EXHIBIT 10.03
TRANCHE B TERM NOTE
$6,470,589 July 31, 1996
FOR VALUE RECEIVED, the undersigned, FIREARMS TRAINING SYSTEMS, INC.,
a Delaware corporation (the "Borrower"), hereby promises to pay to the order of
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NATIONSBANK, N.A. (SOUTH) (the "Lender") and its registered assigns, at the
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office of NationsBank, N.A. (South) (the "Agent"), at 000 Xxxxx Xxxxx Xxxxxx,
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0xx Floor, Charlotte, North Carolina 28255, (i) on the Tranche B Maturity Date
(as defined in the Credit Agreement dated as of July 31, 1996 (as amended,
supplemented or otherwise modified from time to time, the "Credit Agreement"),
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among the Borrower, the Lenders named therein, NationsBank, N.A. (South), as the
Agent, as Swingline Lender and as Issuing Bank), the aggregate unpaid principal
amount of all Tranche B Term Loans made to the Borrower by the Lender pursuant
to the Credit Agreement and (ii) on each Tranche B Repayment Date prior to the
Tranche B Maturity Date, the principal amount of Tranche B Term Loans made to
the Borrower by the Lender pursuant to the Credit Agreement and payable to the
Lender on such Tranche B Repayment Date as provided therein, in each case in
lawful money of the United States of America in immediately available funds, and
to pay interest from the date hereof on the principal amount hereof from time to
time outstanding, in like funds, at said office, at the rate or rates per annum
and on the dates provided in the Credit Agreement.
The defined terms in the Credit Agreement are used herein with the
same meaning. All of the terms, conditions and covenants of the Credit
Agreement are expressly made a part of this promissory note (this "Note") by
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reference in the same manner and with the same effect as if set forth herein
and, subject to Section 9.04 of the Credit Agreement, any holder of this Note is
entitled to the benefits of and remedies provided in the Credit Agreement and
the other Loan Documents.
The Borrower promises to pay interest, on demand, on any overdue
principal and, to the extent permitted by law, overdue interest from their due
dates at the rate or rates provided in the Credit Agreement.
The Borrower and any and all sureties, guarantors and endorsers of
this Note and all other parties now or hereafter
liable hereon, severally waive grace (except xxxxx provided pursuant to the
express terms of the Credit Agreement), presentment for payment, protest, notice
of any kind (including notice of dishonor, notice of protest, notice of
intention to accelerate and notice of acceleration) and diligence in collecting
and bringing suit against any party hereto, and agree (i) to all extensions and
partial payments, with or without notice, before or after maturity, (ii) to any
substitution, exchange or release of any security now or hereafter given for
this Note, (iii) to the release of any party primarily or secondarily liable
hereon and (iv) that it will not be necessary for the Agent or any Lenders, in
order to enforce payment of this Note, to first institute or exhaust their
remedies against the Borrower or any other party liable therefor or against any
security for this Note. The nonexercise by the holder of any of its rights
hereunder in any particular instance shall not constitute a waiver thereof in
that or any subsequent instance.
All borrowings evidenced by this Note and all payments and prepayments
of the principal hereof and interest hereon and the respective dates thereof
shall be endorsed by the holder hereof on the schedule attached hereto and made
a part hereof or on a continuation thereof which shall be attached hereto and
made a part hereof, or otherwise recorded by such holder in its internal
records; provided, however, that the failure of the holder hereof to make such a
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notation or any error in such notation shall not affect the obligations of the
Borrower under this Note or the Credit Agreement.
This Note is one of the Tranche B Term Notes referred to in the Credit
Agreement, which, among other things, contains provisions for the acceleration
of the maturity hereof upon the happening of certain events, for optional and
mandatory prepayment of the principal hereof prior to the maturity hereof and
for the amendment or waiver of certain provisions of the Credit Agreement, all
upon the terms and conditions therein specified.
This Note shall be construed in accordance with and governed by the
laws of the State of New York.
The Borrower shall not assign or delegate any of its rights or duties
hereunder or any interest herein (whether voluntarily, by operation of law or
otherwise), except as permitted by Section 9.04(j) of the Credit Agreement. Any
purported assignment or delegation in violation of the foregoing shall be void.
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In the event this Note is not paid when due at any stated or
accelerated maturity, the Borrower agrees to pay, in addition to the principal
of and interest on this Note, all costs of collec tion, including reasonable
attorneys' fees.
FIREARMS TRAINING SYSTEMS, INC., a
Delaware corporation
By: /s/ Xxxxxx Xxxxx, Xx.
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Name: Xxxxxx X. Xxxxx, Xx.
Title: President and Chief
Operating Officer
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LOANS AND PAYMENTS
Amount Type Payments Unpaid
of of ------------------- Principal Notations
Date Loan Loan Principal Interest Balance Made By
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