Replacement Revolving Note Clause Samples

Replacement Revolving Note. The Borrowers shall execute and deliver to the Bank on the date hereof the Replacement Revolving Note in substitution for and not satisfaction of, the issued and outstanding Revolving Promissory Note, and the Replacement Revolving Note shall be the “Revolving Promissory Note” for all purposes of the Loan Documents. The Note being substituted pursuant to this Agreement shall be marked “Replaced” and promptly returned to the Original Borrowers after the execution and delivery of the Replacement Revolving Note to the Bank. The Borrowers agree that the execution and delivery of the Replacement Revolving Note is not intended to and shall not cause or result in a novation with respect to the issued and outstanding Revolving Promissory Note, provided, however, that the terms of the Replacement Revolving Note are intended to supercede and replace all terms of the issued and outstanding Revolving Promissory Note.

Replacement Revolving Note. A replacement Revolving Note from Borrowers payable to the order of Bank One.

Replacement Revolving Note. A Replacement Revolving Note dated as of July __, 2004 in the maximum principal amount of Eight Million and 00/100 Dollars ($8,000,000.00), executed by the Borrower and made payable to the order of the Bank, in the form of Exhibit A attached hereto.

Replacement Revolving Note. $45,000,000.00 Rochester, Minnesota August 1, 2000 FOR VALUE RECEIVED, the undersigned, PEMSTAR INC., a Minnesota corporation (the "Borrower"), promises to pay to the order of U.S. BANK NATIONAL ASSOCIATION (the "Bank"), on the "Revolving Credit Termination Date" (as defined in the Credit Agreement hereinafter described (the "Credit Agreement")), the principal sum of FORTY FIVE MILLION AND NO/100THS DOLLARS ($45,000,000.00) or if less, the then aggregate unpaid principal amount of the Revolving Loans (as such term is defined in the Credit Agreement) as may be borrowed by the Borrower from the Bank under the Credit Agreement. All Revolving Loans and all payments of principal shall be recorded by the holder in its records which records shall be conclusive evidence of the subject matter thereof, absent manifest error. The Borrower further promises to pay to the order of the Bank interest on each Revolving Loan from time to time outstanding from the date hereof until paid in full at the rates per annum which shall be determined in accordance with the provisions of the Credit Agreement. Accrued interest shall be payable on the dates specified in the Credit Agreement. All payments of principal and interest under this Note shall be made in lawful money of the United States of America in immediately available funds to U.S. Bank National Association, as the Administrative Bank (the "Administrative Bank"), at the Administrative Bank's office at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, or at such other place as may be designated by the Administrative Bank to the Borrower in writing. This Note is one of the Revolving Notes referred to in, and evidences indebtedness incurred under, a Credit Agreement dated as of June 4, 1999 (herein, as it may be amended, modified or supplemented from time to time, called the "Credit Agreement;" capitalized terms not otherwise defined herein being used herein as therein defined) among the Borrower, the Administrative Bank, the Bank and the other bank parties thereto, to which Credit Agreement reference is made for a statement of the terms and provisions thereof, including those under which the Borrower is permitted and required to make prepayments and repayments of principal of such indebtedness and under which such indebtedness may be declared to be immediately due and payable.

Replacement Revolving Note. This note together with certain other notes issued by the Makers to the other Lenders as of the date hereof constitute a renewal and restatement of, and replacement and substitution for, certain Revolving Notes in the aggregate principal amount of $125,000,000 dated as of February 10, 2009 previously issued by the Makers under the terms of the Credit Agreement (the “Prior Notes”). The indebtedness evidenced by the Prior Notes is continuing indebtedness evidenced by this note and the other notes issued by the Makers to the other Lenders as of the date hereof, and nothing herein or therein shall be deemed to constitute a payment, settlement or novation of the prior indebtedness, or to release or otherwise adversely affect the rights of the Administrative Agent, the Payee or any other Lender with respect to any Maker or any other Loan Party.

Replacement Revolving Note. A Replacement Revolving Note of even date herewith in the principal amount of Five Million Dollars ($5,000,000), executed by the Borrower and made payable to the order of the Bank, substantially in the form of Exhibit A attached hereto.

Replacement Revolving Note. Page 2 $45,000,000.00 Rochester, Minnesota August 1, 2000 All parties hereto, whether as makers, endorsers or otherwise, severally waive presentment, demand, protest and notice of dishonor in connection with this Note. THE VALIDITY, CONSTRUCTION AND ENFORCEABILITY OF THIS NOTE SHALL BE GOVERNED BY THE INTERNAL LAWS OF THE STATE OF MINNESOTA, WITHOUT GIVING EFFECT TO CONFLICT OF LAWS PRINCIPLES THEREOF, BUT GIVING EFFECT TO FEDERAL LAWS OF THE UNITED STATES APPLICABLE TO NATIONAL BANKS. This Note is being executed and delivered in replacement of, but not in payment of: (a) that certain Replacement Revolving Note dated May 5, 2000 made by the Borrower payable to the order of the Bank in the original principal amount of $22,500,000.00, and (b) that certain Replacement Revolving Note dated November 23, 1999 made by the Borrower payable to the order of M&I ▇▇▇▇▇▇▇▇ & Ilsley Bank in the original principal amount of $22,500,000.00 provided, however, that interest accrued on such replaced notes through the date hereof shall be due and payable on the next interest payment date under the Credit Agreement. PEMSTAR INC. By: ______________________________ Its: ______________________________ By: ______________________________ Its: ______________________________ CERTIFICATE I, ▇▇▇▇ ▇▇▇▇▇▇▇▇, do hereby certify that I am the duly appointed or elected and qualified Secretary and the keeper of the records of PEMSTAR, Inc., a corporation organized and existing under the laws of the State of Minnesota (the "Corporation") and that the following is a true and correct copy of resolutions duly adopted: -- at a meeting of the Board of Directors thereof, convened and held in accordance with law and the by-laws of said corporation on the ______ day of ___________, 2000; -- by unanimous written action on the ______ day of ___________, 2000; and that such resolutions are now in full force and effect, unamended, unaltered, and unrepealed:

Replacement Revolving Note. A replacement Revolving Note executed by Borrower in favor of ▇▇▇▇▇▇.

Replacement Revolving Note. From and after the Effective Date of Amendment No. 2 to Credit Agreement dated March 29, 1996, as amended, the Advances made by the Bank under this Agreement shall be evidenced by the Replacement Revolving Note with all blanks appropriately completed, and executed by the Company and delivered to the Bank. The Replacement Revolving Note shall be inscribed by the Bank as holder thereof on the schedule on the reverse side thereof or any continuation thereof ('Schedule') with the date and amount of the outstanding principal balance of the Advances, the Rate Option applicable to such Advances, the applicable interest periods, and all payments and prepayments made thereon and the dates thereof. Any such inscription shall constitute prima facie evidence of the accuracy of the information so recorded; provided, however, the failure of the Bank to make any such inscription shall not affect the Company's obligations under the Replacement Revolving Note or this Agreement."