Exhibit 10(aa)

                    INTERCOMPANY LOAN AND SECURITY AGREEMENT

     This Intercompany Loan and Security Agreement (this "Agreement") is entered
into as of August 16, 2001 by and among the parties listed on the signature
pages hereto or which become parties hereto pursuant to the joinder provision of
Section 16 below (each, a "Company" and collectively, the "Companies") and
Congress Financial Corporation (Central), in its capacity as Intercompany
Collateral Agent (as defined herein).

                               W I T N E S S E T H

     WHEREAS, certain Companies currently have loans outstanding to other
Companies pursuant to the documents, agreements and instruments set forth on
Schedule A hereto (collectively, the "Refinanced Facilities"); and

     WHEREAS, each of the Companies desires to replace and restate the loans
evidenced by the Refinanced Facilities and to provide for additional lines of
credit, in each case on the terms and conditions set forth herein;

     NOW, THEREFORE, in consideration of the mutual conditions and agreement set
forth herein, and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto agree as
follows:

     Section 1. Definitions. Capitalized terms used but not defined herein shall
have the meanings assigned to them in the Loan Agreement (as hereinafter
defined). For purposes of this Agreement, the following terms have the meanings
set forth below:

          "Agent" shall mean Congress Financial Corporation (Central), in the
     capacity as agent for the Lenders under the Financing Agreements.

          "Blocked Account Agreement" shall mean, with respect to any bank
     account of a Company (other than a Non-Restricted Subsidiary), a tri-party
     agreement among Agent, a financial institution and such Company granting a
     security interest in such bank account to Agent and containing such other
     terms and conditions as are acceptable to Agent.

          "Borrowing Company" shall mean each Company designated as a "Borrower"
     under Schedule B hereto that is acting in its capacity as a borrower of
     Loans under Section 2 hereof.

          "Collateral" shall have the meaning set forth in Section 6(b) hereof.

          "Company" shall have the meaning set forth in the preamble hereto.

          "Credit Line" shall have the meaning set forth in Section 2 hereof.

          "Demand Note" shall have the meaning set forth in Section 2 hereof.

          "Intercompany Collateral Agent" shall mean Congress Financial
     Corporation (Central), in its capacity as grantee of liens under Section 6
     hereof for the benefit of the Lending Companies.

          "Intercompany Loan Documents" shall mean this Agreement, the Demand
     Notes and any other documents, agreements or instruments now or hereafter
     executed in connection with this Agreement, as the same may be amended,
     restated or modified from time to time as permitted under the terms of the
     Subordination Agreement.

          "JII" shall mean JII, Inc., a Delaware corporation and a "Company"
     hereunder.

          "Lending Company" shall mean each Company designated as a "Lender"
     under Schedule B hereto acting in its capacity as a lender of Loans under
     Section 2 hereof.

          "Loan Agreement" shall mean that certain Loan and Security Agreement
     dated as of the date hereof, among Agent, the Lenders and JII, as the same
     may be amended, restated, modified, replaced, refinanced or supplemented
     from time to time.

     "Loans" shall have the meaning set forth in Section 2 hereof.

          "Lenders" shall mean each lender from time to time party to the Loan
     Agreement.


                                       2
<PAGE>



          "Refinanced Facilities" shall have the meaning set forth in the
     recitals hereto.

          "Security Agreement" shall mean, collectively, each of the General
     Security Agreements dated as of the date hereof among Agent and the
     Companies from time to time party thereto, as the same may be amended,
     restated, modified, replaced, refinanced or supplemented from time to time.

          "Subordination Agreement" shall mean that certain Affiliate
     Subordination Agreement dated as of the date hereof among Agent and each of
     the Companies from time to time party thereto, as the same may be amended,
     restated, modified, replaced, refinanced or supplemented from time to time.

     Section 2. Loans. On the date hereof, each Lending Company agrees to make a
revolving line of credit available to each of the applicable Borrowing Companies
listed on Schedule B hereto in the respective maximum principal amounts set
forth for each Borrowing Company on Schedule B hereto. Each advance made by a
Lending Company under any Credit Line shall be referred to herein as a "Loan"
and shall (except with respect to the Refinanced Facilities) be funded by
depositing proceeds of each such Loan to the applicable Borrowing Company's bank
account which is subject to a Blocked Account Agreement (except in the case of
any bank account maintained by a Non-Restricted Subsidiary) or by making
appropriate entries on the respective intercompany loan accounts which evidence
the Loans. Each line of credit made available by each Lending Company
(individually, a "Credit Line" and collectively the "Credit Lines") shall be
evidenced by a demand promissory note, substantially in the form of Exhibit A
hereto (each, a "Demand Note" and collectively, the "Demand Notes"), executed by
a duly authorized officer of each applicable Borrowing Company, which shall
represent such Borrowing Company's obligation to pay the maximum principal
amount of the Credit Line provided to such Borrowing Company, or, if less, the
aggregate unpaid principal amount of all loans made by the applicable Lending
Company. Each Demand Note may contain such additional covenants, terms and
conditions as agreed to between any Lending Company and any Borrowing Company.

     Section 3. Interest. Outstanding Loans under each Credit Line shall bear
interest at the applicable per annum rate set forth on Schedule B hereto with
respect to such Credit Line. Interest shall be payable at the end of each March,
June, September and December and upon payment in full or in part of the unpaid
principal amount of any Loans. If any Loan is not paid upon demand, when
otherwise due, or if a Borrowing Company is in default of any of its obligations
under this Agreement or its Demand Note, such Loan shall bear interest at a rate
per annum equal to the higher of (i) two percent (2.0%) plus the applicable rate
of interest assigned to such Loan under Schedule B hereto or (ii) the default
rate of interest under the Loan Agreement that would then be applicable to prime
rate loans upon a default thereunder.

     Section 4. Repayment. Subject to the terms and conditions of the
Subordination Agreement, upon demand made to any Borrowing Company by or on
behalf of its Lending Company for repayment of any designated principal amount
of outstanding Loans, such Borrowing Company shall repay the full amount of such
Loans, together with accrued and unpaid interest thereon. Each Credit Line will
remain available until cancelled by or on behalf of either the applicable
Lending Company or the applicable Borrowing Company, each of which shall have
the right to cancel the Credit Line between them at any time after termination
of the Loan Agreement without liability to either party, except that the
applicable Borrowing Company shall remain liable for all unpaid amounts of
principal and interest under its Demand Note and may not cancel its Credit Line
until all amounts have been paid in full. Each Loan may be prepaid, in whole or
in part, at any time without premium or penalty, but with interest on the amount
prepaid so long as such prepayments are made in accordance with Section 3 of the
Subordination Agreement. Loans prepaid may be reborrowed until such time as the
applicable Credit Line is terminated. The dates and amounts of all borrowings
under each Credit Line and each payment of principal shall be recorded on the
books and records of JII.

     Section 5. Replacement of Refinanced Facilities. The indebtedness evidenced
by this Agreement and the Demand Notes is an extension and replacement of the
current outstanding principal amount of indebtedness evidenced by, and the
Intercompany Loan Documents shall be a replacement for, the Refinanced
Facilities. The execution and delivery of the Intercompany Loan Documents shall
not be construed to evidence a repayment and reborrowing of indebtedness under
the Financed Facilities. Each Company party hereby releases each other Company
from any and all claims or liabilities arising under the Refinanced Facilities.
Each Company further represents and warrants to each other Company that all
intercompany indebtedness for borrowed money is completely and accurately
evidenced by the Intercompany Loan Documents, no liens have been granted to
secure such indebtedness other than as described in Section 6 hereof and no
intercompany indebtedness has been subordinated to any other indebtedness except
as described in Section 7 hereof.


                                       3
<PAGE>

     Section 6. Appointment of Intercompany Collateral Agent and Grant of
Security Interests.

            (a) Each Lending Company irrevocably designates, appoints and
authorizes the Intercompany Collateral Agent to act as its agent for the
purpose of holding the junior security interest granted for the benefit of such
Lending Company by its Borrowing Company under Section 6(b) hereof. Intercompany
Collateral Agent (i) accepts such appointment only for the purpose of acting as
a grantee and holder of liens from each Borrowing Company under Section 6(b)
hereof for the benefit of the Lending Companies, (ii) shall have no duties or
responsibilities to any Lending Company to perfect such security interests or
otherwise maintain and protect any collateral, and shall not by reason of this
Agreement or any other Intercompany Loan Document be a trustee or fiduciary for
any Company; (iii) shall not be responsible to any Lending Company for any
recitals, statements, representations or warranties contained in this Agreement
or any other Intercompany Loan Document or for the value, validity,
effectiveness, genuineness, enforceability or sufficiency of this Agreement or
any other Intercompany Loan Document or for any failure of Intercompany
Collateral Agent or any Company to perform any of its obligations hereunder or
thereunder; and (iv) shall not be responsible to any Lending Company for any
action taken or omitted to be taken by it hereunder or under any other
Intercompany Loan Document.

            (b) To secure payment and performance of all obligations and
liabilities of each Borrowing Company to its Lending Company, each Borrowing
Company hereby grants to Intercompany Collateral Agent, for the benefit of such
Borrowing Company's Lending Company, a continuing security interest in, lien
upon, and a right of set off against, and hereby assigns to Intercompany
Collateral Agent, for the benefit of such Lending Company, as security, the
following property and interests in property of such Borrowing Company, whether
now owned or hereafter acquired or existing, and wherever located (together with
all other collateral security at any time granted to or held or acquired by
Intercompany Collateral Agent or any Lending Company) (collectively, the
"Collateral):

              (i)   Receivables;

              (ii)  all present and future general intangibles (including
     Intellectual Property and existing and future leasehold interests in
     equipment, real estate and fixtures), chattel paper, documents,
     instruments, investment property (including securities, whether
     certificated or uncertificated, securities accounts, security entitlements,
     commodity contracts or commodity accounts) letters of credit, bankers'
     acceptances and guarantees;

              (iii)   all present and future monies, securities and other
     investment property, credit balances, deposits, deposit accounts and other
     property of such Borrowing Company now or hereafter held or received by or
     in transit to Intercompany Collateral Agent, any Lending Company or their
     affiliates or at any other depository or other institution from or for the
     account of such Borrowing Company whether for safekeeping, pledge, custody,
     transmission, collection or otherwise, and all present and future liens,
     security interests, rights, remedies, title and interest in, to and in
     respect of Receivables and other Collateral, including (a) rights and
     remedies under or relating to guarantees, contracts of suretyship, letters
     of credit and credit and other insurance related to the Collateral, (b)
     rights of stoppage in transit, replevin, repossession, reclamation and
     other rights and remedies of an unpaid vendor, lienor or secured party, (c)
     goods described in invoices, documents, contracts or instruments with
     respect to, or otherwise representing or evidencing, Receivables or other
     Collateral, including returned, repossessed and reclaimed goods, and (d)
     deposits by and property of account debtors or other persons securing the
     obligations of account debtors;

               (iv) Inventory;

               (v) Equipment;

               (vi) Real Property Related Interests;

               (vii) Records; and

               (viii) all products and proceeds of the foregoing, in any form,
     including insurance proceeds and any claims against third parties for loss
     or damage to or destruction of any or all of the foregoing.

Capitalized terms used in this Section 6(b) and not otherwise defined in this
Agreement shall have the meaning assigned to them in the Loan Agreement.

                                       4
<PAGE>


            (c) Upon a default by any  Borrowing  Company  hereunder or under
any other Intercompany Loan Document, the Intercompany Collateral Agent shall
have the same rights and remedies with respect to such Borrowing Company's
Collateral as are provided to Agent (on behalf of the Lenders) under the
Security Agreement with respect to such Collateral. The parties hereto agree and
acknowledge that the liens and security interests granted by the Borrowing
Companies under Section 6(b) hereof to Intercompany Collateral Agent, for the
benefit of the Lending Companies, are junior and subordinated in all respects to
the liens and security interests granted by the Borrowing Companies under the
Financing Agreements to Agent, for the benefit of the Lenders, as more
particularly described in the Subordination Agreement. Accordingly, no Lending
Company shall request that Intercompany Collateral Agent take any action or
exercise any right or remedy in respect of the Collateral for the benefit of any
Lending Company. Upon payment in full of all the Obligations under the Financing
Agreements and termination of the Financing Agreements, Intercompany Collateral
Agent's appointment as agent under Section 6(a) hereof shall terminate and
Intercompany Collateral Agent is hereby authorized by all the parties hereto to
terminate all financing statements and execute all other releases and
terminations as Intercompany Collateral Agent deems necessary to terminate its
role as agent for the Lending Companies or to assign all such financing
statements and all rights hereunder to JII. Each Lending Company acknowledges
that its liens and security interests may be terminated upon the termination of
Intercompany Collateral Agent's role as agent for the Lending Companies
hereunder.

            (d) Each Company shall indemnify and hold Intercompany Collateral
Agent and its directors, agents, employees and counsel, harmless from and
against any and all losses, claims, damages, liabilities, costs or expenses
imposed on, incurred by or asserted against any of them in connection with any
litigation, investigation, claim or proceeding commenced or threatened related
to the negotiation, preparation, execution, delivery, enforcement, performance
or administration of this Agreement or any other Intercompany Loan Document or
any undertaking or proceeding related to any of the transactions contemplated
hereby or any act, omission, event or transaction related or attendant thereto,
including amounts paid in settlement, court costs, and the fees and expenses of
counsel. To the extent that the undertaking to indemnify, pay and hold harmless
set forth herein may be unenforceable because it violates any law or public
policy, each Company shall pay the maximum portion which it is permitted to pay
under applicable law to Intercompany Collateral Agent in satisfaction of
indemnified matters under this Section 6(d). The foregoing indemnity shall
survive the termination of this Agreement.

     Section 7. Subordination. Each Company covenants and agrees that the
repayment of Loans made hereunder, and the liens securing the obligations of
each Borrowing Company hereunder, shall be subordinated to the extent and in the
manner provided by the Subordination Agreement.

     Section 8. Financial Information. In respect of any Credit Line between a
Lending Company and a Borrowing Company, upon the request of such Lending
Company, such Borrowing Company shall provide and make available to such Lending
Company any and all financial statements, budgets, audits, projections, books
and records as such Lending Company shall request from time to time in order for
such Lending Company to monitor the financial condition of such Borrowing
Company or obtain relevant information with respect to the Collateral.

     Section 9. Waiver. To the fullest extent permitted by applicable law, each
Borrowing Company waives: (a) presentment, notice, demand and protest, and
notice of presentment, dishonor, intent to accelerate, acceleration, default,
nonpayment, maturity, release, compromise, settlement, extension or renewal of
this Agreement or any Demand Note which such Borrowing Company may in any way be
liable, and hereby ratifies and confirms whatever any Lending Company may do in
this regard; (b) all rights to notice and a hearing prior to any Lending Company
taking possession or control of, or to any Lending Company's replevy, attachment
or levy upon, any property, real or personal, tangible or intangible of such
Borrowing Company or any bond or security which might be required by any court
prior to allowing such Lending Company to exercise any of its remedies; and (c)
the benefit of all valuation, appraisal and exemption laws. Each Borrowing
Company acknowledges that it has been advised by counsel with respect to this
Agreement and the transactions evidenced hereby. No failure or delay on the part
of any Lending Company in the exercise of any power, right or privilege
hereunder shall operate as a waiver thereof, nor shall any single or partial
exercise of any such power, right or privilege preclude other or further
exercise thereof or of any other right, power or privilege. All rights and
remedies existing under the Intercompany Loan Documents are cumulative to, and
not exclusive of, any rights or remedies otherwise available.

     Section 10. Severability. Wherever possible, each provision of this
Agreement and the Demand Notes shall be interpreted in such manner as to be
effective and valid under applicable law, but if any provision of this Agreement
and the Demand Notes shall be prohibited by or invalid under applicable law,
such provision shall be ineffective to the extent of such prohibition or
invalidity, without invalidating the remainder of such provision or the
remaining provisions of this Agreement and the Demand Notes.


                                       5
<PAGE>


     Section 11. Amendment and Modification. Each party hereto agrees that no
change, waiver, modification or amendment of this Agreement and the Demand Notes
shall be effective unless permitted under the terms of the Subordination
Agreement and executed by the appropriate party. At any time when the
outstanding Loans under any Credit Line exceed the maximum amount permitted
under such Credit Line, the applicable Lending Company and applicable Borrowing
Company agree to execute a new Demand Note to evidence the New Credit Line. JII
is hereby authorized to amend Schedule B from time to time to reflect changes to
parties, Credit Lines and interest rates, in each case so long as permitted
under the Subordination Agreement.

     Section 12. GOVERNING LAW; WAIVERS. This Agreement shall be interpreted in
accordance with the internal laws (and not the conflict of laws rules) of the
State of Illinois governing contracts to be performed entirely within such
state. Each Company hereby consents to the non-exclusive jurisdiction of any
state or federal court located within Cook County in the State of Illinois. Each
Company waives any objection to forum non conveniens and venue. Each Company
further waives personal service of any and all process upon it. EACH COMPANY
WAIVES ANY RIGHT TO TRIAL BY JURY TO THE EXTENT PERMITTED BY LAW.

     Section 13. Successors and Assigns. This Agreement shall be binding upon
each party hereto and its successors, and shall inure to the benefit of each
Lending Company and its successors and permitted assigns (including Agent).

     Section 14. Acknowledgment of Assignment. To secure the payment and
performance of the Obligations under the Loan Agreement and the other Financing
Agreements and without limiting any other rights and remedies of Agent which may
be set forth in the Financing Agreements, each Lending Company and the
Intercompany Collateral Agent irrevocably grants, assigns, transfers and sets
over unto Agent, all of such Lending Company's and Intercompany Collateral
Agent's rights, title and interests in and to this Agreement and any other
related Intercompany Loan Documents, including without limitation, the right to
collect all amounts due hereunder or thereunder, but excluding any and all
obligations and commitments of such Lending Company. Each Borrowing Company and
the Intercompany Collateral Agent hereby consents to such assignment and each
Lending Company and the Intercompany Collateral Agent hereby grants to Agent an
irrevocable power of attorney to (i) perform any act, execute any documents or
otherwise to take any action with respect to the Loans and Collateral evidenced
by the Intercompany Loan Documents and (ii) demand, receive and enforce all of
such Lending Company's and Intercompany Collateral Agent's rights, powers and
remedies with respect to this Agreement and any other related Intercompany Loan
Documents, including without limitation, such Lending Company's right to receive
directly (or as it otherwise directs) any and all payments to be made to such
Lending Company under the Intercompany Loan Documents and to exercise rights and
remedies in respect of the Collateral.

     Section 15. Counterparts. This Agreement may be executed (including by
facsimile transmission) in any number of counterparts, and by the parties hereto
in separate counterparts, each of which when so executed and delivered shall be
deemed an original, but all such counterparts together shall constitute but one
and the same instrument.

     Section 16. Joinder. In the event any new Company desires to become a party
hereto (the "New Party"), such New Party shall execute an Agreement of Joinder
in the form attached as Exhibit B hereto, and any applicable Company hereunder
or such New Party shall execute a Demand Note, and upon the execution thereof,
the New Party shall be bound by all the terms and conditions hereof to the same
extent as though such New Party had originally executed this Agreement. The
addition of the New Party shall not in any manner affect the obligations of the
other parties hereto.

                            [Signature Pages Follow]




                                       6
<PAGE>





Exhibit 10(aa)


     IN WITNESS WHEREOF, the parties hereto have duly executed and delivered
this Agreement as of the day and year first above written.

                               COMPANIES:

JII, INC.                               ROLITE PLASTICS, INC.

TELE-FLOW, INC.                         ABC TRANSMISSION PARTS WAREHOUSE, INC.
ATCO PRODUCTS, INC.
PIONEER PAPER, INC.                     DACCO INCORPORATED
BORG MANUFACTURING                      DACCO/DETROIT OF ALABAMA, INC.
DACCO INTERNATIONAL, INC.               DACCO/DETROIT OF CHATTANOOGA, INC.
                                        DACCO/DETROIT OF FLORIDA, INC.
DACCO/DETROIT OF ARIZONA, INC.          DACCO/DETROIT OF INDIANA, INC.
DACCO/DETROIT OF COLORADO, INC.         DACCO/DETROIT OF MEMPHIS, INC.
DACCO/DETROIT OF GEORGIA, INC.          DACCO/DETROIT OF MINNESOTA, INC.
                                        DACCO/DETROIT OF NEBRASKA, INC.
DACCO/DETROIT OF KENTUCKY, INC.         DACCO/DETROIT OF NEW JERSEY, INC.
DACCO/DETROIT OF MICHIGAN, INC.         DACCO/DETROIT OF OHIO, INC.
DACCO/DETROIT OF MISSOURI, INC.
DACCO/DETROIT OF NEVADA, INC.           DACCO/DETROIT OF PENNSYLVANIA, INC.
DACCO/DETROIT OF NORTH CAROLINA, INC.   DACCO/DETROIT OF TEXAS, INC.
DACCO/DETROIT OF OKLAHOMA, INC.         DACCO/DETROIT OF WEST VIRGINIA, INC.
DACCO/DETROIT OF SOUTH CAROLINA, INC.   NASHVILLE TRANSMISSION PARTS, INC.
DACCO/DETROIT OF VIRGINIA, INC.         ALMA PRODUCTS I, INC.
DETROIT TRANSMISSION PRODUCTS, CO.      DEFLECTO CORPORATION
JORDAN AUTO AFTERMARKET, INC.           SATE LITE MANUFACTURING COMPANY
JORDAN SPECIALTY PLASTICS, INC.         VALMARK INDUSTRIES, INC.
BEEMAK PLASTICS, INC.                   JII PROMOTIONS, INC.
                                        WELCOME HOME, INC.
SPL HOLDINGS, INC.                      CAPE CRAFTSMAN, INC.
PAMCO PRINTED TAPE & LABEL CO., INC.    DEFLECTO CANADA LTD.
SEABOARD FOLDING BOX CORPORATION        INSTACHANGE DISPLAYS LIMITED


                          By:   -----------------------------------------------

                          Title: ----------------------------------------------


                                      S-1


                          CONGRESS FINANCIAL CORPORATION
                          (CENTRAL), as Intercompany Collateral Agent
                          and as Agent


                          By: -------------------------------------------------


                          Title: ----------------------------------------------






                                       S-2
<PAGE>





Exhibit 10(aa)


                                   SCHEDULE A
                                   -----------

                              REFINANCED FACILITIES





















                                   Schedule A

<PAGE>




Exhibit 10(aa)








                                   SCHEDULE B
                                   ----------

                                  CREDIT LINES

                                       and

                                 INTEREST RATES


                                                Credit Line
Lender              Borrower                     Maximum        1 Interest Rate
------              --------                    ------------   -----------------

JII, Inc.          Jordan Auto Aftermarket,     $250,000,000
                   Inc.
JII, Inc.          Welcome Home, Inc.            $15,000,000

JII, Inc.          Jordan Specialty Plastics,   $100,000,000
                   Inc.

JII, Inc.          Cape Craftsmen, Inc.          $10,000,000

JII, Inc.          SPL Holdings, Inc.           $120,000,000

JII, Inc.          Dacco, Inc.                   $17,000,000

JII, Inc.          Deflecto Corp.                $55,000,000

Jordan Auto        Dacco, Inc.                   $50,000,000
Aftermarket, Inc.

Jordan Auto        Atco Products, Inc.           $15,000,000
Aftermarket, Inc

Jordan Auto        Alma Products I, Inc.        $100,000,000
Aftermarket, Inc.

Jordan Specialty   Deflecto Corp.                $40,000,000
Plastics, Inc.

Jordan Specialty   Beemak Plastics, Inc.         $25,000,000
Plastics, Inc.

Jordan Specialty   Sate-Lite Manufacturing Co.   $15,000,000
Plastics, Inc.

-------------------
1  The interest rate applicable to each Credit Line shall be 10.75% per annum
   or, at each Borrower's option, at the London Inter-Bank Offered Rate
   determined by its Lender plus 2.00% per
   annum.

                                   Schedule B

<PAGE>

SPL Holdings, Inc. Valmark Industries, Inc.      $20,000,000

SPL Holdings, Inc. Pamco Printed Tape & Label    $30,000,000

SPL Holdings, Inc. JII Promotions, Inc.          $30,000,000

SPL Holdings, Inc. Seaboard Folding Box Corp.    $30,000,000

Seaboard Folding   Pioneer Paper Corporation      $6,000,000

Box Corp.
Deflecto Corp.     YT Holdings, Inc.             $10,000,000

Deflecto Corp.     Deflecto Canada Limited        $5,000,000

Deflecto Corp.     Rolite Plastics, Inc.          $5,000,000

Deflecto Corp.     Tele-Flow, Inc.               $12,000,000

Deflecto Corp.     Instachange Displays Ltd.     $10,000,000

Dacco, Inc.        DACCO/Detroit of Georgia,      $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of Alabama,      $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of Arizona,      $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of               $2,000,000
                   Chattanooga, Inc.

Dacco, Inc.        DACCO/Detroit of Colorado,     $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of Florida,      $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of Indiana,      $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of Kentucky,     $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of Memphis,      $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of Michigan,     $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of Minnesota,    $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of Missouri,     $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of Nebraska,     $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of Nevada,       $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of New           $2,000,000
                   Jersey, Inc.

Dacco, Inc.        DACCO/Detroit of North         $2,000,000
                   Carolina, Inc.

Dacco, Inc.        DACCO/Detroit of Ohio, Inc.    $2,000,000

Dacco, Inc.        DACCO/Detroit of Oklahoma,     $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of               $2,000,000
                   Pennsylvania, Inc.

Dacco, Inc.        DACCO/Detroit of South         $2,000,000
                   Carolina, Inc.



                                       S-2


<PAGE>


Dacco, Inc.        DACCO/Detroit of Texas, Inc.   $2,000,000

Dacco, Inc.        DACCO/Detroit of Virginia,     $2,000,000
                   Inc.

Dacco, Inc.        DACCO/Detroit of West          $2,000,000
                   Virginia, Inc.

Dacco, Inc.        Detroit Transmission           $2,000,000
                   Products Co.

Dacco, Inc.        Nashville Transmission         $2,000,000
                   Parts, Inc.

Dacco, Inc.        ABC Transmission Parts         $2,000,000
                   Warehouse, Inc.

Dacco, Inc.        Borg Manufacturing             $2,000,000



                                      S-3
<PAGE>




Exhibit 10(aa)




                                    EXHIBIT A
                                   ----------

                               FORM OF DEMAND NOTE


         PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED TO
         THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
         AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
         AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE UNDERSIGNED,
         CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT ("AGENT"), AND THE
         OTHER PARTIES FROM TIME TO TIME SIGNATORY THERETO. A COPY OF THIS
         DEMAND NOTE MUST BE DELIVERED TO THE AGENT ON THE DATE OF ITS
         EXECUTION.

$_______________                                             Chicago, Illinois
                                                      Dated as of ______, 2001

     FOR VALUE RECEIVED, the undersigned (the "Borrower"), hereby
unconditionally promises to pay to the order of (the "Company"), on demand, in
lawful money of the United States of America and in immediately available funds,
the principal amount of ($ ) or, if less, the aggregate unpaid principal amount
of all loans made by Company to the Borrower pursuant to the Intercompany Loan
and Security Agreement dated as of August __, 2001 (as amended or otherwise
modified from time to time, the "Intercompany Loan Agreement") among the
Company, Borrower and the other "Companies" from time to time party thereto. The
Borrower further agrees to pay interest in like money at such time on the unpaid
principal amount hereof in accordance with the Intercompany Loan Agreement.
Reference is hereby made to the Intercompany Loan Agreement for a statement of
all of other terms and conditions under which the loans evidenced hereby are
made, recorded and repaid.

     This Demand Note is the Demand Note referred to in the Intercompany Loan
Agreement and is entitled to the benefits and obligations thereof.

     This Demand Note shall be governed by, construed and interpreted in
accordance with the law of the State of Illinois.

                                [----------------------------------------------]

                                By:
                                   ---------------------------------------------
                                Name:
                                     -------------------------------------------
                                Title:
                                      ------------------------------------------


                                     Ex.A-1

<PAGE>




Exhibit 10(aa)



                                   ENDORSEMENT


     For value received, the undersigned hereby endorses to the order of
Congress Financial Corporation (Central), as agent ("Agent") for the lenders
from time to time party to the Loan and Security Agreement dated as of August
__, 2001 among JII, Inc. such lenders and Agent, the Demand Note dated as of
August __, 2001 payable by________ to the undersigned in the stated amount of
$______________.

                              [------------------------------------------------]

                              By:
                                 -----------------------------------------------
                              Name:
                                   ---------------------------------------------
                              Title:
                                    --------------------------------------------





















                                  Endorsement
<PAGE>




Exhibit 10(aa)

                                    EXHIBIT B

                            FORM OF JOINDER AGREEMENT
                   TO INTERCOMPANY LOAN AND SECURITY AGREEMENT

         This Joinder Agreement dated as of _______________, ___ is delivered
pursuant to that certain Intercompany Loan and Security Agreement dated as of
August ____, 2001 by and among the "Companies" named therein (as amended,
supplemented or modified from time to time, the "Intercompany Loan Agreement")
and Congress Financial Corporation (Central), as Intercompany Collateral Agent.
All capitalized terms not defined herein shall have the meaning ascribed to them
in the Intercompany Loan Agreement.

         The undersigned hereby agrees that on and after the date hereof, it
shall be a Borrowing Company under the Intercompany Loan Agreement and be
obligated to perform all of the obligations of a Borrowing Company thereunder.
Attached hereto is an amendment to Schedule B to the Intercompany Loan Agreement
reflecting the Credit Line and interest rate applicable to such Borrowing
Company. The Borrowing Company has executed a Demand Note in favor of its
Lending Company substantially in the form of Exhibit A to the Intercompany Loan
Agreement.


                                        ------------------------------

                               By:
                                        ----------------------------------------
                               Name:
                                        ----------------------------------------
                               Title:
                                        ----------------------------------------










                                      Ex.B


<PAGE>

Exhibit 10(aa)


                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$250,000,000                                                 Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of JII, Inc. (the
"Company"), on demand, in lawful money of the United States of America and
in immediately available funds, the principal amount of Two Hundred Fifty
Million Dollars ($250,000,000) or, if less, the aggregate unpaid principal
amount of all loans made by the Company to the Borrower pursuant to the
Intercompany Loan and Security Agreement dated as of August __, 2001 (as
amended or otherwise modified from time to time, the "Intercompany Loan
Agreement") among the Company, Borrower and the other "Companies" from time
to time party thereto. The Borrower further agrees to pay interest in like
money at such time on the unpaid principal amount hereof in accordance with
the Intercompany Loan Agreement. Reference is hereby made to the
Intercompany Loan Agreement for a statement of all of the other terms and
conditions under which the loans evidenced hereby are made, recorded and
repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                    Jordan Auto Aftermarket, Inc.

                                    By:
                                       ---------------------------------------
                                    Name:
                                         -------------------------------------
                                    Title:
                                          ------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Jordan Auto Aftermarket,
Inc. to the undersigned in the stated amount of Two Hundred Fifty Million
Dollars ($250,000,000).

                                      JII, Inc.

                                      By:
                                         -------------------------------------
                                      Name:
                                           -----------------------------------
                                      Title:
                                            ----------------------------------


<PAGE>


                               DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$15,000,000                                                 Chicago, Illinois
                                                  Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of JII, Inc. (the
"Company"), on demand, in lawful money of the United States of America and
in immediately available funds, the principal amount of Fifteen Million
Dollars ($15,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                Welcome Home, Inc.

                                By:
                                   -----------------------------------------
                                Name:
                                     ---------------------------------------
                                Title:
                                      --------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Welcome Home, Inc. to
the undersigned in the stated amount of Fifteen Million Dollars
($15,000,000).

                                      JII, Inc.

                                      By:
                                         ------------------------------------
                                      Name:
                                           ----------------------------------
                                      Title:
                                            ---------------------------------


<PAGE>


                                DEMAND NOTE


     PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
     TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
     AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
     AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
     UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
     ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
     THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
     ON THE DATE OF ITS EXECUTION.

$100,000,000                                                 Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of JII, Inc. (the
"Company"), on demand, in lawful money of the United States of America and
in immediately available funds, the principal amount of One Hundred Million
Dollars ($100,000,000) or, if less, the aggregate unpaid principal amount
of all loans made by the Company to the Borrower pursuant to the
Intercompany Loan and Security Agreement dated as of August __, 2001 (as
amended or otherwise modified from time to time, the "Intercompany Loan
Agreement") among the Company, Borrower and the other "Companies" from time
to time party thereto. The Borrower further agrees to pay interest in like
money at such time on the unpaid principal amount hereof in accordance with
the Intercompany Loan Agreement. Reference is hereby made to the
Intercompany Loan Agreement for a statement of all of the other terms and
conditions under which the loans evidenced hereby are made, recorded and
repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.


                           Jordan Specialty Plastics, Inc.

                           By:
                              -------------------------------------------
                           Name:
                                -----------------------------------------
                           Title:
                                 ----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Jordan Specialty
Plastics, Inc. to the undersigned in the stated amount of One Hundred
Million Dollars ($100,000,000).

                            JII, Inc.

                            By:
                               -------------------------------------------
                            Name:
                                 -----------------------------------------
                            Title:
                                  ----------------------------------------


<PAGE>


                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$10,000,000                                                  Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of JII, Inc. (the
"Company"), on demand, in lawful money of the United States of America and
in immediately available funds, the principal amount of Ten Million Dollars
($10,000,000) or, if less, the aggregate unpaid principal amount of all
loans made by the Company to the Borrower pursuant to the Intercompany Loan
and Security Agreement dated as of August __, 2001 (as amended or otherwise
modified from time to time, the "Intercompany Loan Agreement") among the
Company, Borrower and the other "Companies" from time to time party
thereto. The Borrower further agrees to pay interest in like money at such
time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                           Cape Craftsmen, Inc.

                           By:
                              --------------------------------------------
                           Name:
                                ------------------------------------------
                           Title:
                                 -----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Cape Craftsmen, Inc. to
the undersigned in the stated amount of Ten Million Dollars ($10,000,000).

                             JII, Inc.

                             By:
                                ---------------------------------------------
                             Name:
                                  -------------------------------------------
                             Title:
                                   ------------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$120,000,000                                                 Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of JII, Inc. (the
"Company"), on demand, in lawful money of the United States of America and
in immediately available funds, the principal amount of One Hundred Twenty
Million Dollars ($120,000,000) or, if less, the aggregate unpaid principal
amount of all loans made by the Company to the Borrower pursuant to the
Intercompany Loan and Security Agreement dated as of August __, 2001 (as
amended or otherwise modified from time to time, the "Intercompany Loan
Agreement") among the Company, Borrower and the other "Companies" from time
to time party thereto. The Borrower further agrees to pay interest in like
money at such time on the unpaid principal amount hereof in accordance with
the Intercompany Loan Agreement. Reference is hereby made to the
Intercompany Loan Agreement for a statement of all of the other terms and
conditions under which the loans evidenced hereby are made, recorded and
repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                             SPL Holdings, Inc.

                             By:
                                ---------------------------------------------
                             Name:
                                  -------------------------------------------
                             Title:
                                   ------------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by SPL Holdings, Inc. to
the undersigned in the stated amount of One Hundred Twenty Million Dollars
($120,000,000).

                            JII, Inc.

                            By:
                               ---------------------------------------------
                            Name:
                                 -------------------------------------------
                            Title:
                                  ------------------------------------------


<PAGE>


                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$17,000,000                                                  Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of JII, Inc. (the
"Company"), on demand, in lawful money of the United States of America and
in immediately available funds, the principal amount of Seventeen Million
Dollars ($17,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                           DACCO, Incorporated

                           By:
                              ----------------------------------------------
                           Name:
                                --------------------------------------------
                           Title:
                                 -------------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO, Incorporated to
the undersigned in the stated amount of Seventeen Million Dollars
($17,000,000).

                                  JII, Inc.

                                  By:
                                     -----------------------------------------
                                  Name:
                                       ---------------------------------------
                                  Title:
                                        --------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$55,000,000                                                  Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of JII, Inc. (the
"Company"), on demand, in lawful money of the United States of America and
in immediately available funds, the principal amount of Fifty-Five Million
Dollars ($55,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                         Deflecto Corporation

                         By:
                            ---------------------------------------------
                         Name:
                              -------------------------------------------
                         Title:
                               ------------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Deflecto Corporation to
the undersigned in the stated amount of Fifty-Five Million Dollars
($55,000,000).

                           JII, Inc.

                           By:
                              -----------------------------------------------
                           Name:
                                ---------------------------------------------
                           Title:
                                 --------------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$50,000,000                                                   Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Jordan Auto
Aftermarket, Inc. (the "Company"), on demand, in lawful money of the United
States of America and in immediately available funds, the principal amount
of Fifty Million Dollars ($50,000,000) or, if less, the aggregate unpaid
principal amount of all loans made by the Company to the Borrower pursuant
to the Intercompany Loan and Security Agreement dated as of August __, 2001
(as amended or otherwise modified from time to time, the "Intercompany Loan
Agreement") among the Company, Borrower and the other "Companies" from time
to time party thereto. The Borrower further agrees to pay interest in like
money at such time on the unpaid principal amount hereof in accordance with
the Intercompany Loan Agreement. Reference is hereby made to the
Intercompany Loan Agreement for a statement of all of the other terms and
conditions under which the loans evidenced hereby are made, recorded and
repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                DACCO, Incorporated

                                By:
                                   --------------------------------------------
                                Name:
                                     ------------------------------------------
                                Title:
                                      -----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO, Incorporated to
the undersigned in the stated amount of Fifty Million Dollars
($50,000,000).

                             Jordan Auto Aftermarket, Inc.

                             By:
                                --------------------------------------------
                             Name:
                                  ------------------------------------------
                             Title:
                                   -----------------------------------------


<PAGE>



                                DEMAND NOTE


     PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
     TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
     AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
     AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
     UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
     ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
     THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
     ON THE DATE OF ITS EXECUTION.

$15,000,000                                                  Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Jordan Auto
Aftermarket, Inc. (the "Company"), on demand, in lawful money of the United
States of America and in immediately available funds, the principal amount
of Fifteen Million Dollars ($15,000,000) or, if less, the aggregate unpaid
principal amount of all loans made by the Company to the Borrower pursuant
to the Intercompany Loan and Security Agreement dated as of August __, 2001
(as amended or otherwise modified from time to time, the "Intercompany Loan
Agreement") among the Company, Borrower and the other "Companies" from time
to time party thereto. The Borrower further agrees to pay interest in like
money at such time on the unpaid principal amount hereof in accordance with
the Intercompany Loan Agreement. Reference is hereby made to the
Intercompany Loan Agreement for a statement of all of the other terms and
conditions under which the loans evidenced hereby are made, recorded and
repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                             Atco Products, Inc.

                             By:
                                -------------------------------------------
                             Name:
                                  -----------------------------------------
                             Title:
                                   ----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Atco Products, Inc. to
the undersigned in the stated amount of Fifteen Million Dollars
($15,000,000).

                              Jordan Auto Aftermarket, Inc.

                              By:
                                 -------------------------------------------
                              Name:
                                   -----------------------------------------
                              Title:
                                    ----------------------------------------


<PAGE>



                                DEMAND NOTE


         PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
         TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
         AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
         AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
         UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
         ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
         THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
         ON THE DATE OF ITS EXECUTION.

$100,000,000                                                  Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Jordan Auto
Aftermarket, Inc. (the "Company"), on demand, in lawful money of the United
States of America and in immediately available funds, the principal amount
of One Hundred Million Dollars ($100,000,000) or, if less, the aggregate
unpaid principal amount of all loans made by the Company to the Borrower
pursuant to the Intercompany Loan and Security Agreement dated as of August
__, 2001 (as amended or otherwise modified from time to time, the
"Intercompany Loan Agreement") among the Company, Borrower and the other
"Companies" from time to time party thereto. The Borrower further agrees to
pay interest in like money at such time on the unpaid principal amount
hereof in accordance with the Intercompany Loan Agreement. Reference is
hereby made to the Intercompany Loan Agreement for a statement of all of
the other terms and conditions under which the loans evidenced hereby are
made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                               Alma Products I, Inc.

                               By:
                                  -------------------------------------------
                               Name:
                                    -----------------------------------------
                               Title:
                                     ----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Alma Products I, Inc. to
the undersigned in the stated amount of One Hundred Million Dollars
($100,000,000).

                                  Jordan Auto Aftermarket, Inc.

                                  By:
                                     -----------------------------------------
                                  Name:
                                       ---------------------------------------
                                  Title:
                                        --------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$40,000,000                                                   Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Jordan Specialty
Plastics, Inc. (the "Company"), on demand, in lawful money of the United
States of America and in immediately available funds, the principal amount
of Forty Million Dollars ($40,000,000) or, if less, the aggregate unpaid
principal amount of all loans made by the Company to the Borrower pursuant
to the Intercompany Loan and Security Agreement dated as of August __, 2001
(as amended or otherwise modified from time to time, the "Intercompany Loan
Agreement") among the Company, Borrower and the other "Companies" from time
to time party thereto. The Borrower further agrees to pay interest in like
money at such time on the unpaid principal amount hereof in accordance with
the Intercompany Loan Agreement. Reference is hereby made to the
Intercompany Loan Agreement for a statement of all of the other terms and
conditions under which the loans evidenced hereby are made, recorded and
repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                              Deflecto Corporation

                              By:
                                 --------------------------------------------
                              Name:
                                   ------------------------------------------
                              Title:
                                    -----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Deflecto Corporation to
the undersigned in the stated amount of Forty Million Dollars
($40,000,000).

                               Jordan Specialty Plastics, Inc.

                               By:
                                  ------------------------------------------
                               Name:
                                    ----------------------------------------
                               Title:
                                     ---------------------------------------


<PAGE>



                                DEMAND NOTE


         PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
         TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
         AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
         AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
         UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
         ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
         THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
         ON THE DATE OF ITS EXECUTION.

$25,000,000                                                  Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Jordan Specialty
Plastics, Inc. (the "Company"), on demand, in lawful money of the United
States of America and in immediately available funds, the principal amount
of Twenty-Five Million Dollars ($25,000,000) or, if less, the aggregate
unpaid principal amount of all loans made by the Company to the Borrower
pursuant to the Intercompany Loan and Security Agreement dated as of August
__, 2001 (as amended or otherwise modified from time to time, the
"Intercompany Loan Agreement") among the Company, Borrower and the other
"Companies" from time to time party thereto. The Borrower further agrees to
pay interest in like money at such time on the unpaid principal amount
hereof in accordance with the Intercompany Loan Agreement. Reference is
hereby made to the Intercompany Loan Agreement for a statement of all of
the other terms and conditions under which the loans evidenced hereby are
made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                              Beemak Plastics, Inc.

                              By:
                                 ------------------------------------------
                              Name:
                                   ----------------------------------------
                              Title:
                                    ---------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Beemak Plastics, Inc. to
the undersigned in the stated amount of Twenty-Five Million Dollars
($25,000,000).

                              Jordan Specialty Plastics, Inc.

                              By:
                                 --------------------------------------------
                              Name:
                                   ------------------------------------------
                              Title:
                                    -----------------------------------------


<PAGE>



                                DEMAND NOTE


         PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
         TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
         AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
         AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
         UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
         ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
         THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
         ON THE DATE OF ITS EXECUTION.

$15,000,000                                                   Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Jordan Specialty
Plastics, Inc. (the "Company"), on demand, in lawful money of the United
States of America and in immediately available funds, the principal amount
of Fifteen Million Dollars ($15,000,000) or, if less, the aggregate unpaid
principal amount of all loans made by the Company to the Borrower pursuant
to the Intercompany Loan and Security Agreement dated as of August __, 2001
(as amended or otherwise modified from time to time, the "Intercompany Loan
Agreement") among the Company, Borrower and the other "Companies" from time
to time party thereto. The Borrower further agrees to pay interest in like
money at such time on the unpaid principal amount hereof in accordance with
the Intercompany Loan Agreement. Reference is hereby made to the
Intercompany Loan Agreement for a statement of all of the other terms and
conditions under which the loans evidenced hereby are made, recorded and
repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                             Sate-Lite Manufacturing Company

                             By:
                                -------------------------------------------
                             Name:
                                  -----------------------------------------
                             Title:
                                   ----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Sate-Lite Manufacturing
Company to the undersigned in the stated amount of Fifteen Million Dollars
($15,000,000).

                                  Jordan Specialty Plastics, Inc.

                                  By:
                                     -----------------------------------------
                                  Name:
                                       ---------------------------------------
                                  Title:
                                        --------------------------------------


<PAGE>




                                DEMAND NOTE


         PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
         TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
         AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
         AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
         UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
         ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
         THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
         ON THE DATE OF ITS EXECUTION.

$20,000,000                                                  Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of SPL Holdings, Inc.
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Twenty Million
Dollars ($20,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                Valmark Industries, Inc.

                                By:
                                   -------------------------------------------
                                Name:
                                     -----------------------------------------
                                Title:
                                      ----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Valmark Industries, Inc.
to the undersigned in the stated amount of Twenty Million Dollars
($20,000,000).

                                  SPL Holdings, Inc.

                                  By:
                                     ----------------------------------------
                                  Name:
                                       --------------------------------------
                                  Title:
                                        -------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$30,000,000                                                   Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of SPL Holdings, Inc.
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Thirty Million
Dollars ($30,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                               Pamco Printed Tape & Label Co., Inc.

                               By:
                                  -------------------------------------------
                               Name:
                                    -----------------------------------------
                               Title:
                                     ----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Pamco Printed Tape &
Label Co., Inc. to the undersigned in the stated amount of Thirty Million
Dollars ($30,000,000).

                           SPL Holdings, Inc.

                           By:
                              ----------------------------------------------
                           Name:
                                --------------------------------------------
                           Title:
                                 -------------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$30,000,000                                                   Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of SPL Holdings, Inc.
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Thirty Million
Dollars ($30,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                 JII Promotions, Inc.

                                 By:
                                    ------------------------------------------
                                 Name:
                                      ----------------------------------------
                                 Title:
                                       ---------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by JII Promotions, Inc. to
the undersigned in the stated amount of Thirty Million Dollars
($30,000,000).

                              SPL Holdings, Inc.

                              By:
                                 -------------------------------------------
                              Name:
                                   -----------------------------------------
                              Title:
                                    ----------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$30,000,000                                                  Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of SPL Holdings, Inc.
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Thirty Million
Dollars ($30,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                             Seaboard Folding Box Corporation

                             By:
                                --------------------------------------------
                             Name:
                                  ------------------------------------------
                             Title:
                                   -----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Seaboard Folding Box
Corporation to the undersigned in the stated amount of Thirty Million
Dollars ($30,000,000).

                              SPL Holdings, Inc.

                              By:
                                 ---------------------------------------------
                              Name:
                                   -------------------------------------------
                              Title:
                                    ------------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$6,000,000                                                    Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Seaboard Folding Box
Corporation (the "Company"), on demand, in lawful money of the United
States of America and in immediately available funds, the principal amount
of Six Million Dollars ($6,000,000) or, if less, the aggregate unpaid
principal amount of all loans made by the Company to the Borrower pursuant
to the Intercompany Loan and Security Agreement dated as of August __, 2001
(as amended or otherwise modified from time to time, the "Intercompany Loan
Agreement") among the Company, Borrower and the other "Companies" from time
to time party thereto. The Borrower further agrees to pay interest in like
money at such time on the unpaid principal amount hereof in accordance with
the Intercompany Loan Agreement. Reference is hereby made to the
Intercompany Loan Agreement for a statement of all of the other terms and
conditions under which the loans evidenced hereby are made, recorded and
repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                Pioneer Paper Corporation

                                By:
                                   --------------------------------------------
                                Name:
                                     ------------------------------------------
                                Title:
                                      -----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Pioneer Paper
Corporation to the undersigned in the stated amount of Six Million Dollars
($6,000,000).

                                  Seaboard Folding Box Corporation

                                  By:
                                     ------------------------------------------
                                  Name:
                                       ----------------------------------------
                                  Title:
                                        ---------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$10,000,000                                                   Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Deflecto Corporation
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Ten Million
Dollars ($10,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                YT Holdings, Inc.

                                By:
                                   -----------------------------------------
                                Name:
                                     ---------------------------------------
                                Title:
                                      --------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by YT Holdings, Inc. to the
undersigned in the stated amount of Ten Million Dollars ($10,000,000).

                                   Deflecto Corporation

                                   By:
                                      ----------------------------------------
                                   Name:
                                        --------------------------------------
                                   Title:
                                         -------------------------------------


<PAGE>



                                DEMAND NOTE


       PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
       TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
       AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
       AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
       UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
       ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
       THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
       ON THE DATE OF ITS EXECUTION.

$5,000,000                                                    Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Deflecto Corporation
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Five Million
Dollars ($5,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                             Deflecto Canada Ltd.

                             By:
                                ---------------------------------------------
                             Name:
                                  -------------------------------------------
                             Title:
                                   ------------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Deflecto Canada Ltd. to
the undersigned in the stated amount of Five Million Dollars ($5,000,000).

                                Deflecto Corporation

                                By:
                                   --------------------------------------------
                                Name:
                                     ------------------------------------------
                                Title:
                                      -----------------------------------------


<PAGE>



                                DEMAND NOTE


     PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
     TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
     AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
     AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
     UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
     ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
     THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
     ON THE DATE OF ITS EXECUTION.

$5,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Deflecto Corporation
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Five Million
Dollars ($5,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                Rolite Plastics, Inc.

                                By:
                                   -------------------------------------------
                                Name:
                                     -----------------------------------------
                                Title:
                                      ----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Rolite Plastics, Inc. to
the undersigned in the stated amount of Five Million Dollars ($5,000,000).

                                   Deflecto Corporation

                                   By:
                                      -----------------------------------------
                                   Name:
                                        ---------------------------------------
                                   Title:
                                         --------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$12,000,000                                                  Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Deflecto Corporation
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Twelve Million
Dollars ($12,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                Tele-Flow, Inc.

                                By:
                                   ------------------------------------------
                                Name:
                                     ----------------------------------------
                                Title:
                                      ---------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Tele-Flow, Inc. to the
undersigned in the stated amount of Twelve Million Dollars ($12,000,000).

                              Deflecto Corporation

                              By:
                                 --------------------------------------------
                              Name:
                                   ------------------------------------------
                              Title:
                                    -----------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$10,000,000                                                  Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of Deflecto Corporation
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Ten Million
Dollars ($10,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                              Instachange Displays Limited

                              By:
                                 ---------------------------------------------
                              Name:
                                   -------------------------------------------
                              Title:
                                    ------------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Instachange Displays
Limited to the undersigned in the stated amount of Ten Million Dollars
($10,000,000).

                           Deflecto Corporation

                           By:
                              ---------------------------------------------
                           Name:
                                -------------------------------------------
                           Title:
                                 ------------------------------------------


<PAGE>



                                DEMAND NOTE


     PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
     TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
     AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
     AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
     UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
     ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
     THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
     ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                              DACCO/Detroit of Georgia, Inc.

                              By:
                                 --------------------------------------------
                              Name:
                                   ------------------------------------------
                              Title:
                                    -----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Georgia, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                                 DACCO, Incorporated

                                 By:
                                    ------------------------------------------
                                 Name:
                                      ----------------------------------------
                                 Title:
                                       ---------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                              DACCO/Detroit of Alabama, Inc.

                              By:
                                 ---------------------------------------------
                              Name:
                                   -------------------------------------------
                              Title:
                                    ------------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Alabama, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                          DACCO, Incorporated

                          By:
                             -----------------------------------------------
                          Name:
                               ---------------------------------------------
                          Title:
                                --------------------------------------------


<PAGE>



                                DEMAND NOTE


     PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
     TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
     AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
     AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
     UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
     ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
     THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
     ON THE DATE OF ITS EXECUTION.

$2,000,000                                                  Chicago, Illinois
                                                  Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                             DACCO/Detroit of Arizona, Inc.

                             By:
                                -----------------------------------------------
                             Name:
                                  ---------------------------------------------
                             Title:
                                   --------------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Arizona, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                                 DACCO, Incorporated

                                 By:
                                    ------------------------------------------
                                 Name:
                                      ----------------------------------------
                                 Title:
                                       ---------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                    Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                  DACCO/Detroit of Chattanooga, Inc.

                                  By:
                                     -----------------------------------------
                                  Name:
                                       ---------------------------------------
                                  Title:
                                        --------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Chattanooga, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                            DACCO, Incorporated

                            By:
                               ---------------------------------------------
                            Name:
                                 -------------------------------------------
                            Title:
                                  ------------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                    Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                DACCO/Detroit of Colorado, Inc.

                                By:
                                   --------------------------------------------
                                Name:
                                     ------------------------------------------
                                Title:
                                      -----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Colorado, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                                DACCO, Incorporated

                                By:
                                   -------------------------------------------
                                Name:
                                     -----------------------------------------
                                Title:
                                      ----------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                    Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                 DACCO/Detroit of Florida, Inc.

                                 By:
                                    ---------------------------------------
                                 Name:
                                      -------------------------------------
                                 Title:
                                       ------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Florida, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                                    DACCO, Incorporated

                                    By:
                                       ---------------------------------------
                                    Name:
                                         -------------------------------------
                                    Title:
                                          ------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                 DACCO/Detroit of Indiana, Inc.

                                 By:
                                    -------------------------------------------
                                 Name:
                                      -----------------------------------------
                                 Title:
                                       ----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Indiana, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                              DACCO, Incorporated

                              By:
                                 --------------------------------------------
                              Name:
                                   ------------------------------------------
                              Title:
                                    -----------------------------------------


<PAGE>



                                DEMAND NOTE


     PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
     TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
     AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
     AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
     UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
     ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
     THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
     ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                DACCO/Detroit of Kentucky, Inc.

                                By:
                                   ------------------------------------------
                                Name:
                                     ----------------------------------------
                                Title:
                                      ---------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Kentucky, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                              DACCO, Incorporated

                              By:
                                 ---------------------------------------------
                              Name:
                                   -------------------------------------------
                              Title:
                                    ------------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                 DACCO/Detroit of Memphis, Inc.

                                 By:
                                    ----------------------------------------
                                 Name:
                                      --------------------------------------
                                 Title:
                                       -------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Memphis, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                                   DACCO, Incorporated

                                   By:
                                      -------------------------------------
                                   Name:
                                        -----------------------------------
                                   Title:
                                         ----------------------------------


<PAGE>



                                DEMAND NOTE


     PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
     TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
     AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
     AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
     UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
     ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
     THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
     ON THE DATE OF ITS EXECUTION.

$2,000,000                                                    Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                               DACCO/Detroit of Michigan, Inc.

                               By:
                                  ---------------------------------------
                               Name:
                                    -------------------------------------
                               Title:
                                     ------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Michigan, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                               DACCO, Incorporated

                               By:
                                  -------------------------------------------
                               Name:
                                    -----------------------------------------
                               Title:
                                     ----------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                    Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                DACCO/Detroit of Minnesota, Inc.

                                By:
                                   ------------------------------------------
                                Name:
                                     ----------------------------------------
                                Title:
                                      ---------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Minnesota, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                                   DACCO, Incorporated

                                   By:
                                      ---------------------------------------
                                   Name:
                                        -------------------------------------
                                   Title:
                                         ------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                   DACCO/Detroit of Missouri, Inc.

                                   By:
                                      ----------------------------------------
                                   Name:
                                        --------------------------------------
                                   Title:
                                         -------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Missouri, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                                  DACCO, Incorporated

                                  By:
                                     -----------------------------------------
                                  Name:
                                       ---------------------------------------
                                  Title:
                                        --------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                             DACCO/Detroit of Nebraska, Inc.

                             By:
                                --------------------------------------------
                             Name:
                                  ------------------------------------------
                             Title:
                                   -----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Nebraska, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                             DACCO, Incorporated

                             By:
                                ---------------------------------------------
                             Name:
                                  -------------------------------------------
                             Title:
                                   ------------------------------------------


<PAGE>



                                DEMAND NOTE


     PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
     TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
     AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
     AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
     UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
     ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
     THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
     ON THE DATE OF ITS EXECUTION.

$2,000,000                                                    Chicago, Illinois
                                                    Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                   DACCO/Detroit of Nevada, Inc.

                                   By:
                                      ----------------------------------------
                                   Name:
                                        --------------------------------------
                                   Title:
                                         -------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of Nevada,
Inc. to the undersigned in the stated amount of Two Million Dollars
($2,000,000).

                               DACCO, Incorporated

                               By:
                                  -------------------------------------------
                               Name:
                                    -----------------------------------------
                               Title:
                                     ----------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                DACCO/Detroit of New Jersey, Inc.

                                By:
                                   --------------------------------------------
                                Name:
                                     ------------------------------------------
                                Title:
                                      -----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of New
Jersey, Inc. to the undersigned in the stated amount of Two Million Dollars
($2,000,000).

                              DACCO, Incorporated

                              By:
                                 -------------------------------------------
                              Name:
                                   -----------------------------------------
                              Title:
                                    ----------------------------------------


<PAGE>



                                DEMAND NOTE


     PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
     TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
     AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
     AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
     UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
     ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
     THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
     ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                DACCO/Detroit of North Carolina, Inc.

                                By:
                                   -----------------------------------------
                                Name:
                                     ---------------------------------------
                                Title:
                                      --------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of North
Carolina, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                                  DACCO, Incorporated

                                  By:
                                     -----------------------------------------
                                  Name:
                                       ---------------------------------------
                                  Title:
                                        --------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                  DACCO/Detroit of Ohio, Inc.

                                  By:
                                     ----------------------------------------
                                  Name:
                                       --------------------------------------
                                  Title:
                                        -------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of Ohio,
Inc. to the undersigned in the stated amount of Two Million Dollars
($2,000,000).

                                 DACCO, Incorporated

                                 By:
                                    ----------------------------------------
                                 Name:
                                      --------------------------------------
                                 Title:
                                       -------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                 DACCO/Detroit of Oklahoma, Inc.

                                 By:
                                    -----------------------------------------
                                 Name:
                                      ---------------------------------------
                                 Title:
                                       --------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Oklahoma, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                            DACCO, Incorporated

                            By:
                               --------------------------------------------
                            Name:
                                 ------------------------------------------
                            Title:
                                  -----------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                DACCO/Detroit of Pennsylvania, Inc.

                                By:
                                   ------------------------------------------
                                Name:
                                     ----------------------------------------
                                Title:
                                      ---------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Pennsylvania, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                                 DACCO, Incorporated

                                 By:
                                    -----------------------------------------
                                 Name:
                                      ---------------------------------------
                                 Title:
                                       --------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                               DACCO/Detroit of South Carolina, Inc.

                               By:
                                  -------------------------------------------
                               Name:
                                    -----------------------------------------
                               Title:
                                     ----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of South
Carolina, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                                 DACCO, Incorporated

                                 By:
                                    ----------------------------------------
                                 Name:
                                      --------------------------------------
                                 Title:
                                       -------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                               DACCO/Detroit of Texas, Inc.

                               By:
                                  -------------------------------------------
                               Name:
                                    -----------------------------------------
                               Title:
                                     ----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of Texas,
Inc. to the undersigned in the stated amount of Two Million Dollars
($2,000,000).

                             DACCO, Incorporated

                             By:
                                --------------------------------------------
                             Name:
                                  ------------------------------------------
                             Title:
                                   -----------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                             DACCO/Detroit of Virginia, Inc.

                             By:
                                ---------------------------------------------
                             Name:
                                  -------------------------------------------
                             Title:
                                   ------------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of
Virginia, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                             DACCO, Incorporated

                             By:
                                ------------------------------------------
                             Name:
                                  ----------------------------------------
                             Title:
                                   ---------------------------------------


<PAGE>



                                 DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                                  DACCO/Detroit of West Virginia, Inc.

                                  By:
                                     ----------------------------------------
                                  Name:
                                       --------------------------------------
                                  Title:
                                        -------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by DACCO/Detroit of West
Virginia, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                              DACCO, Incorporated

                              By:
                                 --------------------------------------------
                              Name:
                                   ------------------------------------------
                              Title:
                                    -----------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                               Detroit Transmission Products Co.

                               By:
                                  --------------------------------------------
                               Name:
                                    ------------------------------------------
                               Title:
                                     -----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Detroit Transmission
Products Co. to the undersigned in the stated amount of Two Million Dollars
($2,000,000).

                            DACCO, Incorporated

                            By:
                               --------------------------------------------
                            Name:
                                 ------------------------------------------
                            Title:
                                  -----------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                             Nashville Transmission Parts, Inc.

                             By:
                                -------------------------------------------
                             Name:
                                  -----------------------------------------
                             Title:
                                   ----------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Nashville Transmission
Parts, Inc. to the undersigned in the stated amount of Two Million Dollars
($2,000,000).

                               DACCO, Incorporated

                               By:
                                  -------------------------------------------
                               Name:
                                    -----------------------------------------
                               Title:
                                     ----------------------------------------




<PAGE>


                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                             ABC Transmission Parts Warehouse, Inc.

                             By:
                                ---------------------------------------------
                             Name:
                                  -------------------------------------------
                             Title:
                                   ------------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by ABC Transmission Parts
Warehouse, Inc. to the undersigned in the stated amount of Two Million
Dollars ($2,000,000).

                                DACCO, Incorporated

                                By:
                                   ------------------------------------------
                                Name:
                                     ----------------------------------------
                                Title:
                                      ---------------------------------------


<PAGE>



                                DEMAND NOTE


      PAYMENT OF THE OBLIGATIONS UNDER THIS DEMAND NOTE IS SUBORDINATED
      TO THE CLAIMS OF THE SENIOR CREDITORS PURSUANT TO THE TERMS OF THE
      AFFILIATE SUBORDINATION AGREEMENT DATED AS OF AUGUST __, 2001, AS
      AMENDED OR OTHERWISE MODIFIED FROM TIME TO TIME, AMONG THE
      UNDERSIGNED, CONGRESS FINANCIAL CORPORATION (CENTRAL), AS AGENT
      ("AGENT"), AND THE OTHER PARTIES FROM TIME TO TIME SIGNATORY
      THERETO. A COPY OF THIS DEMAND NOTE MUST BE DELIVERED TO THE AGENT
      ON THE DATE OF ITS EXECUTION.

$2,000,000                                                   Chicago, Illinois
                                                   Dated as of August __, 2001

                  FOR VALUE RECEIVED, the undersigned (the "Borrower"),
hereby unconditionally promises to pay to the order of DACCO, Incorporated
(the "Company"), on demand, in lawful money of the United States of America
and in immediately available funds, the principal amount of Two Million
Dollars ($2,000,000) or, if less, the aggregate unpaid principal amount of
all loans made by the Company to the Borrower pursuant to the Intercompany
Loan and Security Agreement dated as of August __, 2001 (as amended or
otherwise modified from time to time, the "Intercompany Loan Agreement")
among the Company, Borrower and the other "Companies" from time to time
party thereto. The Borrower further agrees to pay interest in like money at
such time on the unpaid principal amount hereof in accordance with the
Intercompany Loan Agreement. Reference is hereby made to the Intercompany
Loan Agreement for a statement of all of the other terms and conditions
under which the loans evidenced hereby are made, recorded and repaid.

                  This Demand Note is the Demand Note referred to in the
Intercompany Loan Agreement and is entitled to the benefits and obligations
thereof.

                  This Demand Note shall be governed by, construed and
interpreted in accordance with the law of the State of Illinois.

                            Borg Manufacturing

                            By:
                               ---------------------------------------------
                            Name:
                                 -------------------------------------------
                            Title:
                                  ------------------------------------------



<PAGE>


                                ENDORSEMENT


                  For value received, the undersigned hereby endorses to
the order of Congress Financial Corporation (Central), as agent ("Agent")
for the lenders from time to time party to the Loan and Security Agreement
dated as of August __, 2001 among JII, Inc., such lenders and Agent, the
Demand Note dated as of August __, 2001 payable by Borg Manufacturing to
the undersigned in the stated amount of Two Million Dollars ($2,000,000).

                               DACCO, Incorporated

                               By:
                                  ------------------------------------------
                               Name:
                                    ----------------------------------------
                               Title:
                                     ---------------------------------------