OTHER CAUSE. The obligation of ECOLOGY to the RECIPIENT is contingent upon satisfactory performance in full by the RECIPIENT of all of its obligations under this loan agreement. The RECIPIENT shall be in default of its obligations under this loan agreement if, in the opinion of ECOLOGY, the RECIPIENT has unjustifiably failed to perform any obligation required of it by this loan agreement. Procedures for Termination. If this loan agreement is terminated prior to project completion, ECOLOGY shall provide to the RECIPIENT a written notice of termination at least five working days prior to the effective date of termination (the “Termination Date”). The written notice of termination by the ECOLOGY shall specify the Termination Date and, when applicable, the date by which the RECIPIENT must repay any outstanding balance of the loan and all accrued interest (the “Termination Payment Date”).
OTHER CAUSE. PECO II, INC. By /s/ Xxxxxxx X. Xxxxx ----------------------------------------------- Its President and Chief Executive Officer ----------------------------------------------- By /s/ Xxxxxx X. Xxxxxxxxxx ----------------------------------------------- Its Vice President of Finance and Treasurer ----------------------------------------------- THE HUNTINGTON NATIONAL BANK By /s/ Xxxxx X. XxXxxxxxxx ----------------------------------------------- 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 under...
OTHER CAUSE. Borrower: MERRYMEETING, INC. DUE DATE: APRIL 30, 2006 /s/ JOHN M. DAVIES ------------------------------------- John M. Davies, President ADDRESS: 7763 Sunstone Drive Brecksxxxxx, Xxxx 04141 XXXXXXX 0.0(x) TERM NOTES NOTE 2: [LOGO] FIFTH THIRD BANK (NORTHEASTERN OHIO) 1 UNSECURED TERM NOTE $ 1,000,000 APRIL 30, 2001 -------------- -------------- CLEVELAND OHIO (Effective Date) -------------- On or before the Due Date below, the undersigned corporation, for value received, promises to pay to the order of Fifth Third Bank (Northeastern Ohio), 1404 East Ninth Street, Cleveland, Ohio 44114 (hereinafter referrex xx xx "Xxxx") xxx xxx xx XXX XXXXXXX XXX 00/100 ------------------ Dollars plus interest per annum at a rate of PRIME PLUS 175 BASIS POINTS. In the event of a change in said Prime Rate, the rate on this note shall change immediately. In addition, after the Borrower becomes the 80% owner of Frontier Adjusters of America, Inc., the interest rate will be reduced to Prime Rate plus 125 basis points. However, if the contemplated merger does not occur by September 30, 2001, then the interest rate will be increased to 21% If the merger is consummated after September 30, 2001, Bank will review the creditworthiness of Borrower to determine if the interest rate of 21% should be decreased. Interest shall be computed on a year of 360 days and charged for the actual number of days elapsed. This note is payable as follows: Principal shall be due and payable in installments in the amount of $13,888.89 and shall be due on the last day of each MONTH beginning 02/28/2002 with a final payment on April 30, 2006 of the principal amount then owing plus all interest due thereon. Interest shall be due and payable at maturity on the LAST day of each month beginning May 31, 2001. Principal and interest payments shall be made at the Bank's address above unless otherwise designated by Bank in writing. The undersigned certifies that the proceeds of this loan are to be used for business purposes. If this note is a renewal, in whole or in part, of a previous Obligation, the acceptance by Bank of this note shall not effectuate a payment but rather a continuation of the previous Obligation. Bank may charge and the undersigned agrees to pay, on the above Effective Date, a note processing fee in an amount determined by Bank. Events of Default are as defined in the Credit Agreement entered on even date. Upon the occurrence of an Event of Default herein described Bank may, at its option dec...
OTHER CAUSE. Athelas may terminate the Service Agreement immediately by providing written notice to Customer upon the occurrence of any of the following events:
OTHER CAUSE. POVI X.X.X.Xx: Integrated Logistics Holding Company Its: Member By /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Secretary RB&W XXX.Xx: Integrated Logistics Holding Company Its: Sole Member By /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Secretary Signature Page to Amendment No. 3 to Sixth Amended and Restated Credit Agreement WARNING – BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON ITS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. OTHER CANADIAN LOAN PARTIES: AJAX TOCCO MAGNETHERMIC CANADA LIMITED By /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Secretary SUPPLY TECHNOLOGIES COMPANY OF CANADA By /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Secretary Signature Page to Amendment No. 3 to Sixth Amended and Restated Credit Agreement JPMORGAN CHASE BANK, N.A., individually as Administrative Agent, as Domestic Issuing Bank, as Ex-Im Issuing Bank, as Ex-Im Revolving Lender, as Domestic Swingline Lender and as a Lender By /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Authorized Officer JPMORGAN CHASE BANK, N.A., TORONTO BRANCH, as Canadian Agent, as Canadian Issuing Bank, as Canadian Swingline Lender and as a Lender By /s/ Xxxx Xxxxx Name: Xxxx Xxxxx Title: Managing Director X.X. XXXXXX EUROPE LIMITED, as European Agent, as European Issuing Bank, as European Swingline Lender and as a European Revolving Lender By /s/ Xxxxxxx Xxxxxxx Name: Xxxxxxx Xxxxxxx Title: Vice President Signature Page to Amendment No. 3 to Sixth Amended and Restated Credit Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender and a European Revolving Lender By /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title:Vice-PresidentU.S. BANK NATIONAL ASSOCIATION, Canada Branch, as a Canadian Revolving Lender By /s/ Xxxx X. Xxxxx Name: Xxxx X. Xxxxx Title: Principal Officer Signature Page to Amendment No. 3 to Sixth Amended and Restated Credit Agreement PNC BANK, NATIONAL ASSOCIATION, as a Lender and a European Revolving Lender By Name: Title:PNC BANK CANADA BRANCH, as a Canadian Revolving Lender By Name: Title: Signature Page to Amendment No. 3 to Sixth Amended and Restated Credit Agreement CIIZENS BUSINESS CAPITAL, a division of Citizens Asset Finance Inc., F/K/A RBS BUSINESS CAP...
OTHER CAUSE. MERRYMEETING, INC. By: /s/ JOHN M. DAVIES ---------------------------------------- Print Name: JOHN M. DAVIES -------------------------------- Its: PRESIDENT --------------------------------------- FIFTH THIRD BANK By: /s/ THOMAS R. WILLIAMS ---------------------------------------- Print Name: THOMAS R. WILLIAMS -------------------------------- Its: VICE PRESIDENT --------------------------------------- FIFTH THIRD BANK (NORTHEAST OHIO) By: /s/ DAVID J. WILLIAMS ------------------------------------ Print Name: DAVID J. WILLIAMS -------------------------------- Its: VICE PRESIDENT --------------------------------------- EXHIBITS TO CREDIT AGREEMENT BETWEEN MERRYMEETING, INC. AND FIFTH THIRD BANK Exhibit 1 Definitions
OTHER CAUSE. WITNESSES: MERRYMEETING, INC. BRIAN M. O'NEILL WITNESS /s/ JOHN M. DAVIES ------------------------ ---------------------------------------- John M. Davies, President
OTHER CAUSE. EUROPEAN BORROWERS:SUPPLY TECHNOLOGIES (UKGRP) LIMITED, a company incorporated in England and Wales with company number 0725298 By Name: Title: APOLLO AEROSPACE COMPONENTS LIMITED, a company incorporated in England and Wales with a company number 02083500 By Name: Title: SUPPLY TECHNOLOGIES (IRLG) LIMITED, a company incorporated under the laws of Ireland with a company number 412684 By Name: Title: WARNING – BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON ITS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. OTHER DOMESTIC LOAN PARTIES:AJAX TOCCO MAGNETHERMIC CORPORATIONAPOLLO AEROSPACE COMPONENTS LLCATBD, INC.AUTOFORM TOOL & MANUFACTURING, LLCBATES RUBBER, INC.CANTON DROP FORGE, INC.CONTROL TRANSFORMER, INC.ELASTOMEROS TECNICOS MOLDEADOS, XXX.XXXXXXXXXXX MATERIALS, INC.FECO, INC.FLUID ROUTING SOLUTIONS, LLCGATEWAY INDUSTRIAL SUPPLY LLCGENERAL ALUMINUM MFG. COMPANYINTEGRATED HOLDING COMPANYINTEGRATED LOGISTICS HOLDING COMPANY INTEGRATED LOGISTICS SOLUTIONS, INC.XXXXX & PARK SCREW & BOLT COMPANYPARK-OHIO FORGED & MACHINED PRODUCTS LLCPARK-OHIO PRODUCTS, XXX.XXXXXXXX WHOLESALE LOGISTICS, INC.PRECISION MACHINING CONNECTION LLCRB&W MANUFACTURING LLCRED BIRD, INC.SNOW DRAGON LLCSTMX GAS, XXX.XXXXXX TECHNOLOGIES LLCSUPPLY TECHNOLOGIES PROCUREMENT COMPANY, INC.THE AJAX MANUFACTURING COMPANYTHE XXXXXX XXXX COMPANYTOCCO, XXX.XX MANUFACTURING CO. Each By Name: Xxxxxx X. Xxxxxxx Title: Secretary WARNING – BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR KNOWLEDGE AND THE POWERS OF A COURT CAN BE USED TO COLLECT FROM YOU REGARDLESS OF ANY CLAIMS YOU MAY HAVE AGAINST THE CREDITOR WHETHER FOR RETURNED GOODS, FAULTY GOODS, FAILURE ON ITS PART TO COMPLY WITH THE AGREEMENT, OR ANY OTHER CAUSE. POVI X.X.X.Xx: Integrated Logistics Holding Company Its: Member By Name: Xxxxxx X. Xxxxxxx Title: Secretary RB&W XXX.Xx: Integrated Logistics Holding Company Its: Sole Member By Name: Xxxxxx X. Xxxxxxx Title: Secretary WARNING – BY SIGNING THIS PAPER YOU GIVE UP YOUR RIGHT TO NOTICE AND COURT TRIAL. IF YOU DO NOT PAY ON TIME A COURT JUDGMENT MAY BE TAKEN AGAINST YOU WITHOUT YOUR PRIOR ...
OTHER CAUSE. BORROWER: EMPYREAN BIOSCIENCE, INC. By: /s/ Brenda K. Brown ------------------- Brenda K. Brown, Vice Prxxxxxxx/XXX of Empyrean Bioscience, Inc.
OTHER CAUSE. NEOPROBE CORPORATION By: /s/ Davix X. Xxxx ----------------- Name: Davix X. Xxxx Its: President and Chief Executive Officer
