Intercompany Loan Agreement between Bruker BioSpin GmbH Silberstreifen 4, 76287 Rheinstetten as Lender and Bruker EAS GmbH Ehrichstrasse 10, 63450 Hanau as Borrower
Exhibit 10.30
between
Bruker BioSpin GmbH
Xxxxxxxxxxxxxx 0,
00000 Xxxxxxxxxxxx
as Lender
and
Bruker EAS GmbH
Xxxxxxxxxxxxx 00,
00000 Xxxxx
as Borrower
1. The Loan
1.1 The Lender agrees to grant to the Borrower until further notice a credit line in the amount of EUR 1.500.000,00 (EUR One Million Five hundred Thousand).
1.2 The payment can be executed in total or in partial amounts up to the nominal amount until prior written notice.
1.3 The obligation of the Borrower to repay the Loan and/or interest according to this agreement is subject to the condition that such payments do not cause a short fall of the net assets of the Borrower below the amount of the stated capital protected pursuant to §§ 30, 31 German Act on Limited Liability Companies (GmbHG) or any increase of an existing shortfall below such amount. To the extent the Borrower can capitalize hidden reserves by selling assets and thereby prevent an infringement of the net assets required to maintain the stated capital, it shall be obliged to sell such assets at its choice; any assets required for the business as a going concern shall however be released from this obligation.
2. Interest
2.1 Interest shall be computed on the basis of the actual number of days elapsed in a 360-day-year. The interest rate is equal to 3.5% p. a..
2.2 Any interest shall become due and payable at the end of each quarter.
3. Repayment
The repayment of the loan in the amount of the actual borrowing will be due on June 30th of each calendar year.
4. Optional Repayments
The Borrower shall be entitled to repay the Loan at all times without premium or penalty upon prior written notice to the Lender, either in whole or in part.
5. Securities
The Loan is secured by a Comfort Letter of Bruker Corporation, Billerica/USA providing the borrower with sufficient financial support to continue trading as a going concern and to discharge its debt and liabilities as they fall due.
Dated: September 7, 2009
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Bruker EAS GmbH |
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Bruker BioSpin GmbH |
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/s/ Xxxxxxxx Xxxxxx /s/ Xxxxx Xxxxxxxxx |
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/s/ Bernd Geweise /s/ Xxxxx Xxxxxxx |
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Bruker Corporation |
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00 Xxxxxxx Xxxx |
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Xxxxxxxxx, XX 00000 XXX |
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978-663-X1122 phone |
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000-000-0000 fax |
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Xxxxxxx X. Xxxxxx
Chief Financial Officer
September 3, 2009
Dear Sirs,
We will provide Bruker EAS GmbH with sufficient financial support to enable it to:
Continue trading as a going concern;
Discharge its debts and liabilities as they fall due
We intend to provide such sufficient financial support to enable the company to trade and to discharge its debts and liabilities until December 31st, 2010.
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Sincerely, |
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/s/ Xxxxxxx Xxxxxx |
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Xxxxxxx X. Xxxxxx |
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Chief Financial Officer |
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