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ORIGINAL FOR THE SELLER
TWELFTH AMENDMENT TO PURCHASE AGREEMENT
TWELFTH AMENDMENT (the "Twelfth Amendment") to the PURCHASE AGREEMENT, dated as
of April 22, 1988, to the FIRST AMENDMENT, dated as of July 22, 1988, to the
SECOND AMENDMENT, dated as of April 11, 1989, to the THIRD AMENDMENT, dated as
of August 20, 1990, to the FOURTH AMENDMENT, dated as of March 21, 1991, to the
FIFTH AMENDMENT, dated as of September 17, 1992, to the SIXTH AMENDMENT, dated
as of December 3, 1992, to the SEVENTH AMENDMENT, dated as of June 30, 1993, to
the EIGHTH AMENDMENT, dated as of July 25, 1994, to the NINTH AGREEMENT, dated
as of August 8, 1994, to the TENTH AGREEMENT, dated as of March 17, 1995, and to
the ELEVENTH AGREEMENT, dated as of September 27, 1995, between SWISS BANK
CORPORATION, Xxxxxx Xxxxxx (the "Bank") and KEMET ELECTRONICS S.A. (the
"Seller").
PREAMBLE
WHEREAS, the bank and the Seller are parties to the Purchase Agreement referred
to above (the "Purchase Agreement") under which the Bank has agreed to purchase
from the Seller and the Seller has agreed to sell to the Bank certain trade
receivables subject to the terms and conditions therein set forth; and
WHEREAS, the Bank and the Seller desire to amend the Purchase Agreement and the
subsequent Amendments referred to above to extend the expiration date of the
Purchase Agreement;
NOW THEREFORE, in consideration of the premises and the mutual agreements herein
contained it is hereby agreed as follows:
1. Clause 1 (a) of the Purchase Agreement is hereby amended by deleting "Unless
extended by mutual consent of the Bank and the Seller given on or before July
31, 1996, this Agreement shall expire on September 30, 1996, by which date all
the Purchased Receivables must be repaid to the Bank", which appeared therein
and substituting in lieu thereof "Unless extended by mutual consent of the Bank
and the Seller given on or before July 31, 1997, this Agreement shall expire on
September 30, 1997, by which date all the Purchase Receivables must be repaid to
the Bank".
2. This Twelfth Amendment shall become effective on the date it is signed.
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3. Except as expressly modified by the terms and conditions of this Amendment,
the Purchase Agreement, the First, Second, Third, Fourth, Fifth, Sixth,
Seventh,Eighth, Ninth, Tenth, and Eleventh Amendments shall continue to be and
shall remain in full force and effect.
4. All terms used in this Twelfth Amendment which are defined in the Purchase
Agreement shall have their respective meanings set forth therein, unless
otherwise indicated.
IN WITNESS WHEREOF, the parties have caused this Twelfth Amendment to be duly
executed in two originals by the proper and duly authorized officers as of the
day and year hereunder written.
Xxxxxx, Xxxxxx 00, 0000 XXXXX BANK CORPORATION
/S/ X. Xxxxx /S/ X. Xxxxxx
X. Xxxxx X. Xxxxxx
Assistant Vice President Assistant Manager
Geneva, August 28, 1996 KEMET ELECTRONICS S.A.
/S/ X. Xxxxx /S/ X.X. Xxxxxxx
