Exhibit 10.1
AGREEMENT GOVERNING EXTENSIONS OF
CREDIT
This Agreement, dated April 22,
2009, is between Investors Community Bank (the “Bank”)
and R. B. A. Inc. (the “Borrower”).
RECITALS
A.
Bank and Borrower are parties to
certain extensions of credit, which extensions of credit are
evidenced by loan documentation existing on the date hereof and may
be evidenced by additional loan documentation executed by one or
both parties from time to time; and
B.
Bank and Borrower desire to enter
into this Agreement relating to all such loan
documentation.
AGREEMENT
1.
Collateral.
i.
Debt Documents
; Obligations . Bank and
Borrower have executed and anticipate that from time to time they
may execute loan agreements, notes, guaranties and other
documentation evidencing a debt or obligation of Borrower to Bank
from time to time. All documents at any time executed by Borrower
and evidencing a debt or obligation of Borrower to Bank are
referred to herein as “Debt Documents.” All obligations
of Borrower to Bank under Debt Documents and all other obligations
of Borrower to Bank from time to time are referred to herein as
“Obligations.” Obligations include but are not limited
to obligations to repay loans, debts occurring by reason of
overdrafts of checking accounts, obligations to take action such as
purchasing insurance or maintaining property, and all other
obligations of Borrower to Bank, including those obligations that
exist on the date hereof and those obligations that may be incurred
on or after the date hereof.
The following existing documents are Debt
Documents:
Four (4) Commercial Promissory Notes and Commercial Loan Agreements dated 4/7/08, Guaranty pledged by Broadwind Energy, Inc. dated 4/7/08, Guaranty pledged by Tower Tech Systems Inc. dated 4/7/08.
ii.
Security Documents
; Collateral . Borrower has
granted to Bank certain collateral, and Bank and Borrower
anticipate that Borrower may grant to Bank additional collateral
from time to time. All documents at any time granting to Bank a
lien or security interest in any property are referred to herein as
“Security Documents.” A document may be both a Debt
Document and a Security Document. All of Borrower’s property
in which Bank has a lien or security interest on the date hereof,
and all property in which Bank may have a lien or security interest
in the future, including but not limited to real estate and
personal property, is referred to herein as
“Collateral.”
The following existing documents are Security
Documents:
Mortgage dated 3/21/08 and Commercial Security
Agreement dated 10/4/07.
iii.
Cross
Collateralization . All
Collateral shall at all times be security for all Obligations. If
Borrower grants Bank a lien or security interest at any time, such
lien or security interest shall continue, and the Borrower’s
property shall continue to be collateral for all Obligations, until
all Obligations are paid in full and Bank and Borrower enter into a
termination or release of the applicable Security
Document.
2.
Cross Default
. Any time there is a default under
any Debt Document, any Security Document or this Agreement, such
default shall be a default
