EXECUTION VERSION
Borrower’s Taxpayer Identification No.
_____________
NOTE
|
$15,000,000
|
December 21, 2006
|
Charlotte, North Carolina
FOR VALUE RECEIVED, KMG AMERICA
CORPORATION , a company
incorporated under the laws of the Commonwealth of Virginia (the
“ Borrower ”), hereby promises to pay to the
order of WACHOVIA BANK, NATIONAL ASSOCIATION (the “
Lender ”), at its offices located at One Wachovia
Center, 301 South College Street, Charlotte, North Carolina (or at
such other place or places as the Lender may designate), at the
times and in the manner provided in the Credit Agreement, dated as
of December 21, 2006 (as amended, modified, restated or
supplemented from time to time, the “ Credit Agreement
”), among the Borrower and the Lender, the principal sum of
FIFTEEN MILLION DOLLARS ($15,000,000), under the terms and
conditions of this promissory note (this “ Note
”) and the Credit Agreement. The defined terms in the Credit
Agreement are used herein with the same meaning. The Borrower also
promises to pay interest on the aggregate unpaid principal amount
of this Note at the rates applicable thereto from time to time as
provided in the Credit Agreement.
This Note is issu
