Exhibit 10.8
Exhibit B
TERM NOTE
$ _____________ As of October 1, 2002
FOR VALUE RECEIVED, the undersigned, COFFEE HOLDING CO., INC., a New York
corporation (the "Borrower") promises to pay to the order of ▇▇▇▇▇ FARGO
BUSINESS CREDIT, INC. (the "Lender"), at its office located at ▇▇▇ ▇▇▇▇ ▇▇▇▇
▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇-▇▇▇▇, in lawful money of the United States of
America and in immediately available funds, the principal amount of [ ($ )] in
sixty (60) equal and consecutive monthly installments, payable on the first day
of each month, commencing November 1, 2002, provided, however that the entire
unpaid balance of this Term Note shall be due and payable in full on the
Maturity Date, as defined in the Loan Agreement, as hereinafter defined.
The Borrower further agrees to pay interest at said office, in like money,
on the unpaid principal amount owing hereunder from time to time from the ▇▇▇▇
hereof on the dates and at the rate specified in paragraph 3(b) of Schedule A to
the Loan and Security Agreement dated as of November 21, 1997 (as amended from
time to time, the "Loan Agreement") between the Borrower and the Lender, as
assignee of Banc of America Commercial Finance Corporation, f/k/a NationsCredit
Commercial Corporation. All capitalized terms used herein shall have the
meanings ascribed to them in the Loan Agreement, unless otherwise defined
herein.
If any payment on this Term Note becomes due and payable on a day other
than a Business Day, the maturity thereof shall be extended to the next
succeeding Business Day, and with respect to payments of principal, interest
thereon shall be payable at the then applicable rate during such extension.
This Term Note evidences the Term Loan made under the Loan Agreement by
the Lender to the Borrower and is subject to, and entitled to, all provisions
and benefits thereof and is subject to optional and mandatory prepayment, in
whole or in part, as provided therein. The Borrower acknowledges that (i) a
portion of the proceeds of such Term Loan has been disbursed to the Borrower
prior to the date hereof, (ii) $[ ] of the proceeds of such Term Loan is being
disbursed to the Borrower concurrently with its execution of this Term Note, and
(iii) this Term Note evidences the consolidation of the unpaid principal balance
of prior Equipment Advances made to the Borrower and a new Equipment Advance
being made to the Borrower concurrently with its execution of this Term Note.
B-1
Upon the occurrence of any Event of Default specified in the Loan
Agreement or upon termination of the Loan Agreement, all amounts then remaining
unpaid on this Term Note may become, or be declared to be, immediately due and
payable as provided in the Loan Agreement.
COFFEE HOLDING CO., INC.
By: _____________________________
Name:
Title:
