EXHIBIT 10.19
FOURTH AMENDMENT TO REVOLVING CREDIT NOTE
This Fourth Amendment to Revolving Credit Note (the "Fourth
Amendment") is dated
May __,2005 by and between NUTRITION MANAGEMENT SERVICES COMPANY, a
Pennsylvania
corporation,
THE
COLLEGEVILLE
INN
CONFERENCE
&
TRAINING
CENTER,
Inc.,
a
Pennsylvania
corporation,
and
APPLE
FRESH
FOODS,
LTD.,
a
Pennsylvania
corporation
(collectively,
the
"Borrower"),
and
WILMINGTON
TRUST
OF
PENNSYLVANIA, (the "Bank") a Pennsylvania banking corporation.
BACKGROUND
----------
I. The Borrower and the Bank entered
into a Loan
Agreement
dated
February 7,
2001 (as amended, the "Loan Agreement"),
pursuant to which the Lender agreed to
make a available to the Borrower a Working
Capital Credit Facility (the "Credit
Facility").
2. The Credit Facility is evidenced by a Revolving Credit Note
dated February 7,
2001 in the original
principal amount of Four Million Dollars
($4,000,000) (as
amended, the "Note").
3. In October,
2003,
the
Borrower and the Bank amended the Note to reduce the
availability under the Note to $3,500,000 and to require
additional
collateral
from the Borrower.
4. In December
2003,
the
Borrower and the Bank amended the Note to extend the
Maturity Date of the Note to March 31, 2005.
5. In December
2004,
the
Borrower and the Bank amended the Note to extend the
Maturity Date of the No
