Norwest Bank Minnesota South,
National Association Term Note
$500,000.00 October 21, 1996
FOR VALUE RECEIVED, Xxxxxxx Electronics, Incorporated (the "Borrower") promises
to pay to the order of Norwest Bank Minnesota South, National Association (the
"Bank"), at its principal office or such other address as the Bank or holder may
designate from time to time, the principal sum of Five Hundred Thousand and
00/100 Dollars ($500,000.00), or the amount shown on the Bank's records to be
outstanding, plus interest (calculated on the basis of actual days elapsed in a
360-day year) accruing each day on the unpaid principal balance at the annual
interest rate defined below. Absent manifest error, the Bank's records shall be
conclusive evidence of the principal and accrued interest owing hereunder.
INTEREST RATE. The principal balance outstanding under this Term Note shall bear
interest at an annual rate equal to the Base Rate plus 0.75%, floating. Base
Rate means the rate of interest established by Norwest Bank Minnesota, National
Association from time to time as its "base" or "prime" rate of interest at its
principal office in Minneapolis, Minnesota.
REPAYMENT TERMS
Principal and Interest. Principal and interest shall be payable in successive
monthly installments of Eight Thousand Three Hundred Thirty-Four Dollars
($8,334.00), beginning on November 10, 1996. The remaining principal balance,
plus any accrued interest, shall be fully due and payable on October 7, 2001.
Changes in Payment Amount. Following an increase in the interest rate and upon
at least 15 days advance written notice to the Borrower, the Bank, in its
discretion, may increase the Borrower's monthly payment in an amount sufficient
to insure that this Term Note will fully amortize over the remainder of the
original 60-month period used to calculate the original amortization of this
Term Note.
Application of Payments. Each payment shall be applied as scheduled or as the
Bank in its discretion deems appropriate.
PREPAYMENT. The Borrower may prepay this Term Note in full or in part at any
time. Each prepayment shall be applied as scheduled or as the Bank in its sole
discretion may deem appropriate. Such prepayment shall not excuse the Borrower
from making subsequent payments as scheduled above until the indebtedness is
paid in full.
ADDITIONAL TERMS AND CONDITIONS. This Term Note is issued pursuant to a Credit
Agreement dated January 31, 1996 and a First Amendment of even date between the
Bank and the Borrower (as amended, the "Agreement"). The Agreement, and any
amendments or substitutions, contains additional terms and conditions, including
default and acceleration provisions, which are incorporated into this Term Note
by reference.
Capitalized terms not expressly defined herein shall have the meanings given
them in the Agreement. The Borrower agrees to pay all costs of collection,
including reasonable attorneys' fees and legal expenses incurred by the Bank if
this Term Note is not paid as provided above. This Term Note shall be governed
by the substantive laws of the State of Minnesota.
WAIVER OF PRESENTMENT AND NOTICE OF DISHONOR. Borrower and any other person who
signs, guarantees or endorses this Term Note, to the extent allowed by law,
hereby waives presentment, demand for payment, notice of dishonor, protest, and
any notice relating to the acceleration of the maturity of this Term Note.
XXXXXXX ELECTRONICS, INCORPORATED
By /s/ X. X. Xxxxxxx
Its President and CEO