REAL ESTATE NOTE
Exhibit
10.3
REAL
ESTATE NOTE
$1,250,000.00
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January
14, 2008
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For
value
received, the undersigned, MISCOR GROUP, LTD., an Indiana corporation
(“MISCOR”), MAGNETECH INDUSTRIAL SERVICES, INC., an Indiana corporation (“MIS”),
XXXXXXX ELECTRIC, LLC, an Indiana limited liability company (“Xxxxxxx”), HK
ENGINE COMPONENTS, LLC, an Indiana limited liability company (“HK”), MAGNETECH
POWER SERVICES, LLC, an Indiana limited liability company (“MPS”) and IDEAL
CONSOLIDATED, INC., an Indiana corporation (“Ideal”) , 3-D SERVICE, LTD., an
Ohio limited liability company (“3D”) and AMERICAN MOTIVE POWER, INC., a Nevada
corporation (“AMP” and together with MISCOR, MIS, Xxxxxxx, XX, MPS, Ideal and
3D, the “Borrowers” and each a “Borrower”), hereby jointly and severally promise
to pay to the order of XXXXX FARGO BANK, NATIONAL ASSOCIATION (the “Lender”),
acting through its Xxxxx Fargo Business Credit operating division, on the
Termination Date set forth in the Credit and Security Agreement dated the same
date as this Real Estate Note that was entered into by the Lender and the
Borrower (as amended from time to time, the “Credit Agreement”), at Xxxxxx’s
office located at Milwaukee, Wisconsin, or at any other place designated at
any
time by the holder hereof, in lawful money of the United States of America
and
in immediately available funds, the principal sum of One Million Two Hundred
Fifty Thousand Dollars ($1,250,000) or the aggregate unpaid principal amount
of
all Real Estate Advances made by the Lender to the Borrowers under the Credit
Agreement together with interest on the principal amount hereunder remaining
unpaid from time to time, computed on the basis of the actual number of days
elapsed and a 360-day year, from the date hereof until this Real Estate Note
is
fully paid at the rate from time to time in effect under the Credit
Agreement.
This
Real
Estate Note is the Real Estate Note referred to in the Credit Agreement, and
is
subject to the terms of, the Credit Agreement, which provides, among other
things, for acceleration hereof. Principal and interest due hereunder
shall be payable as provided in the Credit Agreement, and this Real Estate
Note
may be prepaid only in accordance with the terms of the Credit
Agreement. This Real Estate Note is secured, among other things,
pursuant to the Credit Agreement and the Security Documents as therein defined,
and may now or hereafter be secured by one or more other security agreements,
mortgages, deeds of trust, assignments or other instruments or
agreements.
The
Borrowers hereby agrees to pay all costs of collection, including reasonable
attorneys’ fees and legal expenses in the event this Real Estate Note is not
paid when due, whether or not legal proceedings are commenced.
1
Presentment
or other demand for payment, notice of dishonor and protest are expressly
waived.
By:
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/s/ Xxxx X. Xxxxxxx | |
Name: Xxxx
X. Xxxxxxx
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||
Its: Chief
Executive Officer
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MAGNETECH
INDUSTRIAL SERVICES, INC.
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By:
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/s/ Xxxx X. Xxxxxxx | |
Name: Xxxx
X. Xxxxxxx
|
||
Its: Chief
Executive Officer
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||
XXXXXXX
ELECTRIC, LLC
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||
By:
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/s/ Xxxx X. Xxxxxxx | |
Name: Xxxx
X. Xxxxxxx
|
||
Its: Chief
Executive Officer
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||
HK
ENGINE COMPONENTS, LLC
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||
By:
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/s/ Xxxx X. Xxxxxxx | |
Name: Xxxx
X. Xxxxxxx
|
||
Its: Chief
Executive Officer
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||
MAGNETECH
POWER SERVICES, LLC
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||
By:
|
/s/ Xxxx X. Xxxxxxx | |
Name: Xxxx
X. Xxxxxxx
|
||
Its: Chief
Executive Officer
|
||
2
IDEAL
CONSOLIDATED, INC.
|
||
By:
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/s/ Xxxx X. Xxxxxxx | |
Name: Xxxx
X. Xxxxxxx
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||
Its: Chief
Executive Officer
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3-D
SERVICE, LTD.
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By:
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/s/ Xxxx X. Xxxxxxx | |
Name: Xxxx
X. Xxxxxxx
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||
Its: Chief
Executive Officer
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AMERICAN
MOTIVE POWER, INC.
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By:
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/s/ Xxxx X. Xxxxxxx | |
Name: Xxxx
X. Xxxxxxx
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||
Its: Chief
Executive Officer
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