Note No. 44958155/10000
||St. Louis, Missouri
||January 1, 2009
For value received, the undersigned, Zoltek
Companies, Inc., a Missouri
Corporation, a Missouri
corporation, (individually and collectively hereinafter Borrowers
references to Borrowers or Borrower shall mean each and all of the Borrowers), hereby jointly
and severally promise to pay to the order of Southwest Bank of St. Louis (the Bank
), in lawful
money of the United States of America, the principal sum of Ten Million Dollars and no/00
($10,000,000.00), or if less, the amount outstanding under the Credit Agreement (as hereinafter
defined), together with interest from the date hereof at the rate provided for in the Credit
Agreement. Principal and interest of this Note shall be payable at the time or times provided in
the Credit Agreement.
This Revolving Credit Note
) is the Revolving Credit Note
referred to in, and is
issued pursuant to, that certain Credit Agreement between the Borrowers and the Bank dated even
date herewith (as amended or otherwise modified from time to time, the Credit Agreement
), and is
entitled to all of the benefits and security of the Credit Agreement. All of the terms, covenants
and conditions of the Credit Agreement and all other instruments evidencing or securing the
indebtedness hereunder are hereby made a part of this Note and are deemed incorporated herein in
full. All capitalized terms used herein, unless otherwise specifically defined in this Note, shall
have the meanings ascribed to them in the Credit Agreement.
This Note is secured by the Collateral described in the Credit Agreement.
Interest hereunder shall be computed on, the basis of actual days elapsed over the period of a
360-day year. Upon or after the occurrence and during the continuation of any Event of Default,
the outstanding principal balance of this Note shall bear interest at a variable rate per annum
equal to the Default Rate until the principal balance of this Note is paid in full.
In no contingency or event whatsoever, whether by reason of advancement of the proceeds hereof
or otherwise, shall the amount paid or agreed to be paid to the Bank for the use, forbearance or
detention of money advanced hereunder exceed the highest lawful rate permissible under any law
which a court of competent jurisdiction may deem applicable hereto.
The Borrowers may prepay this Note, in whole or in part, at any time without premium or
penalty, together with accrued interest on the principal amount so prepaid at the prepayment date.
The termination of the Credit Agreement or the occurrence of an Event of Default shall entitle
the Bank, at its option, to declare the then outstanding principal balance and accrued interest
hereon to be, and the same shall thereupon become, immediately due and payable without notice to or
demand upon the Borrowers, all of which the Borrowers hereby expressly waive.
Time is of the essence of this Note. To the fullest extent permitted by applicable law, the
Borrowers, for themselves and their successors and assigns, expressly waive presentment, demand,
protest, notice of dishonor, and any and all other notices, demands and consents in connection with
the delivery, acceptance, performance, default or enforcement of this Note, and hereby consent to
any extensions of time, renewals, releases or any parties to or guarantors of this Note, waivers
and any other modifications that may be granted or consented to by the Bank from time to time in
respect of the time of payment or any other provision of this Note.
Wherever possible each provision of this Note shall be interpreted in such a manner as to be
effective and valid under applicable law, but if any provision of this Note shall be prohibited or
invalid under applicable law, such provision shall be ineffective to the extent of such prohibition
or invalidity without invalidating the remainder of such provision or remaining provisions of this
Note. No delay or failure on the part of the Bank in the exercise of any right or remedy hereunder
shall operate as a waiver thereof, nor as an acquiescence in any default, nor shall any single or
partial exercise by the Bank of any right or remedy preclude any other right, or remedy. The Bank,
at its option, may enforce its rights against any collateral securing this Note without enforcing
its rights against the Borrowers, any guarantor of the indebtedness evidenced hereby or any other
property or indebtedness due or to become due to the Borrowers. The Borrowers agree that, without
releasing or impairing the Borrowers liability hereunder, the Bank may at any time release,
surrender, substitute or exchange any collateral securing this Note and may at any time release any
party primarily or secondarily liable for the indebtedness evidenced by this Note.
This Note shall be governed by, and construed and enforced in accordance with, the internal
laws of the State of Missouri
BORROWERS HEREBY WAIVE ANY RIGHT TO TRIAL BY JURY (WHICH BANK ALSO WAIVES) IN ANY ACTION,
SUITE, PROCEEDING OR COUNTERCLAIM OF ANY KIND ARISING OUT OF OR RELATING TO THIS NOTE OR ANY OF THE
LOAN DOCUMENTS, THE COLLATERAL, OR BANKS CONDUCT IN RESPECT OF ANY OF THE FOREGOING.
IN WITNESS WHEREOF, the Borrowers have caused this Note to be executed and delivered by their
respective duly authorized representatives as of the date first above written.