Exhibit 10.2
EXHIBIT B
TO
REVOLVING CREDIT AGREEMENT
FORM OF REVOLVING LOAN NOTE
REVOLVING LOAN NOTE
<PAGE>
LENDER:
BORROWER:
Mathis Family Partners,
LP
NB Manufacturing,
Inc.
EARNCO
MPPP
2560 W. Main Street, Suite 200
2560 W. Main Street, Suite
200
Littleton, Colorado 80120
Littleton, Colorado
80120
INTEREST RATE:
7%
PRINCIPAL AMOUNT:
$50,000
DATE OF NOTE: May 5, 2009
2 1. Promise to Pay. NB Manufacturing,
Inc., a Colorado corporation
("Borrower"), promises to pay to Mathis Family Partners, LP and
EARNCO M.P.P.P.
(collectively the "Lender"), or order, in lawful money of the
United States of
America and in immediately available funds, the principal sum of
FIFTY THOUSAND
AND NO/100 DOLLARS ($50,000) (or such lesser amount as shall equal
the aggregate
unpaid principal amount of the Loans made by the Lender to the
Borrower under
the Revolving Credit Agreement by and between Borrower and Lender
dated as of
May 5, 2009, as amended, supplemented or otherwise modified and in
effect from
time to time, the "Loan Agreement"), on demand, and to pay interest
on the
unpaid principal amount of each such Loan in like money and funds,
for the
period commencing on the date of such Loan until such Loan shall be
paid in
full, at the interest rate per annum set forth herein. Terms used
but not
defined in this Note have the respective meanings assigned to them
in the Loan
Agreement.
2. Recording of Loans. The date and amount
of each Loan made by the Lender
to the Borrower, and each payment made on account of the principal
thereof,
shall be recorded by the Lender on its books and, prior to any
transfer of this
Revolving Loan Note ("Note"), endorsed by the Lender on the
Schedule attached
hereto or any continuation thereof; provided that the failure of
the Lender to
make any such recordation or endorsement shall not affect the
obligations of the
Borrower to make a payment when due of any amount owing under the
Loan Agreement
or hereunder in respect of the Loans made by the Lender.
3. Payment. The loan, including all
principal and accrued interest not yet
paid shall be due on demand. Borrower will pay Lender at Lender's
address shown
above or at such other place as Lender may designate in writing.
Unless
otherwise agreed or required by applicable law, payments will be
applied first
to any unpaid collection costs, then to accrued unpaid interest and
any
remaining amount then to principal.
4. Interest Rate. The interest rate on
this Note is seven percent (7%)
percent per annum.
5. Prepayment. Borrower may pay without
penalty all or a portion of the
amount owed earlier than it is due. Early payments will not, unless
agreed to by
Lender in writing, relieve Borrower of Borrower's obligation to
continue to make
payments under the payment schedule, but rather, they will reduce
the principal
balance due and may result in Borrower's making fewer payments.
6. Default. Borrower will be in default if
any of the following happens:
(a) Borrower fails to make any payment within ten (10) days of when
due; (b)
Borrower breaks any promise Borrower has made to Lender, or
Borrower fails to
perform promptly at the time and strictly in the manner provided in
this Note or
any agreement including but not limited to the Loan Agreement
related to this
Note, or in any other agreement or loan Borrower has with Lender;
(c) Any
representation or statement made or furnished to Lender by Borrower
or on
Borrower's behalf is false or misleading in any material respect;
(d) Borrower
becomes insolvent, a receiver is appointed