0000854860-98-000015 Sample Contracts

AGREEMENT ---------
Agreement • July 15th, 1998 • Williams Controls Inc • Motor vehicle parts & accessories
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RECITALS
Credit Agreement • July 15th, 1998 • Williams Controls Inc • Motor vehicle parts & accessories
REPLACEMENT TERM LOAN I PROMISSORY NOTE
Williams Controls Inc • July 15th, 1998 • Motor vehicle parts & accessories

This promissory note is one of the Notes referred to in, and subject to the terms of, that certain Credit Agreement among Borrowers and Bank dated as of July 11, 1997 as amended by the First Amendment to Credit Agreement of even date herewith (as further amended, modified or supplemented from time to time, the "Credit Agreement"). This promissory note replaces that certain Term Loan I Promissory Note dated July 11, 1997 (the original of which is attached hereto) in the original principal amount of $4,430,000 executed by Borrowers, Ajay Sports, Inc., Leisure Life, Inc., Palm Springs Golf, Inc. and Ajay Leisure Products, Inc. This promissory note is not a novation; it is executed for the purpose of evidencing the changed terms set forth in the First Amendment to Credit Agreement of even date herewith. Capitalized terms used herein shall have the respective meanings assigned to them in the Credit Agreement.

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