EXHIBIT 10(p)
EXISTING LOAN NOTE
$3,333,340.00 New Brunswick, New Jersey
October 31, 1995
FOR VALUE RECEIVED, the undersigned, GUEST SUPPLY, INC., a New Jersey
corporation, GUEST PACKAGING, INC., a New Jersey corporation, and XXXXXXXXXXXX-
XXXX CO., a Delaware corporation (collectively, the "Borrower"), hereby jointly
and severally, unconditionally promise to pay to the order of PNC BANK, NATIONAL
ASSOCIATION (the "Bank") at the Payment Office, in lawful money of the United
States of America and in immediately available funds, the principal amount of
THREE MILLION THREE HUNDRED THIRTY THREE THOUSAND THREE HUNDRED FORTY AND 00/100
($3,333,340.00) DOLLARS, in forty (40) installments of $83,333.00 each payable
on the first Business Day of each calendar month, commencing on November 1,
1995, with a final principal payment in the then outstanding principal amount of
the Existing Loan payable on the Maturity Date. The Borrower further agrees to
pay interest on the unpaid principal amount outstanding hereunder from time to
time from and including the date hereof in like money at such office at the
rates and on the dates specified in the Credit Agreement (defined below).
The holder of this Note is authorized to endorse on the schedule annexed
hereto and made a part hereof or on a continuation thereof which shall be
attached hereto and made a part hereof (the "Grid") the amount of the Existing
Loan maintained pursuant to the Credit Agreement (defined below) and the date
and amount of each payment or prepayment of principal thereof which endorsement
shall constitute rebuttable presumptive evidence of the accuracy of the
information endorsed; provided, however, that the failure to make any such
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endorsement shall not affect the obligations of the Borrower in respect of the
Existing Loan.
This Note is the Existing Loan Note referred to in the Revolving Credit and
Term Loan Agreement dated October 31, 1995 (as the same may hereafter be
amended, modified or supplemented from time to time, the "Credit Agreement")
among the Borrower, the Bank and First Fidelity Bank, N.A., as Lenders, and the
Bank, as Agent and is entitled to the benefits thereof, is secured as provided
therein and is subject to optional and mandatory prepayment as set forth
therein.
Upon the occurrence and during the continuance of any one or more of the
Events of Default specified in the Credit Agreement, all amounts then remaining
unpaid on this Note shall become, or may be declared to be, immediately due and
payable, all as provided therein.
All parties now and hereafter liable with respect to this Note, whether
maker, principal, surety, guarantor, endorser or otherwise, hereby waive
presentment, demand, protest and all other notices of any kind.
Terms defined in the Credit Agreement are used herein with their defined
meanings unless otherwise defined herein. This Note shall be governed by, and
construed and interpreted in accordance with, the laws of the State of New
Jersey.
This Note replaces that certain note dated January 26, 1994, 1994, in the
original principal amount of $5,000,000, issued by the Borrower and payable to
the order of Chemical Bank New Jersey, National Association (now PNC Bank,
National Association).
GUEST SUPPLY, INC.
BY: ____________________________
Name:
Title:
GUEST PACKAGING, INC.
BY: ____________________________
Name:
Title:
XXXXXXXXXXXX-XXXX CO.
BY: ____________________________
Name:
Title:
Schedule 1
To Existing Note dated October 31, 1995 issued by
Guest Supply, Inc., Guest Packaging, Inc. and
Xxxxxxxxxxxx-Xxxx Co.,
as joint and several obligors to
PNC Bank, National Association
LOAN AND PAYMENTS OF LOAN
Amount of Unpaid
Amount of Principal Principal Notation
Date Loan Repaid Balance of Loans Made By
