Exhibit 10.3
ADDITIONAL TERM LOAN
NOTE
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$4,625,400
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March 30, 2009
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FOR VALUE RECEIVED,
P&F INDUSTRIES, INC. , a
Delaware corporation (“P&F”), FLORIDA PNEUMATIC
MANUFACTURING CORPORATION , a Florida corporation
(“Florida Pneumatic”), EMBASSY INDUSTRIES, INC.
, a New York corporation (“Embassy”), GREEN
MANUFACTURING, INC. , a Delaware corporation
(“Green”), COUNTRYWIDE HARDWARE, INC., a
Delaware corporation (“Countrywide”), NATIONWIDE
INDUSTRIES, INC., a Florida corporation
(“Nationwide”), WOODMARK INTERNATIONAL, L.P. , a
Delaware limited partnership (“Woodmark”), PACIFIC
STAIR PRODUCTS, INC. , a Delaware corporation
(“Pacific”) , WILP HOLDINGS, INC. , a Delaware
corporation (“WILP”), CONTINENTAL TOOL GROUP,
INC., a Delaware corporation (“Continental”) and
HY-TECH MACHINE, INC. , a Delaware corporation
(“Hy-Tech”; and collectively with P&F, Florida
Pneumatic, Embassy, Green, Countrywide, Nationwide, Woodmark,
Pacific, WILP and Continental the “Co-Borrowers”),
jointly and severally promise to pay to the order of CITIBANK,
N.A. (the “Lender”), on or before the Additional
Term Loan Maturity Date, the principal amount of FOUR
MILLION SIX HUNDRED TWENTY FIVE THOUSAND FOUR HUNDRED
($4,625,400) DOLLARS. The outstanding principal amount
hereof is payable in installments in the amounts and on the dates
set forth in the Credit Agreement referred to below, provided that
the final installment, on the Additional Term Loan Maturity Date,
shall be in an amount equal to the remaining principal amount
outstanding on the Additional Term Loan Maturity Date.
The Co-Borrowers jointly and
severally promise to pay interest on the unpaid principal amount
hereof from the date hereof until paid in full at the rates and at
the times which shall be determined in accordance with the
provisions of the Credit Agreement referred to below.
This Note is one of the
“Additional Term Loan Notes” referred to in the Credit
Agreement, dated as of June 30, 2004, by and among the
Co-Borrowers, Citibank, N.A., as Administrative Agent, and the
Lenders (including the Lender) as are, or may from time to time
become, parties thereto (as same has been and may be further
amended, restated, supplemente
