Exhibit 4.2
TERM LOAN NOTE
Due October 31, 2005
$17,000,000 February 26, 1999
Roanoke, Virginia
FOR VALUE RECEIVED, PULASKI FURNITURE CORPORATION ("Pulaski"), a
Virginia corporation, and XXXXXX FURNITURE COMPANY, INC. ("Xxxxxx"), a Virginia
corporation, jointly and severally promise to pay to the order of NATIONSBANK,
N.A. (the "Bank") at its office at 000 Xxxxx Xxxxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx
00000-2010, or at such other place as the Bank may from time to time designate
in writing, the principal sum of Seventeen Million and 00/100 Dollars
($17,000,000) in twenty-seven (27) principal installments with the first
installment due on April 30, 1999, and with subsequent installments due on each
July 31, October 31, January 31 and April 30 thereafter to and including October
31, 2005 (each an "Installment Payment Date"), on which date the entire unpaid
principal balance and all accrued and unpaid interest will be due and payable.
Each of the first twelve (12) installments shall be in the principal amount of
Three Hundred Seventy-Five Thousand Dollars ($375,000). Each of the thirteenth
through the sixteenth installments which shall be due and payable on April 30,
2002, July 31, 2002, October 31, 2002 and January 31, 2003 shall be in the
principal amount of Seven Hundred Fifty Thousand Dollars ($750,000). Each of the
seventeenth through the twenty-sixth installments which shall be due on the
Installment Payment Dates commencing on April 30, 2003 and continuing on each
Installment Payment Date thereafter through July 31, 2005 shall be in the
principal amount of Eight Hundred Seventy-Five Thousand Dollars ($875,000). The
twenty-seventh installment, which shall be due on October 31, 2005 shall be in
the principal amount of Seven Hundred Fifty Thousand Dollars ($750,000). Xxxxxxx
and Xxxxxx also jointly and severally promise to pay interest on the unpaid
principal balance of such sum from the date hereof at the rates and on the dates
set forth in the Loan Agreement (as hereinafter defined) until the same shall be
paid in full. In any event, the entire unpaid principal balance of this Note and
all accrued and unpaid interest will be due and payable on October 31, 2005.
If any installment of interest is not paid within ten (10) days of its
due date, Pulaski and Xxxxxx jointly and severally agree to pay the holder of
this Note on demand a late charge of two percent (2%) of the amount of the
installment.
This Note evidences a borrowing under, and is subject to, the terms of
a Term Loan Agreement dated February 26, 1999 (the "Loan Agreement") by and
among Xxxxxxx, Xxxxxx and the Bank.
Xxxxxxx and Xxxxxx shall have the right to make prepayments as provided
in the Loan Agreement.
The events of default (the "Events of Default") hereunder are described
in the Credit Agreement and are incorporated herein by reference. The entire
unpaid amount of the principal of this Note and all accrued interest will
automatically become due upon the Event of Default described in Section 10.9 of
the Loan Agreement. In the event of any or all of the other Events of Default,
the entire unpaid principal amount of this Note and all accrued interest thereon
may be declared due and payable in the manner and with the effect provided in
the Loan Agreement.
Presentment, protest and notice of dishonor are hereby waived by
Xxxxxxx and Xxxxxx and all endorsers hereon. Xxxxxxx and Xxxxxx jointly and
severally agree to pay all costs of collection, including reasonable attorneys'
fees, if after an Event of Default this Note be placed in the hands of an
attorney for collection, or if after an Event of Default the holder finds it
necessary or desirable to secure the services or advice of an attorney with
regard to collection.
IN WITNESS WHEREOF, PULASKI FURNITURE CORPORATION and XXXXXX FURNITURE
COMPANY, INC. have caused their names to be signed by their duly authorized
officers this date first above written.
PULASKI FURNITURE CORPORATION
By
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Its
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XXXXXX FURNITURE COMPANY, INC.
By
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Its
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