0001144204-06-004233 Sample Contracts

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Mortgage, Security Agreement, Assignment of Rents and Leases and Fixture Filing • February 6th, 2006 • Cti Industries Corp • Fabricated rubber products, nec • Illinois

This MORTGAGE, SECURITY AGREEMENT, ASSIGNMENT OF RENTS AND LEASES AND FIXTURE FILING dated as of February 1, 2006 (the “Mortgage”), is executed by CTI Industries Corporation, an Illinois corporation, 22160 North Pepper Road, Barrington, Illinois 60010 (the “Mortgagor”), to and for the benefit of CHARTER ONE BANK, N.A., a national banking association, its successors and assigns 71 South Wacker Drive, Suite 2900, Chicago, Illinois 60606 (the “Lender”).

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LIMITED CONTINUING UNCONDITIONAL GUARANTY
Limited Continuing Unconditional Guaranty • February 6th, 2006 • Cti Industries Corp • Fabricated rubber products, nec • Illinois

This LIMITED CONTINUING UNCONDITIONAL GUARANTY dated as of February 1, 2006 (the “Guaranty”), is executed by Stephen M. Merrick, individually (the “Guarantor”), whose address is 422 Rosiland Drive, Palatine, Illinois, to and for the benefit of CHARTER ONE BANK, N.A., a national banking association (together with any of its affiliate or subsidiary corporations, or their successors or assigns, being collectively referred to herein as the “Bank”), whose address is 71 South Wacker Drive, Suite 2900, Chicago, Illinois 60606.

SUBORDINATION AGREEMENT
Subordination Agreement • February 6th, 2006 • Cti Industries Corp • Fabricated rubber products, nec • Illinois

This SUBORDINATION AGREEMENT is entered into as of February 1, 2006 (the "Subordination Agreement"), by and among Stephen M. Merrick, an individual (the "Junior Lender"), whose address is 422 Rosiland Drive, Palatine, Illinois, CHARTER ONE BANK, N.A., a national banking association (the "Senior Lender"), whose address is 71 South Wacker Drive, Suite 2900, Chicago, Illinois 60606, and CTI Industries Corporation, an Illinois corporation (the "Borrower"), whose address is 22160 North Pepper Road, Barrington, Illinois 60010.

LOAN AND SECURITY AGREEMENT
Loan Agreement • February 6th, 2006 • Cti Industries Corp • Fabricated rubber products, nec

This LOAN AND SECURITY AGREEMENT dated as of February 1, 2006 (the “Agreement”), is executed by and between CTI Industries Corporation, an Illinois corporation and CTI Helium, Inc., an Illinois corporation (collectively the “Borrower”), which has its chief executive office located at 22160 North Pepper Road, Barrington, Illinois 60010, and Charter One Bank, N.A., a national banking association (the “Bank”), whose address is 71 South Wacker Drive, Suite 2900, Chicago, Illinois 60606.

MORTGAGE NOTE
Mortgage Note • February 6th, 2006 • Cti Industries Corp • Fabricated rubber products, nec

FOR VALUE RECEIVED, CTI Industries Corporation, an Illinois corporation (the “Borrower”), whose address is 22160 North Pepper Road, Barrington, Illinois 60010, promises to pay to the order of CHARTER ONE BANK, N.A., a national banking association (hereinafter, together with any holder hereof, the “Bank”), whose address is 71 South Wacker Drive, Suite 2900, Chicago, Illinois 60606, on or before January 31, 2011 (the “Mortgage Loan Maturity Date”), the principal sum of Two Million Eight Hundred Thousand and 00/100 Dollars ($2,800,000.00), which amount is the principal amount of the Mortgage Loan made by the Bank to the Borrower under and pursuant to that certain Loan and Security Agreement dated as of February 1, 2006, executed by and between the Borrower and the Bank, as amended from time to time (as amended, supplemented or modified from time to time, the “Loan Agreement”), together with interest (computed on the actual number of days elapsed on the basis of a 360 day year) on the prin

TERM NOTE
Term Loan Agreement • February 6th, 2006 • Cti Industries Corp • Fabricated rubber products, nec

FOR VALUE RECEIVED, CTI Industries Corporation, an Illinois corporation (the “Borrower”), whose address is 22160 North Pepper Road, Barrington, Illinois 60010, promises to pay to the order of CHARTER ONE BANK, N.A., a national banking association (hereinafter, together with any holder hereof, the “Bank”), whose address is 71 South Wacker Drive, Suite 2900, Chicago, Illinois 60606, on or before January 31, 2011 (the “Term Loan Maturity Date”), the principal sum of Three Million Five Hundred Thousand and 00/100 Dollars ($3,500,000.00), which amount is the principal amount of the Term Loan made by the Bank to the Borrower under and pursuant to that certain Loan and Security Agreement dated as of February 1, 2006, executed by and between the Borrower and the Bank, as amended from time to time (as amended, supplemented or modified from time to time, the “Loan Agreement”), together with interest (computed on the actual number of days elapsed on the basis of a 360 day year) on the principal a

REVOLVING NOTE
Revolving Note • February 6th, 2006 • Cti Industries Corp • Fabricated rubber products, nec

This Revolving Note evidences the Revolving Loans, Letters of Credit and other indebtedness incurred by the Borrower under and pursuant to the Loan Agreement, to which reference is hereby made for a statement of the terms and conditions under which the Revolving Loan Maturity Date or any payment hereon may be accelerated. The holder of this Revolving Note is entitled to all of the benefits and security provided for in the Loan Agreement. All Revolving Loans shall be repaid by the Borrower on the Revolving Loan Maturity Date, unless payable sooner pursuant to the provisions of the Loan Agreement.

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