Exhibit 99.2
REVOLVING CREDIT NOTE
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$40,000,000.00 June 17, 2004
FOR VALUE RECEIVED, the undersigned, TROPICAL SPORTSWEAR INT'L CORPORATION, a Florida corporation
("Parent"), TROPICAL SPORTSWEAR COMPANY, INC., a Delaware corporation ("TSCI"), SAVANE INTERNATIONAL CORP., a Texas
corporation ("Savane"), APPAREL NETWORK CORP., a Florida corporation ("Apparel"), TSI BRANDS, INC., a Delaware
corporation ("TSI"), and TSIL, INC., a Delaware corporation ("TSIL"; and together with Parent, TSCI, Savane, Apparel
and TSI, the "Borrowers" and each, a "Borrower"), HEREBY JOINTLY AND SEVERALLY PROMISE TO PAY to the order of THE
CIT GROUP/COMMERCIAL SERVICES, INC., a New York corporation ("Lender"), or its assigns at the offices of THE CIT
GROUP/COMMERCIAL SERVICES, INC., a New York corporation, as agent for the Lenders ("Agent"), at Two Wachovia Center,
Suite 0000, 000 Xxxxx Xxxxx Xxxxxx, Xxxxxxxxx, Xxxxx Xxxxxxxx 00000, or at such other place as the holder of this
Revolving Credit Note (this "Revolving Credit Note") may designate from time to time in writing, in lawful money of
the United States of America and in immediately available funds, the amount of FORTY MILLION AND 00/100 DOLLARS
($40,000,000.00) or, if less, the aggregate unpaid principal amount of all advances made pursuant to Section 2.1 of
the "Loan Agreement" (as hereinafter defined). All capitalized terms, unless otherwise defined herein, shall have
the respective meanings assigned to such terms in the Loan Agreement.
This Revolving Credit Note is issued pursuant to that certain Loan and Security Agreement of even date
herewith, among Borrowers, Lender, certain other financial institutions party thereto from time to time as Lenders,
and Agent, as agent and lender thereunder (as amended, restated, supplemented or otherwise modified from time to
time, the "Loan Agreement"), and is entitled to the benefit and security of the Loan Agreement and all of the other
Loan Documents referred to therein. Reference is hereby made to the Loan Agreement for a statement of all of the
terms and conditions under which the loans evidenced hereby were and are to be made.
Each Borrower jointly and severally promises to pay the principal amount of the indebtedness evidenced
hereby in the amount and on the dates specified in the Loan Agreement. Each Borrower jointly and severally promises
to pay interest on the unpaid principal amount of this Revolving Credit Note outstanding from the date hereof until
such principal amount is paid in full at such interest rates and at such times as are specified in the Loan
Agreement.
If any payment on this Revolving Credit Note becomes due and payable on a day other than a Business Day,
the maturity thereof shall be extended to the next succeeding Business Day and, with respect to payments of
principal, interest thereon shall be payable at the then applicable rate during such extension.
Upon and after the occurrence of an Event of Default, this Revolving Credit Note may, as provided in the
Loan Agreement, and without any demand, notice (other than that required under the Loan Agreement) or legal process
of any kind, be declared, and immediately shall become, due and payable.
Demand, presentment, protest and notice of nonpayment and protest are hereby waived by each of the
Borrowers.
No delay or failure on the part of Lender in the exercise of any right or remedy hereunder, under the Loan
Agreement or any other Loan Document or at law or in equity, shall operate as a waiver thereof, and no single or
partial exercise by Lender of any right or remedy hereunder, under the Loan Agreement or any other Loan Document or
at law or in equity shall preclude or estop another or further exercise thereof or the exercise of any other right
or remedy.
Time is of the essence of this Revolving Credit Note. In case this Revolving Credit Note is collected by
law or through an attorney at law, or under advice therefrom, each Borrower, jointly and severally, agrees to pay or
reimburse on demand all reasonable costs and expenses paid or incurred by or on behalf of Lender in connection with
such collection, including, without limitation, reasonable fees and disbursements of counsel and the reasonably
allocated costs and expenses of internal legal services.
THIS REVOLVING CREDIT NOTE HAS BEEN EXECUTED, DELIVERED AND ACCEPTED AT CHARLOTTE, NORTH CAROLINA, AND
SHALL BE INTERPRETED, GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS (AS OPPOSED TO CONFLICTS OF LAW
PROVISIONS) OF THE STATE OF NORTH CAROLINA.
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BORROWERS:
TROPICAL SPORTSWEAR INT'L
CORPORATION
By: /s/ Xxxxx X. Xxxxx
Name: Xxxxx X. Xxxxx
Title: Executive Vice President, Chief Executive Officer and Treasurer
TROPICAL SPORTSWEAR COMPANY, INC.
By: /s/ Xxxxx X. Xxxxx
Name: Xxxxx X. Xxxxx
Title: Executive Vice President, Chief Executive Officer
SAVANE INTERNATIONAL CORP.
By: /s/ Xxxxx X. Xxxxx
Name: Xxxxx X. Xxxxx
Title: Executive Vice President, Chief Executive Officer
APPAREL NETWORK CORP.
By: /s/ Xxxxx X. Xxxxx
Name: Xxxxx X. Xxxxx
Title: Executive Vice President, Chief Executive Officer
and Treasurer
TSI BRANDS, INC.
By: /s/ Xxxxx X. Xxxxx
Name: Xxxxx X. Xxxxx
Title: Executive Vice President
TSIL, INC.
By: /s/ Xxxxx X. Xxxxx
Name: Xxxxx X. Xxxxx
Title: Executive Vice President
