REVOLVING CREDIT NOTE
$8,000,000 New York, New York
August 27, 1997
FOR VALUE RECEIVED, BUSINESS LOAN CENTER, INC., a Delaware
corporation and BLC FINANCIAL SERVICES, INC. a Delaware corporation (jointly and
severally the "Borrowers"), hereby jointly and severally promise to pay to the
order of STERLING NATIONAL BANK (the "Bank"), at its office located at 000 Xxxx
Xxxxxx, 0xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, on the Maturity Date the lesser of
(i) the principal sum of Eight Million Dollars ($8,000,000) and (ii) the
aggregate unpaid principal amount of all Advances (as defined in the Agreement)
to the Borrowers from the Bank pursuant to Section 2.01 of the Amended and
Restated Revolving Credit Agreement dated as of August 27, 1997 as amended,
between the Borrowers and the Bank (the "Agreement"), in lawful money of the
United States of America in immediately available funds on June 30, 1998,
subject to acceleration as set forth in the Agreement and subject to extension
as set forth in the Agreement.
This Revolving Credit Note is one of the Revolving Credit Notes
referred to in the Agreement. All capitalized terms used herein and not defined
herein which are defined in the Agreement, shall have the same meaning in this
Note as in the Agreement.
The Borrowers shall pay interest on the outstanding principal
balance of this Note on a monthly basis, on the first day of each month (on the
basis of a year of 360 days consisting of twelve (12) thirty (30) day months) at
an annual rate equal to the sum of the Base Rate, as in effect from time to
time, plus 1.25%.
"Base Rate" shall mean the rate of interest publicly announced by
the Bank at its principal office from time to time as its prime rate, which rate
need not be the best rate available; any change in the Base Rate shall be
effective as of the opening of business on the date each such change is
announced. The Borrowers promise to pay interest, payable on demand, on any
overdue principal and, to the extent permitted by applicable law, overdue
interest, from the respective due dates of such amounts at a rate or rates
determined as set forth in the Agreement.
The Bank may charge any amount due under this Note to the Borrowers'
account with the Bank. Such amount shall be deemed paid out of the first
collections (other than the amounts then payable by the Bank to the SBA's
collection agent for ultimate payment to a party other than the Bank pursuant to
the Loan Documentation) in the account subsequent to the date of the charge. If
the Bank's Base Rate shall be increased, the compensation to be paid by the
Borrowers to the Bank shall be increased by 1/4 of 1% per annum for each 1/4 of
1% per annum of increase in said Base Rate. If the Bank's Base Rate shall be
decreased, the compensation to be paid to the Bank shall be reduced by 1/4 of 1%
per annum for each 1/4 of 1% per annum reduction in the said Base Rate.
The Borrowers hereby waive diligence, presentment, demand, protest
and notice of any kind whatsoever. The nonexercise by the holder hereof of any
of its rights hereunder in any particular instance shall not constitute a waiver
thereof in that or any subsequent instance.
All borrowings evidenced by this Revolving Credit Note and all
payments and prepayments of the principal hereof and interest hereon and the
respective dates thereof shall be recorded by the holder hereof on the schedule
attached hereto and made a part hereof, or on a continuation thereof which shall
be attached hereto and made a part hereof; provided, however, that the failure
by the holder to make such insertion shall not affect the joint and several
obligations of the Borrowers hereunder.
Reference is made to the Agreement, which, among other things,
contains provisions for the acceleration of the maturity hereof upon the
happening of certain events and for optional and mandatory prepayment of the
principal hereof prior to the maturity hereof, all upon the terms and conditions
therein specified. This Revolving Credit Note is secured by the Collateral
referred to in the Agreement and in the Security Agreement. This Revolving
Credit Note shall be construed in accordance with and governed by the laws of
the State of New York and applicable federal law.
BUSINESS LOAN CENTER, INC.
By: /s/ Xxxxxx Xxxxxxxxxxxx
------------------------------
Xxxxxx Xxxxxxxxxxxx, President
BLC FINANCIAL SERVICES, INC.
By: /s/ Xxxxxx Xxxxxxxxxxxx
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Xxxxxx Xxxxxxxxxxxx, President
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Schedule of Advances/Repayments
Initials of Guaranteed Amount of
Entering Portion of Principal Outstanding
Date Officer Advance* Repayment Balance
---- ----------- ---------- --------- -----------
* including accrued but unpaid outstanding interest under the Revolving Credit
Loan
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