AMENDED AND RESTATED REVOLVING NOTE
$1,500,000 Denver, Colorado
December 9, 1996
For value received, the undersigned, CARLYLE GOLF, INC., a Colorado
corporation (the "Borrower"), hereby promises to pay on June 30, 1999 to
the order of Norwest Business Credit, Inc., a Minnesota corporation (the
"Lender"), at its main office in Minneapolis, Minnesota, or at any other
place designated at any time by the holder hereof, in lawful money of the
United States of America and in immediately available funds, the principal
sum of One Million Five Hundred Thousand and No/100 Dollars ($1,500,000)
or, if less, the aggregate unpaid principal amount of all advances made by
the Lender to the Borrower hereunder, together with interest on the
principal amount hereunder remaining unpaid from time to time, computed on
the basis of the actual number of days elapsed and a 360-day year, from
the date hereof until this Note is fully paid at the rate from time to
time in effect under the Credit and Security Agreement dated as of July 7,
1995, as amended (the "Credit Agreement") by and between the Lender and
the Borrower. The principal hereof and interest accruing thereon shall be
due and payable as provided in the Credit Agreement. This Note may be
prepaid only in accordance with the Credit Agreement.
This Note is issued pursuant, and is subject, to the Credit
Agreement, which provides, among other things, for acceleration hereof.
This Note is the Revolving Note referred to in the Credit Agreement.
This Note is secured, among other things, pursuant to the Credit
Agreement and the Loan Documents as therein defined, and may now or
hereafter be secured by one or more other security agreements, mortgages,
deeds of trust, assignments or other instruments or agreements.
The Borrower hereby agrees to pay all costs of collection, including
attorneys' fees and legal expenses in the event this Note is not paid when
due, whether or not legal proceedings are commenced.
Presentment or other demand for payment, notice of dishonor and
protest are expressly waived.
CARLYLE GOLF, INC.
By: /s/Xxxxxx X. Xxxxx
Its: President
