1
EXHIBIT 10(o)
REVOLVING CREDIT LINE AGREEMENT
Ericsson Raynet, a Delaware partnership ("Borrower") and Raynet International,
Inc,. a Delaware corporation ("Lender") hereby agree as follows:
1. Lender hereby agrees to make available to Borrower from the date hereof
through and including December 20, 1995 (the "Maturity Date"), but subject
to Lender's right to terminate this Revolving Credit Line Agreement (this
"Agreement"), as hereinafter provided, a revolving line of credit in the
maximum amount of $50,000,000.00. Borrower may borrow all or any portion of
such sum at any time or times prior to the Maturity Date, provided that all
principal amounts borrowed hereunder, and all interest accrued thereon,
shall in all events be due and payable to Lender in New York City, or at
such other location specified by Lender, at the earlier of (such earlier
time being hereinafter referred to as the "Due Date") (i) demand by Lender,
or (ii) the Maturity Date. Lender reserves in all events the right to
terminate this Agreement, and any further obligation to lend money to
Borrower, as of the earlier of (i) the Due Date or (ii) any other date
which is specified in a written notice delivered to Borrower and which is
at least three business days after the date of such notice.
2. Amounts borrowed under this Agreement may be repaid at any time prior to
the Due Date without premium or penalty of any kind, and repaid amounts may
be reborrowed at any time prior to such Due Date, provided that Borrower
shall give Lender three (3) business days notice prior to any such
prepayment unless Lender waives such notice. Any acceptance of prepayment
by Lender shall constitute a waiver of the notice required hereby.
3. No interest shall be payable under this Agreement.
4. All indebtedness of the Borrower arising from borrowings hereunder shall
be evidenced by a demand note substantially in the form of the grid
promissory note attached hereto as Exhibit A. Borrower shall pay all fees
and costs incurred by Lender in connection with collecting any principal
or interest due to Lender hereunder, including, without limitation, court
costs and attorneys fees. All borrowings hereunder shall rank at least
pari passu with all other unsecured debt of the Borrower to any bank,
financial institution or other person. Borrower hereby expressly waives any
requirement of presentment, demand, protest or other notice of any kind in
connection with Lender's collection of any amount due hereunder or under
the aforesaid promissory note.
5. The Agreement constitutes the entire understanding and agreement of the
parties as to the subject matter hereof. This Agreement may not be altered
or amended except by further written agreement between the parties.
6. This Agreement may be executed in any number of counterparts each of which
shall be deemed an original of the Agreement, but all of which together
shall constitute one and the same instrument. In making proof hereof it
shall not be necessary to produce or account for more than one such
counterpart.
Dated as of January 2, 1995.
RAYNET INTERNATIONAL, INC. ("LENDER")
By: /s/ XXXXXXX X. XXXX
Xxxxxxx X. Xxxx
Title: Director
ERICSSON RAYNET ("BORROWER")
By: /s/ X X XXXXXX
Xxxxxx Xxxxxx
Title: President
2
EXHIBIT A
PROMISSORY NOTE
$50,000,000.00 U.S. Date: January 2, 1995
FOR VALUE RECEIVED, the undersigned Ericsson Raynet, a Delaware partnership
("Borrower") hereby unconditionally promises to pay to the order of Raynet
International, Inc., a Delaware corporation ("Lender") in New York City, or
other location as designated from time to time by Lender, upon demand and in
any event by no later than December 20, 1995, in lawful money of the United
States of America and in immediately available funds, the aggregate unpaid
principal amount of all loans made by Lender to the undersigned hereunder as
such loans are set forth on the schedule hereto. No interest shall be payable
under this Agreement.
The holder of this note is authorized to set forth the date and amount of each
loan pursuant hereto and each payment of principal with respect thereto on the
schedule annexed hereto and made a part hereof, or on a continuation thereof
which shall be attached hereto and made a part hereof, which endorsement shall
constitute prima facie evidence of the accuracy of the information endorsed. If
any payment on this note becomes due and payable on a Saturday, Sunday or other
day on which commercial banks in New York are authorized or required by law to
close, the maturity thereof shall be extended to the next succeeding business
day. Prepayment of all or any part of the principal of this note may be made at
any time without premium or penalty, subject to the terms of the Credit
Agreement referred to hereinbelow.
This note is the note described in the Revolving Credit line Agreement dated
January 2, 1995 ("Credit Agreement") between Ericsson Raynet (as Borrower) and
Raynet International, Inc. (as Lender), which Credity Agreement and all its
terms and provisions are incorporated herein by reference as though fully set
forth herein. Such agreement provides that the Borrower may borrow up to
$50,000,000.00 U.S. at any time or times, and may reborrow principal which has
been repaid, provided that all principal must be repaid to the Lender by
December 20, 1995, or, if earlier, on demand.
IN WITNESS WHEREOF, the undersigned has caused this note to be duly executed as
of the day and year first above written.
ERICSSON RAYNET
By: EXHIBIT - DO NOT SIGN
Xxxxxx Xxxxxx
Title: President
