1
[THE CHASE MANHATTAN BANK LETTERHEAD]
November 27, 1996
Xx. Xxxxxxx Xxx, President
Unidigital/ Cardinal Corporation
00 Xxxx 00xx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
Dear Xxxx:
Reference is made to the Credit Agreement dated November 11, 1996, as amended,
between Unidigital/ Cardinal Corporation (the "Borrower") and The Chase
Manhattan Bank (the "Bank") (as amended or otherwise modified from time to
time). Terms used herein which are defined in the Credit Agreement are used
herein as therein.
It is hereby agreed by the Borrower and the Bank as follows:
The credit agreement for the $1,400,000 Line of Credit is, effective November
27, 1996, hereby amended as follows:
1. The maturity date is extended until 1/31/98.
If you agree to the terms and provisions hereof, please evidence your agreement
by executing and returning this letter to:
The Chase Manhattan Bank
000 Xxxxx Xxxxxx - Xxxxx Xxxxx
Xxx Xxxx XX 00000
Attention: Xxxxxx Xxxxxx, Vice President
2
[THE CHASE MANHATTAN BANK LETTERHEAD]
November 11, 1996
Xx. Xxxxxxx Xxx, President
Unidigital/ Cardinal Corporation
00 Xxxx 00xx Xxxxxx
Xxx Xxxx, XX 00000
Dear Xxxx:
The Chase Manhattan Bank ("Chase") is pleased to advise that it is prepared, in
its sole discretion, to offer a line of credit to Unidigital/ Cardinal
Corporation (the "Borrower") subject to the terms and conditions described
below.
$1,400,000 Line of Credit to Unidigital/Cardinal Corporation
Amount: $1,400,000.
Sublimits: N/A
Borrower: Unidigital/Cardinal Corporation
Type of Credit: A line of credit repayable on a demand basis.
Maturity: September 1, 1997
At maturity, the borrower will have the option of
repaying the then unpaid principal balance in a term
loan of 60 equal monthly principal payments, to
include if requested a balloon payment not to exceed
$200,000.
Use of Proceeds: Acquisition Financing
Interest Rate: All outstanding borrowings under this arrangement
will bear interest equal at all times to Xxxxx'x
Prime Rate (Prime) in effect from time to time.
Interest is to be computed on an actual /360-day
basis and is payable monthly.
Fees: N/A
Requests for Advances: Any advances made under this line of credit will be
on the terms and conditions as Chase may require at
the time the Borrower requests an advance and must be
evidenced by documents in form and substance
satisfactory to Chase.
Security: Unidigital Inc. will pledge, transfer and assigns to
the Bank and grant to the Bank a security interest
in, and a general lien upon and/ or right of offset
against $1,750,000 in collateral as per the
Collateral Agreement [Third Party} document executed
at closing.
3
Additional Conditions: In addition to the above mentioned terms and
conditions, and in order to enable Chase to perform
its ongoing financial review, the Borrower will be
required to comply with the following conditions:
a. The Borrower will furnish to Chase:
1. Within 120 days after the close of each Fiscal
Year, audited consolidated statements for Unidigital
Inc., prepared by an accounting firm acceptable to
the bank along with consolidating statements for each
subsidiary.
2. Within 90 days after the date of the each
semi-annual date, consolidated statements for
Unidigital Inc., prepared by an accounting firm
acceptable to the bank along with consolidating
statements for each subsidiary.
3. Quarterly statements internally prepared by
management for Unidigital Inc, and its subsidiaries.
Chase reserves the right to request, and the Borrower agrees to provide, such
other information as Chase may determine necessary in order to exercise its
discretion in honoring requests for advances under this line of credit.
This line of credit does not constitute a commitment or in any way obligate
Chase to lend whether or not the Borrower satisfies the conditions stated in
this letter, and is issued subject to Chase, in its sole discretion, continuing
to be satisfied with the Borrower's financial condition and economic prospects,
prompt advice to Chase of any circumstances which might materially or adversely
affect the Borrower, and the Borrower's maintenance of a satisfactory
relationship with Chase.
This letter is for the Borrower's information only and is not to be shown or
relied upon by third parties. This letter constitutes the entire understanding
between Chase and the Borrower and supersedes all prior discussions. The terms
and conditions set forth in this letter shall survive the execution of the note
evidencing the indebtedness and shall remain in effect so long as this facility
remains in place or any amounts remain outstanding under this line of credit.
Chase will consider requests for advances hereunder until January 31, 1998
unless this discretionary line of credit is earlier terminated by Chase in its
sole discretion.
Please acknowledge your understanding of and agreement to the foregoing by
signing and returning the enclosed copy of this letter to the undersigned no
later than November 30, 1996.
Very truly yours,
THE CHASE MANHATTAN BANK
/s/ XXXXXX XXXXXX
-------------------------------
Xxxxxx Xxxxxx, Vice President
(000) 000-0000
RECEIPT OF THE FOREGOING LETTER
IS HEREBY ACKNOWLEDGED, TOGETHER WITH
ASSENT TO THE TERMS THEREOF:
Unidigital /Cardinal Corporation
By: /s/ XXXXXXX X. XXX Date: 11/21/96
----------------------------------- ---------------
Its: CEO
----------------------------------
4
[THE CHASE MANHATTAN BANK LETTERHEAD]
November 11, 1996
Xx. Xxxxxxx Xxx, President
Unidigital /Cardinal Corporation
00 Xxxx 00xx Xxxxxx
Xxx Xxxx, XX 00000
Dear Xxxx:
The Chase Manhattan Bank ("Chase") is pleased to advise that it is prepared, in
its sole discretion, to offer a line of credit to Unidigital /Cardinal
Corporation (the "Borrower") subject to the terms and conditions described
below.
$1,200,000 Line of Credit to Unidigital /Cardinal Corporation
Amount: $1,200,000.
Sublimits: N/A
Borrower: Unidigital/Cardinal Corporation
Guarantors: Unlimited Guaranty of Payment of Unidigital Inc.
Type of Credit: A line of credit repayable on a demand basis.
Use of Proceeds: Working Capital
Interest Rate: All outstanding borrowings under this arrangement
will bear interest equal at all times to Xxxxx'x
Prime Rate plus one-half percent (Prime + 1/2%) in
effect time to time. Interest is to be computed on an
actual /360-day basis and is payable monthly.
Fees: The Borrower agrees to pay a line origination fee of
$2,250 to cover Xxxxx'x costs associated with the
preparation of this line of credit.
Clean Up Requirement: This line of credit is subject to the requirement
that for 30 consecutive days during a twelve month
period, there shall be no loans outstanding.
Requests for Advances: Any advances made under this line of credit will be
on the terms and conditions as Chase may require at
the time the Borrower requests an advance and must be
evidenced by documents in form and substance
satisfactory to Chase.
5
Borrowing Base: All drawdowns will be subject to a maximum borrowing
base not to exceed 80 % of eligible accounts
receivable aged 90 days and less. Unidigital/
Cardinal Corporation will provide a monthly borrowing
base certificate to the Bank within 15 days after the
end of each month so long as there are loans
outstanding under this Line of Credit.
The first borrowing base will be tested at 91 days
after the acquisition date of Cardinal Communications
Inc. by Unidigital Inc.
Security: A first priority security interest in all of the
Borrower's accounts receivable, inventory, machinery,
equipment, fixtures, chattel paper and general
intangibles, including but not limited to, corporate
name, trademarks, trade names, goodwill, patents,
copyrights and know how.
Additional Conditions: In addition to the above mentioned terms and
conditions, and in order to enable Chase to perform
its ongoing financial review, the Borrower will be
required to comply with the following conditions:
a. The Borrower will furnish to Chase:
1. Within 120 days after the close of each Fiscal
Year, audited consolidated statements for Unidigital
Inc., prepared by an accounting firm acceptable to
the bank along with consolidating statements for each
subsidiary.
2. Within 90 days after the date of the each
semi-annual date, consolidated statements for
Unidigital Inc., prepared by an accounting firm
acceptable to the bank along with consolidating
statements for each subsidiary.
3. Quarterly statements internally prepared by
management for Unidigital Inc, and its subsidiaries.
4. A monthly accounts receivable aging report due
within 15 days of the end of each month so long as
there are loans outstanding under this line of
credit.
5.Quarterly 10-K and 10-Q reports.
Chase reserves the right to request, and the Borrower agrees to provide, such
other information as Chase may determine necessary in order to exercise its
discretion in honoring requests for advances under this line of credit.
This line of credit does not constitute a commitment or in any way obligate
Chase to lend whether or not the Borrower satisfies the conditions stated in
this letter, and is issued subject to Chase, in its sole discretion, continuing
to be satisfied with the Borrower's financial condition and economic prospects,
prompt advice to Chase of any circumstances which might materially or adversely
affect the Borrower, and the Borrower's maintenance of a satisfactory
relationship with Chase.
6
This letter is for the Borrower's information only and is not to be shown or
relied upon by third parties. This letter constitutes the entire understanding
between Chase and the Borrower and supersedes all prior discussions. The terms
and conditions set forth in this letter shall survive the execution of the note
evidencing the indebtedness and shall remain in effect so long as this facility
remains in place or any amounts remain outstanding under this line of credit.
Chase will consider requests for advances hereunder until January 31, 1998
unless this discretionary line of credit is earlier terminated by Chase in its
sole discretion.
Please acknowledge your understanding of and agreement to the foregoing by
signing and returning the enclosed copy of this letter to the undersigned no
later than November 30, 1996.
Very truly yours,
THE CHASE MANHATTAN BANK
/s/ XXXXXX XXXXXX
-----------------------------
Xxxxxx Xxxxxx, Vice President
(000) 000-0000
RECEIPT OF THE FOREGOING LETTER
IS HEREBY ACKNOWLEDGED, TOGETHER WITH
ASSENT TO THE TERMS THEREOF:
Unidigital/Cardinal Corporation
By: /s/ XXXXXXX X. XXX Date: 11/20/96
------------------------------------- ---------------------
Its: CEO
------------------------------------
7
XXXXX XXXXXXXXXX
GRID TIME PROMISSORY NOTE
New York, New York
November 21, 1996
For value received, the undersigned unconditionally (and if more
than one, jointly and severally) promises to pay to the order of THE CHASE
MANHATTAN BANK ("Chase"), at its office located at 000 Xxxx Xxxxxx, Xxx
Xxxx, Xxx Xxxx, or to such other address as Chase may notify the
undersigned, the sum of One million two hundred thousand DOLLARS
($1,200,000.00) or such unpaid principal amount of each loan made to
the undersigned by Chase and outstanding under this Note, on the maturity
date(s) as shown on the attached schedule or any continuation of the
schedule.
This Note includes any Schedule or Rider attached hereto.
MATURITY DATE(S). Each loan shall mature on the last day of the
Interest Period therefor, as noted on the Interest Period column on the
attached schedule. As to a Variable Rate loan, if no Interest Period is
noted, then such loan is payable ON DEMAND.
INTEREST. The undersigned promise(s) to pay interest on the unpaid
balance of the principal amount of each such loan from and including the
date of each such loan to but excluding the date such loan shall be paid in
full at the following applicable rates (check Other Rate box if
applicable):
Variable Rate: A rate of interest per year which shall
automatically increase or decrease from time to
time so that at all times such rate shall remain
equal to that rate of interest from time to time
announced by Chase at its head office as its
prime commercial lending rate (the "Prime Rate")
PLUS 1/2%. Changes in the rate of interest
hereunder shall be effective as of and for the
entire day on which such change in the Prime
Rate becomes effective.
and
Other Rate: see Rider(s) attached hereto.
Interest shall be payable, as to a Variable Rate loan, on THE
FIRST DAY of each month and as to an Other Rate loan, on the last day of
each Interest Period, or if such Interest Period is more than 90 days, then
on the 90th day after the date of such loan and on the last day of such
Interest Period, unless otherwise specified on a Rider attached hereto, in
respect of the corresponding principal. Interest shall be calculated on the
basis of a year of 360 days and payable for the actual number of days
elapsed.
After the occurrence of an Event of Default set forth below,
Chase, at its option, by written notice to the undersigned may increase the
interest rate on this Note by an additional four percent (4%) per year
effective on the date of such notice.
PAYMENTS. All payments under this Note shall be made in lawful
money of the United States of America and in immediately available funds at
Xxxxx'x office specified above. Chase may (but shall not be obligated to)
debit the amount of any payment (principal or interest) under this Note
when due to any deposit account of (any of) the undersigned with Chase. If
the undersigned are more than one, all obligations of each of the
undersigned under this Note shall be joint and several. This Note may be
prepaid without premium unless otherwise specified on a Rider attached
hereto. Chase may apply any money received or collected for payment of this
Note to the principal of, interest on or any other amount payable under,
this Note in any order that Chase may elect.
8
Whenever any payment to be made hereunder (including principal and
interest) shall be stated to be due on a day on which Xxxxx'x head office
is not open for business, that payment will be due on the next following
banking day, and any extension of time shall in each case be included in
the computation of interest payable on this Note.
If any payment (principal or interest) shall not be paid when due
other than a payment of the entire principal balance of the Note due upon
acceleration after default, the undersigned shall pay a late payment charge
equal to five percent (5%) of the amount of such delinquent payment,
provided that the amount of such late payment charge shall be not less than
$25 nor more than $500.
AUTHORIZATIONS. The undersigned hereby authorizes Chase to make
loans and disburse the proceeds thereof to the account listed below and to
make repayments of such loans by debiting such account upon oral,
telephonic or telecopied instructions made by any person purporting to be
an officer or agent of the undersigned who is empowered to make such
requests and give such instructions. The undersigned may amend these
instructions, from time to time, effective upon actual receipt of the
amendment by Chase. Chase shall not be responsible for the authority, or
lack of authority, of any person giving such telephonic instructions to
Chase pursuant to these provisions. By executing this Note, the undersigned
agrees to be bound to repay any loan obtained hereunder as reflected on
Xxxxx'x books and records and made in accordance with these authorizations,
regardless of the actual receipt of the proceeds thereof.
RECORDS. The date, amount and maturity date of each loan under
this Note and each payment of principal, loan(s) to which such principal is
applied (which shall be at the discretion of Chase) and the outstanding
principal balance of loans, shall be recorded by Chase on its books and
prior to any transfer of this Note (or, at the discretion of Chase at any
other time) endorsed by Chase on the schedule attached or any continuation
of the schedule. Any such endorsement shall be conclusive absent manifest
error.
REPRESENTATIONS AND WARRANTIES. If the undersigned is other than
an individual, the undersigned represents and warrants upon the execution
and delivery of this Note and upon each loan request hereunder, that: (a)
it is duly organized and validly existing under the laws of the
jurisdiction of its organization or incorporation and, if relevant under
such laws, in good standing; (b) it has the power to execute and deliver
this Note and to perform its obligations hereunder and has taken all
necessary action to authorize such execution, delivery and performance; (c)
such execution, delivery and performance do not violate or conflict with
any law applicable to it, any provision of its organizational documents,
any order or judgment of any court or other agency of government applicable
to it or any of its assets or any material contractual restriction binding
on or materially affecting it or any of its assets; (d) to the best of
undersigned's knowledge, all governmental and other consents that are
required to have been obtained by it with respect to this Note have been
obtained and are in full force and effect and all conditions of any such
consents have been complied with; (e) its obligations under this Note
constitute its legal, valid and binding obligations, enforceable in
accordance with its terms except to the extent that such enforcement may be
limited by applicable bankruptcy, insolvency or other similar laws
affecting creditors' rights generally; (f) all financial statements and
related information furnished and to be furnished to Chase from time to
time by the undersigned are true and complete and fairly present the
financial or other information stated therein as at such dates or for the
periods covered thereby; (g) there are no actions, suits, proceedings or
investigations pending or, to the knowledge of the undersigned, threatened
against or affecting the undersigned before any court, governmental agency
or arbitrator, which involve forfeiture of any assets of the undersigned or
which may materially adversely affect the financial condition, operations,
properties or business of the undersigned or the ability of the undersigned
to perform its obligation under this Note; and (h) there has been no
material adverse change in the financial condition of the undersigned since
the last such financial statements or information. If the undersigned is an
individual, the undersigned represents and warrants at the times set forth
at the beginning of this section, the correctness of clauses (c), (d), (e),
(f), (g) and (h) above to the extent applicable to an individual.
NO COMMITMENT. This Note does not create and shall not be deemed
or construed to create any contractual commitment to lend by Chase. Any
such commitment in respect of this Note can only be made by and shall only
be effective to the extent set forth in a separate writing expressly
designated for that purpose and subscribed by a duly authorized officer of
Chase.
9
SECURITY. As collateral security for the payment of this Note and of any
and all other obligations and liabilities of the undersigned to Chase, now
existing or hereafter arising, the undersigned grants to Chase a security
interest in and a lien upon and right of offset against all moneys, deposit
balances, securities or other property or interest therein of the
undersigned now or at any time hereafter held or received by or for or left
in the possession or control of Chase or any of its affiliates, including
subsidiaries, whether for safekeeping, custody, transmission, collection,
pledge or for any other or different purpose.
DEFAULT. IF ANY OF THE FOLLOWING EVENTS OF DEFAULT SHALL OCCUR
with respect to any of the undersigned (each an "Event of Default"):
(a) the undersigned shall fail to pay the principal of, or
interest on, this Note, or any other amount payable under this
Note, as and when due and payable;
(b) any representation or warranty made or deemed made by the
undersigned in this Note or in any document granting security or
support for (or otherwise executed in connection with) this Note
or by any third party supporting or liable with respect to this
Note (whether by guaranty, subordination, grant of security or any
other credit support, a "Third Party") in any document evidencing
the obligations of a Third Party (this Note and all of the
foregoing documents and all agreements, instruments or other
documents executed by the undersigned or a Third Party being the
"Facility Documents") or which is contained in any certificate,
document, opinion, financial or other statement furnished at any
time under or in connection with any Facility Document, shall
prove to have been incorrect in any material respect on or as of
the date made or deemed made;
(c) the undersigned or any Third Party shall fail to perform
or observe any term, covenant or agreement contained in any
Facility Document on its part to be performed or observed, and
such failure shall continue for 30 consecutive days;
(d) the undersigned or any Third Party shall fail to pay when
due any indebtedness (including but not limited to indebtedness
for borrowed money) or if any such indebtedness shall become due
and payable, or shall be capable of becoming due and payable at
the option of any holder thereof, by acceleration of its maturity,
or if there shall be any default by the undersigned or any Third
Party under any agreement relating to such indebtedness;
(e) the undersigned or any Third Party: (i) shall generally
not, or be unable to, or shall admit in writing its inability to,
pay its debts as such debts become due; (ii) shall make an
assignment for the benefit of creditors; (iii) shall file a
petition in bankruptcy or for any relief under any law of any
jurisdiction relating to reorganization, arrangement, readjustment
of debt, dissolution or liquidation; (iv) shall have any such
petition filed against it and the same shall remain undismissed
for a period of 30 days or shall consent or acquiesce thereto; or
(v) shall have had a receiver, custodian or trustee appointed for
all or a substantial part of its property;
(f) if the undersigned or any Third Party is an individual,
such individual shall die or be declared incompetent;
(g) any Third Party Facility Document shall at any time and
for any reason cease to be in full force and effect or shall be
declared null and void, or its validity or enforceability shall be
contested by the relevant Third Party or such Third Party shall
deny it has any further liability or obligation under any Facility
Document or shall fail to perform its obligations under any
Facility Document;
(h) any security agreement or other agreement (whether by the
undersigned or any Third Party) granting a security interest,
lien, mortgage or other encumbrance securing obligations under any
Facility Document shall at any time and for any reason cease to
create a valid and perfected first priority security interest,
lien, mortgage or other encumbrance in or on the property
purported to be subject to such agreement or shall cease to be in
full force and effect or shall be declared null and void, or the
validity or enforceability of any such agreement shall be
contested by any party to such agreement, or such party shall deny
it has any further liability or obligation under such agreement or
any such party shall fail to perform any of its obligations under
such agreement;
(i) the undersigned shall make or permit to be made any
material change in the character, management or direction of the
undersigned's business or operations (including, but not limited
to, a change in its executive management or in the ownership of
its capital stock which effects a change in the control of any
such business or operations), which is not satisfactory to Chase;
(j) the undersigned or any Third Party shall suffer a material
adverse change in its business, financial condition, properties or
prospects;
(k) any action, suit, proceeding or investigation against or
affecting the undersigned or a Third Party before any court or
governmental agency which involves forfeiture of any assets of the
undersigned or a Third Party shall have been commenced; or
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(l) one or more judgments, decrees or orders for the payment
of money in excess of $50,000 in the aggregate shall be rendered
against the undersigned and shall continue unsatisfied and in
effect for a period of 30 consecutive days without being vacated,
discharged, satisfied or stayed or bonded pending appeal.
THEN, IN ANY SUCH CASE, if Chase shall elect by notice to the undersigned,
the unpaid principal amount of this Note, together with accrued interest,
shall become forthwith due and payable; provided that in the case of an
event of default under (e) above, the unpaid principal amount of this Note,
together with accrued interest, shall immediately become due and payable
without any notice or other action by Chase.
THE EVENTS OF DEFAULT AND REMEDIES SET FORTH ABOVE ARE IN ADDITION
TO AND WITHOUT IN ANY WAY DIMINISHING ANY RIGHT BY CHASE TO MAKE DEMAND FOR
PAYMENT AT ANY TIME.
CERTAIN WAIVERS. The undersigned waive(s) presentment, notice of
dishonor, protest and any other notice or formality with respect to this
Note.
COSTS. The undersigned agree(s) to reimburse Chase on demand for
all costs, expenses and charges (including, without limitation, fees and
charges of external legal counsel for Chase and costs allocated by its
internal legal department) in connection with the preparation,
interpretation, performance or enforcement of this Note and the Facility
Documents.
NOTICES. All notices, requests, demands or other communications to
or upon the undersigned or Chase shall be in writing and shall be deemed to
be delivered upon receipt if delivered by hand or overnight courier or five
days after mailing to the address (a) of the undersigned as set forth next
to the undersigned's execution of this Note, (b) of Chase as first set
forth above, or (c) of the undersigned or Chase at such other address as
the undersigned or Chase shall specify to the other in writing.
ASSIGNMENT. This Note shall be binding upon the undersigned and
its or their successors and shall inure to the benefit of Chase and its
successors and assigns.
AMENDMENT AND WAIVER. This Note may be amended only by a writing
signed on behalf of each party and shall be effective only to the extent
set forth in that writing. No delay by Chase in exercising any power or
right hereunder shall operate as a waiver thereof or of any other power or
right; nor shall any single or partial exercise of any power or right
preclude other or future exercise thereof, or the exercise of any other
power or right hereunder.
GOVERNING LAW; JURISDICTION. This Note shall be governed by and
construed in accordance with the laws of the State of New York, Connecticut
or New Jersey, depending on the location of the Chase office set forth in
this Note. The undersigned consent(s) to the nonexclusive jurisdiction and
venue of the state or federal courts located in such state. In the event of
a dispute hereunder, suit may be brought against the undersigned is such
courts or in any jurisdiction where the undersigned or any of its assets
may be located. Service of process by Chase in connection with any dispute
shall be binding on the undersigned if sent to the undersigned by
registered mail at the address(es) specified below or to such further
address(es) as the undersigned may specify to Chase in writing.
MAXIMUM INTEREST. Notwithstanding any other provision of this
Note, the undersigned shall not be required to pay any amount pursuant to
this Note which is in excess of the maximum amount permitted to be charged
by national banks under applicable law and any such excess interest paid
shall be refunded to the undersigned or applied to principal owing
hereunder.
COMMERCIAL TRANSACTION. IF THE UNDERSIGNED IS A CONNECTICUT
DOMICILED ENTITY OR RESIDENT, EACH OF THE UNDERSIGNED HEREBY ACKNOWLEDGES
THAT THIS NOTE AND THE TRANSACTIONS CONTEMPLATED HEREBY CONSTITUTE
COMMERCIAL TRANSACTIONS WITHIN THE MEANING OF SECTION 52L-278a OF THE
CONNECTICUT GENERAL STATUTES. EACH OF THE UNDERSIGNED EXPRESSLY WAIVES ANY
AND ALL RIGHTS, CONSTITUTIONAL OR OTHERWISE, WITH RESPECT TO NOTICE AND
HEARING AND ANY RIGHTS UNDER CHAPTER 903a OF THE CONNECTICUT GENERAL
STATUTES IN CONNECTION WITH ANY PREJUDGMENT REMEDY AVAILABLE TO CHASE.
11
BORROWER WAIVERS. THE UNDERSIGNED HEREBY KNOWINGLY, VOLUNTARILY AND
INTENTIONALLY WAIVE(S) (TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW) ANY
RIGHT TO A TRIAL BY JURY OF ANY DISPUTE ARISING UNDER OR RELATING TO THIS NOTE
OR ANY FACILITY DOCUMENT, AND AGREES THAT ANY SUCH DISPUTE SHALL, AT CHASE'S
OPTION, BE TRIED BEFORE A JUDGE SITTING WITHOUT A JURY.
IN ADDITION, THE UNDERSIGNED WAIVES THE RIGHT TO INTERPOSE ANY DEFENSE
BASED UPON ANY STATUTE OF LIMITATIONS OR ANY CLAIM OF DELAY BY CHASE AND ANY
SET-OFF OR COUNTERCLAIM OF ANY NATURE OR DESCRIPTION.
Chase Account No. to be charged for
Disbursements and Payments:
000-0-000000
-----------------------------
Address for notices: Unidigital/Cardinal Corporation
-------------------------------------------
20 West 20th Street By: /s/ Xxxxxxx Xxx
------------------------ ----------------------------------------
New York, New York 10011 Print Name: Xxxxxxx Xxx
------------------------ --------------------------------
Title: CEO
------------------------ -------------------------------------
By:
------------------------ ----------------------------------------
Telecopier No. ( ) - Print Name:
--- ---- ----- --------------------------------
Title:
-------------------------------------
12
SCHEDULE TO GRID
PROMISSORY NOTE OF
_______________________ DATED NOV. 21, 1996.
AGGREGATE
PRINCIPAL
DATE BALANCE NOTATION
OF INTEREST AMOUNT OF INTEREST AMOUNT OF REMAINING MADE
LOAN PERIOD LOAN RATE PAYMENT UNPAID BY
