EXHIBIT 10.2
Lease Agreement No. 9835
Dated: June 30, 1998 Schedule No. 001
COMERICA LEASING CORPORATION
LEASE SCHEDULE
1. DESCRIPTION OF LEASE: Lease Agreement dated JUNE 30, 1998 , by and between
COMERICA LEASING CORPORATION (herein "CLC") as Lessor, and INDUSTRIAL HOLDINGS,
INC. AND XXXXXX INDUSTRIES, INC. CO-LESSEES as Lessee (herein called "Lease
Agreement").
2. DESCRIPTION OF EQUIPMENT:
"As further described on attached Exhibit 'A'"
3. LOCATION: The equipment described above shall be located at 000 XXXXXX XXXXX
XXXXXX, XXXXXXXXXX, XX 00000-0000 .
4. TERM; RENTAL: The Term of the Lease Agreement for the Equipment described in
this Schedule shall be in accordance with the provisions of the Lease Agreement
and shall continue until all rental payments are fully paid. Lessee hereby
agrees to pay CLC as monthly rent for the Equipment, an amount equal to
$142,857.14 per month (to be applied towards principal), plus interest in
arrears as may be adjusted and re-calculated pursuant to an Adjustment Event,
plus any applicable sales and/or use taxes, commencing on JULY 30, 1998 and on
the 30th calendar day for 59 months, followed by a final principal installment
of $3,571,428.74 plus interest until fully paid. The rental payments shall be
remitted to CLC at Drawer 00-000, Xxxxxxx, Xxxxxxxx 00000, unless CLC specifies
otherwise in writing.
Lessee and CLC expressly acknowledge and agree that the amount of Lessees
monthly rental payment obligation under the Lease Agreement is dependent upon
the Eurodollar-based Rate then in effect for the applicable monthly rental
period ("Billing Period") and that the 30 -day Eurodollar-based Rate as of for
JUNE 30, 1998 the first monthly Billing Period is 5.625%. The spread over the
Euro-Dollar based rate shall be 2.75%.
The amount from time-to-time outstanding under the Lease Agreement, and the
amount of any required monthly rental payment shall be noted on CLC's books and
records, which shall be conclusive evidence thereof, absent manifest error;
provided, however, any failure by CLC to make any such notation, or any error in
any such notation, shall not relieve Lessee of its obligations to repay CLC all
amounts payable by Lessee to CLC under or pursuant to the Lease Agreement in
accordance with the terms hereof.
Lessee may elect from time-to-time as specifically provided herein to designate
the "30"; "60"; "90"; "180" or "360" day Eurodollar-based Rate ("Fixed Period")
as the applicable rate to be used in the calculation of Lessees monthly payment
for all amounts outstanding under this Lease Schedule by delivering to CLC, by
11:00 a.m. (Detroit, Michigan time), two (2) Business Days prior to the
expiration of the current Fixed Period, a Notice of Change in Fixed Period
Election executed by a duly authorized officer of Lessee. Until written
notification by Lessee to CLC to the contrary, the Eurodollar-based Rate Fixed
Period last chosen by Lessee shall be used by CLC for all future calculations.
For the purposes of this Lease Agreement, the following terms will have the
following meanings:
"Adjustment Event" shall mean a change up or down in the Eurodollar-based
Rate as of the date which is two (2) Business Days prior to the expiration
of the current Fixed Period, from the Eurodollar-based Rate then in effect
pursuant to the terms hereof.
"Business Day" shall mean any day other than a Saturday, Sunday or holiday
on which CLC is open for all or substantially all of its domestic and
international commercial business in Detroit, Michigan.
"Eurodollar-based Rate" shall mean the quotient of:
(a) the per annum interest rate at which Comerica Bank's Eurodollar Lending
Office located in the Grand Cayman Islands, British West Indies, or such
other branch of Comerica Bank as it may hereinafter designate, offers
deposits to prime banks in the eurodollar market in an amount comparable to
all amounts outstanding under this Lease Schedule and for a period equal to
the respective Fixed Period chosen by Lessee at approximately 11:00 a.m.,
Detroit, Michigan time, two (2) Business Days prior to the expiration of the
current Fixed Period;
divided by
(b) a percentage equal to 100% minus the maximum rate on such date at which
Comerica Bank is required to maintain reserves on "Euro- currency
Liabilities" as defined in and pursuant to Regulation D of the Board of
Governors of the Federal Reserve System or, if such regulation or definition
is modified, and as long as Comerica Bank is required to maintain reserves
against a category of liabilities which includes eurodollar deposits or
includes a category of assets which includes eurodollar loans, the rate at
which such reserves are required to be maintained on such category.
LEASE SCHEDULE - CONT. LEASE XX. 0000 - XXXXXXXX XX. 000
0. INSURANCE: Lessee agrees to maintain adequate property damage insurance in
accordance with the terms of the Lease Agreement, but in any event not less than
the sum of the payments due, protecting CLCB as a loss payee. The minimum amount
indicated above shall NOT be construed to imply such amount will be or is
adequate, but rather as a minimum amount.
6. UCC 2A: In accordance with Section 2A of the Michigan Uniform Commercial Code
(MCLA Section 440.3101 et seq.) ("UCC") Lessee acknowledges either (a) that
Lessee has reviewed and approved any written Supply Contract (as defined by UCC
Section 2A-103(I)(y)) covering the Equipment purchased from the "Supplier" (as
defined by UCC Section 2A-103(I)(x)) thereof for lease to Lessee or (b) that
Lessor has informed or advised Lessee, in writing, either previously or by this
Lease Schedule of the following: (I) the identity of the supplier; (ii) that the
Lessee may have rights under the Supply Contract; and (iii) that the Lessee may
contact the Supplier for a description of any such rights lessee may have under
the Supply Contract.
Lessee's Initials:
7. PREPAYMENT: No Prepayment is allowed until after the twelfth month
anniversary. Prepayment in full is allowed on any regular lease installment date
after the twelfth month anniversary. After the twelfth month anniversary and
before the eighteenth month anniversary, Lessee will pay as liquidated damages,
and not as penalty, a .5% prepayment premium on the remaining principal balance.
No prepayment premiums will be assessed for full prepayment after the eighteenth
month anniversary.
The foregoing is hereby approved and agreed to by the undersigned as a Schedule
to and a part of the Lease Agreement, the provisions of which are hereby
incorporated herein by reference and which shall govern, notwithstanding
anything contrary or inconsistent herein.
COMERICA LEASING CORPORATION INDUSTRIAL HOLDINGS, INC.
(Lessor) (Co-Lessee)
By:_______________________________________ By:_______________________________________
Xxxxxxx X. Xxxxxx Xxxxxxxxx X. Xxxxx
Its: Vice President Its: Executive Vice President
XXXXXX INDUSTRIES, INC.
(Co-Lessee)
By:______________________________________________________
Xxxxxxxxx X. Xxxxx
Its: Vice President
