EXHIBIT 10.2
[LOGO OF CITIBANK]
Inforte Corp. an Illinois Corporation
One Prudential Plaza
000 Xxxx Xxxxxxxx, Xxxxx 0000
Xxxxxxx, XX 00000
LOAN AGREEMENT
THIS LOAN AGREEMENT is made effective on this 16th day of September 1999 by each
person or entity signing below (jointly and severally called "Borrower"),
Citibank, FSB ("Citibank") and each person signing below as Guarantor, if any.
LOAN: This Loan Agreement shall provide for the loan (referred to as "Loan")
selected below.
[X] Revolving Line of Credit Loan. Citibank shall make funds available to
Borrower from time to time, (the "Advances") which Borrower may borrow, repay
and reborrow up to, but not including, the maturity date in the promissory note,
in an aggregate amount outstanding not to exceed at any time the principal
amount of $2,500,000.00. All Advances shall be evidenced by and bear interest as
provided in Citibank's form of promissory note which shall be duly signed and
delivered to Citibank by Borrower (the "Revolving Line of Credit Note") and all
notes taken in renewal, modification, addition or substitution.
[X] Revolving Line of Credit Borrowing Base: Citibank shall make the Advances to
Borrower under the Revolving Line of Credit Loan up to the lesser of the line of
credit maximum amount or an amount equal to the sum of: (i) 75% of the total
amount of Borrower's accounts which are no more than 90 days old from the date
of original invoice ("Eligible Accounts Receivable") and (ii) ____ % of
inventory [_] not to exceed $______ ("Eligible Inventory") and (iii)
__________________ ("Other Eligible Collateral"), less the sum of: (a) the
outstanding balance already advanced on the Revolving Line of Credit; (b) [_]
term loans of $ _____________; and (c) [_] any outstanding letters of credit.
The amount so calculated shall be the "Revolving Line of Credit Borrowing Base".
If the Revolving Line of Credit Borrowing Base, at any time during the term of
the Revolving Line of Credit Loan, is less than the outstanding principal
balance under the Revolving Line of Credit Loan, Borrower shall, upon demand
from Citibank, remit an amount sufficient to reduce the outstanding balance to
the maximum amount then allowable. Citibank may, in its absolute discretion,
notify Borrower at any time of the exclusion of any account or other item from
the Borrowing Base. In any event, the Eligible Accounts Receivable shall not
include any account subject to any defense or amount of offset, accounts due
from any government body, accounts from payors outside of the United States,
retainage and all other accounts deemed unacceptable by Citibank, in its sole
discretion. Eligible receivables shall be further reduced to the extent that
deferred revenues exceed accounts receivable and for any pre-bills.
[X] Revolving Line of Credit Borrowing Base Certificate: Borrower shall provide
a Borrowing Base Certificate to Citibank within 15 days after the end of each
month and at other times when reasonably requested by Citibank, showing the
amount of the Revolving Line of Credit Borrowing Base as of the end of the
period reported, with information requested by, and acceptable to, Citibank in
form and content and signed by an authorized representative of Borrower.
[_] Revolving Line of Credit Clean-up Period: Borrower shall pay in full all
outstanding principal and accrued interest on any Revolving Line of Credit Loan
and shall refrain from any borrowings for a period of _____ consecutive days
during its term, or each consecutive twelve-month period, whichever is shorter.
LOAN PURPOSE: Borrower represents and warrants that the purpose of any Loan is
for a commercial purpose and not for a personal, consumer or household purpose.
Borrower acknowledges that Citibank is relying upon this warranty as a material
inducement for approval of any loan.
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COLLATERAL: Each Loan shall be secured by the property categories selected below
(the "Collateral"):
[X] Accounts, Equipment and Inventory. A perfected first-lien position on all
accounts, equipment and inventory of Inforte Corp., an Illinois
Corporation owned as of the date of this Loan Agreement, as well as all
accounts receivable, equipment and inventory which is acquired later.
[_] Lien on Real Estate. An ALTA title insured __first__ junior lien on the
real property owned by _________ ______________________________________
located at ___________________________________________________
_________________ and legally described in a Mortgage or similarly named
security agreement. A separate assignment of rents and all leases, if any,
on the real property shall be signed and delivered to Citibank, at
Citibank's option.
[_] Assignment of Life Insurance. An assignment of life insurance on the life
of _________________________________________________ in an amount not to be
less than $ _______________ and evidenced by documents acceptable to
Citibank.
[_] Assignment of Certificate of Deposit. A pledge and assignment to Citibank
of the funds represented by a certain certificate of deposit purchased by
______ from, and held by, Citibank in the principal amount of $___________
and any and all additions, extensions, or renewals. The pledge and
assignment shall be effective until the full repayment of any and all
Loans.
[_] Letter of Credit. At Borrower's cost, a clean irrevocable standby letter of
credit naming Citibank as beneficiary in the amount of $ ________ which
shall: (i) be issued by a bank acceptable to Citibank in its sole
discretion; (ii) be maintained until the Borrower's Loan indebtedness to
Citibank is paid in full; (iii) be payable by sight draft; (iv) be drawn
upon if either the Loan indebtedness of Borrower to Citibank shall be in
default or the letter of credit is not renewed, and (v) for a term of at
least one year, or until the loan maturity date, within thirty (30) days
prior to its expiration date.
[_] Other. ____________________________________________________________________
___________________________________________________________________________
Borrower Deposit Collateral: All deposits of Borrower at Citibank, either
credited to Borrower or due from Citibank from time to time, shall constitute
Collateral security for all present and future indebtedness of Borrower to
Citibank. Citibank may elect to apply or to set off funds if the Borrower is in
default of any agreement with Citibank, without notice to or consent from the
borrower, and whether or not other Collateral is considered by Citibank to be
adequate to secure the indebtedness.
Collateral for all Other Loans: The Collateral shall also secure any and all
other Citibank loans to Borrower, including, but not limited to, overdrafts
advanced to, or for the benefit of, Borrower, whether the loans are made now or
in the future.
Decline in Collateral Value: If the fair market value of the property pledged as
Collateral for any Loan shall, at any time, suffer any decline in value, or
should Citibank deem any Collateral property be deemed to be unsatisfactory or
inadequate for any reason, the Borrower shall either: (i) upon request, deliver
to Citibank additional or substitute Collateral or (ii) on demand from
Citibank, pay down the outstanding balance of any Loan to the sole satisfaction
of Citibank. Failure to comply with this covenant shall constitute a default of
the Loan Documents (defined below). Determination of the value of property
securing any Loan shall be at the exclusive discretion of Citibank.
GUARANTOR: The repayment of any Loan shall be guaranteed by Xxxxxxx Xxxxx,
Xxxxxxx Xxxx and Xxxxxx Xxxxx (called "Guarantor" whether one or more).
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INSURANCE: Borrower will keep its insurable property adequately insured at all
times by financially sound reputable insurers acceptable to Citibank against
risk of loss from fire, flood, extended casualty and other risks customarily
insured against by companies in a similar business which a prudent owner and
operator of the business of Borrower would maintain. Any policy evidencing
insurance coverage shall: (i) include a loss payable clause listing Citibank as
an additional loss payee, (ii) provide that Citibank must be given at least
thirty (30) days prior written notice of any cancellation or termination of the
policy, and (iii) must provide coverage for Citibank notwithstanding any act or
neglect of Borrower. Borrower shall maintain a policy of comprehensive general
liability insurance with limits of liability of not less than $2,500,000.00
combined single limit for bodily injury and property damage. Such policy shall
contain a broad form combined general liability endorsement (including products
and completed operations). If Borrower is a legal or medical professional,
Borrower shall maintain professional malpractice insurance from an insurer and
in an amount acceptable to Citibank, in its sole discretion. Citibank may
reasonably require additional types and amounts of insurance and Borrower agrees
to obtain and to maintain it after receipt of notice from Citibank that it is
required.
CONDITIONS FOR ANY LOAN: Citibank's obligation to provide or to fund all or any
portion of any Loan, and any extension of credit set forth in the Loan
Documents, will be conditioned upon the following:
(i) No material adverse change in the condition, financial or otherwise, of
Borrower, any Guarantor, or the Collateral, and no action, suit or
proceeding shall be instituted or threatened relating to any Loan, the
Borrower, any Guarantor or the Collateral;
(ii) Provide the organizational documents that Citibank shall request and a
resolution from the Borrower, or any Guarantor, authorizing the
execution, delivery and performance of all of the Loan Documents by
Borrower, or any Guarantor, and all acts and transactions required or
contemplated in them;
(iii) Receipt of an appraisal report on real estate Collateral, if applicable,
ordered by Citibank from an appraiser acceptable to Citibank and in form
and content acceptable to Citibank, in its sole discretion;
(iv) Receipt of a Phase I environmental assessment report on real estate
Collateral, if applicable, ordered by Citibank from a consultant
acceptable to Citibank showing an environmental condition of the real
estate Collateral and in form and content acceptable to Citibank, in its
discretion;
(v) Receipt of a survey report on real estate Collateral, if applicable,
ordered by Citibank from a provider acceptable to Citibank in form and
content acceptable to Citibank, in its sole discretion;
(vi) Execution and delivery to Citibank of all Loan Documents that Citibank
may reasonably require to consummate any Loan, all in form and substance
satisfactory to Citibank and its counsel;
(vii) Borrower shall hold harmless, indemnify and defend Citibank from any and
all claims, actions, damages, costs and expenses of any nature incurred
by, or asserted against, Citibank which, in any manner arise out of
Borrower's business, because Borrower is a party to any Loan or which are
related to any Collateral;
(viii) Borrower shall not be in default of any of the terms of the Loan;
(ix) All indebtedness [[_]including interest] of Borrower to shall be
subordinated to repayment of all Loans by a subordination agreement, in
form and substance acceptable to Citibank and its counsel;
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(x) Provide, at reasonable times during normal business hours, consistent
with applicable law and relevant to the performance by the Borrower of
the terms of the Loan Documents, as often as Citibank shall reasonably,
request: (a) access to the premises of Borrower and to the records of
Borrower's business operations, (b copies of or excerpts from Borrower's
business records, and (c) discussion of the general business affairs,
finances and accounts of Borrower with Borrower, its financial and
operations executives, or its designated representatives;
(xi) [_] Other: ______________________________________________________________
_________________________________________________________________________
SIGNIFICANT COVENANTS Not in limitation of any other covenants which may be
required by Citibank in the Loan Documents, during the term of any Loan or for
so long as any portion of it is outstanding, Borrower, and any Guarantor to the
extent that any provision shall apply to a guarantor, shall comply with the
covenants selected below:
[X] Provide signed copies of Guarantors filed state and federal income tax
returns with all schedules and attachments when filed, accompanied by
updated personal financial statements, signed and dated on Citibank's form;
[X] Provide within 120 days from the end of each year end accounting period,
audited financial statements for Borrower, and, if applicable: (i) signed
by an authorized representative acceptable to Citibank and (ii) prepared by
a CPA acceptable to Citibank;
[X] Provide within 45 days from the end of each quarter end accounting period,
company prepared financial statements for Borrower, and, if applicable:
(i) signed by an authorized representative acceptable to Citibank and (ii)
prepared by a CPA acceptable to Citibank;
[X] Provide within 15 days of each calendar month end; a company-prepared
statement listing all of Borrower's [X] accounts receivable [_] accounts
payable [_] inventory and [X] other borrowing base certificate, with
agings;
[_] Not, without Citibank's prior written consent, make any loans to others,
including, but not limited to, affiliates, subsidiaries, officers,
directors and employees exceeding, in the aggregate, $_____________.
[_] Not, without Citibank's prior written consent, incur any obligations except
for those incurred in the ordinary course of its business;
[X] Maintain a Current Assets to Current Liabilities ratio of not less than 1.0
to 1.00, with Current Assets defined as all current assets less prepaid
items plus all loans and advances to officers and employees and with
Current Liabilities defined as the aggregate amount of all liabilities
falling due or payable on demand within one year;
[X] Maintain a ratio of Total Liabilities to Tangible Net Worth [[X] plus
subordinated debt] of not greater than 3.0 to 1.00, with Total Liabilities
defined as the aggregate amount of all liabilities less subordinated debt
and Tangible Net Worth defined as Net Worth [[X] plus subordinated debt]
less all intangibles, including goodwill and loans to others;
[X] Maintain a minimum Tangible Net Worth [[X] plus subordinated debt] of at
least $1,750.000.00;
[_] Maintain a minimum Working Capital level of at least $ _________ with
Working Capital defined as ___________________________________________;
[_] Maintain a debt service coverage ratio of not less than ______, defined as
______________________________________________________________;
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[_] Not request advances under the Loan for the purpose of purchasing fixed
assets or the making of investments;
[_] Not make investments or expenditures for fixed or capital assets including
capital leases, in any one fiscal or calendar year of Borrower in excess of
$ _____________;
[X] Maintain at Citibank Borrower's primary bank accounts for business
operations;
[_] Not permit officer salaries and other compensation, in any form in any one
fiscal or calendar year of Borrower, to exceed, in the aggregate,
$ __________;
[_] Not permit any material change in its day-to-day management personnel to
occur, including without limitation, the involvement of the following
person or persons:
[_] Provide a waiver of the landlord's lien for unpaid rent and subordination
of the landlord's lien in favor of Citibank's security interest in all
Collateral located on business premises leased by Borrower.
[_] Provide insurance on the lives of Borrower's principal shareholders and key
business executives in the amount of $ ___________ from an insurer
acceptable to Citibank.
[_] Comply with the terms of the SBA Authorization and Loan Agreement, a copy
of which is attached to this Loan Agreement, satisfy SBA credit and program
eligibility criteria for a loan guarantee, and provide all documents either
to Citibank or to the SBA which are required for a guaranteed loan.
[X] Not pledge assets as security for any debt without the prior written
consent of Citibank.
[X] Other: All Citibank facilities to borrowers and guarantors shall be cross
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collateralized for security purposes and cross defaulted for loan terms and
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conditions.
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___________________________________________________________________________
________________________________________________________________________________
EVENTS OF DEFAULT: At Citibank's option, any of the following shall constitute a
"default":
(i) Any sum owing under a note, or any other indebtedness of the Borrower to
Citibank, is not paid as agreed;
(ii) Any petition or application for a custodian, as defined by any chapter of
Xxxxx 00, Xxxxxx Xxxxxx Code, as amended from time to time (the
"Bankruptcy Code") or for any form of relief under any provision of the
Bankruptcy Code or any other law pertaining to reorganization, insolvency
or readjustment of debts is filed by or against the Borrower, any
partnership of which the Borrower is a partner, or any surety or
Guarantor of any Loan under this Loan Agreement, or their respective
assets or affairs;
(iii) The Borrower, any partnership of which the Borrower is a partner or any
surety or Guarantor, makes an assignment for the benefit of creditors, is
not paying debts as they become due, or is granted an order for relief
under any chapter of the Bankruptcy Code;
(iv) A custodian, as defined by the Bankruptcy Code, takes charge of any of
Borrower's property, any property of any partnership of which the
Borrower is a partner, or any property of any surety or Guarantor;
(v) Garnishment, attachment, levy or execution is issued against any of the
Collateral or other property of the Borrower, or any partnership of which
the Borrower is a partner, or any surety or Guarantor.
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(vi) The death, dissolution determination of existence of the Borrower or
Guarantor (including the death of an individual Borrower or Guarantor);
(vii) There is any /2/ default or breach of any representation, warranty or
covenant, /3/ or there is any /4/ false statement or material omission,
by the Borrower under any document forming part of the transaction under
which the Borrower is indebted to Citibank;
(viii) Citibank, in good faith (as defined in the Uniform Commercial Code),
determines that any of the following is impaired: /5/ (a) the prospect
of payment by the Borrower, or any surety or Guarantor, (b) the
Collateral, or (c) Citibank's credit risk;
(ix) Any provision of this Loan Agreement or the Loan Documents is not
performed when due; /6/
(x) Failure of Borrower or any Guarantor, at all times during the term of
any Loan, to engage in a business of the same general type conducted on
the effective date of this Loan Agreement;
(xi) Failure of Borrower, Guarantor and each subsidiary, if any, to maintain
its organizational existence and good standing in the jurisdiction of
its formation and to qualify, and remain qualified, to transact business
in each jurisdiction in which required to do so; /7/
(xii) Borrower or Guarantor merges, consolidates, changes its organizational
structure /8/, or acquires all, or substantially all, of the assets, or
the business of, any other person or legal entity; however, any
subsidiary of Borrower or Guarantor may merge into any other subsidiary;
(xiii) Borrower sells or transfers all, or substantially all, of the assets of
its business, whether or not there is a change in the organizational
structure or ownership of Borrower, or
(xiv) The existence of an event of default under any other agreement with
Citibank, whether or not the agreement is one of the Loan Documents.
/9/
Upon the occurrence of any default, all Loans or other obligations under this
Loan Agreement and under any Loan Document, shall, at the option of Citibank,
become immediately due and payable, without presentment for payment, diligence,
grace, exhibition of any note, protest, further demand or notice of any kind,
all of which are expressly waived. Citibank may exercise any remedy at law, in
equity, or under any Loan Document.
CONSENT TO LOAN SALE: Borrower consents to a Citibank sale or transfer, whether
now or later, of any interest in any Loan to any purchaser. Citibank may deliver
information about any Loan to any purchaser or prospective purchaser. Any sale
or transfer of an interest shall be without recourse to Citibank, and Citibank
shall have no obligation to give notice to Borrower or any Guarantor or to
obtain any consent. Borrower and any Guarantor agree that any purchaser shall be
the absolute owner of the Loan and that the purchaser may enforce its rights
without regard to any personal claims or defenses of Borrower or Guarantor
against Citibank. Borrower and Guarantor waive all right of offset or
counterclaim which may exist, now or later, against Citibank or any purchaser.
AUTOMATIC PAYMENT AUTHORIZATION: Borrower voluntarily authorizes Citibank to
access a Citibank business checking account for interest, principal or fees of
any kind due under this Loan Agreement or the Loan Documents. Administrative
charges shall not exceed $250.00.
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INFORMATION TO OTHERS: Borrower authorizes Citibank to furnish any information
in its possession, however acquired, concerning the Borrower, or any affiliate,
to any person or entity, for any purpose which Citibank in good faith believes
to be proper to the extent allowed by law. Citibank's ability to disclose shall
include, but shall not be limited to, disclosure to any actual or prospective
lender, any actual or prospective participant in a loan between Borrower and
Citibank, and prospective purchaser of securities issued, or to be issued by
Citibank, in response to a valid order from any governmental body or regulatory
agency, to an actual or prospective transferee of all or a portion of a Loan to
another financial institution, or to any affiliate.
EXPENSES: Whether or not Borrower signs or delivers Loan Documents to Citibank,
all /11/ expenses, not limited to internal or external legal fees, a Collateral
appraisal fee, a survey fee, title insurance premiums, title company closing
costs, recording fees and an environmental assessment fee, if applicable, plus
all costs incurred in connection with the documenting, maintaining and
enforcing, including, but not limited to, court costs and attorney fees, of any
Loan shall be paid by the Borrower. Payment shall be promptly made within ten
(10) days of receipt of written demand for payment from Citibank. If not paid,
Citibank may offset the amount due from any Borrower funds on deposit at
Citibank.
CONTINUING AGREEMENT, LOAN DOCUMENTS, CONFLICTING TERMS: This Loan Agreement is
a continuing agreement that shall survive the signing and delivery by Borrower
and any Guarantor to Citibank of all other documents required to implement its
terms ("Loan Documents"). In the event that any provision of this Loan Agreement
shall conflict with a provision of any Loan Document, the provisions of the Loan
Document shall control.
NOTICE: Notices under this Loan Agreement shall be in writing and delivered
personally or deposited, postage prepaid and properly addressed, with a
nationally recognized overnight courier such as "Federal Express", or deposited
in the United States Mail, postage prepaid, certified or registered mail with
return receipt requested.
If to Borrower: If to Citibank:
Inforte Corp., an Illinois Corporation Citibank, and F.S.B.
One Prudential Plaza CitiBusiness(SM) Lending
000 Xxxx Xxxxxxxx 000 Xxxx Xxxxxxx Xxxxxx
Xxxxx 0000 Xxxxxxx, XX 00000
Attention: Xxxxxx Xxxxx Attention: Credit Manager
MISCELLANEOUS AGREEMENTS: Borrower, and any Guarantor, agree:
(i) To give Citibank timely prior written notice of any change of (a) personal
residence or place of business, (b) insurance coverage on the Collateral,
(c) legal name or legal business structure (d) location of any Collateral
to a place outside of the state in which it is located on the effective
date of this Loan Agreement;
(ii) Acceptance by Citibank of any performance which does not comply strictly
with these terms shall not be deemed to be a waiver or bar of any right of
Citibank, a release of any Collateral or accord and satisfaction of any
Loan; and
(iii) Any sums or property owed to Borrower or any Guarantor by Citibank may be
offset at any time against liability to Citibank;
(iv) Borrower is, and shall remain, subject to the personal and subject matter
jurisdiction of the Courts of the State of Illinois, including the Federal
District Court for the Northern District of Illinois, for all purposes
pertaining to this Loan Agreement and Loan Documents.
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YEAR 2000 COMPLIANCE: Borrower represents and warrants to Citibank that both a
comprehensive review and assessment of the Borrower's computer applications and
inquiry of Borrower's key suppliers, customers and vendors has been made about
the "Year 2000 Problem" (defined as the risk that computer applications may not
be able to perform properly when performing date-sensitive functions after
December 31, 1999) and, that, based on that review and inquiry, the Borrower
does not believe that the Year 2000 Problem will result in a material adverse
change in the Borrower's business condition (financial or otherwise),
operations, properties or prospects, or ability to repay any Loan. Borrower
waives the right to assert the Year 2000 Problem as a defense to performance of
any obligation under the Loan Documents.
GENERAL: All words used shall be construed to be of such gender and number as
the circumstances require. Paragraph headings are descriptive only. This Loan
Agreement and the Loan Documents shall be binding upon the heirs, personal
representatives, successors and assigns of Borrower or any Guarantor and shall
benefit Citibank, its successors and assigns. This Loan Agreement and the Loan
Documents constitute the entire agreement among all parties concerning the
subjects addressed.
GOVERNING LAW: This Loan Agreement shall be deemed to be made under and shall be
governed by Federal laws, and, to the extent not preempted by Federal laws, the
laws of the State of Illinois, in all respects, including matters of
construction, validity and performance, and it is understood and agreed that
none of its terms or provisions may be waived, altered, modified or amended
except in a written document signed by all parties to be bound.
WAIVER OF TRIAL BY JURY: BORROWER AND ANY GUARANTOR WAIVES ANY RIGHT TO TRIAL
BY JURY [N ANY ACTION ON, OR RELATING TO, THIS LOAN AGREEMENT AND THE LOAN
DOCUMENTS.
ACKNOWLEDGMENTS: Each Borrower, and any Guarantor, acknowledges to Citibank
that: (i) the Loan Documents are signed and delivered voluntarily to Citibank as
full legal consideration for any Loan requested; (ii) the Loan Documents are
necessary to enable Citibank to reach any jointly held Collateral in the event
of a default and relied upon by Citibank in granting credit approval for a Loan.
Please evidence your acceptance of the foregoing by signing and returning to
Citibank this Loan Agreement and corresponding loan documents with your
signature on or before September 10, 1999, the date this Loan Agreement (if not
accepted prior thereto) will expire.
IN CONSIDERATION OF the above agreements and conditions, Borrower and Citibank
have signed this Loan Agreement effective on the day shown above.
Citibank F.S.B. BORROWER:
Borrower Name: Inforte Corp., an Illinois
Corporation
/s/ Xxx Xxxxxxx Signature: /s/ Xxxxxx Xxxxx
-------------------------- -----------------------------------
By: Xxx Xxxxxxx Typed name of signer Xxxxxx Xxxxx
Its: Vice President Signer Title: Chief Executive Officer
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The Signature of any person signing below as Guarantor, if any, shall be for the
purpose of agreeing to the performance of any other provisions applicable to a
Guarantor.
/s/ Xxxxxx Xxxxx
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Xxxxxx Xxxxx
/s/ Xxxxxxx X.X. Xxxx
---------------------------------------------
Xxxxxxx X.X. Xxxx
/s/ Xxx Xxxxx
---------------------------------------------
Xxx Xxxxx
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Rider to Loan Agreement
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Rider 1: , which failure to pay is not been cured within 15 days after the
due date;
Rider 2: material
Rider 3: , which breach or default is not cured within 15 days after
written notice thereof to Borrower,
Rider 4: material
Rider 5: in any material respect
Rider 6: , which failure to perform is not cured within 15 days after the
date in which performance was due
Rider 7: , where failure to qualify would have a material adverse effect
on Borrower or upon Citibank's rights under this Loan Agreement
or the Loan Documents.
Rider 8: (other than reincorporation of Borrower in another state of
incorporation, provided Borrower provides Citibank with notice of
such reincorporation at least 30 days prior to its occurrence and
Borrower's principal place of business remains in the State of
Illinois)
Rider 9: , which event of default is not cured within 15 days after
written notice thereof to Borrower
Rider 10: reasonably
Rider 11: reasonable
Borrower Acknowledgement (Please initial) PSB,
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