AMENDED, MODIFIED EXTENDED AND RESTATED NON-REVOLVING LINE OF CREDIT NOTE AND CREDIT AGREEMENTNon-Revolving Line of Credit Note and Credit Agreement • March 31st, 2011 • Emerging Vision Inc • Retail-retail stores, nec • New York
This Note extends, reduces, modifies, and restates a note originally dated as of August 7, 2007 executed by EMERGING VISION, INC. in favor of MANUFACTURERS AND TRADERS TRUST COMPANY (the “Original Note”) in the original amount of $6,000,000.00 (the “Original Loan”), which note was thereafter amended by amendments dated November 14, 2008, April 1, 2009, October , 2009 and March 31, 2010, which, among other things, reduced the Line of Credit to $5,750,000.00, and thereafter further reduced it to $4,251,921.13 (the “Line of Credit”), representing the aggregate sum of the principal balance outstanding and a Letter of Credit Sublimit for existing Letters of Credit.
TERM NOTE (Actual Balance Interest Accrual Method) New YorkTerm Note • March 31st, 2011 • Emerging Vision Inc • Retail-retail stores, nec • New York
This Note represents a $500,000.00 portion of the current outstanding balance under a Non-Revolving Line of Credit Note in the original amount of $4,251,921.13 executed and delivered by Emerging Vision, Inc. to Manufacturers and Traders Trust Company dated as of March 31, 2010, which $500,000.00 sum is being hereby converted to this term loan pursuant to the terms hereof.
LETTER OF REAFFIRMATION OF GUARANTY, ABSOLUTE ASSIGNMENT OF FRANCHISEE NOTES AND PROCEEDS DUE, ASSIGNMENT OF RENTS AND SUBLEASES, PLEDGE AGREEMENT, AND UNITED STATES TRADEMARK COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT DATED: As of March 31, 2011Emerging Vision Inc • March 31st, 2011 • Retail-retail stores, nec
Re: (i) (a) ABSOLUTE ASSIGNMENT OF FRANCHISEE NOTES AND PROCEEDS DUE (“Assignment of Franchisee Notes”), (b) ASSIGNMENT OF RENTS AND SUBLEASES (“Assignment of Rents”), (c) PLEDGE AGREEMENT (“Pledge Agreement”), and (d) UNITED STATES TRADEMARK COLLATERAL ASSIGNMENT AND SECURITY AGREEMENT (“Assignment of Trademarks”), each dated as of August 7, 2007 and thereafter reaffirmed as of March 31, 2010, executed and delivered by EMERGING VISION, INC. (“Borrower”) to MANUFACTURERS AND TRADERS TRUST COMPANY (the “Bank") and (e) the GENERAL SECURITY AGREEMENTS (collectively, the "Security Agreement") executed and delivered to the Bank by each of EMERGING VISION, INC., OG ACQUISITION, INC., 1725758 ONTARIO INC. D/B/A THE OPTICAL GROUP, AND VISIONCARE OF CALIFORNIA, each dated as of August 7, 2007 (except for Visioncare of California whose guaranty is dated as of March 31, 2010) and thereafter reaffirmed as of March 31, 2010 ( and the Assignment of Franchisee Notes, the Assignment of Rents, the Pled
