BFX HOSPITALITY GROUP INC. SECOND AMENDED AND RESTATED REVOLVING CREDIT NOTE (1995-02-06)

This Note is issued as evidence of indebtedness arising pursuant to the terms and provisions of the financing agreements, documents and guaranties granting collateral security or evidencing or creating indebtedness, each executed and delivered by Maker or related parties in favor of Payee contemporaneously herewith (the foregoing, together with all present and future related agreements or instruments with respect thereto, as the same may now exist or hereafter be amended, modified or supplemented are hereafter collectively referred to as the "Financing Agreements"). This Note is secured by, and is entitled to the benefit of, any and all collateral pledged by Maker or related parties to Payee as more particularly set forth in the Financing Agreements. At the time any payment is due hereunder, at its option Payee may charge the amount thereof to any account of the Maker maintained by Payee.

CONNECTIVITY TECHNOLOGIES INC. SECOND AMENDED AND RESTATED REVOLVING CREDIT NOTE (1997-11-14)

This Second Amended and Restated Revolving Credit Note ("this Note") is an amendment and restatement of the Amended and Restated Revolving Credit Note, dated as of August 27, 1996 (the "Restated Note"), which is an amendment and restatement of the Revolving Credit Note, dated as of May 31, 1996, in each case issued by the Borrower to the Bank. This Note is issued in substitution for, and not in payment of, the Restated Note.

CONNECTIVITY TECHNOLOGIES INC. SECOND AMENDED AND RESTATED REVOLVING CREDIT NOTE (1997-11-14)

This Second Amended and Restated Revolving Credit Note ("this Note") is an amendment and restatement of the Amended and Restated Revolving Credit Note, dated as of August 27, 1996 (the "Restated Note"), which is an amendment and restatement of the Revolving Credit Note, dated as of May 31, 1996, in each case issued by the Borrower to the Bank. This Note is issued in substitution for, and not in payment of, the Restated Note.

TRIZETTO GROUP INC. SECOND AMENDED AND RESTATED REVOLVING CREDIT NOTE (2001-04-02)

ROBOTIC VISION SYSTEMS INC. SECOND AMENDED AND RESTATED REVOLVING CREDIT NOTE (2001-12-27)

This Note is intended to replace that certain Amended and Restated Revolving Credit Note in the amount of $20,000,000 dated as of June 12, 2000. Said note was canceled upon reissuance of this Note, and this Note is neither a satisfaction nor novation thereof.

STORAGE USA INC. SECOND AMENDED AND RESTATED REVOLVING CREDIT NOTE (2001-10-23)

This Second Amended and Restated Revolving Credit Note evidences the same indebtedness as that evidenced by the Amended and Restated Revolving Credit Note (the "Amended Note") dated as of May 4, 1998, in the principal amount of Forty Million Dollars ($40,000,000.00) issued by the Maker to the Bank. To the extent of Fifteen Million Dollars ($15,000,000.00), the Amended Note evidenced the same indebtedness as that evidenced by the Revolving Credit Note (the "Original Note") dated as of July 14, 1994, in the principal amount of Fifteen Million Dollars ($15,000,000.00) issued by the Maker to the Bank. This Second Amended and Restated Revolving Credit Note is a restatement of the Amended Note. The execution and delivery of this Second Amended and Restated Revolving Credit Note does not constitute payment, cancellation, satisfaction, discharge, release or novation of the Amended Note or Original Note or the indebtedness evidenced by the Amended Note and Original Note, and such Amended Note and Original Note shall continue to constitute evidence of such indebtedness.

SUSA PARTNERSHIP LP. SECOND AMENDED AND RESTATED REVOLVING CREDIT NOTE (2001-10-23)

This Second Amended and Restated Revolving Credit Note evidences the same indebtedness as that evidenced by the Amended and Restated Revolving Credit Note (the "Amended Note") dated as of May 4, 1998, in the principal amount of Forty Million Dollars ($40,000,000.00) issued by the Maker to the Bank. To the extent of Fifteen Million Dollars ($15,000,000.00), the Amended Note evidenced the same indebtedness as that evidenced by the Revolving Credit Note (the "Original Note") dated as of July 14, 1994, in the principal amount of Fifteen Million Dollars ($15,000,000.00) issued by the Maker to the Bank. This Second Amended and Restated Revolving Credit Note is a restatement of the Amended Note. The execution and delivery of this Second Amended and Restated Revolving Credit Note does not constitute payment, cancellation, satisfaction, discharge, release or novation of the Amended Note or Original Note or the indebtedness evidenced by the Amended Note and Original Note, and such Amended Note and Original Note shall continue to constitute evidence of such indebtedness.

LUXTEC CORP /MA/. Note"); (iii) $12,000,000 Second Amended and Restated Revolving Credit Note (2002-05-15)

LCI INDUSTRIES. SECOND AMENDED AND RESTATED REVOLVING CREDIT NOTE (2003-03-28)

This Note is one of the Revolving Credit Notes referred to in the Credit Agreement dated as of January 28, 1998, as amended and restated as of November 13, 2001 and as further amended as of February 15, 2002 and as of December 31, 2002 (as so amended, the "Credit Agreement") among the Borrowers, the Lenders party thereto and JPMorgan Chase Bank as Administrative Agent, is secured as provided therein and in the Security Documents, is entitled to the benefits of the Guarantee Agreements as provided in the Credit Agreement and the Guarantee Agreements, and is subject to optional and mandatory prepayment as set forth in the Credit Agreement. Any amounts owing under the Amended And Restated Revolving Credit Note dated as of November 13, 2001 and issued under the Credit Agreement, which this Note replaces and is substituted for, shall continue to be owing under this Note in all respects.

LCI INDUSTRIES. SECOND AMENDED AND RESTATED REVOLVING CREDIT NOTE (2003-03-28)

This Note is one of the Revolving Credit Notes referred to in the Credit Agreement dated as of January 28, 1998, as amended and restated as of November 13, 2001 and as further amended as of February 15, 2002 and as of December 31, 2002 (as so amended, the "Credit Agreement") among the Borrowers, the Lenders party thereto and JPMorgan Chase Bank as Administrative Agent, is secured as provided therein and in the Security Documents, is entitled to the benefits of the Guarantee Agreements as provided in the Credit Agreement and the Guarantee Agreements, and is subject to optional and mandatory prepayment as set forth in the Credit Agreement. Any amounts owing under the Amended And Restated Revolving Credit Note dated as of November 13, 2001 and issued under the Credit Agreement, which this Note replaces and is substituted for, shall continue to be owing under this Note in all respects.