereunderInterest Period applicable thereto and if such Interest Period is longer than three months, interest shall accrue on the unpaid principal balance be payable at the per annum rate intervals of three percent (3%) above months from the rate otherwise first day thereof. In the event and so long as Company shall be in effect. Interest default under a Eurodollar-based Advance, interest shall be payable monthly commencing at the greater of (i) 2% over the Eurodollar-based Rate applicable thereto, or (ii) 2% over the Prime-based Rate, until the Interest Period applicable thereto shall expire, and thereafter the interest shall be payable at the rate of 2% over the Prime-based Rate. In the event and so long as Company shall be in default under a Prime-based Advance, interest shall be payable at 2% over the Prime-based Rate. 2.3 Interest on August 1, 2002 Prime-based Advances and on the first business day of each month thereafter. Interest facility fee shall be computed on the basis of a daily basis using a 360 day year of 360 days, and assessed for the actual number of days elapsed. Interest on Eurodollar-based Advances shall be computed on the basis of a 360 day year and assessed for the actual number of days of the Interest Period applicable thereto but not including the last day thereof. 2.4 Bank shall not be obligated to make any Advance under this Agreement unless Company shall have first filed with Bank a Request for Advance executed by an authorized officer of Company. Each Request for Advance shall set forth: (a) the proposed date of Advance; (b) whether the Advance is to be a Eurodollar-based Advance or a Prime-based Advance, provided that at no time shall more than five (5) Eurodollar-based Advances be outstanding at any time; (c) the principal amount of such Advance which, in the case of a Eurodollar-based Advance shall be in an amount not less than $1,500,000 or any $150,000 increment thereof and in such computation effect the case of a Prime-based Advance shall be given to in an amount not less than $500,000 or any change $100,000 increment thereof; and (d) in the case of a Eurodollar-based Advance, the duration of the Interest Period applicable thereto. 2.5 Company may prepay all or part of the outstanding balance of Prime-based Advances under the Revolving Credit Note at any time. Company may prepay all or part of the outstanding balance of Eurodollar-based Advances under the Revolving Credit Note upon five (5) days written notice to Bank and upon payment of a premium equal to the sum of the discounted net present values of the interest payments that would otherwise be payable on the principal amount (or part thereof) being prepaid, after reducing each such interest payment by the amount of interest that would be payable on its respective due date if such prepaid principal (or part thereof) were re-invested at the Current Market Rate therefor. The discount rate resulting from a change for the above computation shall be the Current Market Rate. A certificate shall be submitted by Bank to Company computing the prepayment premium in the Prime Rate form annexed hereto as Exhibit "C" and shall be presumed correct absent manifest error. Any prepayment made in accordance with this Section shall be without premium, penalty or prejudice to Company's right to reborrow under the terms of this Agreement. 2.6 Company will give Bank prior notice in the form of the Request for Advance not later than 11:00 a.m. (Detroit time) on the date of any Prime-based Advance. Unless Bank's revolving credit commitment shall have been suspended or terminated in accordance with this Agreement, and subject to the terms and conditions hereof, including but not limited to the submission of an executed Request for a Prime-based Advance by Company without exceptions noted to the compliance certification therein, Bank shall make available to Company not later than 4:00 p.m. (Detroit time) on such change date the amount of such Prime-based Advance in immediately available funds by credit to an account of Company maintained with Bank or to such other account or third party as Company may direct. In the Prime Ratecase of a Eurodollar-based Advance each Request for Advance shall be delivered to Bank by 11:00 a.m. (Detroit time) three (3) Business Days prior to the proposed date of Advance. "Prime Rate" A Request for Advance, once delivered to Bank, shall mean not be revocable by Company. 2.7 The Company agrees to pay to the rate of interest established by Bank and publicly announced a facility fee for the period from the date hereof to but excluding the Maturity Date (as its prime rate for its borrowers as the same such date may be changed extended pursuant to Section 2.8 hereof) in an amount equal to 0.125% per annum of the maximum amount of Bank's commitment (whether used or unused) in effect from time to timetime hereunder. Such facility fee shall be payable quarterly in arrears on the first day of each calendar quarter (in respect of the prior calendar quarter) commencing on October 1, 1996, and on the Maturity Date for any period then ending for which such facility fee shall not have been theretofore paid. The facility fee shall be computed on a daily basis for the actual number of days elapsed on the basis of a year of 360 days. 2.8 Provided that no Event of Default has occurred and is continuing, the Company may by written notice to the Bank (which notice shall be irrevocable and which shall not necessarily be deemed effective unless actually received by the Bank) on or before February 1 of each year, beginning February 1, 1999 but not before January 1 of each such year, request that the Bank extend the then applicable Maturity Date to a date that is one year later than the Maturity Date then in effect. On or before March 1 of each year in which the Company has delivered an extension request, Bank shall have the right, in its sole and absolute discretion, to deliver a written notice to the Company consenting to or rejecting the requested extension. If Bank has not given such notice to the Company by March 1 of such year, Bank shall be deemed not to have consented to such extension. If Bank consents to the extension request the Maturity Date shall be so extended for an additional one year period, the term Maturity Date shall mean such extended date and the Bank shall promptly notify the Company in writing that such extension has occurred. If Bank decides not to extend the Maturity Date, the Bank's lowest rate commitment to make Advances hereunder shall terminate on the Maturity Date then in effect, and the Bank shall promptly notify Company thereof. 2.9 The proceeds of the Revolving Credit Note are to be applied first to repay the present indebtedness, if any, of Company to the Bank and the Exiting Bank outstanding under the Prior Credit Agreement (including costs under Section 2.5 thereof), upon execution of this Agreement, and then for loansworking capital and general corporate purposes.

THE INDEBTEDNESS. Line of CreditEQUIPMENT TERM LOAN 1.1 Subject to the terms of this Agreement, 3E.1 Bank agrees to lend loan to Company at any time and from time Annealing, on the Equipment Line Maturity Date, a sum equal to time from the effective principal amount of the Advances outstanding on such date hereof until April 1, 2004 sums not to exceed under the line of credit Two Million Dollars ($2,000,000) (the "Commitment Amount") in aggregate principal amount at any one time outstanding. Company shall execute and deliver to Bank a Line of Credit Note (herein called "Equipment Line Note") in form similar . At the time of such borrowing, Annealing agrees to that annexed hereto execute the Equipment Term Note with appropriate insertions as Exhibit "A" to evidence advances, repayments and readvances of the indebtedness hereunder. The Equipment Term Loan made from time to time, under this Section 3E shall be subject to the terms and conditions of this Agreement. Company may from time to time request that . 3E.2 The indebtedness represented by the stated Equipment Term Note shall be repaid in equal consecutive monthly principal installments, each in the amount of one eighty-fourth (1/84th) of the original principal amount of the Collateral L/C (as defined herein) Equipment Term Note, commencing on April 15, 2007, and on the 15th day of each month thereafter until the Equipment Term Loan Maturity Date, when the entire unpaid balance of principal and interest thereon shall be reduced. Provided no event of default (or event which with the giving of notice or the passage of time would become an event of default) has occurred or is continuing, the Bank shall give notice to the issuer due and payable. 3E.3 The proceeds of the Collateral L/C that Bank agrees to the reduction. At the time of each reduction in the stated amount of the Collateral L/C, the Commitment Amount Equipment Term Note shall be reduced used solely to renew and extend the indebtedness outstanding on a dollar for dollar basis with the amount of Equipment Line Note on the reduction in the stated amount of the Collateral L/C. The aggregate reduction in the stated amount shall not exceed $1,000,000. Prior to Bank giving any notice of consent to a reduction, the Company shall prepay advances so that the aggregate amount of outstanding advances and the outstanding amount of Letters of Credit is less than or equal to the amount of the reduced Commitment AmountEquipment Line Maturity Date. 1.2 3E.4 The Equipment Line Note shall mature on April 1, 2004, and the balance from time to time outstanding shall bear interest at a rate per annum rate equal to one the LIBOR Rate. Monthly payments of interest shall be payable on the last day of each Interest Period, commencing on the last day of the first Interest Period, and thereafter on the last day of each subsequent Interest Period. The LIBOR Rate, the Interest Period, and the amount and date of any repayment shall be noted on Lender’s records, which records will be presumed correct absent manifest error. Notwithstanding the foregoing, from and after the occurrence of any Event of Default, the Equipment Term Note shall bear interest, payable on demand, at a rate per annum equal three percent (13%) above the Bank's Prime Rate. Upon LIBOR Rate until the occurrence end of any event of default hereunderthe then current Interest Period, at which time the Equipment Term Note shall bear interest shall accrue on the unpaid principal balance at the per annum rate of three percent (3%) above the rate otherwise in effectPrime-based Rate. Interest shall be payable monthly commencing on August 1, 2002 and calculated on the first business basis of a 360 day of each month thereafter. Interest shall be computed on a daily basis using a year of 360 days, assessed for the actual number of days elapsed, and in such computation effect . The LIBOR Rate shall be given to any change in reset at the interest rate resulting from a change in the Prime Rate on the date end of such change in the Prime Rate. "Prime Rate" shall mean the rate of interest established by Bank and publicly announced as its prime rate for its borrowers as the same may be changed from time to time, which may not necessarily be Bank's lowest rate for loanseach Interest Period.

THE INDEBTEDNESS. Line of Revolving Credit 1.1 Subject to the terms of this Agreement, 2.1 Bank agrees to lend make Advances to Company at any time and from time to time from the effective date hereof until April 1the Revolving Credit Maturity Date, 2004 sums not to exceed under the line of credit Two Six Million Dollars ($2,000,000) (the "Commitment Amount"6,000,000) in aggregate principal amount at any one time outstanding. Company shall execute and deliver to Bank a Line ; provided that the aggregate outstanding amount of Advances, plus the Letter of Credit Reserve, plus the Foreign Exchange Reserve shall never exceed Six Million Dollars ($6,000,000). All of the Advances under this Section 2 shall be evidenced by the Revolving Credit Note (herein called "Line Note") in form similar to that annexed hereto as Exhibit "A" to evidence advancesunder which Advances, repayments and readvances made from time to timemay be made, subject to the terms and conditions of this AgreementAgreement and the Revolving Credit Note. 2.2 The Revolving Credit Note shall mature on the Revolving Credit Maturity Date and each Advance from time to time outstanding thereunder shall bear interest as provided in the Revolving Credit Note. 2.3 Company may request an Advance under this Section 2 upon the delivery to Bank of a request for advance as provided in the Revolving Credit Note, subject to the following: (a) the principal amount of such Advance, plus the sum of the amount of all other outstanding Advances under this Section 2, and the Letter of Credit Reserve and the Foreign Exchange Reserve shall not exceed Six Million Dollars ($6,000,000); (b) a request for an Advance, once delivered to Bank, shall not be revocable by Company. 2.4 Company may prepay all or part of the outstanding balance of the Advance(s) as provided in, and subject to the terms of, the Revolving Credit Note. 2.5 For a period of thirty (30) days each calendar year (which days need not be consecutive), the Advances under the Revolving Credit Note shall be $0. Company shall make all payments necessary to comply with this provision. 2.6 In addition to Advances under the Revolving Credit Note to be provided to Company by Bank under and pursuant to Section 2.1 of this Agreement, Bank further agrees to issue, or commit to issue, from time to time, standby and commercial trade letters of credit for the account of Company (herein individually called a “Letter of Credit” and collectively “Letters of Credit”) in aggregate undrawn amounts not to exceed Four Million Dollars ($4,000,000) at any one time outstanding; provided, however that the sum of the aggregate amount of Advances outstanding under the Revolving Credit Note plus the Letter of Credit Reserve and the Foreign Exchange Reserve shall not exceed Six Million Dollars ($6,000,000) at any one time; and provided further that no Letter of Credit shall, by its terms, have an expiration date which extends beyond the fifth (5th) Business Day before the Revolving Credit Maturity Date or one (1) year after issuance, whichever first occurs. In addition to the terms and conditions of this Agreement, the issuance of any Letters of Credit shall also be subject to the terms and conditions of any letter of credit applications and agreements executed and delivered by Company to Bank with respect thereto. Company shall pay to Bank annually in advance a per annum fee equal to the Applicable L/C Commission Rate of the amount of each standby Letter of Credit and shall pay to Bank with respect to commercial trade letters of credit such fees and commissions as are agreed upon at the time of issuance thereof. In addition, Company and Bank may from time to time request that enter into foreign exchange agreements. The Foreign Exchange Reserve shall be the stated amount of the Collateral L/C (as defined herein) be reduced. Provided no event of default (or event which with the giving of notice or the passage of time would become an event of default) has occurred or is continuing, determined by the Bank shall give notice to the issuer of the Collateral L/C that Bank agrees to the reduction. At the time of each reduction in the stated amount of the Collateral L/C, the Commitment Amount shall be reduced on a dollar for dollar basis with the amount of the reduction in the stated amount of the Collateral L/C. The aggregate reduction in the stated amount shall not exceed $1,000,000. Prior to Bank giving any notice of consent to a reduction, the Company shall prepay advances so that the aggregate amount of outstanding advances and the outstanding amount of Letters of Credit is less than or equal to the amount of the reduced Commitment Amount. 1.2 The Line Note shall mature on April 1, 2004, and the balance from time to time outstanding shall bear interest at to be its credit exposure to Company under foreign exchange transactions with Company. 2.7 Company agrees to pay to Bank a per annum rate equal to one percent (1%) above the Bank's Prime Rate. Upon the occurrence of any event of default hereunder, interest shall accrue commitment fee on the unpaid principal average daily balance of the unused portion of the revolving credit commitment at the per annum rate of three percent (3%) above the rate otherwise in effect. Interest shall be payable monthly commencing on August 1Applicable Commitment Fee per annum, 2002 and computed on the first business day actual number of each month thereafter. Interest shall be computed on a daily basis days elapsed using a year of 360 days, assessed for the actual number of days elapsed, and in such computation effect . The commitment fee shall be given to any change payable quarterly in the interest rate resulting from a change in the Prime Rate arrears on the date first day of such change in each July, October, January and April (commencing January 1, 2011) and on the Prime RateRevolving Credit Maturity Date. "Prime Rate" For purposes of calculating the commitment fee, outstanding Letters of Credit shall mean be considered usage of the rate commitment and foreign exchange transactions shall not be considered usage of interest established by Bank the commitment. 2.8 Proceeds of Advances under the Revolving Credit Note shall be used solely for working capital purposes and publicly announced as its prime rate for its borrowers as the same may be changed from time to time, which may not necessarily be Bank's lowest rate for loansCapital Expenditures.

THE INDEBTEDNESS. Line of Credit 1.1 Subject 2.1 Bank may make advances to the terms of this Agreement, Bank agrees to lend to Company Companies and Companies jointly and severally may borrow at any time and from time to time from the effective date hereof until April 1the Line of Credit Maturity Date, 2004 sums not to exceed under the line of credit Two Three Million Dollars ($2,000,0003,000,000) (the "Commitment Amount") in aggregate principal amount at any one time outstanding. Company All of the advances under this Section 2 shall execute and deliver to Bank be evidenced by a Line of Credit Note (herein called "Line Note") note in the form similar to that annexed hereto as Exhibit "A" to evidence ("Line of Credit Note") under which advances, repayments and readvances made from time to timemay be made, subject to the terms and conditions of this Agreement; provided, however, Bank shall not be obligated to make any advances to Companies. 2.2 The principal indebtedness represented by the Line of Credit Note and all interest thereon shall be payable on or before the Line of Credit Maturity Date. Company may from time Companies agree to time request that pay interest on the stated amount unpaid principal balance of the Collateral L/C (as defined herein) be reduced. Provided no event of default (or event which with the giving of notice or the passage of time would become an event of default) has occurred or is continuing, the Bank shall give notice to the issuer of the Collateral L/C that Bank agrees to the reduction. At the time of each reduction in the stated amount of the Collateral L/C, the Commitment Amount shall be reduced on a dollar for dollar basis with the amount of the reduction in the stated amount of the Collateral L/C. The aggregate reduction in the stated amount shall not exceed $1,000,000. Prior to Bank giving any notice of consent to a reduction, the Company shall prepay advances so that the aggregate amount of outstanding advances and the outstanding amount of Letters Line of Credit is less than or equal to the amount of the reduced Commitment Amount. 1.2 The Line Note shall mature on April 1, 2004, and the balance from time to time outstanding shall bear interest at a per annum rate equal to one percent (1%) above the Bank's Prime Rate. Upon the occurrence of any event Event of default Default hereunder, interest shall accrue on the unpaid principal balance at the per annum rate of three four percent (34%) above the rate otherwise in effectBank's Prime Rate. Interest shall be payable monthly commencing on August May 1, 2002 1996 and on the first business day of each month thereafter. Interest shall be computed on a daily basis using a year of 360 days, assessed days for the actual number of days elapsed, and in such computation effect shall be given to any change in the interest rate resulting from a change in the Prime Rate on the date of such change in the Prime Rate. 2.3 Companies may request advances by filing with Bank a Request for Draw and Certificate of Compliance (as of the date of the borrowing) in form similar to that annexed hereto as Exhibit "C", executed by an authorized officer of each of the Companies. "Prime Rate" Bank may, at its option, lend under the Line of Credit Note upon the telephone request of an authorized officer of each of the Companies and, in the event Bank makes any such advance upon a telephone request, the requesting officers shall mean the rate of interest established by Bank and publicly announced as its prime rate for its borrowers as mail to Bank, on the same day as such telephone request, a Request for Draw and Certificate of Compliance in the form attached as Exhibit "C". 2.4 Bank shall not be obligated to make any advance if at the time of such request for advance, the sum of the advances outstanding under this Section 2 plus the amount of the Reserve added to the amount requested should exceed the sum of (A) eighty five percent (85%) of the sum of the companies' Eligible Accounts and (B) fifty percent (50%) of Eligible Inventory; provided, however, the amount available to be advanced under this subclause (B) shall not exceed $1,000,000, 2.5 The companies, or any of them, may be changed from prepay the Line of Credit Note in whole or in part without premium or penalty. 2.6 The sum of the aggregate principal amount at any one time outstanding under the Line of Credit Note plus the amount of the Reserve shall never exceed the formula set forth in Section 2.4 hereof. Companies shall immediately make all payments necessary to time, which may not necessarily be Bank's lowest rate for loanscomply with this provision.

THE INDEBTEDNESS. Line of Revolving Credit 1.1 Subject to the terms of this Agreement, 2.1 Bank agrees to lend make Advances to Company at any time and from time to time from the effective date hereof until April 1the Revolving Credit Maturity Date, 2004 sums not to exceed under the line of credit Two Six Million Dollars ($2,000,000) (the "Commitment Amount"6,000,000) in aggregate principal amount at any one time outstanding; provided that the aggregate outstanding amount of Advances plus the Foreign Exchange Reserve shall never exceed Six Million Dollars ($6,000,000). Company All of the Advances under this Section 2 shall execute and deliver to Bank a Line of be evidenced by the Revolving Credit Note (herein called "Line Note") in form similar to that annexed hereto as Exhibit "A" to evidence advancesunder which Advances, repayments and readvances made from time to timemay be made, subject to the terms and conditions of this Agreement. Company may from time to time request that the stated amount of the Collateral L/C (as defined herein) be reduced. Provided no event of default (or event which with the giving of notice or the passage of time would become an event of default) has occurred or is continuing, the Bank shall give notice to the issuer of the Collateral L/C that Bank agrees to the reduction. At the time of each reduction in the stated amount of the Collateral L/C, the Commitment Amount shall be reduced on a dollar for dollar basis with the amount of the reduction in the stated amount of the Collateral L/C. The aggregate reduction in the stated amount shall not exceed $1,000,000. Prior to Bank giving any notice of consent to a reduction, the Company shall prepay advances so that the aggregate amount of outstanding advances Agreement and the outstanding amount of Letters of Revolving Credit is less than or equal to the amount of the reduced Commitment AmountNote. 1.2 2.2 The Line Revolving Credit Note shall mature on April 1, 2004, the Revolving Credit Maturity Date and the balance each Advance from time to time outstanding thereunder shall bear interest at as provided in the Revolving Credit Note. 2.3 Company may request an Advance under this Section 2 upon the delivery to Bank of a per annum rate equal request for advance as provided in the Revolving Credit Note, subject to one percent the following: (1%a) above the principal amount of such Advance, plus the sum of the amount of all other outstanding Advances under this Section 2 and the Foreign Exchange Reserve shall not exceed Six Million Dollars ($6,000,000); (b) a request for an Advance, once delivered to Bank's Prime Rate, shall not be revocable by Company. 2.4 Company may prepay all or part of the outstanding balance of the Advance(s) as provided in, and subject to the terms of, the Revolving Credit Note. 2.5 For a period of thirty (30) days each calendar year (which days need not be consecutive), the Advances under the Revolving Credit Note shall be $0. Upon the occurrence of any event of default hereunder, interest Company shall accrue make all payments necessary to comply with this provision. 2.6 [Reserved]. 2.7 Company agrees to pay to Bank a commitment fee on the unpaid principal average daily balance of the unused portion of the revolving credit commitment at the per annum rate of three percent (3%) above the rate otherwise in effect. Interest shall be payable monthly commencing on August 1Applicable Commitment Fee per annum, 2002 and computed on the first business day actual number of each month thereafter. Interest shall be computed on a daily basis days elapsed using a year of 360 days, assessed for the actual number of days elapsed, and in such computation effect . The commitment fee shall be given to any change payable quarterly in the interest rate resulting from a change in the Prime Rate arrears on the date first day of such change in each July, October, January and April (commencing January 1, 2014) and on the Prime Rate. "Prime Rate" Revolving Credit Maturity Date. 2.8 Proceeds of Advances under the Revolving Credit Note shall mean the rate of interest established by Bank be used solely for working capital purposes and publicly announced as its prime rate for its borrowers as the same may be changed from time to time, which may not necessarily be Bank's lowest rate for loansCapital Expenditures.”