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Cross-collateralization Agreement

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CROSS-COLLATERALIZATION
AND
CROSS-DEFAULT AGREEMENT
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THIS AGREEMENT, made this 30th day of May, 1997, by The JPM Company, a Pennsylvania corporation having its principal offices at Route 15, Lewisburg, Pennsylvania 17837 ("Borrower") in favor of CoreStates Bank, N.A., a national banking association with offices at 30 North Third Street, P.O. Box 1071, Harrisburg, Pennsylvania 17108 ("Bank").


W I T N E S S E T H:


WHEREAS, Bank is extending a line of credit facility to Borrower in the principal amount of Twenty Million Dollars ($20,000,000.00) (the "Loan") pursuant to the terms and conditions of a certain Master Demand Note, as amended by an Addendum to Master Demand Note, in the amount of $20,000,000.00 in favor of Bank of even date herewith ("Line of Credit Note"); and


WHEREAS, Commonwealth Bank, a division of Meridian Bank ("Meridian") has previously extended other credit accommodations to Borrower, including, but not limited to, the following (the "Existing Indebtedness"): (i) a real estate term loan having a current principal balance of approximately $896,347.71 (the "Real Estate Loan"), which loan is secured, inter alia, by first lien mortgages
---------- against Borrower's real property and improvements located along Route 15, Kelly Township, Lewisburg, Pennsylvania and Borrower's real property and improvements located at the Industrial Park, East Buffalo Township, Pennsylvania; (ii) a second term loan having a current principal balance of approximately $1,428,571.52 (the "Term Loan"), which loan is secured by second lien mortgages against the Route 15, Kelly Township, Lewisburg, Pennsylvania real property and improvements, the Industrial Park, East Buffalo Township, Pennsylvania real property and improvements, a first lien security interests in all business assets of the Borrower, a pledge and assignment of 60% of the stock of Borrower's subsidiary, Electronica Pantera, S.A. de C.V.; and (iii) certain automated clearing house facilities in the aggregate amount of $250,000.00 (the "ACH Facilities") (all of the mortgages, security interests, financing statements, liens, encumbrances, documents, instruments and agreeme
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