Exhibit 10.2
REVOLVING CREDIT
NOTE
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Manchester, New Hampshire
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$5,000,000.00
U.S.
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March 30, 2007
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FOR VALUE RECEIVED, the undersigned,
MICRONETICS, INC., a Delaware corporation with an executive office
at 26 Hampshire Drive, Hudson, New Hampshire 03051 (the
“Borrower”), hereby promises to pay to the order of
CITIZENS BANK NEW HAMPSHIRE, a guaranty savings bank chartered
under the laws of the State of New Hampshire, with a place of
business at 875 Elm Street, Manchester, New Hampshire 03101 (the
“Bank”), at such office, or such other place or places
as the holder hereof may designate in writing from time to time
hereafter, in lawful currency of the United States of America and
in immediately available funds, the principal sum of up to FIVE
MILLION and 00/100 DOLLARS ($5,000,000.00), or so much thereof as
may be advanced or readvanced by the Bank to the Borrower from time
to time hereafter (such amounts defined as the “Debit
Balance” below), pursuant and subject to the terms,
conditions, and limitations of this Note and the Commercial Loan
Agreement dated of even date among the Borrower, the Guarantors,
and the Bank, as the same may be amended and/or restated from time
to time hereafter ( the “Loan Agreement”), together
with interest thereon, all as provided in the Loan Agreement and
herein below. All payments shall be made without counterclaim or
setoff, and free and clear of, and without any deduction or
withholding for, any taxes or other payments.
The Borrower’s “Debit
Balance” (sometimes hereinafter referred to as the
“Loan”) shall mean the debit balance in an account on
the books of the Bank, maintained in the form of a ledger card,
computer records or otherwise in accordance with the Bank’s
customary practice and appropriate accounting procedures wherein
there shall be recorded the date and the principal amount of each
advance and readvance made by the Bank to the Borrower hereunder,
each principal payment made by the Borrower to the Bank hereunder,
and all other appropriate debits and credits. The Bank shall render
to the Borrower a statement of account with respect thereto on a
monthly basis. The statement shall be considered correct and
accepted by the Borrower, unless Borrower notifies the Bank to the
contrary within thirty (30) days after the date of
mailing.
The holder of this Note is entitled
to all of the benefits and rights, and is subject to all of the
obligations, of the Bank under the Loan Agreement. However, neither
this reference to the Loan Agreement nor any provision thereof
shall impair the absolute and unconditional obligation of the
Borrower to pay the principal and interest of this Note as herein
provided. Terms not otherwise defined herein shall have the
meanings ascribed to them in the Loan Agreement. This Note is
identified in the Loan Agreement as the “Revolving Credit
Note”.
This Note evidences the
Borrower’s continuing obligation to pay the Debit Balance
(identified as the “Revolving Line of Credit Loan” in
the Loan Agreement), plus interest and any other applicable charges
as determined from time to time, and Borrower acknowledges that it
shall continue to be so obligated despite the occurrence of
intervals when the Borrower has paid the Debit Balance down to
zero.
Citizens/Micronetics – Revolving Credit
Note
The Debit Balance shall be payable
in the amounts and on the dates specified in the Loan Agreement,
the terms of which are hereby incorporated herein by reference.
Interest hereon shall accrue and be paid until such Debit Balance
is paid in full at such interest rates and at such times, and
pursuant to such calculations, as are