Exhibit 10.3
REVOLVING NOTE
$15,000,000.00 June 13, 2014
FOR VALUE RECEIVED, INDUSTRIAL SERVICES OF AMERICA, INC., a Florida
corporation ("Parent"), ISA INDIANA, INC., an Indiana corporation ("ISA Inc."),
and ISA LOGISTICS LLC, a Kentucky limited liability company ("ISA Logistics";
Parent, ISA Inc., and ISA Logistics, collectively referred to herein as
"Borrowers" and individually as a "Borrower"), each hereby promise to pay,
on a joint and several basis, to the order of XXXXX FARGO BANK, NATIONAL
ASSOCIATION, a national banking association (together with its successors
and assigns, "Lender"), at the place and times provided in the Credit
Agreement referred to below, the principal sum of FIFTEEN MILLION AND NO/100
DOLLARS ($15,000,000.00) or the principal amount of all revolving Advances
made by Xxxxxx from time to time pursuant to that certain Credit Agreement
dated the date hereof by and among Borrowers, certain affiliates of Borrowers,
and Lender (as the same may be amended, restated, supplemented, or otherwise
modified from time to time, the "Credit Agreement"). Capitalized terms used
herein and not defined herein shall have the meanings assigned thereto in
the Credit Agreement.
The unpaid principal amount of this Revolving Note from time to time
outstanding is subject to mandatory repayment from time to time as provided
in the Credit Agreement and shall bear interest as provided in the Credit
Agreement. All payments of principal and interest on this Revolving Note
shall be payable to Lender or other holder of this Revolving Note in lawful
currency of the United States of America in immediately available funds
in the manner and location indicated in the Credit Agreement or wherever
else Lender or such holder may specify.
This Revolving Note is entitled to the benefits of, and evidences
Obligations incurred under, the Credit Agreement, to which reference is made
for a description of the security for this Revolving Note and for a statement
of the terms and conditions on which Borrowers are permitted and required to
make prepayments and repayments of principal of the Obligations evidenced by
this Revolving Note and on which such Obligations may be declared to be
immediately due and payable. Time is of the essence in this Revolving Note.
Each Borrower agrees, in the event that this Note or any portion hereof
is collected by law or through an attorney at law, to pay all costs of
collection, including, without limitation, attorneys' fees and court costs.
This Revolving Note shall be governed, construed and enforced in
accordance with the laws of the Commonwealth of Kentucky, without reference
to the conflicts or choice of law principles thereof.
Each Borrower hereby waives all requirements as to diligence, presentment,
demand of payment, protest, and (except as required by the Credit Agreement)
notice of any kind with respect to this Revolving Note.
IN WITNESS WHEREOF, each of the undersigned have executed this
Revolving Note as of the day and year first written above.
INDUSTRIAL SERVICES OF AMERICA, INC.
By: /s/ Xxxxx Xxxxxx
Name: Xxxxx Xxxxxx
Title: Interim Chief Executive Officer
ISA INDIANA, INC.
By: /s/ Xxxxx Xxxxxx
Name: Xxxxx Xxxxxx
Title: Interim Chief Executive Officer
ISA LOGISTICS LLC
By: Industrial Services of America, Inc., its
Sole Member
By: /s/ Xxxxx Xxxxxx
Name: Xxxxx Xxxxxx
Title: Interim Chief Executive Officer
