EXHIBIT 10.19
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED,
OR ANY APPLICABLE STATE SECURITIES LAWS. THIS NOTE MAY NOT BE TRANSFERABLE
WITHOUT COMPLIANCE WITH THE REGISTRATION REQUIREMENTS OF SUCH LAWS UNLESS AN
EXEMPTION OR EXCLUSION FROM REGISTRATION IS AVAILABLE.
WORKING CAPITAL NOTE
$6,000,000 December 21, 1995
FOR VALUE RECEIVED, on or before January 1, 1999 (unless extended pursuant
to a Working Capital Commitment Extension Request under Section 2.2 of the
Secured Credit Agreement hereinafter referred to, in which event this Note shall
mature on or before the Working Capital Loan Termination Date), the undersigned
hereby promises to pay to the order of First Source Financial LLP, an Illinois
registered limited liability partnership ("Lender") at the principal office of
The First National Bank of Chicago in Chicago, Illinois the principal amount of
SIX MILLION AND NO/100 Dollars ($6,000,000) or, if less, the aggregate unpaid
principal amount of all Working Capital Loans made by Lender pursuant to the
Secured Credit Agreement hereinafter referred to (as shown in the records of
Lender or, at Lender's option, on the schedule attached hereto and any
continuation thereof).
The undersigned promises to pay interest on the unpaid principal amount of
each Working Capital Loan from the date of such Working Capital Loan until such
Working Capital Loan is paid in full, payable at such rate(s) and at such
time(s), as provided in the Secured Credit Agreement hereinafter referred to.
This Note evidences indebtedness incurred under, and is entitled to the
benefits of, that certain Secured Credit Agreement dated as of the date hereof
(and, if amended, all amendments thereto) among the undersigned and Lender
(herein called the "Secured Credit Agreement"), to which Secured Credit
Agreement reference is hereby made for a statement of the terms and provisions
under which this Note may be paid prior to its due date or its due date
accelerated. Reference is hereby made to the Secured Credit Agreement relating
to reductions in the principal amount of this Note. Terms used but not otherwise
defined herein are used herein as defined in the Secured Credit Agreement
hereinabove referred to.
This Note is secured pursuant to the Secured Credit Agreement and the
Related Documents referred to therein, and reference is made thereto for a
statement of terms and provisions.
In addition to and not in limitation of the foregoing and the provisions of
the Secured Credit Agreement hereinabove referred to, the undersigned further
agrees, subject only to any limitation imposed by applicable law, to pay all
expenses, including reasonable attorneys' fees and legal expenses, incurred by
the holder of this Note in endeavoring to collect any amounts payable hereunder
which are not paid when due, whether by acceleration or otherwise.
This Note is made under and governed by the laws of the State of Illinois
without regard to conflict of laws principles.
GENERAL MANUFACTURED HOUSING, INC.
By: /s/ Xxxx X. Xxxxx
---------------------------------
Xxxx X. Xxxxx
President
0000 Xxxxxxxxxx Xxxxxxxxx
Xxxxxxxx, Xxxxxxx 00000
Attention: Xxxxxx X. Xxxxx
Telecopy: (000) 000-0000
Telephone (000) 000-0000
