1
EXHIBIT 10.28
EQUIPMENT SCHEDULE
(Quasi Lease - Fixed Rate)
SCHEDULE NO. 5
DATED THIS DEC. 21, 2000
TO MASTER LEASE AGREEMENT
DATED AS OF MARCH 27, 1997
Lessor & Mailing Address: Lessee & Mailing Address:
General Electric Capital Corporation SigmaTron International, Inc.
0000 X. Xxxxxxx Xxxxxx Xxxxx 000 0000 Xxxxxxxxx Xx.
Xxxxxxx, XX 00000 Elk Xxxxx Xxxxxxx, XX 00000
This schedule is executed pursuant to, and incorporates by reference the terms
and conditions of, and capitalized terms not defined herein shall have the
meanings assigned to them in, the Master Lease Agreement identified above
("AGREEMENT", said Agreement and this Schedule being collectively referred to as
"LEASE"). This Schedule, incorporating by reference the Agreement, constitutes a
separate instrument of lease.
A. EQUIPMENT: Subject to the terms and conditions of the Lease, Lessor agrees
to lease to Lessee the Equipment described below (the "EQUIPMENT").
Number Capitalized
of Units Lessor's Cost Manufacturer Serial Numbers Year/Model and Type of Equipment
-------- ------------- ------------ -------------- --------------------------------
1 $ 68,508.00 Speedline Technologies VC-1105537-01 Vcctra Wavesoldering System
1 $ 41,241.00 Ultrasonic Systems, Inc. Opti Flux Spray Fluxer System
1 $173,557.88 Universal Instruments Corp. EQT. #: 10044486 Basic S.H. Adjustable Workboard
1 $ 14,549.59 Agueous Technologies AQ-201/SC Ultrasonic Stencil Cleaner
Equipment immediately listed above is location at: STD COMPONENTS DE MEXICO.
XXXXX, MEXICO County, MX 950000000
B. FINANCIAL TERMS
---- ----------------------------------------------- ---- ----------------------------------------
1. Advance Rent (if any): $9,581.15. 6. Lessee Federal Tax ID No.: 00-0000000.
---- ----------------------------------------------- ---- ----------------------------------------
2. Capitalized Lessor's Cost: $297,856.47. 7. Last Delivery Date: DECEMBER 31, 2000.
---- ----------------------------------------------- ---- ----------------------------------------
3. Basic Term (No. of Months): 36 MONTHS. 8. Daily Lease Rate Factor: .02883%.
---- ----------------------------------------------- ---- ----------------------------------------
4. Basic Term Lease Rate Factor: 3.2167%. 9. Interest Rate: 10.3787%. PER ANNUM.
---- ----------------------------------------------- ---- ----------------------------------------
5. Basic Term Commencement Date: DEC. 21, 2000. 10. Option Payment: $1.00
---- ----------------------------------------------- ---- ----------------------------------------
11. First Termination Date: THIRTY-SIX (36) months after the Basic Term
Commencement Date.
12. Interim Rent: For the period from and including the Lease commencement Date
to the Basic Term Commencement Date ("INTERIM PERIOD"), Lessee shall pay as
rent ("INTERIM RENT") for each unit of equipment, the product of the Daily
Lease Rate Factor times the Capitalized Lessor's Cost of such unit times
the number of days in the Interim Period. Interim Rent shall be due on
N/A____.
13. Basic Term Rent. Commencing on Dec. 21, 2000 and on the same day of each
month thereafter (each, a "RENT PAYMENT DATE") during the Basic Term,
Lessee shall pay as rent ("BASIC TERM RENT") the product of the Basic Term
Lease Rate Factor times the Capitalized Lessor's Cost of all Equipment on
this Schedule.
14. Lessee agrees and acknowledges that the Capitalized Lessor's Cost of the
Equipment as stated on the Schedule is equal to the fair market value of
the Equipment on the date hereof.
15. Adjustment to Capitalized Lessor's cost. Lessee hereby irrevocably
authorizes Lessor to adjust the Capitalized Lessor's Cost up or down by no
more than ten percent (10%) to account for equipment change orders,
equipment returns, invoicing errors and similar matters. Lessee
acknowledges and agrees that the Rent shall be adjusted as a result of such
change in the Capitalized Lessor's Cost. Lessor shall send Lessee a written
notice stating the final Capitalized Lessor's Cost, if different from that
disclosed on this Schedule.
C. INTEREST RATE: Interest shall accrue from the Lease Commencement Date
through and including the date of termination of the Lease.
D. PROPERTY TAX
APPLICABLE TO EQUIPMENT LOCATION IN XXXXX, MEXICO: Lessee agrees that it
will (a) list all such Equipment, (b) report all property taxes assessed
against such Equipment and (c) pay all such taxes when due directly to the
appropriate taxing authority
2
until lessor shall otherwise direct in writing. Upon request of Lessor,
Lessee shall promptly provide proof of filing and proof of payment to
Lessor.
Lessor may notify Lessee (and Lessee agrees to follow such notification)
regarding any changes in property tax reporting and payment
responsibilities.
E. ARTICLE 2A NOTICE
IN ACCORDANCE WITH THE REQUIREMENTS OF ARTICLE 2A OF THE UNIFORM COMMERCIAL
CODE AS ADOPTED IN THE APPLICABLE STATE, LESSOR HEREBY MAKES THE FOLLOWING
DISCLOSURES TO LESSEE PRIOR TO EXECUTION OF THE LEASE, (A) THE PERSON(S)
SUPPLYING THE EQUIPMENT IS SPEEDLINE TECHNOLOGIES, ULTRASONIC SYSTEMS,
INC., UNIVERSAL INSTRUMENTS CORPORATION AND AQUEOUS TECHNOLOGIES (THE
"SUPPLIER(S)"), (B) LESSEE IS ENTITLED TO THE PROMISES AND WARRANTIES,
INCLUDING THOSE OF ANY THIRD PARTY, PROVIDED TO THE LESSOR BY SUPPLIER(S),
WHICH IS SUPPLYING THE EQUIPMENT IN CONNECTION WITH OR AS PART OF THE
CONTRACT BY WHICH LESSOR ACQUIRED THE EQUIPMENT AND (C) WITH RESPECT TO
SUCH EQUIPMENT, LESSEE MAY COMMUNICATE WITH SUPPLIER(S) AND RECEIVE AN
ACCURATE AND COMPLETE STATEMENT OF SUCH PROMISES AND WARRANTIES, INCLUDING
ANY DISCLAIMERS AND LIMITATIONS OF THEM OR OF REMEDIES. TO THE EXTENT
PERMITTED BY APPLICABLE LAW, LESSEE HEREBY WAIVES ANY AND ALL RIGHTS AND
REMEDIES CONFERRED UPON A LESSEE IN ARTICLE 2A AND ANY RIGHTS NOW OR
HEREAFTER CONFERRED BY STATUTE OR OTHERWISE WHICH MAY LIMIT OR MODIFY ANY
OF LESSOR'S RIGHTS OR REMEDIES UNDER THE DEFAULT SECTION OF THE AGREEMENT.
F. STIPULATED LOSS AND TERMINATION VALUE TABLE*
stipulated
termination lost
payment value value
number % of cost % of cost
1 99.783 103.743
2 97.404 101.282
3 95.003 98.801
4 92.582 96.299
5 90.141 93.776
6 87.678 91.232
7 85.193 88.666
8 82.687 86.079
9 80.160 83.471
10 77.611 80.840
11 75.039 78.188
12 72.446 75.513
13 69.829 72.816
14 67.191 70.096
15 64.529 67.354
16 61.845 64.588
17 59.137 61.799
18 56.406 58.987
19 53.651 56.151
20 50.872 53.291
21 48.070 50.408
22 45.243 47.500
23 42.391 44.567
24 39.515 41.610
25 36.615 38.628
26 33.689 35.621
27 30.737 32.589
28 27.761 29.531
29 24.758 26.447
30 21.729 23.338
31 18.675 20.202
32 15.594 17.040
33 12.486 13.851
34 9.351 10.635
35 6.189 7.392
36 3.000 4.122
3
*The Stipulated Loss Value or Termination Value for any unit of Equipment
shall be the Capitalized Lessor's Cost of such unit multiplied by the
appropriate percentage derived from the above table. In the event that the
Lease is for any reason extended, then the last percentage figure shown
above shall control throughout any such extended term.
G. MODIFICATIONS AND ADDITIONS FOR THIS SCHEDULE ONLY
For purposes of this Schedule only, the Agreement is amended as follows:
1. The LEASING Section subsection (a) of the Lease is hereby deleted in its
entirety and the following substituted in its stead:
a) Subject to the terms and conditions set forth below, Lessor agrees
to lease to Lessee, and Lessee agrees to lease from Lessor, the equipment
("Equipment") described in Annex A to any schedule hereto ("Schedule") or,
if applicable, to Section A of any Schedule. Terms defined in a Schedule
and not otherwise defined herein shall have the meanings ascribed to them
in such Schedule.
2. LEASE TERM OPTIONS
Lessee hereby irrevocably agrees to purchase the Equipment upon the
expiration of the Basic Term. Lessee shall pay the Lessor the purchase
price of One dollars ($1.00) in cash for the Equipment, on or
before____________________.
THE EQUIPMENT SHALL BE SOLD TO LESSEE AND POSSESSION MADE AVAILABLE TO
LESSEE" AS-IS" AND "WHERE-IS"; LESSOR WILL NOT MAKE ANY REPRESENTATION OR
WARRANTY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO ANY WARRANTY
AS TO FITNESS FOR ANY PARTICULAR OR OTHER PURPOSE, MERCHANTABILITY, OR
PATENT INFRINGEMENT, EXCEPT THAT LESSOR SHALL HAVE THE RIGHT TO SELL THE
EQUIPMENT AND SHALL TRANSFER TO LESSEE GOOD TITLE FREE AND CLEAR OF ANY
SUPERIOR LIEN OR ENCUMBRANCE CREATED BY LESSOR. LESSEE IS LIABLE FOR ANY
TAXES PAYABLE AS A RESULT OF THIS SALE.
H. PAYMENT AUTHORIZATION
You are hereby irrevocably authorized and directed to deliver and apply the
proceeds due under this schedule as follows:
COMPANY NAME ADDRESS AMOUNT
------------ ------- ------
Speedline Technologies 2707 Collections Center Dr. $ 68,508.00
Xxxxxxx, XX 00000
Aqueous Technologies 0000 Xxxxxxxx Xxxxxx Xx., Unit $ 14,549.59
#000
Xxxxxx Xxxxxxxxx, XX 00000
SigmaTron International, Inc. 0000 Xxxxxxxxx Xxxx $214,798.88
Elk Grove Village, Il 6007
This authorization and direction is given pursuant to the same authority
authorizing the above-mentioned financing.
Except as expressly modified hereby, all terms and provisions of the
Agreement shall remain in full force and effect. This Schedule is not binding or
effective with respect to the Agreement or Equipment until executed on behalf of
Lessor and Lessee by authorized representative of Lessor and Lessee,
respectively.
IN WITNESS WHEREOF, Lessee and Lessor have caused this Schedule to be
executed by their duly authorized representatives as of the date first above
written.
LESSOR: LESSEE:
GENERAL ELECTRIC CAPITAL CORPORATION SIGMATRON INTERNATIONAL, INC.
By: /s/ Xxxxxxx X. Xxxxxxx By: /s/ Xxxxx X. Xxxxx
------------------------------------ -------------------------------
Name: Xxxxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxx
------------------------------------ -------------------------------
Title: Risk Analyst Title: Chief Financial Officer
------------------------------------ -------------------------------
