LOAN AND SECURITY AGREEMENT by and between THE PRIVATEBANK AND TRUST COMPANY and ISI SECURITY GROUP, INC. Dated as of October 3, 2008Loan and Security Agreement • October 6th, 2008 • Argyle Security, Inc. • Services-detective, guard & armored car services
This LOAN AND SECURITY AGREEMENT dated as of October 3, 2008 (the “Agreement”), is executed by and between ISI SECURITY GROUP, INC., a Delaware corporation, (the “Borrower”), which has its chief executive office located at 12903 Delivery Drive, San Antonio, Texas 78247, and THE PRIVATEBANK AND TRUST COMPANY, an Illinois banking corporation (the “Bank”), whose address is 70 W. Madison, 2nd floor, Chicago, Illinois 60602.
SECURITY AGREEMENTSecurity Agreement • October 6th, 2008 • Argyle Security, Inc. • Services-detective, guard & armored car services
This SECURITY AGREEMENT dated as of October 3, 2008 (the “Security Agreement”), is executed by and between ISI SECURITY GROUP, INC., a Delaware corporation (f/k/a ISI DETENTION CONTRACTING GROUP, INC.) (“Borrower”), DETENTION CONTRACTING GROUP, LTD, a Texas limited partnership, ISI DETENTION CONTRACTING GROUP, INC., a Texas corporation, ISI DETENTION CONTRACTING GROUP, INC., a California corporation, ISI DETENTION CONTRACTING GROUP, INC., a New Mexico corporation, ISI DETENTION SYSTEMS, INC., a Texas corporation, ISI SYSTEMS, LTD., a Texas limited partnership, METROPLEX CONTROL SYSTEMS, INC., a Texas corporation, ISI CONTROLS, LTD., a Texas limited partnership, METROPLEX COMMERCIAL FIRE AND SECURITY ALARMS, INC., a Texas corporation and MCFSA, LTD., a Texas limited partnership, COM-TEC SECURITY, LLC, a Wisconsin limited liability company, and COM-TEC CALIFORNIA LIMITED PARTNERSHIP, a limited partnership (collectively, the “Guarantors”), which have their chief executive located at 12903
SEVERANCE AND NON-COMPETITION AGREEMENTSeverance and Non-Competition Agreement • October 6th, 2008 • Argyle Security, Inc. • Services-detective, guard & armored car services • Texas
FACILITY A LOAN NOTELoan Agreement • October 6th, 2008 • Argyle Security, Inc. • Services-detective, guard & armored car services
This Facility A Loan Note evidences the Facility A Loan, 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 Facility A Scheduled Maturity Date or any payment hereon may be accelerated. The holder of this Facility A Loan Note is entitled to all of the benefits and security provided for in the Loan Agreement. The Facility A Loan shall be repaid by the Borrower on the Facility A Scheduled Maturity Date, unless payable sooner pursuant to the provisions of the Loan Agreement.
FACILITY B LOAN NOTELoan Agreement • October 6th, 2008 • Argyle Security, Inc. • Services-detective, guard & armored car services
This Facility B Loan Note evidences the Facility B Loan, 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 Facility B Loan Scheduled Maturity Date or any payment hereon may be accelerated. The holder of this Facility B Loan Note is entitled to all of the benefits and security provided for in the Loan Agreement. The Facility B Loan shall be repaid by the Borrower on the Facility B Loan Scheduled Maturity Date, unless payable sooner pursuant to the provisions of the Loan Agreement.
LOAN AGREEMENTLoan Agreement • October 6th, 2008 • Argyle Security, Inc. • Services-detective, guard & armored car services • Texas
This LOAN AGREEMENT is entered into this 30th day of September 2008, by and between Argyle Security, Inc. a Delaware corporation (hereinafter "Lender"), and ISI Security Group, Inc. a Delaware corporation (hereinafter "Borrower").
FACILITY C LOAN NOTELoan Note • October 6th, 2008 • Argyle Security, Inc. • Services-detective, guard & armored car services
FOR VALUE RECEIVED, ISI SECURITY GROUP, INC., a Delaware corporation, (the “Borrower”), whose address is 12903 Delivery Drive, San Antonio, Texas 78247, promises to pay to the order of THE PRIVATEBANK AND TRUST COMPANY, an Illinois banking corporation (hereinafter, together with any holder hereof, the “Bank”), whose address is 70 W. Madison, 2nd floor, Chicago, Illinois 60602, on or before October 3, 2011 (the “Facility C Scheduled Maturity Date”), the principal sum of ten million and 00/100 dollars ($10,000,000.00), which amount is the principal amount of the Facility C Loan made by the Bank to the Borrower under and pursuant to that certain Loan and Security Agreement dated as of the date hereof, 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 amount of the
ContractSubordination Agreement • October 6th, 2008 • Argyle Security, Inc. • Services-detective, guard & armored car services • Texas
THE OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AGREEMENT (THE “SUBORDINATION AGREEMENT”) DATED AS OF SEPTEMBER 30, 2008, BY AND BETWEEN ARGYLE SECURITY, INC., AND LASALLE BANK NATIONAL ASSOCIATION, A NATIONAL BANKING ASSOCIATION (“SENIOR LENDER”) TO THE OBLIGATIONS (INCLUDING INTEREST) OWED BY ISI SECURITY GROUP, INC. (THE “OBLIGOR”) TO THE HOLDERS OF ALL OF THE NOTES ISSUED PURSUANT TO THAT CERTAIN AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT DATED AS OF JANUARY 23, 2008, BETWEEN OBLIGOR AND SENIOR LENDER, AS SUCH AGREEMENT MAY BE SUPPLEMENTED, MODIFIED, RESTATED OR AMENDED FROM TIME TO TIME; AND EACH HOLDER HEREOF, BY ITS ACCEPTANCE HEREOF, SHALL BE BOUND BY THE PROVISIONS OF THE SUBORDINATION AGREEMENT.
PLEDGE AGREEMENTPledge Agreement • October 6th, 2008 • Argyle Security, Inc. • Services-detective, guard & armored car services
This PLEDGE AGREEMENT dated as of October 3, 2008 (the “Pledge Agreement”) is executed by ISI SECURITY GROUP, INC., a Delaware corporation, DETENTION CONTRACTING GROUP, LTD., a Texas limited partnership, ISI DETENTION CONTRACTING GROUP, INC., a Texas corporation, ISI DETENTION CONTRACTING GROUP, INC., a California corporation, ISI DETENTION CONTRACTING GROUP, INC., a New Mexico corporation, ISI DETENTION SYSTEMS, INC., a Texas corporation, ISI SYSTEMS, LTD., a Texas limited partnership, METROPLEX CONTROL SYSTEMS, INC., a Texas corporation, ISI CONTROLS, LTD. , a Texas limited partnership, METROPLEX COMMERCIAL FIRE AND SECURITY ALARMS, INC., a Texas corporation and MCFSA, LTD., a Texas limited partnership COM-TEC SECURITY, LLC, a Wisconsin limited liability company, and COM-TEC CALIFORNIA LIMITED PARTNERSHIP, a Wisconsin limited partnership (collectively, the “Pledgor”), which have their chief executive located at 12903 Delivery Drive, San Antonio, Texas 78247, and THE PRIVATEBANK AND T
SUBORDINATION AGREEMENT (Argyle)Subordination Agreement • October 6th, 2008 • Argyle Security, Inc. • Services-detective, guard & armored car services • Illinois
This SUBORDINATION AGREEMENT (this “Agreement”) is entered into as of September 30, 2008, among ARGYLE SECURITY, INC., a Delaware corporation (“Parent”), and LASALLE BANK NATIONAL ASSOCIATION, a national banking association (“Senior Lender”).
