EXHIBIT 10.1
REVOLVING CREDIT AGREEMENT
This Revolving Credit Agreement (the "AGREEMENT") is made and entered into by and between the
undersigned borrower (the "BORROWER") and the undersigned bank (the "BANK") as of the date set forth on
the last page of this Agreement.
1.1 REVOLVING CREDIT LOANS. From time to time prior to June 30, 2003 (the "MATURITY DATE") or
the earlier termination hereof, the Borrower may borrow from the Bank for working capital purposes up to the
aggregate principal amount outstanding at any one time of the lesser of (i) $ 10,000,000.00 (the "LOAN
AMOUNT"), less letters of credit issued by the Bank, or (ii) if applicable, the BORROWING BASE (defined
below). All revolving loans hereunder will be evidenced by a single promissory note of the Borrower payable to
the order of the Bank in the principal amount of the Loan Amount (the "NOTE"). Although the Note will be
expressed to be payable in the full Loan Amount, the Borrower will be obligated to pay only the amounts actually
disbursed hereunder, together with accrued interest on the outstanding balance at the rates and on the dates
specified therein and such other charges provided for herein. In the event that the principal amount outstanding
under the Note exceeds the Borrowing Base at any time, the Borrower will immediately, without request, prepay
an amount sufficient to eliminate such excess.
1.2 BORROWING BASE. The Borrowing Base will be an amount equal to the sum of (i) n/a % of the face
amount of Eligible Accounts, and (ii) the lesser of $ n/a or n/a % of the Borrower's cost of Eligible Inventory, as
such cost may be diminished as a result of any event causing loss or depreciation in value of Eligible Inventory
less (iii) the current outstanding loan balance on note(s) in the original amount(s) of $ n/a, and less (iv) undrawn
amounts of outstanding letters of credit issued by Bank or any affiliate thereof. The Borrower will provide the
Bank with information regarding the Borrowing Base in such form and at such t