REVOLVING CREDIT AND TERM LOAN AGREEMENT
Dated as of September 5, 2003
CONTINENTAL MATERIALS CORPORATION, a corporation organized under the laws of the state
of Delaware (“Borrower”), LaSalle Bank National Association, a national banking association, as administrative
agent and as a lender (LaSalle in its capacity as administrative agent referred to in this Agreement as “Agent” and
in its capacity as a lender as “LaSalle”) and Fifth Third Bank (Chicago), a Michigan banking corporation, as a
lender (“Fifth Third”) (LaSalle and Fifth Third are each referred to individually in this Agreement as a “Lender”
and collectively as the “Lenders”), agree as follows:
A. Borrower desires Lenders to provide certain extensions of credit, loans or other financial
accommodations to Borrower (the “Financial Accommodations”).
B. Lenders are willing to provide the Financial Accommodations to Borrower, but solely on the
terms and subject to the conditions set forth in this Agreement and the other documents, instruments and
agreements executed and delivered pursuant to this Agreement or referenced herein.
NOW THEREFORE, in consideration of the Financial Accommodations, the mutual promises and
understandings of Lenders and Borrower set forth herein, and other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, Lenders and Borrower hereby agree as set forth in this
SECTION 1. DEFINITIONS
SECTION 1.1 GENERAL.
The following words, terms or phrases shall have the following meanings:
“ Affiliate ” means any corporation of which Borrower owns directly or indirectly 20% or more, but less
than 50%, of the outstanding voting stock, or any partnership, joint venture, trust or other legal entity of which
Borrower has effective control, by contract or otherwise.
“ Agent-Related Person ” shall mean the Agent and any successor thereto appointed pursuant to Secti