By: /s/ Charles Kavanagh ------------------------------- Name: Charles Kavanagh ----------------------------- Title: Vice President-Finance ---------------------------- SCHEDULE 1 TO AMENDED AND RESTATED TERM NOTETerm Note • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks
FOR VALUE RECEIVED, the undersigned, HAUPPAUGE RECORD MANUFACTURING LTD., a New York corporation ("Borrower"), hereby unconditionally promises to pay to the order of AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO ("Lender") at the office of Lender at 33 North LaSalle Street, Chicago, Illinois 60690 or at such other place as the holder of this Note may from time to time designate in writing, in lawful money of the United States of America and in immediately available funds, the principal sum of TWENTY-FIVE MILLION FOUR HUNDRED TEN THOUSAND ONE HUNDRED SIXTY-EIGHT AND 93/100 DOLLARS ($25,410,168.93). This Note is referred to in and was executed and delivered pursuant to that certain Amended and Restated Loan and Security Agreement dated as of October 30, 1996 between Borrower and Lender (as amended, modified or supplemented from time to time, the "Loan Agreement"), to which reference is hereby made for a statement of the terms and conditions under which the loans evidenced hereby we
Exhibit (10)(a)(ii) AMENDED AND RESTATED REVOLVING NOTERevolving Note • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks
FOR VALUE RECEIVED, the undersigned, HAUPPAUGE RECORD MANUFACTURING LTD., a New York corporation ("Borrower"), hereby unconditionally promises to pay to the order of AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO ("Lender") at the office of Lender at 33 North LaSalle Street, Chicago, Illinois 60690 or at such other place as the holder of this Note may from time to time designate in writing, in lawful money of the United States of America and in immediately available funds, the principal sum of TWENTY-TWO MILLION AND 00/100 DOLLARS ($22,000,000), or, if less, the aggregate unpaid principal amount of the Revolving Loan (as defined in the Loan Agreement (as defined below)). This Note is referred to in and was executed and delivered pursuant that certain Amended and Restated Loan and Security Agreement dated as of October 30, 1996 between Borrower and Lender (as amended, modified or supplemented from time to time, the "Loan Agreement"), to which reference is hereby made for a statemen
1. DEFINITIONS............................................... 1 1.1 General Terms....................................... 1 1.2 Accounting Terms.................................... 17 1.3 Other Terms Defined in Illinois Uniform Commercial Code 18 1.4...Loan and Security Agreement • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks
Exhibit (10)(a)(x) SECURITY AGREEMENT This Security Agreement (this "Agreement"), dated as of the 30th day of October, 1996, is made by Allied Digital Technologies Corp., a Delaware corporation ("Allied"), HMG Digital Technologies Corp., a Delaware...Security Agreement • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks
October 30, 1996 Hauppauge Record Manufacturing Ltd. 15 Gilpin Avenue Hauppauge, New York 11788 Attention: George Fishman Re: Fee Letter Reference is made to the Amended and Restated Loan and Security Agreement dated as of October 30, 1996 (as...Fee Letter • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks
Exhibit (10)(a)(xi) AMENDED AND RESTATED GUARANTY AGREEMENT THIS AMENDED AND RESTATED GUARANTY AGREEMENT dated as of October 30, 1996 ("Guaranty") and made by Allied Digital Technologies Corp., a Delaware corporation, with an office located at 15...Guaranty Agreement • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks • Illinois
1,500,000 Chicago, Illinois October 30, 1996 FOR VALUE RECEIVED, the undersigned, HAUPPAUGE RECORD MANUFACTURING LTD., a New York corporation ("Borrower"), hereby unconditionally promises to pay to the order of AMERICAN NATIONAL BANK AND TRUST COMPANY...Loan Agreement • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks
FOR VALUE RECEIVED, the undersigned, HAUPPAUGE RECORD MANUFACTURING LTD., a New York corporation ("Borrower"), hereby unconditionally promises to pay to the order of AMERICAN NATIONAL BANK AND TRUST COMPANY OF CHICAGO ("Lender") at the office of Lender at 33 North LaSalle Street, Chicago, Illinois 60690 or at such other place as the holder of this Note may from time to time designate in writing, in lawful money of the United States of America and in immediately available funds, the principal sum of ONE MILLION FIVE HUNDRED THOUSAND DOLLARS ($1,500,000). This Note is referred to in and was executed and delivered pursuant to that certain Amended and Restated Loan and Security Agreement dated as of October 30, 1996 between Borrower and Lender (as amended, modified or supplemented from time to time, the "Loan Agreement"), to which reference is hereby made for a statement of the terms and conditions under which the loans evidenced hereby were made and are to be repaid. All terms which are c
RECITALSGuaranty Agreement • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks • Illinois
Exhibit (10)(a)(v) AMENDED AND RESTATED GUARANTY AGREEMENT THIS AMENDED AND RESTATED GUARANTY AGREEMENT dated as of October 30 , 1996 ("Guaranty") and made by HRM Holdings Corp., a Delaware corporation, with an office located at 15 Gilpin Avenue,...Guaranty Agreement • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks • Illinois
Exhibit (10)(b)(i) THIS NOTE AND PAYMENT OF THE INDEBTEDNESS EVIDENCED HEREBY IS SUBORDINATED TO CERTAIN CLAIMS AS DESCRIBED IN, AND IS SUBJECT TO THE TERMS OF, THAT CERTAIN AMENDED AND RESTATED SUBORDINATION AGREEMENT DATED AS OF OCTOBER 30, 1996...Amended and Restated Promissory Note • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks • New York
Exhibit (10)(a)(ix) COLLATERAL PATENT, TRADEMARK, COPYRIGHT AND LICENSE ASSIGNMENT THIS COLLATERAL PATENT, TRADEMARK, COPYRIGHT AND LICENSE ASSIGNMENT ("Assignment") made as of October 30, 1996, by Hauppauge Record Manufacturing Ltd., a New York...Collateral Patent, Trademark, Copyright and License Assignment • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks • Illinois
VIDEOTAPE DUPLICATIONVideotape Duplication and Order Fulfillment Agreement • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks • Michigan
Exhibit (10)(a)(vii) AMENDED AND RESTATED SUBORDINATION AGREEMENT This Amended and Restated Subordination Agreement ("Agreement") is entered into as of the 30th day of October, 1996, by and between HRM Holdings Corp., a Delaware corporation...Subordination Agreement • November 14th, 1996 • Allied Digital Technologies Corp • Phonograph records & prerecorded audio tapes & disks • Illinois
