References in the shaded area are for Lender’s use only and do not limit the applicability of this document to any particular loan
or item. Any item above containing “***” has been omitted due to text length limitations.
PROMISE TO PAY. OURPET’S COMPANY (“Borrower”) promises to pay to FIRSTMERIT BANK, N.A. (“Lender”), or
order, in lawful money of the United States of America, on demand, the principal amount of Two Million & 00/100 Dollars
($2,000,000.00) or so much as may be outstanding, together with interest on the unpaid outstanding principal balance of each
advance. Interest shall be calculated from the date of each advance until repayment of each advance.
PAYMENT. Borrower will pay this loan in full immediately upon Lender’s demand. Borrower will pay regular monthly
payments of all accrued unpaid interest due as of each payment date, beginning August 1, 2006, with all subsequent interest
payments to be due on the same day of each month after that. Unless otherwise agreed or required by applicable law, payments
will be applied first to any accrued unpaid interest; then to principal; and then to any late charges. The annual interest rate for
this Note is computed on a 365/360 basis; that is, by applying the ratio of the annual interest rate over a year of 360 days,
multiplied by the outstanding principal balance, multiplied by the actual number of days the principal balance is outstanding.
Borrower will pay Lender at Lender’s address shown above or at such other place as Lender may designate in writing.
VARIABLE INTEREST RATE. The interest rate on this Note is subject to change from time to time based on changes in an
index which is Lender’s Prime Rate (the “Index”). This is the rate Lender charges, or would charge, on 90-day unsecured loans
to the most creditworthy corporate customers. This rate may or may not be the lowest rate available from Lender at any given
time. Lender will tell Borrower the current Index rate upon Borrower’s request. The