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EXHIBIT 10.16
Xx. XXX000.0 Xxx Xxxxxxxxxx Xxxxxx Authority of Thailand
000 Xxxxxx Xxxxxxxx Xxxx, Xxxxxxx, 00000
Re: Land use within the Laem Chabang Industrial Estate
To: The Board of Directors, IMS International Manufacturing Services
(Thailand), Ltd.
Enc.: 1. Certificate of Permission to Use Land for
Industrial Purposes, user ID no. NCh 6/2538-0,
certificate no. 71/2538, issued March 8, 1995
2. Standard Factory Lease Agreement, no. 9/2538-NCh,
issued March 8, 1995
Seeing as a Standard Factory Lease Agreement has been signed on March 8,
1995.
The Industrial Estate Authority of Thailand has sent this Certificate of
Permission to Use Land for Industrial Purposes, Standard Factory Lease
Agreement, and other announcements and orders relevant to the conduct of affairs
in the Industrial Estate, in order to be kept as evidence, and for future use.
In this matter, the Industrial Estate Authority of Thailand wishes to
inform that the construction of buildings and the carrying out of industrial
activities within the Industrial Estate should be conducted according to the
laws governing factories, the laws governing buildings, the laws governing urban
planning, and the laws governing the Industrial Estate Authority of Thailand.
However, this agreement represents the lawful authority and responsibilities of
the Director, or the individual acting on the authority of the Director. If you
have any questions regarding this matter, please contact directly the Permits
Division, rights and Use Section, the Industrial Estate Authority of Thailand,
Makkasan Road, Ratchathewi District, Bangkok, or contact the office of the Laem
Chabang Industrial Estate.
This matter is presented for your information.
Respectfully,
[signed]
Mr. Thanya Hanphol
Under Director General (Business Affairs),
acting in stead of [illegible] the Industrial Estate
Authority of Thailand
Rights and Use Section
Permits Division
Tel: 000-0000, ext. 402
Fax: 000-0000
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Form GNO 02
Certificate of Permission to Use Land for Industrial Purposes
District Industry for Export Industrial Estate: Laem Chabang
User Xx. XXx.0/0000-0.
Xx. 00/0000
Xxx Xxxxxxxxxx Xxxxxx Authority of Thailand, by the power vested in it by
the Royal Edict regarding Industrial Estates, Year 19[illegible], gives
permission to
IMS International Manufacturing Services (Thailand), Ltd.,
registered as a limited partnership, registration no. 65/2538,
on January 5, 1995, with an office at 719 Sii Phraya Road, Bang Rak Subdistrict,
Bang Rak District, Bangkok,
to use land for the following activities: the manufacture of electronic items in
factory type 72,
in the district Industry for Export Industrial Estate: Laem
Chabang,
Land and Building Plan: Standard Factory plan 17/3 Area: 1,500 square meters,
with the following stipulations:
1. Must operate according to Standard Factory Lease Agreement no. 9.2538-NCh,
issued on March 8, 1995
2. Those who use land for industrial purposes within the Industry for Export
district must produce for export in accordance with the regulations
pertaining to standards, methods, and stipulations as announced by the
Industrial Estate Authority of Thailand.
Issued March 8, 1995
Signed: [illegible]
[illegible]
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Translator's note: Each page of this agreement is signed (illegibly) and sealed
by International Manufacturing Services (Thailand), Ltd.
Agreement No. 9/2538-NCh.
Standard Factory Lease Agreement
This agreement is made at the Industrial Estate Authority of Thailand, 000
Xxxxxxxx Xxxx, Makkasan Subdistrict, Ratchathewi District, Bangkok, on March 8,
1995, between the Industrial Estate Authority of Thailand in the person of Mr.
Thanya Hanphol, Under Director General (Business Affairs), acting on the
authority of the Director General of the Industrial Estate Authority of
Thailand, hereinafter called the "Lessor," and IMS International Manufacturing
Services (Thailand), Ltd, in the persons of Xx. Xxxx Neo Kia and Mr. Phichai
Duangthaweesap, individuals with the authority to act in legal stead of IMS
International Manufacturing Services (Thailand), Ltd., which was incorporated at
the Office of Corporate Registration, Bangkok, Registration No. 65/2538, on
March 9, 1995, with an office at 719 Sii Phraya Road, Bang Rak Subdistrict, Bang
Rak District, Bangkok, hereinafter known as the "lessee." Both parties agree to
enter into an agreement as follows:
1. The lessor agrees to give to lease, and the lessee agrees to lease, a
Standard Factory Xx. 00/0 xx xxx Xxxx Xxxxxxx Xxxxxxxxxx Xxxxxx, which factory
has an area of 1,500 square meters, as per the plan which is attached to this
agreement and held to be a part of this agreement. Furthermore, the lessor
agrees to provide utilities for the production of electronic items. This lease
has a term of 15 years, beginning on March 6, 1995 and continuing until March 5,
2010.
2. The lessee must pay lease fees to the lessor on a monthly basis in the
amount of 96,000 baht (ninety six thousand baht even), as well as pay a
utilities fee according to the rates and standards as announced by the
Industrial Estate Authority.
3. The lessee has paid to the lessor, on the date of this agreement, the
following:
(1) A payment of 192,000 baht (one hundred ninety two thousand
baht even) to the lessor as a deposit against any loss or damages which may
occur to the leased property, or to the lessor. In the event that the lessee is
in debt to the lessor in any amount the lessee agrees to allow the lessor to
deduct this amount from the deposit. In the event of loss or damage in excess of
the amount of the deposit, the lessee must pay the entire difference to the
lessor.
(2) A payment of 176,516.13 baht (one hundred seventy six
thousand, five hundred sixteen baht and thirteen satang) as lease fee from March
6, 1995 to April 30, 1995.
(3) A payment of 1,700 baht (one thousand seven hundred baht even)
as utilities fee from March 6, 1995 to April 30, 1995.
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With respect to the lease and utilities fees for following months, the
lessee agrees to pay one month in advance, by the 5th day of each month, at the
office of the lessor, on government working days and during government working
hours. In the event that the lessee is one month behind in payments of lease or
utilities fees, the lessor has the right to terminate the agreement immediately.
In the event that the lessee pays the lease or utilities fees more tardy
than established in Point 3, Section 2, the lessee agrees to allow the lessor to
fine the lessee at the rate of 1.5 percent of the outstanding lease or utilities
fees per month, until the lessee has paid the lease or utilities fees in full.
The parties to this agreement agree that, in the event that the lessor
wishes to change the location at which the lease or utilities fees are to be
paid, the lessor is allowed to do so by announcing such intentions to the lessee
in writing.
4. The lessee agrees that the lessor will not be held responsible for any
loss or damages which result to the property of the lessee within the factory,
the car garage, or the grounds of the leased factory.
5. The lessee must use the leased factory only for the production of
electronic items. The lessee cannot use the facilities for any other activities
except the production of electronic items, and no activities are to be conducted
which are in violation of the law, or constitute a disturbance of the peace, or
violate the ethics of the populace, nor for any action which is noisy to the
extent of constituting an annoyance to the neighbors.
6. The lessee must not use, or allow others to use, the leased factory as a
place to post bills or advertisements, except in the event that written
permission has been received from the lessor in advance.
7. The lessee agrees to pay the lessor for any and all loss and damages
incurred by the lessee, or the lessee's employees, representatives, or other
staff, or a person who enters [illegible], regardless of the circumstances.
8. The lessee must maintain the condition of the leased factory-for
example, take care that the lessee's own property is not in less than its
original condition. In the event that any item is not in good condition, or is
damaged in any way, the lessee must arrange for the immediate repair and
restoration of that item to its original condition, with the lessee bearing sole
responsibility for any expenses incurred, except in the event that such poor
condition or damage arises from normal use.
In the event that the lessee does not carry out the repair as per the first
part, the lessor makes it known [illegible] that the lessor has the right to
arrange for such repairs while holding the lessee responsible for any and all
expenses.
9. In every instance of repair or alteration, or the addition of anything
to the leased factory, the lessee must receive the approval of the lessor in
writing. After such
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approval has been obtained, the repair, alteration, or addition to the factory
must be conducted only according to the permission granted by the lessor, and
must be carried out in compliance with the law.
That which is repaired, altered, or added, including any materials or other
items which are brought into the leased factory, immediately become the property
of the lessor, except in the event that the item which is repaired, altered, or
added, when it is removed, will not cause any loss or damage to the leased
property. The lessor agrees to allow the lessee to remove these items when the
lease agreement has ceased for whatever reason. The lessee is not allowed to
collect any costs of loss or damages, removal fees, or moving expenses from the
lessor.
10. The lessee must allow the lessor, the lessor's representative, or the
lessor's authorized employee to enter and examine the leased factory at times
and intervals as appropriate.
11. The lessee will not allow others who have no connection to the lessee's
work to use the leased factory, except in the event that the lessor has granted
written permission in advance.
12. The lessee will clean the leased factory daily and not allow it to
remain in a dirty or odoriferous condition, nor use it to store materials or
flammable or illegal items, nor do anything which is risky, frightening, or
dangerous to property or to nearby individuals.
13. The Lessee must pay factory and land taxes, local use taxes, customs
duties, fees, and other monies which the government, governmental agency, or
local agency collects, for the life of this agreement.
14. With the exception of an electric kettle or water pot, the lessee must
not under any circumstances xxxx or prepare food in the leased factory.
15. The lessee must insure the leased factory against disaster according to
the stipulations of, and in the amount determined by, the lessor's insurer in
writing. Such insurance must be held for the duration of this agreement, with
the lessee being responsible for the insurance expenses and the lessor being
named as the beneficiary according to the Department of Insurance regulations.
The lessor must take out such insurance and inform the Department of
Insurance, to further inform the lessor, within 45 days, counting from the date
that the agreement was signed.
16. The lessor agrees to allow the lessee to take out any insurance on the
lessee's own property which is within the vicinity of the leased factory.
However, the lessee cannot insure in excess of the dollar amount, or the value
of the property, which has been insured against disaster, and the lessee must
inform the lessor in writing before each instance of taking out insurance.
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17. In the event of fire or other disaster in the leased factory, the
lessor and lessee agree to allow termination of the agreement, except in the
event that the lessor agrees in writing to allow the lessor [sic] to maintain
the right to continue to use the factory according to the agreement, Point 1.
18. If it appears after the fact that the information provided by the
lessee to the representative of the lessor in the lease request, or the
information which the lessee filled out in lease request form, is false, the
lessor has the right to immediately terminate the agreement.
19. In the event that the lessee behaves in a manner which goes against any
point of the agreement, the lessor has the right to terminate the agreement
immediately, and has the right to xxx the lessee for full damages.
20. When the term of the lease has expired as noted in Point 1, or in the
event that the lease agreement is terminated for any reason whatsoever, the
lessee must remove the property and personnel from the leased factory, and
return the leased factory to the lessor in good condition within 15 days,
counting from the day that the lease agreement expired according to Point 1, or
the day that the lease agreement was terminated, and may not request any moving
expenses, nor any costs of loss or damages, from the lessor.
21. In the event that the lessee does not behave according to Point 19, the
lessee agrees to allow the lessor to impose a daily fine in the amount of 10,000
baht (ten thousand baht even) per day, until the lessee has completed every
requirement in compliance with the agreement.
22. When the lease agreement is terminated for any reason whatsoever, the
lessee agrees to allow the lessor or the lessor's representative to immediately
enter, take possession of, and lock up the leased factory, or do any other thing
in order that the lessee or the lessee's personnel cannot use or enter the
leased factory.
23. In the event that the lessee leases the factory until the expiration of
the agreement while behaving in accordance with the stipulations of the
agreement in every way, or the lease agreement is terminated for other reasons
and the lessee has returned the leased factory to the lessor without any loss or
damages, and the lessor has received possession of the leased factory,
[illegible], the lessee will not owe any future lease fees to the lessor
according to the agreement, Point 3(1).
24. When the lessor has made any announcement, or an announcement of the
termination of the lease agreement, in writing to the lessee at the lessee's
address as specified in this agreement, or at the leased facility, or has posted
a notice in an easily viewed location at the leased facility, it will be held
that the lessee has received that announcement.
25. The receipt of lease and/or utilities fees after the expiration of the
lease
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period according to Point 1, or after the announcement of the termination of the
lease agreement, will be held to constitute a portion of the costs of damages
that the lessee agrees to pay to the lessor, and not as a sign of intent to
allow continued lease.
This agreement has been prepared in two identical copies. Both parties to
the agreement have read and understood the information contained in all points
of the agreement, and have affixed their signatures and seals (if any) herein in
the presence of a witness, and each have received a copy for safekeeping.
Signed [signed] Lessor
Mr. Thanya Hanphol
Under Director General (Business Affairs),
acting on the authority of the Director General
of the Industrial Estate Authority of Thailand
Signed [signed] Lessee
Xx. Xxxx Neo Kia
Committee Member
Signed [signed] Lessee
Mr. Phichai Duangthaweesap
Committee Member
Signed [signed] Witness
Mr. Chanwut Sujaritwongsanonta
Signed [signed] Witness
Mr. Xxxxxx Liawchavalit
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Translator's note: Passport page, Thai portion only.
[signed]
[illegible]
IMS International Manufacturing Services (Thailand), Ltd.
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Translator's note: This page has been signed (illegibly) and sealed by
International Manufacturing Services (Thailand), Ltd.
National Identification Card No. 1006 04476 48 4 Code No. 01114667
Name: Mr. Phichai
Duangthaweesap
Date of Birth: August 23, 1960
[illegible]2536 [illegible]2542
[illegible]
[illegible]
[illegible]
Department of Administration, Ministry of the Interior
[signed]
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This document certifies only the A true and complete certification
information which the company must contain the number [illegible]
has provided in order to [illegible] and seal and signature of the
the law. The veracity of this registrar.
information should not be
assumed.
No. CH 2679 Office of Corporate Registration
Bangkok
Certificate
This is to certify that the named company has registered as a limited
corporation according to the Civil and Commercial Code.
Registration No. 65/2538 Date: January 9, 1995 The following information
appears in the registration documents on the date of issuance of this
certificate:
1. Name of company: IMS International Manufacturing Services (Thailand), Ltd.
2. The board of the company comprises 6 members, as follows:
(1) Mrs. Metaya Warngtay (2) Xx. Xxxxxx Xxxxxx Mailman
(3) Xx. Xxxx Xxxx Jee-ong (4) Xx. Xxxx Xxxxx Xxxxx
(5) Xx. Xxxx Neo Kia (6) Mr. Phichai Duangthaweesap
[signed]
[illegible]
IMS International Manufacturing Services (Thailand), Ltd.
3. The total number of, or the names of the board members who can [illegible]
the company are as follows:
"Xx. Xxxxxx Xxxxxx Mailman has affixed his signature and the seal of the
company, or Xx. Xxxx Neo Kia has affixed his signature together with that of Mr.
Phichai Duangthaweesap, and affixed the seal of the company."
4. The registration fee has been fixed in the amount of two hundred eighty four
million baht.
5. The headquarters office is located at 719 Sii Phraya Road, Bang Rak
Subdistrict, Bang Rak District, Bangkok.
6. The company has 7 objectives, as appear in the copy of the documents attached
to
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this certificate, which documents carry the signature of the registrar who
certified the documents and the seal of the Office of Corporate Registration.
Note: This company, at the time of its initial registration, was named "ISM
International Manufacturing Services, Ltd." It registered a change of name to
"IMS International Manufacturing Services (Thailand), Ltd." on February 7, 1995.
[seal]
February 7, 1995
Xxxxxxxxx
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Translator's note: This document has been signed (illegibly) and sealed by
International Manufacturing Services (Thailand), Ltd.
Registration No. 65/2538 Form TK. 0401
Department of Commercial Registration
Certificate of Corporate Registration
This certificate is issued in order to show that
IMS International Manufacturing Services (Thailand), Ltd.
has registered as a corporation according to the Civil and Commercial Code
at the Company Registration Office, Bangkok
On January [illegible], 199[illegible]
Issued this 7th Day of February, 19[illegible]
[seal]
Registrar
Note: The original name as "IMS International Manufacturing Services, Ltd."
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Translator's note: On this and the following chart, only those columns which
contain information have been translated. Both documents have been signed
(illegibly) and sealed by International Manufacturing Services (Thailand), Ltd.
Name of corporation: IMS International Manufacturing Services, Ltd.
Shareholders' meeting held: January [illegible], 1995
Shareholders: Thai 661 Price/share: 100
Alien 339
TOTAL 1,000
No. Name/Address Citizenship Occupation # Shares Price/ Registered
Held Share as share-
holder
13. Mr. Ruangyot Nasar Thai Attorney 1 100 1-5-95
173/7 Soi Wat Mai
Phiramthawee
Isaraphab Road
Wat Tha Phra Subdistrict
Bangkok Yai District
Bangkok
I certify that this is an accurate report, in accordance with the
[illegible] registration of stockholders.
(Signed) Board Member
[signed]
[illegible]
IMS International Manufacturing Services, Limited
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Name of corporation: IMS International Manufacturing Services, Ltd.
Shareholders' meeting held: January [illegible], 1995
Shareholders: Thai 661 Price/share: 100
Alien 339
TOTAL 1,000
No. Name/Address Citizenship Occupation # Shares Price/ Registered
Held Share as shareholder
8. Xx. Xxxxxx X. Omarat American Business- 1 100 1-5-95
00000 Xxxxx Xxxxxx Xx. person
Saratoga, CA, 9307 [sic]
USA
9. Xx. Xxxxxx Xxxxxxx American Business- 1 100 1-5-95
00000 Xxxx Xxxx Xxxxx xxxxxx
Xxx Xxxxx, XX 00000
XXX
10. Xx. X.X. Xxx-xxx South Business- 1 100 1-5-95
20634 Xxxxx Court Korean person
Xxxxxxxxx, XX 00000
XXX
11. Xx. Xxxxxx Kaway American Business- 1 100 1-5-95
4969 Borderland Court person
Xxx Xxxx, XX, 00000
XXX
12. Mr. J. Xxxxx Xxxxx American Business- 1 100 1-5-95
00000 Xxxxx Xxxxx xxxxxx
Xxxxxxxx, XX, 00000
XXX
13. Mr. [illegible] X. Xxxxxxx American Business- 1 100 1-5-95
00000 Xxxxxx Xxxxxx Xx. xxxxxx
Xxxxxxx, XX, 00000
XXX
14. IMS International [illegible] Commerce 333 100 1-5-95
Manufacturing Services,
Limited
000 Xxxxx Xxxx Xxxxxxx
Xxx Xxxx, XX, XXX
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I certify that this is an accurate report, in accordance with the
[illegible] registration of stockholders.
[signed]
[illegible]
International Manufacturing Services, Ltd.
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[Thai portion only]
Standard Factory Layout Plan Laem Chabang Industrial Park
Layout Plan for inclusion with Standard Factory Rental Agreement
Agreement No. 9/2538-NO
Issued: March 8, 1995
IMS International Manufacturing Services (Thailand), Ltd.
Standard Factory No. 17/3
Area: 1,500 square meters
