Exhibit 10(q)
REVOLVING NOTE
(Revolving B Loans)
$800,000
Grand Rapids, Michigan
December 16, 2005
FOR
VALUE RECEIVED, on or before the Termination Date (or, if such day
is not a Business Day, on the next following Business Day), the
undersigned, Clarion Technologies, Inc., a Delaware corporation
(the “Company”), and the subsidiaries of the Company
signatory hereto (herein, the “Subsidiaries”, together
with the Company and their respective successors and assigns,
called the “Loan Parties”), jointly and severally,
promise to pay to the order of Fifth Third Bank (herein, together
with its successors and assigns, called the “Bank”),
the maximum principal sum available of Eight Hundred Thousand and
00/100 Dollars ($800,000) or, if less, the aggregate unpaid
principal amount of all Revolving B Loans made by the Bank to the
undersigned pursuant to an Amended and Restated Credit Agreement
dated as of April 14, 2003, as amended, among the Loan Parties, the
financial institutions, including the Bank, that are or from time
to time may become parties thereto, and JPMorgan Chase Bank, N.A.,
successor by merger to Bank One, NA (Main Office Chicago), as agent
(herein, as the same may be amended, modified or supplemented from
time to time, including any agreement entered into in replacement
thereof, called the “Credit Agreement”) as shown in the
Bank’s records.
The
Loan Parties further promise to pay to the order of the Bank
interest on the aggregate unpaid principal amount hereof from time
to time outstanding from the date hereof until paid in full at such
rates and at such times as shall be determined in accordance with
the provisions of the Credit Agreement. Accrued interest shall be
payable on the dates specified in the Credit Agreement.
Payments
of both principal and interest are to be made in the lawful money
of the United States of America in immediately available funds at
the Agent’s office at 200 Ottawa Avenue, N.W., Grand Rapids,
Michigan 49503, or at such other place as may be designated by the
Agent to the Loan Parties in writing.
This
is a Revolving Note referred to in, evidences indebtedness incurred
under, and is subject to the terms and provisions of, the Credit
Agreement. The Credit Agreement, to which reference is hereby made,
sets forth said terms and provisions, including, but not limited
to, those under which this Note may or must be paid prior to its
due date, may have the principal amount of the commitment reduced
or may have its due date accelerated. Terms used but not otherwise
defined herein are used herein as defined in the Credit Agreement.
This Note is secured by the collateral described in and pursuant to
the Credit Agreement and various other Loan Documents referred to
therein, and reference is made thereto for a statement of terms and
provisions of such collateral security, a description of collateral
and the rights of the Agent and the Bank in respect
thereof.
1
In
addition to, and not in limitation of, the foregoing and the
provisions of the Credit Agreement hereinabove referred to, the
Loan Parties further agree, subject only to any limitation imposed
by applicable law and to the extent provided in the Credit
Agreement, to pay all expenses, including reasonable
attorneys’ fees and expenses, incurred by the Agent and the
holder of this Note in seeking to collect any amounts payable
hereunder which are not paid when due, whether by acceleration or
otherwise.
All
parties hereto, whether as makers, endorsers or otherwise,
severally waive presentment, demand, protest and notice of dishonor
in connection with this Note.
The
liability of each Loan Party under this Note in general shall be
joint and several, and each reference herein to the Loan Parties
shall be deemed to refer to each such Loan Party. In furtherance
and not in limitation of Bank’s rights and remedies hereunder
or at law, Bank may proceed under this Note against any one or more
of the Loan Parties in its absolute and sole discretion for any
Loan Parties̵