EXHIBIT 10.1
JOINT AMENDMENT TO LOAN AGREEMENT
AND
REVOLVING LINE OF CREDIT
NOTE
THIS JOINT AMENDMENT TO LOAN AGREEMENT AND
REVOLVING LINE OF CREDIT NOTE (the “ Amendment
”) dated as of June 27, 2011 (the “ Effective
Date ”) is made by and between M&I MARSHALL &
ILSLEY BANK, a Wisconsin banking corporation (“ Lender
”), and AEROSONIC CORPORATION, a Delaware corporation
(“ Borrower ”).
WITNESSETH
WHEREAS, Borrower and Lender entered into that
certain Loan Agreement dated April 30, 2010 as amended by that
certain (i) First Amendment to Loan Agreement dated January 6,
2011; and (ii) Joint Amendment to Loan Agreement and Revolving Line
of Credit Note dated April 29, 2011 (as may be further amended,
restated, modified or supplemented and in effect from time to time,
the “ Loan Agreement ”). Capitalized
terms not otherwise defined herein shall have the meanings ascribed
to such terms in the Loan Agreement.
WHEREAS, pursuant to the Loan Agreement,
Borrower issued to Lender that certain (i) Revolving Line of Credit
Note dated April 30, 2010 in the original principal amount of Four
Million and No/100 Dollars ($4,000,000) (as may be amended,
restated, modified or supplemented and in effect from time to time,
the “ Revolving Credit Note ”); (ii) Interest
Bearing Installment Note dated April 30, 2010 in the original
principal amount of Three Million Five Hundred Thousand and No/100
Dollars ($3,500,000) (as may be amended, restated, modified or
supplemented and in effect from time to time, the “ Real
Estate Installment Note ”); (iii) Interest Bearing
Installment Note dated April 30, 2010 in the original principal
amount of One Million Nine Hundred Thousand and No/100 Dollars
($1,900,000) (as may be amended, restated, modified or supplemented
and in effect from time to time, the “ Term Note
”); and (iv) Equipment Line of Credit Note dated April 30,
2010 in the original principal amount of Seven Hundred Thousand and
No/100 Dollars ($700,000) (as may be amended, restated, modified or
supplemented and in effect from time to time, the “
Equipment Note ,” collectively with the Revolving
Credit Note, Real Estate Installment Note and Term Note, the
“ Notes ”).
WHEREAS, to secure Borrower’s payment of
the Notes and Borrower’s performance under the Loan
Agreement, Borrower, among other things, executed and delivered to
Lender that certain (i) Mortgage, Security Agreement and Assignment
of Rents dated April 30, 2010, recorded in the Official Records of
Pinellas County, Florida at O.R. Book 16909 Pages 2344-2362 (the
“ Mortgage ”), whereby Borrower granted a
security interest in the real and personal property described
therein to Lender; (ii) Collateral Assignment of Rents and Leases
dated April 30, 2010, recorded in the Official Records of Pinellas
County, Florida at O.R. Book 16909 Pages 2363-2369 (as may be
amended, restated, modified or supplemented and in effect from time
to time, the “ Collateral Assignment ”); and
(iii) Security Agreement dated April 30, 2010 executed by Borrower
in favor of Lender (the “ Security Agreement ”)
granting Lender a security interest in certain collateral more
particularly described therein.
WHEREAS, to further secure Borrower’s
payment of the Notes and Borrower’s performance under the
Loan Agreement, Avionics Specialties, Inc., a Virginia corporation,
and OP Technologies, Inc., an Oregon corporation (each a “
Guarantor ” and collectively, the “
Guarantors ”) each executed