0000950116-99-000833 Sample Contracts

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TERM NOTE
Term Note • April 27th, 1999 • Conmat Technologies Inc

For value received, the receipt and sufficiency of which are hereby acknowledged, POLYCHEM CORPORATION, a Pennsylvania corporation ("Borrower"), hereby promises to pay to the order of GENERAL ELECTRIC CAPITAL CORPORATION, a New York corporation ("Lender"), $1,500,000, together with interest on the unpaid balance of such amount from the date of this Note. This Note is the Term Note issued under the Loan and Security Agreement between Borrower and Lender of even date herewith (said agreement, as the same may be amended, restated or supplemented from time to time, being herein called the "Agreement") to which a reference is made for a statement of all of the terms and conditions of the Loan evidenced hereby. Capitalized terms not defined in this Note shall have the respective meanings assigned to them in the Agreement. This Note is secured by the Agreement, the other Loan Documents and the Collateral, and is entitled to the benefit of the rights and security provided thereby.

REVOLVING CREDIT NOTE
Revolving Credit Note • April 27th, 1999 • Conmat Technologies Inc

For value received, the receipt and sufficiency of which are hereby acknowledged, POLYCHEM CORPORATION, a Pennsylvania corporation ("Borrower"), hereby promises to pay to the order of GENERAL ELECTRIC CAPITAL CORPORATION, a New York corporation ("Lender"), $3,500,000 or such greater or lesser amount as shall be advanced by Lender from time to time, together with interest on the unpaid balance of such amount from the date of the initial Revolving Credit Advance. This Note is the Revolving Credit Note issued under the Loan and Security Agreement between Borrower and Lender of even date herewith (said agreement, as the same may be amended, restated or supplemented from time to time, being herein called the "Agreement") to which a reference is made for a statement of all of the terms and conditions of the Loan evidenced hereby. Capitalized terms not defined in this Note shall have the respective meanings assigned to them in the Agreement. This Note is secured by the Agreement, the other Lo

BETWEEN
Loan and Security Agreement • April 27th, 1999 • Conmat Technologies Inc • New York
GUARANTEE
Guarantee • April 27th, 1999 • Conmat Technologies Inc • New York
WARRANT TO PURCHASE COMMON STOCK OF CONMAT TECHNOLOGIES, INC.
Purchase Agreement • April 27th, 1999 • Conmat Technologies Inc
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