EXHIBIT 4.8
SWINGLINE LOAN NOTE
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$2,000,000.00 Chicago, Illinois
October 15, 1999
FOR VALUE RECEIVED, the undersigned, XXXXX & XXXXX COMPANY, a Delaware
corporation (the "Borrower"), hereby unconditionally promises to pay to the
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order of BANK OF AMERICA, N.A. (the "Lender"), at the office of
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Administrative Agent located at 000 Xxxxx Xxxxx Xxxxxx, 0/xx/ Xxxxx, Xxxxxxxxx,
Xxxxx Xxxxxxxx 00000-0000, in lawful money of the United States of America and
in immediately available funds, on the dates specified in the Credit Agreement
and on the Termination Date, the principal amount of TWO MILLION AND XX/100
DOLLARS ($2,000,000.00), or, if less, the aggregate unpaid principal amount of
all Swingline Loans of the Swingline Lender made to the Borrower pursuant to
Section 2.1 of the Credit Agreement (as defined below). The Borrower further
agrees to pay interest in like money at such office on the unpaid principal
amount hereof from time to time outstanding at the rates and on the dates
specified in Section 4.7 of the Credit Agreement. Unless otherwise defined
herein, terms defined in the Credit Agreement and used herein shall have the
meaning given to them in the Credit Agreement.
This Note (a) is one of the Notes referred to in the Credit Agreement,
dated as of October 15, 1999 (as amended, restated, supplemented or otherwise
modified from time to time, the "Credit Agreement"), among the Borrower, the
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Lender, the several other banks and financial institutions or entities from time
to time parties thereto and Bank of America, N.A., as Administrative Agent,
evidencing a Swingline Loan, (b) is subject to, the provisions of the Credit
Agreement and (c) is subject to repayment as provided in the Credit Agreement.
This Note is secured and guaranteed as provided in the Loan Documents.
Reference is hereby made to the Loan Documents for a description of the
properties and assets in which a security interest has been granted, the nature
and extent of the security and the guarantees, the terms and conditions upon
which the security interests and each guarantee were granted and the rights of
the holder of this Note in respect thereof.
Upon the occurrence and during the continuance of any one or more of
the Events of Default, all amounts then remaining unpaid on this Note shall
become, or may be declared to be, immediately due and payable, all provided in
the Credit Agreement.
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All parties now and hereafter liable with respect to this Note,
whether maker, principal, surety, guarantor, endorser or otherwise, hereby waive
presentment, demand, protest and all other notices of any kind.
THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN
ACCORDANCE WITH, THE LAW OF THE STATE OF ILLINOIS.
[signature page follows]
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IN WITNESS WHEREOF, the undersigned has caused this Swingline Note to
be duly executed and delivered as of the date first above written.
XXXXX & XXXXX COMPANY, a Delaware corporation
By: /s/ Xxxxx Xxxxxx
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Name: Xxxxx Xxxxxx
Title: Chief Financial Officer & Executive Vice
President
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