EXHIBIT 10.3
REVOLVING CREDIT NOTE
Boston, Massachusetts
$xx,xxx,xxx.xx September 27, 1996
FOR VALUE RECEIVED, the undersigned, Dollar Tree Distribution, Inc., a
Virginia corporation with its principal executive offices at 0000 Xxxxxxxx
Xxxxxx, Xxxxxxx, Xxxxxxxx (the "Borrower") absolutely and unconditionally
promises to pay to the order of ____________________________________, a national
banking association (the "Holder"), at the Agent's office, presently ___________
_______________________________, or at such other place as the Agent may
designate, the following:
PRINCIPAL: The principal amount of
__________________________ DOLLARS ($xx,xxx,xxx.xx)
or if less, the outstanding principal balance of the Revolving Credit
Loans advanced to the Borrower under the Loan Agreement (defined
below).
INTEREST: Interest on the principal balance hereof from time
to time outstanding, which interest shall be paid at the times and
rates, and in the manner, provided in the Loan Agreement.
In all events and under all circumstances, the entire unpaid
principal balance of the within Note and all accrued and unpaid
interest thereon shall be due and payable on the Revolving Credit
Maturity Date.
Capitalized terms used herein and not otherwise defined shall have the
meaning assigned to them in that certain Amended and Restated Revolving Credit
Agreement (herein, as amended from time to time hereafter, the "Loan Agreement")
executed as of the date of this Note between the Borrower, DTS and DTM, and The
First National Bank of Boston, NationsBank, N.A., Signet Bank, Crestar Bank,
First Union National Bank of Virginia, AmSouth Bank of Alabama and Union Bank of
California, N.A. (together with any other institutions who may hereafter become
parties to the Amended and Restated Revolving Credit Agreement, collectively,
the "Lenders") and The First National Bank of Boston, as Agent.
This Note is a Revolving Credit Note which has been executed and
delivered in accordance with Section 2.3 of the Loan Agreement. Reference is
made to the Loan Agreement for a description of the benefits to which the Holder
and the Agent (and any successors or assigns thereof) are entitled on account
hereof and for reference to the security, and other collateral interests which
secure the Obligations.
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The within Note may be prepaid in whole and in part, and shall be
prepaid, all as provided in the Loan Agreement. In the event the Borrower fails
to pay any instalment of principal and/or interest as and within applicable cure
periods (if any) set forth in the Loan Agreement, or otherwise fails to repay
this Note on its due date, the Borrower agrees to pay to the Agent on demand a
late charge in an amount equal to five percent (5.0%) of the overdue payment.
Upon the occurrence of any Event of Default, all of the Obligations,
including, without limitation, the entire unpaid principal balance of the within
Note and all accrued and unpaid interest hereon, may become or be declared due
and payable as provided in the Loan Agreement.
The undersigned and every endorser and guarantor of the within Note
and/or said Obligations, waives presentment, demand, notice, protest and all
other demands and notices in connection herewith; assents to any extension or
postponement of the time of payment or any other indulgence with respect hereto
and to any substitution, exchange, or release of collateral which secures the
within Note; assents to the addition or release of any other party or person
primarily or secondarily liable on account of the within Note and/or said
Obligations; and agrees to pay all costs and expenses at any time incurred by
the Holder or the Agent as set forth in the Loan Agreement.
THE BORROWER, TO THE EXTENT ENTITLED THERETO, WAIVES ANY PRESENT OR
FUTURE RIGHT OF THE BORROWER OR OF ANY OTHER PERSON LIABLE TO THE HOLDER OR THE
AGENT ON ACCOUNT OF OR IN RESPECT TO THE OBLIGATIONS, TO A TRIAL BY JURY IN ANY
CASE OR CONTROVERSY IN WHICH THE HOLDER OR THE AGENT IS OR BECOMES A PARTY
(WHETHER SUCH CASE OR CONTROVERSY IS INITIATED BY OR AGAINST THE HOLDER OR AGENT
OR IN WHICH THE HOLDER OR AGENT IS JOINED AS A PARTY LITIGANT), WHICH CASE OR
CONTROVERSY ARISES OUT OF, OR IS IN RESPECT TO, ANY RELATIONSHIP AMONGST OR
BETWEEN THE BORROWER, ANY SUCH PERSON, AND THE HOLDER OR THE AGENT.
This Note is delivered to the Holder at Boston, Massachusetts; shall
take effect as a sealed instrument under the laws of The Commonwealth of
Massachusetts; and shall be governed and construed in accordance with the laws
of said Commonwealth.
WITNESS: DOLLAR TREE DISTRIBUTION, INC.
/s/ Xxxxxxx X. Xxxxx By: /s/ X. Xxx Xxxxxxx
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Print Name Name: X. Xxx Xxxxxxx
Title: Executive Vice President
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