(and Promissory Note)
This Agreement dated as of November 10, 2004 is between Bank of America, N.A. (the "Bank") and each of the following
(collectively, the "Borrower").
1. LINE OF CREDIT AMOUNT AND TERMS
1.1 Line of Credit Amount.
a. Video Display Corporation, a Georgia corporation
b. Lexel Imaging Systems, Inc., a Delaware corporation
c. Z-Axis, Inc., a Georgia corporation
d. Teltron Technologies, Inc., a Georgia corporation
e. Aydin Displays, Inc., a Georgia corporation
f. Mengel Industries, Inc., a Pennsylvania corporation
g. XKD Corporation, a California corporation
During the availability period described below, the Bank will provide a line of credit to the Borrower (the "Loan").
The amount of the line of credit is Twenty Seven Million Five Hundred Thousand and NO/100 Dollars
($27,500,000.00) (the "Loan Amount").
This is a revolving line of credit. During the availability period, the Borrower may repay principal amounts and
The purpose of the Loan is to finance working capital and acquisitions, and to refinance existing term debt owed
by Borrower. As a condition precedent to the Bank's obligation to fund draws under the Loan for acquisitions,
Borrower shall demonstrate to the Bank's satisfaction prior to each acquisition draw that the acquisition shall be
accretive, that there exists no event of default at the time of the acquisition and that the acquisition will not result
in an event of default.
1.2 Availability Period. The line of credit is available between the date of this Agreement and November 10, 2006, or
such earlier date as the availability may terminate as provided in this Agreement (the "Maturity Date").
1.3 Repayment Terms.