0001157523-11-000080 Sample Contracts

SECURITY AGREEMENT among VALPEY-FISHER CORPORATION as Borrower THE GUARANTORS PARTY HERETO and MIDDLESEX SAVINGS BANK as Secured Party Dated as of December 30, 2010
Security Agreement • January 5th, 2011 • Valpey Fisher Corp • Measuring & controlling devices, nec

Schedule 3.2 Names; Incorporation; Chief Executive Offices, etc. Schedule 3.3 Filing Actions Schedule 3.5 Pledged Securities Schedule 3.6 Deposit Accounts Schedule 3.7(a) Securities Accounts and Commodities Accounts Schedule 3.8 Instruments and Tangible Chattel Paper Schedule 3.9 Electronic Chattel Paper Schedule 3.11 Commercial Tort Claims Schedule 3.12 Intellectual Property Schedule 3.15 Third-Party Agreements Schedule 5.3 After-Acquired Intellectual Property

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REVOLVING EQUIPMENT NOTE
Revolving Equipment Note • January 5th, 2011 • Valpey Fisher Corp • Measuring & controlling devices, nec

FOR VALUE RECEIVED, the undersigned VALPEY-FISHER CORPORATION, a corporation duly organized, validly existing and in good standing under the laws of the State of Maryland, with a principal place of business located at 75 South Street, Hopkinton, MA 01748, and a mailing address in Massachusetts at 75 South Street, Hopkinton, MA 01748 (hereinafter called the "Borrower"), promises to pay to MIDDLESEX SAVINGS BANK, a Massachusetts banking corporation, at its principal office at 6 Main Street, Natick, Massachusetts 01760 (hereinafter called the "Lender"), OR ORDER, ON DEMAND, the principal sum of ONE MILLION ($1,000,000) DOLLARS (or such lesser amount as may have been advanced to Borrower from time to time hereunder) (each, an "Advance") with interest on the unpaid balance hereof from the date hereof until paid, at the rate and in the manner hereinafter provided, in lawful money of the United States of America.

LOAN AGREEMENT dated as of December 30, 2010, among VALPEY-FISHER CORPORATION, as Borrower The Guarantors from time to time party hereto and MIDDLESEX SAVINGS BANK, as Lender
Loan Agreement • January 5th, 2011 • Valpey Fisher Corp • Measuring & controlling devices, nec • Massachusetts

Schedule 6.06 Litigation Schedule 6.07 Environmental Matters Schedule 6.15 Subsidiaries Schedule 6.17 Real Property Schedule 6.18 Existing Indebtedness Schedule 6.19 Existing Liens Schedule 8.11 Restrictive Agreements

REVOLVING NOTE
Revolving Note • January 5th, 2011 • Valpey Fisher Corp • Measuring & controlling devices, nec

FOR VALUE RECEIVED, the undersigned VALPEY-FISHER CORPORATION, a corporation duly organized, validly existing and in good standing under the laws of the State of Maryland, with a principal place of business located at 75 South Street, Hopkinton, MA 01748, and a mailing address in Massachusetts at 75 South Street, Hopkinton, MA 01748 (hereinafter called the "Borrower"), promises to pay to MIDDLESEX SAVINGS BANK, a Massachusetts banking corporation, at its principal office at 6 Main Street, Natick, Massachusetts 01760 (hereinafter called the "Lender"), OR ORDER, ON DEMAND, the principal sum of ONE MILLION ($1,000,000) DOLLARS (or such lesser amount as may have been advanced to Borrower from time to time hereunder) (each, an "Advance") with interest on the unpaid balance hereof from the date hereof until paid, at the rate and in the manner hereinafter provided, in lawful money of the United States of America.

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