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                                                              EXHIBIT 10(a)(1)


                                 LOAN AGREEMENT

June 30, 1996

BETWEEN
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BORROWER                        and                      LENDER
BodyBilt Seating, Inc.                                   The First National Bank
One BodyBilt Place                                                 of Bryan
Navasota, Texas  77868                                   2807 Texas Ave.
                                                         Bryan, Texas 77802 
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This Loan Agreement (Agreement) is made on the above date by and between
Borrower and Lender.

1.       THE LOAN. Lender agrees to lend and Borrower agrees to borrow an
         amount not to exceed the sum of Two Million and No/100 --- Dollars
         ($2,000,000.00) (the Loan) on the terms and conditions set forth
         herein. This loan will be evidenced by Borrower's Note or Notes in the
         form attached hereto as Exhibit A, or any renewal thereof with
         interest and principal payable as stated therein (the Note).

2.       SECURITY. When Collateral is pledged as security for the Loan,
         Borrower will grant to Lender a first lien in the Collateral (unless
         otherwise represented) and agrees to do all things necessary to
         perfect the lien of Lender in such Collateral.

3.       GUARANTEES. This loan will be unconditionally guaranteed as evidenced
         by guarantees executed by Mark A. McMillan.

4.       REPRESENTATIONS.

         A.      GOOD STANDING. Borrower is a corporation, duly organized and
                 in good standing, under the laws of The State of Texas and has
                 the power to own its property and to carry on its business in
                 each jurisdiction in which Borrower operates.

         B.      AUTHORITY AND COMPLIANCE. Borrower has full power and
                 authority to enter into this Agreement, to make the borrowing
                 hereunder, to execute and deliver the Note and to incur the
                 obligations provided for herein, all of which has been duly
                 authorized by all proper and necessary corporate action. No
                 consent or approval of stockholders or of any public authority
                 is required as a condition to the validity of this Agreement
                 or the Note, and Borrower is in compliance with all laws and
                 regulatory requirements to which it is subject.

         C.      BINDING AGREEMENT. This Agreement constitutes, and the Note
                 when issued and delivered pursuant hereto for value received
                 will constitute, valid and legally binding obligations of
                 Borrower in accordance with their terms.

         D.      LITIGATION. There are no proceedings pending or, to the
                 knowledge of Borrower, threatened before any court or
                 administrative agency which will or may have a material
                 adverse effect on the financial condition or operations of





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                 Borrower or any subsidiary, except as disclosed to Lender in
                 writing prior to the date of this agreement.

         E.      NO CONFLICTING AGREEMENTS. There are no charter, bylaw or
                 stock provisions of Borrower and no provisions of any existing
                 agreement, mortgage, indenture or contract binding on Borrower
                 or affecting its property, which would conflict with or in any
                 way prevent the execution, delivery or carrying out of the
                 terms of this Agreement and the Note,

         F.      OWNERSHIP OF ASSETS. Borrower has good title to any Collateral
                 pledged and the Collateral is owned free and clear of liens.
                 Borrower will at all times maintain its tangible property,
                 real and personal, in good order and repair taking into
                 consideration reasonable wear and tear.

         G.      TAXES. All income taxes and other taxes due and payable
                 through the date of this Agreement have been paid prior to
                 becoming delinquent.

         H.      FINANCIAL STATEMENTS. The books and records of Borrower
                 properly reflect the Borrower's financial condition, and there
                 has been no material change in Borrower's financial condition
                 as represented in statements dated March 31, 1996.

         I.      PLACE OF BUSINESS. Borrower's principal place of business is
                 in Navasota, Texas.

         J.      LEASES. Borrower is not the lessee of any real or personal
                 property except as has been disclosed in writing to Lender.

5.       AFFIRMATIVE COVENANTS. So long as Borrower may borrow hereunder and
         until payment in full of the Note and performance of all other
         obligations of Borrower hereunder, Borrower will

         A.      WORKING CAPITAL AND TANGIBLE NET WORTH. In accordance with
                 generally accepted accounting principles:

                 1.       Maintain working capital of not less than
                          $500,000.00.

                 2.       Maintain a ratio of current assets to current
                          liabilities of not less than 1.50 to 1.

                 3.       Maintain tangible net worth of not less than
                          $1,750,000.00.

                 4.       Not permit the ratio of tangible net worth to total
                          liabilities to be less than 1 to 1.

         B.      FINANCIAL STATEMENTS. Maintain a system of accounting
                 satisfactory to Lender and in accordance with generally
                 accepted accounting principles consistently applied, and will
                 permit Lender's officers or authorized representatives to
                 visit and inspect Borrower's books of account and other
                 records at such reasonable times and as often as Lender may
                 desire, and will pay the reasonable fees and disbursements of
                 any accountants or other agents of Lender selected by Lender
                 for the foregoing purposes. Unless written notice of another
                 location is given to Lender, Borrower's books and records will
                 be located at: One BodyBilt Place, Navasota, Texas and 4445
                 Carter Creek Parkway, Bryan, Texas.


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                 1.       Furnish to Lender year end CPA audited financial
                          statements with a nonqualified opinion to include
                          balance sheet, operating statement and surplus
                          reconciliation, together with an officer's
                          certificate of compliance with this Agreement
                          including computations of all quantitative covenants,
                          within 120 days after the end of each annual
                          accounting period.

                 2.       Furnish to Lender quarterly financial statements, to
                          include balance sheet and profit and loss statement,
                          within 30 days of the end of each such accounting
                          period.

                 3.       Promptly provide Lender with such additional
                          information, reports or statements respecting its
                          business operations and financial condition as Lender
                          may reasonable request from time to time.  This
                          includes a quarterly aging of accounts receivable and
                          a list of inventory.

         C.      INSURANCE. Maintain insurance with responsible insurance
                 companies on such of its properties, in such amounts and
                 against such risks as is customarily maintained by similar
                 businesses operating in the same vicinity, specifically to
                 include a policy of fire and extended coverage insurance
                 covering all assets, business interruption insurance and
                 liability insurance, all to be with such companies and in such
                 amounts satisfactory to Lender and to contain a mortgage
                 clause naming Lender as its interest may appear. Evidence of
                 such insurance will be supplied to Lender.

         D.      CORPORATE EXISTENCE AND COMPLIANCE. Maintain its corporate
                 existence in good standing and comply with all laws,
                 regulations and governmental requirements applicable to it or
                 to any of its property, business operations and transactions.

         E.      ADVERSE CONDITIONS OR EVENTS. Promptly advise Lender in
                 writing of any condition, event or act which comes to its
                 attention that would or might materially affect Borrower's
                 financial condition, Lender's rights in or to the Collateral
                 under this Agreement or the loan documents, and of any
                 litigation filed against Borrower.

         F.      TAXES. Pay all taxes as the same become due and payable.

         G.      MAINTENANCE. Maintain all of its tangible property in good
                 condition and repair and make all necessary replacements
                 thereof, and preserve and maintain all licenses, privileges,
                 franchises, certificates and the like necessary for the
                 operation of its business.

         H.      REPORTING. Borrower shall submit to Lender within thirty (30)
                 days of the end of each quarter a Certificate in form or
                 substance as is acceptable to Lender executed by an officer of
                 the Corporation certifying that none of the Affirmative or
                 Negative Covenants within this Agreement have been violated
                 during the previous quarterly period and that Borrower has not
                 committed any violation of such Covenants without the prior
                 written consent of Lender.

6.       NEGATIVE COVENANTS. So long as Borrower may borrow hereunder and until
         payment in full of the note and performance of all other obligations
         of Borrower





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         hereunder, Borrower will not, without the prior written consent of
         Lender, which will not be unreasonably withheld,

         A.      CAPITAL EXPENDITURES. Make capital expenditures (including
                 capitalized leases) in excess of $ 900,000.00 during any 12
                 month period beginning January 1, 1996. 

         B.      COMPENSATION. Pay by way of salary, bonus, loan or otherwise,
                 aggregate annual compensation in excess of $700,000.00 to Mark 
                 McMillan and/or Richard Troutman and/or Drew Congleton and/or 
                 any entity affiliated with same.
                         
         C.      TRANSFER OF ASSETS. Enter into any merger or consolidation, or
                 sell, lease, assign or otherwise dispose of or transfer any 
                 assets except in the normal course of its business.
                        
         D.      LIENS. Fail to promptly pay all lawful claims, whether for
                 labor, materials or otherwise.
                                 
         E.      LOANS. Make any loans, advances (other than minor employee
                 advances) or investments to or in any partnership, joint
                 venture, corporation or other entity or person(s), except for
                 the  purchase of obligations of Lender or U.S. Government 
                 obligations.
                         
         F.      BORROWINGS. Create, incur, assume or become liable in any
                 manner for any indebtedness (for borrowed money, deferred
                 payment for  the purchase of assets, lease payments, as surety
                 or guarantor  for the debt of another, or otherwise) other than
                 to Lender, except for normal trade debts incurred in the
                 ordinary course  of Borrower's business, and the existing
                 indebtedness listed in Exhibit B.

         G.      DIVIDENDS. Declare any dividends (other than dividends payable 
                 in capital stock of Borrower) on any shares of any class of its
                 capital stock, or apply any of its property or assets to the
                 purchase, redemption or other retirement of any shares of any 
                 class of capital stock of Borrower or in any way amend its 
                 capital structure.
                         
         H.      EXECUTIVE PERSONNEL. Substantially change its present executive
                 or management personnel including the employment of Mark A.
                 McMillan, contractual or otherwise.
                         
         I.      CHARACTER OF BUSINESS. Change the general character of business
                 as conducted at the date hereof, or engage in any type of
                 business not reasonably related to its business as presently
                 and normally conducted.      

         J.      VIOLATE OTHER COVENANTS. Violate or fail to comply with any
                 covenants or agreements regarding other debt which will or
                 would with the passage of time or upon demand cause the
                 maturity of any other debt to be accelerated.  

         K.      INVESTMENTS. Invest in any partnership, joint venture,
                 corporation, or any other asset outside of the Borrower's
                 normal business.

7.       EVENTS OF DEFAULT. If one or more of the following events of default
         shall occur, all outstanding principal plus unpaid interest of the
         Loan and any other


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         indebtedness of Borrower to Lender shall be due and payable
         immediately and Lender shall have no further obligation to fund under
         this Agreement:

         A.      Default shall be made in the payment of any installment of
                 principal or interest upon the Note or any other obligation of
                 Borrower to Lender when due and payable, whether at maturity
                 or otherwise; or

         B.      Default shall be made in the performance of any term, covenant
                 or agreement contained herein or in any security agreement,
                 deed of trust, mortgage, assignment or other contract securing
                 payment of any indebtedness of Borrower to Lender; or

         C.      Any representation or warranty herein contained or in any
                 financial statement, certificate, report or opinion submitted
                 to Lender in connection with the Loan or pursuant to the
                 requirements of this Agreement shall prove to have been
                 incorrect or misleading in any material respect when made; or

         D.      Any judgment against Borrower or any attachment or other levy
                 against the property of Borrower with respect to a claim
                 remains unpaid, unstayed on appeal, undischarged, not bonded
                 or not dismissed for a period of 30 days; or

         E.      A guarantor shall die or be adjudicated as bankrupt, or there
                 is a substantial change in ownership or control of Borrower;
                 or

         F.      Borrower makes an assignment for the benefit of creditors,
                 admits in writing its inability to pay its debts generally as
                 they become due, files a petition in bankruptcy, is
                 adjudicated insolvent or bankrupt, petitions or applies to any
                 tribunal for any receiver or any trustee of Borrower or any
                 substantial part of its property, commences any action
                 relating to Borrower under any reorganization, arrangement,
                 readjustment of debt, dissolution or liquidation law or
                 statute of any jurisdiction, whether now or hereafter in
                 effect, or if there is commenced against Borrower any such
                 action, or Borrower by any act indicates its consent to or
                 approval of any trustee for Borrower or any substantial part
                 of its property, or suffers any such receivership or trustee
                 to continue undischarged;

8.       MISCELLANEOUS.

         A.      EXPENSES. Borrower agrees to pay all out-of-pocket expenses of
                 Lender in connection with this Agreement and the collection of
                 the Note. Borrower also agrees to pay all reasonable
                 attorney's fees and all expenses incurred in recording the
                 documents securing the Loan. To the extent not prohibited by
                 applicable law, Borrower will pay all costs and expenses and
                 reimburse Lender for any and all expenditures of every
                 character incurred or expanded from time to time, regardless
                 of whether or not a default shall have occurred, in connection
                 with Lender's evaluating, monitoring, administering and
                 protecting the Collateral, and creating, perfecting and
                 realizing upon Lender's security interest in and liens on the
                 Collateral, and all costs and expenses relating to Lender's
                 exercising any of its rights and remedies hereunder or at law,
                 including, without limitation, all appraisal fees, consulting
                 fees, filing fees,





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                 taxes, brokerage fees and commissions, fees incident to
                 security interest, lien and other title searches and reports,
                 escrow fees, attorney's fees, legal expenses, court costs,
                 auctioneer fees and expenses, other fees and expenses incurred
                 in connection with liquidation or sale of Collateral and all
                 other professional fees. Any amount to be paid hereunder by
                 Borrower to Lender shall be a demand obligation owing by
                 Borrower to Lender and, to the extent not prohibited by
                 applicable law, shall bear interest from the date of
                 expenditure until paid at the maximum nonusurious rate of
                 interest from time to time permitted by applicable law.

         B.      CUMULATIVE RIGHTS AND NO WAIVER. Each and every right granted
                 to Lender hereunder or under any other document delivered
                 hereunder or in connection herewith, or allowed it by law or
                 equity shall be cumulative of and may be exercised in addition
                 to any and all other rights of Lender, and no delay in
                 exercising any right shall operate as a waiver thereof, nor
                 shall any single or partial exercise by Lender of any right
                 preclude any other or future exercise thereof or the exercise
                 of any other right.  Any of the foregoing covenants and
                 agreements may be waived by Lender but only in writing signed
                 by a a Vice President or higher level officer of Lender.
                 Borrower expressly waives any presentment, demand, protest or
                 other notice of any kind.

                 No notice to or demand on Borrower in any case shall, of
                 itself, entitle Borrower to any other or further notice or
                 demand in similar or other circumstances. No delay or omission
                 by Lender in exercising any power or right hereunder shall
                 impair any such right or power to be construed as a waiver
                 thereof or any acquiescence therein, nor shall any single or
                 partial exercise of any such power preclude other or further
                 exercise thereof, or the exercise of any other right or power
                 hereunder.

         C.      APPLICABLE LAW. This Agreement and the rights and obligations
                 of the parties hereunder shall be governed by and interpreted
                 in accordance with the laws of the State of Texas and
                 applicable federal law. The parties hereto intend to conform
                 strictly to the applicable usury laws. In no event shall the
                 amount paid or agreed to be paid to Lender exceed the maximum
                 amount permissible under applicable law.

         D.      AMENDMENT. No modification, consent, amendment or waiver of
                 any provision of this Agreement, nor consent to any departure
                 by Borrower therefrom, shall be effective unless the same
                 shall be in writing and signed by a Vice President or higher
                 level officer of Lender, and then shall be effective only in
                 the specific instance and for the purpose for which given.
                 This Agreement is binding upon Borrower, its successors and
                 assigns, and inures to be benefit of Lender, its successors
                 and assigns.

9.       ADDITIONAL PROVISIONS (which shall be controlling in the event of any
         conflict with the preceding provisions).




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         A.      Borrower shall permit Lender to enter upon its operating
                 premises maintained by it and any other location where the
                 Collateral is stored, for the purpose of inspection of the
                 Collateral at reasonable times as the Lender may request from
                 time to time.

         B.      An aging of accounts receivable and a list of inventory is
                 required quarterly delivered to Lender within 30 days of the
                 end of each calendar quarter.

         C.      Advances under the line of credit will be limited to a
                 borrowing base of 75% of eligible trade accounts receivable 90
                 days old or less, and 25% of inventory.

Borrower and Guarantor hereby acknowledge and agree that this Agreement is on a
parity with the Note of even date herewith in the original principal sum of
$2,000,000.00 executed by BODYBILT SEATING, INC., a Texas Corporation, payable
to FIRST NATIONAL BANK OF BRYAN, and the undersigned agrees that default on the
$2,000,000.00 note or in the payment of the amount due hereunder shall, at the
option of First National Bank of Bryan, ipso facto constitute default in the
other.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed as of the date above first written.

     BodyBilt Seating, Inc.                  The First National Bank of Bryan
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          (Borrower)                                      (Lender)

By:                                          By:
   ------------------------------               ------------------------------
Its                                          Its
   ------------------------------               ------------------------------




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           EXHIBIT 10(a)(1) - SCHEDULE OF SIMILAR LOAN AGREEMENTS


Lender:   . . . . . . . . . .     The First National Bank of Bryan
                                  2807 Texas Avenue
                                  PO Box 833
                                  Bryan, Texas 77805
Borrower:   . . . . . . . . .     BodyBilt Seating, Inc.
                                  4455 Carter Creek Parkway
                                  Bryan, Texas 77802
Date:   . . . . . . . . . . .     May 1, 1995
Loan Type:  . . . . . . . . .     Revolving Line of Credit (#033-118-60)
Amount:   . . . . . . . . . .     $1 million
Expiration:   . . . . . . . .     April 30, 1996
Minimum Advance/
Repayment:  . . . . . . . . .     $25,000 until April 30, 1996
Repayment:  . . . . . . . . .     Monthly installments of principal due plus
                                  interest from May 31, 1996 to April 30, 1999
