NEW LINE OF CREDIT NOTE
$6,000,000.00 June 11, 1997
FOR VALUE RECEIVED, the undersigned, XXXXXXXX'X, INC. OF ALABAMA, an
Alabama corporation, and XXXXXXXX'X, INC. OF FLORIDA, a Florida corporation,
(together, the "Borrower"), HEREBY JOINTLY AND SEVERALLY PROMISE TO PAY to the
order of CORESTATES BANK, N.A., at its office located at Broad and Chestnut
Streets, Philadelphia, Pennsylvania, 19107, the principal amount, in lawful
money of the United States and in immediately available funds, of SIX MILLION
DOLLARS ($6,000,000) or the aggregate unpaid principal amount of advances
("Advances") made to the Borrower by the Bank pursuant to the Agreement (as
hereinafter defined), whichever is less, together with interest from the date of
this New Line of Credit Note at the rates per annum as provided in the
Agreement, on July 15, 1997; provided, however, that the unpaid principal amount
hereof on July 15, 1997 shall be converted into and become the New Term Loan
Note in accordance with the terms and subject to the conditions set forth in the
Agreement. Subject to Section 2.09 of the Agreement, any amount of principal
hereof which is not paid when due, whether at stated maturity, by acceleration,
or otherwise, and, to the extent permitted by law, any overdue interest, shall
bear interest from the date when due until said principal amount is paid in
full, payable on demand, at a rate per annum equal at all times to two percent
(2%) above the rate which would otherwise be applicable.
The amount of all Advances made to the Borrower and all payments of
principal and interest in respect of such Advances shall be evidenced by the
Bank's records, which shall, in the absence of manifest error, be conclusive as
to the outstanding principal amount of all Advances and interest thereon.
This New Line of Credit Note is the New Line of Credit Note referred to
in, and is entitled to the benefits of, the Line of Credit and Term Loan
Agreement, dated as of April 8, 1993, as amended by the First Amendment to Line
of Credit and Term Note Agreement, dated December 10, 1993, by the Second
Amendment to Line of Credit and Term Loan Agreement, dated November 10, 1994, by
the Third Amendment to Line of Credit and Term Loan Agreement dated December 11,
1995, by the Fourth Amendment to Line of Credit and Term Loan Agreement dated
February 28, 1996, and by the Fifth Amendment to Line of Credit and Term Loan
Agreement dated June 11, 1997, between the Borrower and the Bank (said Line of
Credit and Term Loan Agreement, as it may be hereafter amended, renewed or
extended, the "Agreement"). This Agreement, among other things, contains
provisions for acceleration of the maturity of this New Line of Credit Note upon
the happening of certain stated events and also for the prepayments on account
of principal hereof prior to the maturity of this New Line of Credit Note upon
the terms and conditions specified in the Agreement.
Upon Default hereunder the Borrower hereby irrevocably authorizes and
empowers the prothonotary or clerk or any attorney of any court of record to
appear for and confess judgment against the Borrower for the amount due hereon
(or, if such an attorney so elects, for the amount which may be due hereon as
evidenced by an affidavit signed by an officer of the Bank setting forth the
amount then due), including accrued interest, plus reasonable attorneys' fees
and costs, with cost of suit and release of error. If a copy hereof, verified by
an affidavit, shall have been filed in said proceeding, it shall not be
necessary to file the original as a warrant of attorney. The Borrower waives the
right to any stay of execution and the benefit of all exemption laws now or
hereafter in effect. No single exercise of the foregoing warrant and power to
confess judgment shall be deemed to exhaust the power, whether or not any such
exercise shall be held by any court to be invalid, voidable, or void, but the
power shall continue undiminished and may be exercised from time to time as
often as the holder hereof shall elect, until all sums payable or that may
become payable by the Borrower have been paid in full. There shall be excluded
from the lien of any judgment obtained solely pursuant to this paragraph (a) all
improved real estate in any area identified by the Federal Emergency Management
Agency as having special flood hazards if the community in which such areas
located is participating in the National Flood Insurance Program and (b) any
residential real property as that term is defined in the Pennsylvania statute
codified at 41 P.S. Section 101. Any such exclusion shall not effect any lien
upon property not so excluded.
This New Line of Credit Note shall be governed by the laws of the
Commonwealth of Pennsylvania.
XXXXXXXX'X, INC OF ALABAMA XXXXXXXX'X, INC. OF FLORIDA
By: /s/ Xxxxxx X. Xxxxxxx By: /s/ Xxxxxx X. Xxxxxxx
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Title: Vice President-Finance Title: Vice President-Finance
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