Exhibit 10.2
REVOLVING CREDIT NOTE
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$10,000,000.00
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June 3, 2005
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FOR VALUE RECEIVED, the undersigned,
Dreams, Inc., (in such capacity, the “ Lead Borrower
”), a Utah Corporation with its principal executive offices
at 2 South University Drive, Suite 325, Plantation, Florida 33324,
as agent for the following, Dreams Franchise Corporation, a
California corporation; Dreams Entertainment, Inc., a Utah
corporation; Dreams Products, Inc., a Utah corporation; Dreams
Retail Corporation, a Florida corporation; Dreams Paramus, LLC, a
Florida limited liability company; Dreams/Pro Sports, Inc., a
Florida corporation; Fansedge Incorporated, a Delaware corporation;
The Greene Organization, Inc., a Florida corporation; and The
Sports Collectibles & Auction Company, Inc., a Florida
corporation (singly, a “ Borrower ” and, and
collectively with the Lead Borrower, the “ Borrowers
”) jointly and severally promise to pay to the order of
LaSalle Business Credit, LLC, as Agent for Standard Federal Bank
National Association, acting through its division, LaSalle Retail
Finance with offices at 25 Braintree Hill Office Park, Suite 303,
Braintree, Massachusetts 02184 (with any subsequent holder, the
“ Lender ”), the principal sum of TEN MILLION
DOLLARS ($10,000,000.00), or, if less, the aggregate unpaid
principal balance of loans and advances made to or for the account
of the Borrowers pursuant to the Revolving Credit established
pursuant to the Loan and Security Agreement of even date (as
amended, modified, supplemented or restated hereafter, the “
Loan Agreement ”) by and among the Borrowers and the
Lender, with interest at the rate and payable in the manner stated
therein.
This is the “Revolving Credit
Note” to which reference is made in the Loan Agreement and is
subject to all of the terms and provisions thereof. The principal
of, and interest on, this Revolving Credit Note shall be payable as
provided in the Loan Agreement and shall be subject to acceleration
as provided therein. Capitalized terms used herein and not defined
herein shall have the meanings assigned to such terms in the Loan
Agreement.
The Lender’s books and records
concerning loans and advances pursuant to the Revolving Credit, the
accrual of interest thereon, and the repayment of such loans and
advances, shall be prima facie evidence of the indebtedness
hereunder.
No delay or omission by the Lender
in exercising or enforcing any of the Lender’s powers,
rights, privileges, remedies, or discretions hereunder shall
operate as a waiver thereof on that occasion nor on any other
occasion. No waiver of any default hereunder shall operate as a
waiver of any other default hereunder, nor as a continuing
waiver.
Each Borrower, and each endorser of
this Revolving Credit Note, waive presentment, demand, notice, and
protest, and also waive any delay on the part of the holder hereof.
Each Borrower assents to any extension or other indulgence
(including, without limitation, the release
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or substitution of Collateral) permitted by the
Lender with respect to this Revolving Credit Note and/or any
Collateral
