LINE OF CREDIT AGREEMENT
This Line of Credit Agreement (the "Agreement") is made and entered into by
and between National Education Loan Network, Inc., a Nevada corporation
("Lender") and Premiere Credit of North America, LLC, an Indiana limited
liability company ("Borrower") as of this 15th day of June, 2004.
1. PROMISE TO PAY. Borrower hereby promises to pay to Lender the total
of all credit advances and interest thereon together with all costs and expenses
for which Borrower is responsible under this Agreement. Borrower shall pay to
Lender all accrued and unpaid interest on the first business day of each month
during which any advances are outstanding. Payment of all balances outstanding
under this credit line shall be made by the Borrower to the Lender upon
termination of this Agreement. Borrower's promise to pay shall further be
evidenced by a promissory note in the form of Exhibit A, attached hereto, which
shall be executed and delivered by Borrower to Lender on the date hereof.
2. TERM. The term of this Agreement shall begin as of the date first
written above (the "Opening Date") and will continue until the earlier of the
time (i) Lender terminates the credit line for any reason described herein, or
(ii) that one (1) year lapses from the Opening Date and this Agreement is not
renewed. This Agreement shall automatically renew for successive terms of one
(1) year each following the initial term unless either party notifies the other
of its intent to terminate at least thirty (30) days prior to termination of the
initial term or any renewal term.
3. CREDIT LIMIT. This Agreement covers a revolving line of credit for
$1,000,000.00 which will be the Borrower's "Credit Limit" under this Agreement.
The Borrower may borrow against the Credit Limit, repay any portion of the
amount borrowed, and reborrow up to the amount of the Credit Limit. The Credit
Limit is a maximum amount the Borrower may have
outstanding at any one time. The Borrower agrees not to attempt, request or
obtain a credit advance that will make the aggregate balance of indebtedness
exceed Borrower's Credit Limit. If Borrower exceeds the Credit Limit, Borrower
agrees to repay immediately the amount by which the balance of indebtedness
exceeds Borrower's Credit Limit.
4. CREDIT ADVANCES. After the Opening Date, Borrower may obtain credit
advances by requesting a credit advance by telephone or in person or by written
request. The following persons shall be authorized to request credit advances:
Xxxx X. Xxxxx and Xxxxx X. Xxxxx, so long as they are members of the Borrower.
There shall be no minimum amount of any credit advance.
5. FINANCE CHARGES. Interest shall accrue from the date that an advance
is made hereunder at a variable annual rate equal to 250 basis points (2.50%)
above the thirty day LIBOR rate (the rate of Eurodollar deposits which appears
in THE WALL STREET JOURNAL or on Telerate Page 3750 as defined in the
International Swaps and Derivatives Associations, Inc. 1991 Interest Rate and
Currency Definitions) at the onset of this Agreement and adjusting monthly on
the first of each month until the principal balance is paid in full. Interest
shall accrue after default at the rate of 16% per annum.
6. DEFAULT. Lender may declare Borrower to be in default if any one or
more of the following events occur: (a) Borrower fails to pay any amount
hereunder when due; (b) Borrower becomes insolvent or terminates its corporate
existence; (c) Borrower makes any false or misleading statements; (d) Borrower
violates any provision of this Agreement or the security agreement or mortgage
referenced in Section 7 hereof; (e) Borrower exceeds its Credit Limit; (f)
Borrower files for bankruptcy or other insolvency relief, or an involuntary
petition under the provisions under the Federal Bankruptcy Act is filed against
Borrower; or (g) Lender, in good
2
faith, deems itself insecure. If Borrower is in default, Borrower's right to
request advances hereunder shall terminate and the entire unpaid balance of all
aggregate advances hereunder shall be immediately due and payable, without prior
notice, and Borrower shall pay all interest accrued thereon and other amounts
due under this Agreement. Borrower shall furnish monthly financial statements
and balance sheets on a monthly basis and other financial information as Lender
may reasonably require from time to time.
7. SECURITY. The indebtedness evidenced by this Agreement shall be
secured by a first mortgage lien on Borrower's real estate described in Exhibit
B, attached hereto, as well as by a first security interest in all furniture and
equipment of Borrower. Borrower shall execute such mortgages, security
agreements, UCC-1 financing statements and other related documents as are
reasonably required to create and perfect such liens and security agreements.
8. AVAILABLE FUNDS. Lender may make credit advances to Borrower under
this Agreement only to the extent that Lender has available funds on hand,
uncommitted to third persons or entities, and such advances shall be suspended
during any period of time that Lender does not have sufficient funds available
to make a requested credit advance. Further, Lender may decline to make any
credit advance under this Agreement, as any advance will be at the discretion of
Lender, notwithstanding any other provision in this Agreement.
9. MISCELLANEOUS.
A. ASSIGNMENT. Borrower may not assign any rights or obligations
under this Agreement without the prior consent of Lender.
B. NOTICE. Unless otherwise expressly provided herein, all notices,
requests, demands or other instruments which may or are required to be given by
either party to the other, shall be in writing, and each shall be deemed to have
been properly given when served
3
personally on an officer of the party to whom such notice is to be given, or
upon expiration of a period of 48 hours from and after the postmark thereof when
mailed postage prepaid by registered or certified mail, requesting return
receipt, addressed as follows:
If to Lender:
National Education Loan Network, Inc.
000 Xxxxx 00xx Xxxxxx, Xxxxx 000
Xxxxxxx, Xxxxxxxx 00000
Attention: Xxxxx Xxxxxx
Phone: 402/ 000-0000
Fax No.: 402/ 000-0000
If to Borrower:
Premiere Credit of North America, LLC
0000 Xxxxxxxxx Xxxxxxxxx
Xxxxxxxxxxxx, Xxxxxxx 00000
Phone: 317/ 000-0000
Fax No.: 317/ 000-0000
4
IN WITNESS WHEREOF, the parties hereto have caused this Line of Credit
Agreement to be duly executed as of the day and year first written above.
National Education Loan Network, Inc. Premiere Credit of North America, LLC
By: /s/ Xxxxx X. Xxxxxx By: /s/ Xxxx X. Xxxxx
---------------------- ---------------------------
Xxxxx X. Xxxxxx, CFO Xxxx X. Xxxxx, Manager
By: /s/ Xxxxxxx Xxxxx
---------------------------
Xxxxxxx Xxxxx, Manager
By: /s/ Xxxxx X. Xxxxx
---------------------------
Xxxxx X. Xxxxx, Manager
By: /s/ Xxxxxx X. Xxxxxx
---------------------------
Xxxxxx X. Xxxxxx, Manager
5
