Revolving Line of Credit Term Sheet between Horne International, Inc. and Evan Auld-Susott (Agent for Susott FLP) and Trevor Foster, dated April 10, 2008

Summary

This agreement outlines a $1,000,000 revolving line of credit provided by Evan Auld-Susott (as agent for the Susott FLP) and Trevor Foster to Horne International, Inc. The loan is secured by a first deed of trust on commercial property in Florida and is available only after the borrower exhausts a separate $500,000 working capital loan. Interest is 12.5% per year, with quarterly interest payments and a maturity date of 12 months or upon sale of the property, with a possible 6-month extension. The borrower may prepay at any time without penalty.

EX-10.19 3 w54154exv10w19.htm EX-10.19 exv10w19

Exhibit 10.19

HORNE INTERNATIONAL, INC.
REVOLVING LINE OF CREDIT TERM SHEET

April 10, 2008



Borrower:		Horne International, Inc., a Delaware corporation (“Borrower”)

Lender:		Evan Auld-Susott as agent for the Susott FLP and Trevor Foster (“Lender”)

Loan Amount:		$1,000,000.00 (“Loan”)

Facility Type:		Revolving Line of Credit

Conditions to Drawdown:		(1) available only upon Borrower's certification to Lender that Borrower has fully exhausted all funds available to Borrower pursuant to a $500,000.00 Working Capital Loan (“Working Capital Loan”) from Darryl K. Horne of even date herewith; (2) Borrower’s certification to Lender that, from the Closing Date and during the Term of the Loan until sold, the Real Property (as defined below) shall be listed and shall, until sold, remain listed for sale with a realtor acceptable to Lender at a listing price agreed upon by Borrower and Lender, with all offers of purchase to be brought to Lender’s attention by Borrower promptly upon Borrower’s receipt of same.

Interest Rate:		Interest shall accrue on the unpaid principal balance of the Loan until paid in full at the rate of twelve and a half percent (12.5%) per annum (“Interest Rate”); provided, however, if any installment of interest or payment of principal and interest accrued and due at maturity remains unpaid on the 15^th day after the due date of such payment, such late payment may be subject to a late charge of five percent (5%) of such late payment. Upon the occurrence and during the continuance of an Event of Default under any of the Loan Documents and until such Event of Default is cured, interest on the Loan will accrue at the rate of three percent (3%) per annum above the Interest Rate.

Term:		The Loan shall mature and be payable in full at the earlier of (a) twelve (12) months from the Closing Date or (b) the sale of the Real Property (as defined below) (“Maturity Date”); provided, however, the Borrower may request one (1) six (6) month extension of the Maturity Date (“Extension Option”), which the Lender shall grant provided that (i) the Borrower sends the Lender a written notice of its intention to exercise the Extension Option (“the Extension Option Notice”) at least thirty (30) days prior to the Maturity Date, (ii) no default has occurred under the Loan and is continuing, (iii) the Borrower pays the Lender a Loan Extension Fee equal to the greater of (a) $2,500.00 or (b) one-half percent (1/2%) of the principal balance of the Loan concurrently with delivery of the Extension Option Notice.




Payments:		Interest only payable quarterly on the first day of each calendar quarter until the Maturity Date, as may be extended under the Extension Option, at which time the entire principal balance of the Loan and all accrued and unpaid interest, late fees, and default interest, together with any costs and fees due under the promissory note, shall be due and payable in full.

Prepayment:		The Loan may be prepaid in full or in part, without premium or penalty, at any time.

Collateral:		First Deed of Trust on the Borrower's fee simple interest in certain commercial real property situated at 91 Hill Avenue, Fort Walton Beach, Florida, 32548, (“Real Property”), which First Deed of Trust shall be senior in priority and superior to a Second Deed of Trust in favor of Darryl K. Horne to secure Borrower’s obligations under the Working Capital Loan.

Default:		In the event that Borrower shall fail to perform its obligations to pay interest quarterly or to pay the Loan in full at the Maturity Date, as may be extended by the Extension Option, Lender may exercise its collection remedies as provided in the Revolving Line of Credit Note and the Deed of Trust.

Loan Documents:		The Borrower shall execute and deliver a Revolving Line of Credit Note, a Deed of Trust, and such other agreements, certificates and other instruments required by the Lender and its counsel in connection with the Loan (“Loan Documents”). The Loan Documents shall contain such reasonable terms and provisions as are customarily required by lenders in connection with loans secured by real property.

Costs and Expenses:		The Borrower shall pay all reasonable out of pocket costs and expenses (including legal fees) actually incurred by the Lender in connection with the preparation, negotiation, and review of Loan Documents, including premiums related to a title insurance policy insuring the Lender’s first lien interest in the Real Property.

Closing:		Closing of the Loan shall be held at a location agreed to by the Borrower and the Lender on or before April 13, 2008, unless the parties shall agree otherwise.

(Remainder of Page Intentionally Left Blank)

THE FOREGOING TERMS AND CONDITIONS ARE HEREBY ACCEPTED AND AGREED TO THIS 10th DAY OF APRIL, 2008.




		BORROWER: HORNE INTERNATIONAL, INC. By: /s/ Michael M. Megless Name: Michael M. Megless Title: Chief Financial Officer LENDER: /s/ Evan Auld-Susott EVAN AULD-SUSOTT /s/ Trevor Foster TREVOR FOSTER