EXHIBIT 4.2
REVOLVING CREDIT NOTE
$30,000,000
January 31, 2002
FOR VALUE RECEIVED, the undersigned, Alternative Resources Corporation,
a Delaware corporation, ARC Service, Inc., a Delaware corporation, ARC
Solutions, Inc., a Delaware corporation, ARC Midholding, Inc., a Delaware
corporation, and Writers Inc., a California corporation (collectively, the
"Borrowers"), jointly and severally promise to pay to the order of FLEET CAPITAL
CORPORATION (the "Lender"), at the place and times provided in the Credit
Agreement referred to below the principal sum of
THIRTY MILLION DOLLARS AND 00/100 CENTS ($30,000,000)
or, if less, the principal amount of, and interest accrued on, all Loans made by
the Lender from time to time pursuant to that certain Credit and Security
Agreement dated as of January 31, 2002 (together with all amendments and other
modifications, if any, from time to time hereafter made thereto, the "Credit
Agreement") among the Borrowers and the Lender. This Revolving Credit Note is
being executed and delivered by the Borrowers pursuant to subsection 2.1(f) of
the Credit Agreement. Capitalized terms used herein and not defined herein shall
have the meanings ascribed to them in the Credit Agreement.
The unpaid principal amount of this Revolving Credit Note from time to
time outstanding is subject to mandatory prepayment from time to time as
provided in the Credit Agreement and shall bear interest as provided in the
Credit Agreement. All payments of principal and interest on this Revolving
Credit Note shall be payable in lawful currency of the United States of America
in immediately available funds to the Lender. To the extent provided in the
Credit Agreement, principal prepaid hereunder may be re-borrowed.
This Revolving Credit Note is entitled to the benefits of, and evidences
obligations incurred under, the Credit Agreement, to which reference is made for
a description of the security for this Revolving Credit Note and for a statement
of the terms and conditions on which the Borrowers are permitted and required to
make prepayments and repayments of principal of the obligations evidenced hereby
and on which such obligations may be declared to be immediately due and payable.
THIS REVOLVING CREDIT NOTE SHALL BE GOVERNED, CONSTRUED AND ENFORCED IN
ACCORDANCE WITH THE LAWS OF THE COMMONWEALTH OF MASSACHUSETTS, WITHOUT REFERENCE
TO THE CONFLICTS OR CHOICE OF LAW PRINCIPLES THEREOF.
The Borrowers hereby waive all requirements as to diligence,
presentment, demand of payment, protest and (except as required by the Credit
Agreement) notice of any kind with respect to this Revolving Credit Note.
IN WITNESS WHEREOF, the undersigned Borrowers have executed this
Revolving Credit Note under seal as of the day and year first above written.
ALTERNATIVE RESOURCES CORPORATION
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Chief Financial Officer
ARC SERVICE, INC.
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Chief Financial Officer
ARC SOLUTIONS, INC.
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Chief Financial Officer
ARC MIDHOLDING, INC.
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Chief Financial Officer
WRITERS INC.
By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
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Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇
Title: Chief Financial Officer