Exhibit 10.6
REVOLVING LINE OF CREDIT NOTE
$5,000,000.00
Denver, Colorado
February 18, 2005
FOR VALUE RECEIVED, the undersigned STAR
SOLUTIONS OF DELAWARE, INC. ("Borrower)
promises to pay to the order of WELLS FARGO
BANK, NATIONAL ASSOCIATION (`Bank at
its office at 1740 Broadway, Denver, Colorado 80274, or at such other
place as
the holder hereof may designate, in lawful
money of the United States of America
and in immediately available funds, the principal sum of Five Million
Dollars
($5,000,000.00), or so much thereof as may be
advanced and be outstanding, with
interest thereon, to be computed on each advance from the date of its
disbursement as set forth herein.
INTEREST:
(a) INTEREST. The outstanding principal balance of this Note shall
bear
interest. (computed on the basis of a
360-day year, actual days elapsed) at a
rate per annum one and one half percent
(1.50%) above the Prime Rate in effect
from time to time. See attached pricing
grid. The "Prime Rate" is a base rate
that Bank from time to time establishes and
which serves as the basis upon which
effective rates of interest are calculated
for those loans making reference
thereto. Each change in the rate of
interest hereunder shall become effective on
the date each Prime Rate change is
announced within Bank.
(b) PAYMENT OF
INTEREST. Interest accrued on this Note shall be payable
on the first day of each month, commencing
April 1, 2005.
(c) DEFAULT INTEREST. From and after the maturity date of this
Note, or
such earlier date as all principal owing
hereunder becomes due and payable by
acceleration or otherwise, the outstanding
principal balance of this Note shall
bear interest until paid in full at an
increased rate per annum (computed on the
basis of a 360-day year; actual days
elapsed) equal to four percent (4%) above
the rate of interest from time to time
applicable to this Note.
BORROWING AND REPAYMENT:
(a) BORROWING AND REPAYMENT. Borrower may from time to time during
the
term of this Note borrow, partially or
wholly repay Its outstanding borrowings,
and reborrow, subject to all of the
limitations, terms and conditions of this
Note and of any document executed in
connection with or governing this Note;
provided however, that the total
outstanding borrowings under this Note shall
not at any time exceed the principal amount
stated above. The unpaid principal
balance of this obligation at any time
shall be the total amounts advanced
hereunder by the holder hereof less the
amount of principal payments made hereof
by or for any Borrower, which balance may
be endorsed hereon from time to time
by the holder. The outstanding principal
balance of this Note shall be due and
payable in full on March 1, 2007.
(b) ADVANCES. Advances hereunder, to the total amount of the
principal
sum stated above, may be made by the holder
at the oral or written request of
(I) Thomas P. Sweeney. Ill, any one acting
alone,: who are authorized to request
advances and direct the disposition of any
advances until written notice of the
revocation of such authority is
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received by the holder at the office
designated above, or (ii) any person, with
respect to advances deposited to the credit
of any deposit account of any
Borrower, which advances, when so deposited
sha
