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Exhibit 10.2
FORM OF REVOLVING NOTE
$_____________ New York, New York
________________, 19____
FOR VALUE RECEIVED, the undersigned, HOLLYWOOD THEATERS, INC.,
a Delaware corporation (the "Borrower"), hereby unconditionally promises to pay
to the order of _____________________ (the "Lender") at the office of Bank of
America National Trust and Savings Association, located at 000 Xxxxxxx Xxxxxx,
Xxx Xxxx, Xxx Xxxx 00000, in lawful money of the United States of America and
in immediately available funds, on or before the Revolving Termination Date the
principal amount of (a)_________________ DOLLARS ($_____________), or, if less,
(b) the aggregate unpaid principal amount of all Revolving Loans outstanding
hereunder on such date. 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 subsection 2.9 of the
Credit Agreement, as such term is hereinafter defined.
The holder of this Note is authorized to endorse on the
schedules annexed hereto and made a part hereof or on a continuation thereof
which shall be attached hereto and made a part hereof the date, the Type or
Types and amount of the Revolving Loans evidenced hereby and the date and
amount of each payment or prepayment of principal thereof, each continuation of
all or a portion thereof as the same Type, each conversion of all or a portion
thereof to another Type and, in the case of Eurodollar Rate Loans, the length
of each Interest Period and Eurodollar Rate with respect thereto. Each such
endorsement shall constitute prima facie evidence of the accuracy of the
information endorsed, provided that the failure to make any such endorsement
(or any error therein) shall not affect the obligation of the Borrower to repay
(with applicable interest) such Revolving Loans in accordance with the terms of
the Credit Agreement.
This Note (a) is one of the Revolving Notes referred to in the
Amended and Restated Credit Agreement dated as of August 7, 1997 (as amended,
supplemented or otherwise modified from time to time, the ("Credit Agreement"),
among Hollywood Theater Holdings, Inc., the Borrower, the Lender, the other
Banks from time to time parties thereto and Bank of America National Trust and
Savings Association, as agent, (b) is subject to the provisions of the Credit
Agreement and (c) is subject to optional and mandatory prepayment in whole or
in part 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.
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Upon the occurrence 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 as provided in the Credit
Agreement.
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.
Unless otherwise defined herein, terms defined in the Credit
Agreement and used herein shall have the meanings given to them in the Credit
Agreement.
THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED
IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK, WITHOUT CONSIDERATION OF
ITS CONFLICT OF LAWS PRINCIPLES, AND APPLICABLE FEDERAL LAW.
HOLLYWOOD THEATERS, INC.
By:
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Name:
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Title:
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