EXHIBIT 10(l)
TERM NOTE
$3,749,996 New Brunswick, New Jersey
October 31, 1995
FOR VALUE RECEIVED, the undersigned, GUEST SUPPLY, INC., a New Jersey
corporation, GUEST PACKAGING, INC., a New Jersey corporation, and XXXXXXXXXXXX-
XXXX CO., a Delaware corporation (collectively, the "Borrower"), hereby jointly
and severally, unconditionally promise to pay to the order of PNC BANK, NATIONAL
ASSOCIATION ("PNC") at the Payment Office, in lawful money of the United States
of America and in immediately available funds, the principal amount of THREE
MILLION SEVEN HUNDRED FORTY-NINE THOUSAND NINE HUNDRED NINETY-SIX AND 00/100
($3,749,996) DOLLARS, in eighty-three (83) installments of $44,642 each payable
on the first Business Day of each calendar month, commencing on December 1,
1995, with a final principal payment in the then outstanding principal amount of
the Term Loan payable on the Maturity Date. The Borrower further agrees to pay
interest on the unpaid principal amount outstanding hereunder from time to time
from and including the date hereof in like money at such office at the rates and
on the dates specified in the Credit Agreement (defined below).
The holder of this Note is authorized to endorse on the schedule annexed
hereto and made a part hereof or on a continuation thereof which shall be
attached hereto and made a part hereof (the "Grid") the amount and Type of Term
Loan made pursuant to the Credit Agreement (defined below), each conversion of
all or a portion thereof to another Type, the date and amount of each payment or
prepayment of principal thereof, and, in the case of Fixed Rate Loans, the
length of each Interest Period with respect thereto which endorsement shall
constitute rebuttable presumptive evidence of the accuracy of the information
endorsed; provided, however, that the failure to make any such endorsement shall
-------- -------
not affect the obligations of the Borrower in respect of the Term Loan.
This Note is one of the Term Notes referred to in the Revolving Credit and
Term Loan Agreement dated October 31, 1995 among the Borrower, PNC and First
Fidelity Bank, N.A., as Lenders, and PNC, as Agent (as the same may hereafter be
amended, modified or supplemented from time to time, the "Credit Agreement"),
and is entitled to the benefits thereof, is secured as provided therein and is
subject to optional and mandatory prepayment as set forth therein.
Upon the occurrence and during the continuance of any one or more of the
Events of Default specified in the Credit Agreement, all amounts then remaining
unpaid on this Note shall become, or may be declared to be, immediately due and
payable, all as provided therein.
All parties now and hereafter liable with respect to this Note, whether
maker, principal, surety, guarantor, endorser or otherwise, hereby waive
presentment, demand, protest and all other notices of any kind.
Terms defined in the Credit Agreement are used herein with their defined
meanings unless otherwise defined herein. This Note shall be governed by, and
construed and interpreted in accordance with, the laws of the State of New
Jersey.
GUEST SUPPLY, INC.
By:____________________________
Name:
Title:
GUEST PACKAGING, INC.
By:____________________________
Name:
Title:
XXXXXXXXXXXX-XXXX CO.
By:____________________________
Name:
Title:
Schedule 1
To Term Note dated October 31, 1995 issued by
Guest Supply, Inc., Guest Packaging, Inc. and
Xxxxxxxxxxxx-Xxxx Co.,
as joint and several obligors to
PNC Bank, National Association
LOAN AND PAYMENTS OF LOAN
Loans, Conversions and Payments of Loans
Amount of Unpaid
Amount of Principal Interest Interest Principal Notation
Date Loans Repaid Rate Period Balance of Loans Made By
