Other Cause. PECO II, INC. By /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ ----------------------------------------------- Its President and Chief Executive Officer ----------------------------------------------- By /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ ----------------------------------------------- Its Vice President of Finance and Treasurer ----------------------------------------------- THE HUNTINGTON NATIONAL BANK By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ ----------------------------------------------- Its Vice President ----------------------------------------------- EXHIBIT A-1 THE HUNTINGTON NATIONAL BANK Amended and Restated Revolving Note ======================================================================================= City Office Division Branch [X] Secured ------------------------- ---- ---------------- Account No. Note No. [ ] Unsecured ------------------------- -------------------------- Account Name PECO II, Inc. -------------------------------------------------------------------------- [X] Corporation [ ] Partnership [ ] Individual/Proprietorship [ ] Other ------------------------------------------------------------------------------ ======================================================================================= $10,000,000.00 Galion, Ohio October 22, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of THE HUNTINGTON NATIONAL BANK (hereinafter called the "Bank," which term shall include any holder hereof) at such place as the Bank may designate or, in the absence of such designation, at any of the Bank's offices, the sum of Ten Million Dollars ($10,000,000.00) or so much thereof as shall have been advanced by the Bank at any time and not thereafter repaid (hereinafter referred to as "Principal Sum") together with interest as hereinafter provided and payable at the time and in the manner hereinafter provided. The proceeds of the loan evidenced hereby may be advanced, repaid and readvanced in partial amounts during the term of this revolving note (this "Note") and prior to maturity. Each such advance shall be made to the undersigned upon receipt by the Bank of the undersigned's application therefor and disbursement instructions, which shall be in such form as the Bank shall from time to time prescribe. The Bank shall be entitled to rely on any oral or telephonic communication requesting an advance and/or providing disbursement instructions hereunder, which shall be received by it in good faith from anyone reasonably believed by the Bank to be the undersigned, or the undersigned's authorized agent. The undersigned agrees that all advances made by the Bank will be evidenced by entries made by the Bank into its electronic data processing system and/or internal memoranda maintained by the Bank. The undersigned further agrees that the sum or sums shown on the most recent printout from the Bank's electronic data processing system and/or on such memoranda shall be rebuttably presumptive evidence of the amount of the Principal Sum and of the amount of any accrued interest.
Appears in 1 contract
Other Cause. PECO II, INC. By /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ ----------------------------------------------- Its President and Chief Executive Officer ----------------------------------------------- By /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ ----------------------------------------------- Its Vice President of Finance and Treasurer ----------------------------------------------- By: -------------------------------------- Its: ------------------------------------- By: -------------------------------------- Its: ------------------------------------- COLUMBUS/750681 v.03 EXHIBIT A-2 THE HUNTINGTON NATIONAL BANK By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ ----------------------------------------------- Its Vice President ----------------------------------------------- EXHIBIT A-1 THE HUNTINGTON NATIONAL BANK Amended and Restated Revolving Note ========COMMERCIAL LOAN NOTE Business Purpose =============================================================================== City Office _____________ Division ______________ Branch __________ [X] Secured ------------------------- ---- ---------------- Account No. ____________________ Note No. _______________________ [ ] Unsecured ------------------------- -------------------------- Account Name PECO II, Inc. -------------------------------------------------------------------------- ------------------------------------------------------------------ [Xx] Corporation [ ] Partnership [ ] Individual/Proprietorship [ ] Other ------------------------------------------------------------------------------ ========Other____________________________________________________________________ =============================================================================== $10,000,000.00 1,215,000.00 Galion, Ohio October 22May 15, 1999 1998 FOR VALUE RECEIVED, the undersigned promises to pay to the order of THE HUNTINGTON NATIONAL BANK (hereinafter called the "Bank," which term shall include any holder hereof) ), at such place as the Bank may designate or, in the absence of such designation, at any of the Bank's offices, the sum of Ten One Million Two Hundred Fifteen Thousand Dollars ($10,000,000.001,215,000.00) or so much thereof as shall have been advanced by the Bank at any time and not thereafter repaid (hereinafter referred to as called the "Principal Sum") ), together with interest as hereinafter provided provided. The undersigned promises to pay the Principal Sum and payable the interest thereon at the time and in the manner hereinafter provided. The proceeds of the loan evidenced hereby may be advanced, repaid and readvanced provided in partial amounts during the term of this revolving note (this "Note") ). This Note is executed and prior the advances contemplated hereunder are to maturity. Each such advance shall be made pursuant to an Amended and Restated Loan and Security Agreement by and between the undersigned upon receipt by and the Bank of the undersigned's application therefor and disbursement instructionsdated May 15, which shall be in such form 1998 (as the Bank shall amended, restated, modified or otherwise supplemented from time to time prescribetime, herein the "Loan Agreement"), to which reference is hereby made for a more complete statement of the terms and conditions contained therein. The Bank shall be entitled Terms defined in the Loan Agreement and not otherwise defined herein are used herein with the meanings ascribed to rely on any oral or telephonic communication requesting an advance and/or providing disbursement instructions hereundersuch terms in the Loan Agreement. Prior to maturity, which shall be received by it in good faith from anyone reasonably believed by the Bank to be the undersigned, or the undersigned's authorized agent. The undersigned agrees that all advances made by the Bank interest will be evidenced by entries made by the Bank into its electronic data processing system and/or internal memoranda maintained by the Bank. The undersigned further agrees that the sum or sums shown accrue on the most recent printout from the Bank's electronic data processing system and/or on such memoranda shall be rebuttably presumptive evidence of the amount unpaid balance of the Principal Sum and at a variable rate of interest per annum, as selected by the amount of any accrued interest.undersigned in accordance with this Note (hereinafter called the "Contract Rate"), which shall change in the manner set forth below, equal to:
Appears in 1 contract
Other Cause. PECO II, INC. By /s/ LEXINGTON PRECISION CORPORATION ("Borrower") By: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ ----------------------------------------------- Its President and Chief Executive Officer ----------------------------------------------- By /s/ ----------------------------- Its: Chairman of the Board ----------------------------- LEXINGTON RUBBER GROUP, INC. ("Borrower") By: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ ----------------------------- Its: Chairman of the Board ----------------------------- EXHIBIT 2 EXHIBIT E PROMISSORY NOTE (Vienna Term Loan) $898,200.24 New York, New York April 1, 2002 FOR VALUE RECEIVED, LEXINGTON PRECISION CORPORATION, a corporation organized under the laws of the State of Delaware ("LPC") and LEXINGTON RUBBER GROUP, INC. (FKA LEXINGTON COMPONENTS, INC.), a corporation organized and existing under the laws of the State of Delaware ("LRG") (hereinafter LPC and LRG are referred to each as Borrower singularly and referred to jointly and severally as the "Borrowers," which term shall mean each of the companies individually and both of them collectively), jointly and severally promise to pay to the order of BANK ONE, NA (fka Bank One, Akron, NA) (hereinafter referred to as the "Bank"), the principal amount of EIGHT HUNDRED NINETY-EIGHT THOUSAND TWO HUNDRED AND 24/100 DOLLARS ($898,200.24), pursuant to the repayment terms and dates set forth in Section 2(C)(2)(b) of the Agreement (as defined below), or sooner as hereinafter provided, with interest on the unpaid balance of said principal amount from the date hereof at a rate per annum equal to the Base Rate (as defined in the Agreement) plus three-fourths of one percent (3/4%). If any installment of principal, interest or other amounts due and payable hereunder are not paid when due, or within any applicable grace periods set forth in the Agreement, the Borrowers shall pay interest thereon at the rate of three percent (3.0%) per annum in excess of the Base Rate (as defined in the Agreement) as the same may from time to time be established but not to exceed the maximum rate allowed by law. Bank shall have the right to assess a late payment processing fee in the amount of the greater of FIFTY AND NO/100 DOLLARS ($50.00) or five percent (5%) of the scheduled payment in the event of a default in payment that remains uncured for a period of at least ten (10) days. The Borrowers agree to pay the principal amount of this Note pursuant to the repayment terms and dates set forth in Section 2(B)(2)(b) of the Agreement. Monthly payments hereunder shall be applied first to interest due and the balance to reduction of the principal amount outstanding. Payments of both principal of and interest on this Note shall be made in lawful money of the United States of America, at ▇▇ ----------------------------------------------- Its Vice President of Finance and Treasurer ----------------------------------------------- THE HUNTINGTON NATIONAL BANK By /s/ ▇▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇, ▇▇▇▇ ----------------------------------------------- Its Vice President ----------------------------------------------- EXHIBIT A-1 THE HUNTINGTON NATIONAL BANK Amended and Restated Revolving Note ======================================================================================= City Office Division Branch [X] Secured ------------------------- ---- ---------------- Account No. Note No. [ ] Unsecured ------------------------- -------------------------- Account Name PECO II▇▇▇▇▇-▇▇▇▇, Inc. -------------------------------------------------------------------------- [X] Corporation [ ] Partnership [ ] Individual/Proprietorship [ ] Other ------------------------------------------------------------------------------ ======================================================================================= $10,000,000.00 Galion, Ohio October 22, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of THE HUNTINGTON NATIONAL BANK (hereinafter called the "Bank," which term shall include any holder hereof) or at such other place as the Bank may designate oror any subsequent holder hereof shall have designated to the Borrowers in writing. Interest payable on this Note shall be computed on a three hundred sixty (360) day per year basis counting the actual number of days elapsed. If any payment under this Note becomes due and payable on a day which is not a Business Day (as defined in this Agreement), in payment thereof shall be made on the absence immediately succeeding Business Day. This Note is issued pursuant to and is entitled to the benefits of such designationa Credit Facility and Security Agreement dated January 31, at any 1997, by and among the Borrowers and the Bank (as amended, the "Agreement"), to which Agreement reference is hereby made for a statement of the Bank's offices, the sum rights and obligations of Ten Million Dollars ($10,000,000.00) or so much thereof as shall have been advanced by the Bank and the duties and obligations of the Borrowers in relation thereto; but neither this reference to said Agreement nor any provisions thereof shall affect or impair the absolute and unconditional obligation of the Borrowers to pay the principal of or interest on this Note when due. The Borrowers may prepay all or any portion of this Note at any time and not thereafter repaid in any amount without penalty or premium, provided that all prepayments shall be applied to installments of principal in the inverse order of their maturities. If an Event of Default (hereinafter referred to as "Principal Sum") together with interest as hereinafter provided defined in the Agreement), shall occur and shall be continuing, the principal of this Note may be declared immediately due and payable at the time option of the Bank. In the event that the Borrowers fail to pay any regularly scheduled principal or interest payment on this Note when due (other than as a result of acceleration thereof based on a default or event of default other than the failure to make any such regularly scheduled payments of principal or interest on the Note when due) which failure is not cured within the ten (10) day cure period provided in Section 6A of the Agreement (a "Payment Default"), or if an Event of Default occurs and is continuing, which arises from fraudulent act(s) or practice(s) of either Borrower which Event of Default is not cured within three (3) Business Days after the Borrowers' receipt of written notice thereof from the Bank (a "Fraud Default"), the Borrowers hereby authorize any attorney-at-law to appear in any court of record in the manner hereinafter providedState of Ohio, or in any other state or territory of the United States, at any time or times after the above sum becomes due, and waive the issuance and service of process and confess judgment against it, in favor of any holder of this Note, for the amount then appearing due, together with the costs of suit, and thereupon to release all errors and waive all rights of appeal and stay of execution. The proceeds foregoing warrant of attorney shall survive any judgment, it being understood that should any judgment be vacated for any reason, the foregoing warrant of attorney nevertheless may thereafter be used for obtaining an additional judgment or judgments. To the extent that the provisions of the loan evidenced hereby may be advanced, repaid and readvanced in partial amounts during cognovit warning set forth above the term Borrowers' signature specifically contradict the provisions of this revolving note (paragraph regarding the requirement of a Payment Default or a Fraud Default to take a cognovit judgment, the provisions of this "Note") and prior paragraph control. No delay on the part of any holder hereof in exercising any power or rights hereunder shall operate as a waiver of any power or rights. Any demand or notice hereunder to maturity. Each such advance the Company shall be deemed duly given or made to the undersigned upon receipt when sent, if given by the Bank of the undersigned's application therefor and disbursement instructionstelecopier, which shall be in such form as the Bank shall from time to time prescribe. The Bank shall be entitled to rely on any oral when delivered, if given by personal delivery or telephonic communication requesting an advance and/or providing disbursement instructions hereunder, which shall be received by it in good faith from anyone reasonably believed by the Bank to be the undersignedovernight commercial carrier, or the undersigned's authorized agent. The undersigned agrees that all advances made fifth calendar day after deposit in the United States mail, certified mail, return receipt requested, addressed to the address (or telecopier number) set forth in Rider A of the Agreement or such other address or telecopier number as may be hereafter designated in writing by the Bank will be evidenced by entries made by the Bank into its electronic data processing system and/or internal memoranda maintained by Borrowers to the Bank. The undersigned further agrees that the sum or sums shown on the most recent printout from the Bank's electronic data processing system and/or on such memoranda shall be rebuttably presumptive evidence of the amount of the Principal Sum and of the amount of any accrued interestThis note is executed at New York, New York County, New York.
Appears in 1 contract
Sources: Sixth Amendment Agreement (Lexington Precision Corp)
Other Cause. PECO IISymix Systems, INC. By /s/ Inc. By: ------------------------------------------- ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ ----------------------------------------------- Its President and Chief Executive Officer ----------------------------------------------- By /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Its Vice President, Chief Financial Officer and Secretary Date: ----------------------------------------- Symix Computer Systems, Inc. By: ------------------------------------------- ▇▇▇▇ ----------------------------------------------- Its Vice President of Finance and Treasurer ----------------------------------------------- THE HUNTINGTON NATIONAL BANK By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ ----------------------------------------------- , Its Vice President ----------------------------------------------- President, Chief Financial Officer and Secretary Date: ----------------------------------------- EXHIBIT A-1 THE HUNTINGTON NATIONAL BANK Amended and Restated Revolving Note ======================================================================================= City Office Division Branch [X] Secured ------------------------- ---- ---------------- Account No. Note No. [ ] Unsecured ------------------------- -------------------------- Account Name PECO II, Inc. -------------------------------------------------------------------------- [X] Corporation [ ] Partnership [ ] Individual/Proprietorship [ ] Other ------------------------------------------------------------------------------ ======================================================================================= "B" TERM NOTE $10,000,000.00 Galion________________ Columbus, Ohio October 22__________, 1999 199__ FOR VALUE RECEIVED, the undersigned promises to pay to the order of THE HUNTINGTON NATIONAL BANK ONE, COLUMBUS, NA (hereinafter called the "Bank," which term shall include any holder hereofBank One") at such place as the Bank may designate or, in the absence of such designation, at any of the Bank's offices, the sum of Ten Million _______________________ Dollars ($10,000,000.00) or so much thereof as shall have been advanced by the Bank at any time and not thereafter repaid (hereinafter referred to as "Principal Sum") together _______________), with interest as hereinafter provided and payable at (computed on the time and in the manner hereinafter provided. The proceeds basis of the loan evidenced hereby may be advanced, repaid and readvanced in partial amounts during actual number of days elapsed divided by a year of 360 days) before maturity on the term of this revolving note (this "Note") and prior to maturity. Each such advance shall be made to the undersigned upon receipt by the Bank of the undersigned's application therefor and disbursement instructions, which shall be in such form as the Bank shall balance from time to time prescriberemaining unpaid at a rate as provided in the Loan Agreement dated as of May ____, 1996 between the undersigned and Bank One (the "Loan Agreement"). Interest shall be payable on _____________, 199__ and quarterly intervals thereafter. Both principal and interest are payable in lawful money of the United States at the Main Office, Corporate Banking Division, Bank One, Columbus, N.A., ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇- 0170. The Bank principal hereof shall be entitled to rely on any oral or telephonic communication requesting an advance and/or providing disbursement instructions hereunderpayable in consecutive quarterly installments of ______________ Dollars ($______________) each, the first of which shall be received by it in good faith from anyone reasonably believed by due on June 30, 1998, and continuing on the Bank same day of each succeeding calendar quarter thereafter until April 30, 2003, at which time any remaining balance of principal, together with all interest accrued thereon, shall be due and payable. The undersigned hereby authorize(s) any Attorney-at-Law to be appear for the undersigned, in an action on this promissory note, at any time after the same becomes due, as herein provided, in any court of record in or of the undersigned's authorized agentState of Ohio, or elsewhere, to waive the issuing and service of process against the undersigned and to confess judgment in favor of the legal holder of this promissory note against the undersigned for the amount that may be due, with interest at the rate herein mentioned and costs of suit, and to waive and release all errors in said proceedings and judgment, and all petitions in error, and right of appeal from the judgment rendered. This promissory note evidences a borrowing under and is entitled to the benefits of the Loan Agreement. The undersigned agrees that all advances made by principal may become due or may be declared forthwith due and payable in the Bank will be evidenced by entries made by manner and upon the Bank into its electronic data processing system and/or internal memoranda maintained by terms and conditions and with the Bankeffect provided in the Loan Agreement. The undersigned further agrees that the sum or sums shown on the most recent printout from the Bank's electronic data processing system and/or on such memoranda shall be rebuttably presumptive evidence of the amount of the Principal Sum and of the amount of any accrued interest.THE UNDERSIGNED, TO THE EXTENT PERMITTED BY LAW, WAIVES ANY RIGHT TO HAVE A JURY PARTICIPATE IN RESOLVING ANY DISPUTE, WHETHER SOUNDING IN CONTRACT, TORT, OR OTHERWISE, BETWEEN BANK ONE AND THE UNDERSIGNED ARISING OUT OF, IN CONNECTION WITH, RELATED TO, OR INCIDENTAL TO THE RELATIONSHIP ESTABLISHED BETWEEN THE UNDERSIGNED AND BANK ONE IN CONNECTION WITH THIS PROMISSORY NOTE, THE LOAN AGREEMENT, OR ANY OTHER AGREEMENT OR DOCUMENT EXECUTED OR DELIVERED IN CONNECTION HEREWITH OR THE TRANSACTIONS RELATED HERETO. THIS WAIVER SHALL NOT IN ANY WAY AFFECT, WAIVE, LIMIT, AMEND OR MODIFY BANK ONE'S ABILITY TO PURSUE REMEDIES PURSUANT TO ANY CONFESSION OF JUDGMENT OR COGNOVIT PROVISION CONTAINED IN THIS PROMISSORY NOTE OR ANY OTHER DOCUMENT RELATED HERETO. -------------------------------------------------------------------------------
Appears in 1 contract
Sources: Loan Agreement (Symix Systems Inc)
Other Cause. PECO IISymix Systems, INC. By /s/ Inc. By: --------------------------------------- ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ ----------------------------------------------- Its President and Chief Executive Officer ----------------------------------------------- By /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Its Vice President, Chief Financial Officer and Secretary Date: ----------------------------------- Symix Computer Systems, Inc. By: --------------------------------------- ▇▇▇▇ ----------------------------------------------- Its Vice President of Finance and Treasurer ----------------------------------------------- THE HUNTINGTON NATIONAL BANK By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ ----------------------------------------------- , Its Vice President ----------------------------------------------- EXHIBIT A-1 THE HUNTINGTON NATIONAL BANK Amended President, Chief Financial Officer and Restated Revolving Note ======================================================================================= City Office Division Branch [X] Secured ------------------------- ---- ---------------- Account No. Note No. [ ] Unsecured ------------------------- -------------------------- Account Name PECO II, Inc. -------------------------------------------------------------------------- [X] Corporation [ ] Partnership [ ] Individual/Proprietorship [ ] Other ------------------------------------------------------------------------------ ======================================================================================= Secretary Date: ------------------------------------- Exhibit "B-2" AMENDED AND RESTATED TERM NOTE $10,000,000.00 Galion___________ Columbus, Ohio October 22_________, 1999 199_ FOR VALUE RECEIVED, the undersigned promises to pay to the order of THE HUNTINGTON NATIONAL BANK Bank One, NA (hereinafter called the "Bank," which term shall include any holder hereofBank One") at such place as the Bank may designate or, in the absence of such designation, at any of the Bank's offices, the sum of Ten Million _________________________________ Dollars ($10,000,000.00) or so much thereof as shall have been advanced by the Bank at any time and not thereafter repaid (hereinafter referred to as "Principal Sum") together ______________), with interest as hereinafter provided and payable at (computed on the time and in the manner hereinafter provided. The proceeds basis of the loan evidenced hereby may be advanced, repaid and readvanced in partial amounts during actual number of days elapsed divided by a year of 360 days) before maturity on the term of this revolving note (this "Note") and prior to maturity. Each such advance shall be made to the undersigned upon receipt by the Bank of the undersigned's application therefor and disbursement instructions, which shall be in such form as the Bank shall balance from time to time prescriberemaining unpaid at a rate as provided in the Loan Agreement dated as of May 20, 1996 between the undersigned and Bank One, as amended from time to time (the "Loan Agreement"). Interest shall be payable on _________________, 199__ and quarterly intervals thereafter. Both principal and interest are payable in lawful money of the United States at the Main Office, Corporate Banking Division, Bank One, NA, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇-▇▇▇▇. The Bank principal hereof shall be entitled to rely on any oral or telephonic communication requesting an advance and/or providing disbursement instructions hereunderpayable in consecutive quarterly installments of _________________ Dollars ($_____________) each, the first of which shall be received by it in good faith from anyone reasonably believed by due on December 31, 1999, and continuing on the Bank same day of each succeeding calendar quarter thereafter until October 31, 2004, at which time any remaining balance of principal, together with all interest accrued thereon, shall be due and payable. The undersigned hereby authorize(s) any Attorney-at-Law to be appear for the undersigned, in an action on this promissory note, at any time after the same becomes due, as herein provided, in any court of record in or of the undersigned's authorized agentState of Ohio, or elsewhere, to waive the issuing and service of process against the undersigned and to confess judgment in favor of the legal holder of this promissory note against the undersigned for the amount that may be due, with interest at the rate herein mentioned and costs of suit, and to waive and release all errors in said proceedings and judgment, and all petitions in error, and right of appeal from the judgment rendered. This promissory note evidences a borrowing under and is entitled to the benefits of the Loan Agreement. The undersigned agrees that all advances made by principal may become due or may be declared forthwith due and payable in the Bank will be evidenced by entries made by manner and upon the Bank into its electronic data processing system and/or internal memoranda maintained by terms and conditions and with the Bankeffect provided in the Loan Agreement. The undersigned further agrees that the sum or sums shown on the most recent printout from the Bank's electronic data processing system and/or on such memoranda shall be rebuttably presumptive evidence of the amount of the Principal Sum and of the amount of any accrued interest.THE UNDERSIGNED, TO THE EXTENT PERMITTED BY LAW, WAIVES ANY RIGHT TO HAVE A JURY PARTICIPATE IN RESOLVING ANY DISPUTE, WHETHER SOUNDING IN CONTRACT, TORT, OR OTHERWISE, BETWEEN BANK ONE AND THE UNDERSIGNED ARISING OUT OF, IN CONNECTION WITH, RELATED TO, OR INCIDENTAL TO THE RELATIONSHIP ESTABLISHED BETWEEN THE UNDERSIGNED AND BANK ONE IN CONNECTION WITH THIS PROMISSORY NOTE, THE LOAN AGREEMENT, OR ANY OTHER AGREEMENT OR DOCUMENT EXECUTED OR DELIVERED IN CONNECTION HEREWITH OR THE TRANSACTIONS RELATED HERETO. THIS WAIVER SHALL NOT IN ANY WAY AFFECT, WAIVE, LIMIT, AMEND OR MODIFY BANK ONE'S ABILITY TO PURSUE REMEDIES PURSUANT TO ANY CONFESSION OF JUDGMENT OR COGNOVIT PROVISION CONTAINED IN THIS PROMISSORY NOTE OR ANY OTHER DOCUMENT RELATED HERETO. --------------------------------------------------------------------------------
Appears in 1 contract
Sources: Loan Agreement (Symix Systems Inc)
Other Cause. Borrower: PECO II, INC. By /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ ----------------------------------------------- Its President and Chief Executive Officer ----------------------------------------------- By /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ ----------------------------------------------- Its Vice President of Finance and Treasurer ----------------------------------------------- Inc. By: -------------------------------------- Its: ------------------------------------- EXHIBIT A-3 THE HUNTINGTON NATIONAL BANK By /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ ----------------------------------------------- Its Vice President ----------------------------------------------- EXHIBIT A-1 THE HUNTINGTON NATIONAL BANK Amended and Restated Revolving Note ======CAPEX NOTE Business Purpose ================================================================================= City Office Division Branch [X] Secured ------------------------- ---- ---------------- ------------ ------------ ------------ Account No. Note No. [ ] Unsecured ------------------------- -------------------------- ---------------------- ---------------------- Account Name PECO II, Inc. -------------------------------------------------------------------------- -------------------------------------------------------------------- [X] Corporation [ ] Partnership [ ] Individual/Proprietorship [ ] Other ------------------------------------------------------------------------------ ======----------------------------------------------------------------------- ================================================================================= $10,000,000.00 5,000,000.00 Galion, Ohio October 22, 1999 FOR VALUE RECEIVED, the undersigned promises to pay to the order of THE HUNTINGTON NATIONAL BANK (hereinafter called the "Bank," which term shall include any holder hereof) ), at such place as the Bank may designate or, in the absence of such designation, at any of the Bank's offices, the sum of Ten Five Million Dollars ($10,000,000.005,000,000.00) or so much thereof as shall have been advanced by the Bank at any time and not thereafter repaid (hereinafter referred to as the "Principal Sum") ), together with interest as hereinafter provided provided. The undersigned promises to pay the Principal Sum and payable the interest thereon at the time and in the manner hereinafter provided. The proceeds of the loan evidenced hereby may be advanced, repaid and readvanced provided in partial amounts during the term of this revolving note (this "Note") ). This Note is executed and prior the advances contemplated hereunder are to maturity. Each such advance shall be made pursuant to a Second Amended and Restated Loan and Security Agreement by and between the undersigned upon receipt by and the Bank of the undersigned's application therefor and disbursement instructionsdated October 22, which shall be in such form 1999 (as the Bank shall amended, restated, modified or otherwise supplemented from time to time prescribetime, herein the "Loan Agreement"), to which reference is hereby made for a more complete statement of the terms and conditions contained therein. The Bank shall Terms defined in the Loan Agreement and not otherwise defined herein are used herein with the meanings ascribed to such terms in the Loan Agreement. This Note is given in substitution for, and replacement of, that certain Draw/Time Note dated as of May 15, 1998 in the original principal sum of $2,500,000.00 (the "Original Note") that was modified by a certain Note Modification Agreement - Draw/Time Note dated as of October 9, 1998, pursuant to which the maximum principal amount that could be entitled advanced under the Original Note was increased to rely on any oral or telephonic communication requesting an advance and/or providing disbursement instructions hereunder$5,000,000.00, which shall be received by it in good faith from anyone reasonably believed by the Bank and is not a novation thereof. INTEREST -------- Prior to be the undersignedmaturity, or the undersigned's authorized agent. The undersigned agrees that all advances made by the Bank interest will be evidenced by entries made by the Bank into its electronic data processing system and/or internal memoranda maintained by the Bank. The undersigned further agrees that the sum or sums shown accrue on the most recent printout from the Bank's electronic data processing system and/or on such memoranda shall be rebuttably presumptive evidence of the amount unpaid balance of the Principal Sum and at a variable rate of interest per annum, as selected by the amount of any accrued interest.undersigned in accordance with this Note (hereinafter called the "Contract Rate"), which shall change in the manner set forth below, equal to:
Appears in 1 contract