REVOLVING CREDIT NOTE
February 27, 1997
FOR VALUE RECEIVED, the undersigned, Amfac/JMB Hawaii,
Inc., a Hawaii corporation (the "Borrower") hereby
unconditionally promises to pay to the order of Xxxx Xxxxxx
Transportation Company, Inc., an Arizona corporation (the
"Lender") at the offices of the Lender and located at 000
Xxxxx Xxxxxxxx Xxxxxx, Xxxxxxx, XX 00000 in lawful money of
the United States and in immediately available funds, on
February 17, 2007 (the "Maturity Date") the aggregate unpaid
principal amount of all amounts loaned from the Lender to the
Borrower from time to time with interest (computed on the
basis of a 365- (or, if applicable, 366-) day year) on the
unpaid balance thereof at a per annum rate equal to the "Base
Rate" as announced from time to time by Bank of Hawaii plus 2%
per annum (changing as and when such "Base Rate" changes) from
the date hereof, payable on the 15th day of May, August,
November and February in each year, commencing November 15,
1997; provided, that the Borrower may, at its option, defer
all or any portion of the interest payable on any such date
(in which case such deferred amounts shall be added to the
principal of the loan), but in no event shall such payment be
deferred beyond the Maturity Date. Principal and interest may
be prepaid at any time without premium or penalty.
The holder of this Note is authorized to record on the
schedules annexed hereto and made a part hereof or on a
continuation thereof which shall be attached hereto and made a
part hereof the date and the amount of each loan made by the
Lender and the date and amount of each payment or prepayment
of principal thereof. Each such recordation shall constitute
prima facie evidence of the accuracy of the information so
recorded, provided that the failure to make any such
recordation any error in such recordation shall not effect the
obligations of the Borrower under this note.
If any of the following events ("Events of Default")
occurs and is continuing:
(a) Borrower fails to pay any principal hereon when the same
shall become due and payable, or fails, within five days after
the same becomes due and payable, to pay any undeferred
interest hereon;
(b) Borrower fails to make any payment in respect of any of
Borrower's indebtedness for borrowed money having an aggregate
principal amount of more than $1,000,000 when due (whether by
scheduled maturity, required prepayment, acceleration, demand
or otherwise, but subject to any applicable grace period) or
fails to perform or observe any other condition or covenant,
or any other event shall occur to condition shall exist, under
any agreement or instrument relating to any such indebtedness
for borrowed money, if the effect of such failure, event or
condition is to cause, or to permit holders of such
indebtedness to cause, such indebtedness to become due prior
to its expressed maturity;
(c) Borrower becomes insolvent or generally fails to pay, or
admits in writing its inability to pay its debts as they
become due; Borrower applies for a trustee, receiver or other
custodian for it or a substantial part of its property; a
trustee, receiver or other custodian is appointed for Borrower
or for a substantial part of its property; or any bankruptcy,
reorganization, debt arrangement, or other case or proceeding
under any bankruptcy or insolvency law, or any dissolution or
liquidation proceeding, is commenced in respect of Borrower;
or
(d) A final judgment or order for the payment of money in
excess of $50,000 shall be rendered against Borrower or any of
its subsidiaries and such judgment or order shall continue
unsatisfied and unstayed for a period of 30 days.
then in the case of any Event of Default under clause(c)
above, all indebtedness evidenced by this Note and all
interest hereon shall automatically be and become immediately
due and payable, and in the case of other Event of Default,
the holder hereof may, by notice to Xxxxxxxx, declare all
indebtedness evidenced by this Note ad all interest thereon to
be forthwith due and payable, whereupon all indebtedness
evidenced by this Note and all such interest will become and
be forthwith due and payable, all without presentment, demand,
protest or further notice of any kind, all of which are hereby
expressly waived by Borrower.
The proceeds of any loans from the Lender to the Borrower
evidenced hereby are to be used for purposes which will
qualify as "Senior Indebtedness" as that term is defined in
the Indenture dated as of March 14, 1989 (the "Indenture") by
and among Borrower, Continental Bank, National Association,
Trustee and certain guarantors named therein as the same may
be amended, supplemented or otherwise modified form time to
time. Unless otherwise defined, the terms defined in the
Indenture and used herein shall have the meanings given to
them in the Indenture.
Notwithstanding anything to the contrary contained in
this Note, no director, officer or employee of the Borrower
shall have any personal liability of any kind or nature
directly or indirectly in connection with this Note.
This Note shall be governed by and construed in
accordance with the laws of the State of Illinois applicable
to contracts made and to be wholly performed in said State,
including, but not limited to, the legality of interest rate.
AMFAC/JMB HAWAII, INC.
By:_______________________
Name: Xxxx Xxxxx
Title: Vice President
Schedule A
to Revolving Credit Note
--------------------------
LOANS AND REPAYMENTS OF LOANS
Date Amount of Loans Amount of Principal Unpaid Principal Notation
of Loans Repaid Balance of Loans Made By
2/27/97 $4,413,840
3/21/97 $3,300,000
4/17/97 $3,000,000
5/29/97 $1,500,000
