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EXHIBIT 10.15
January 12, 1999
Sanmina Corporation
000 Xxxx Xxxxxxx Xxxx
Xxx Xxxx, XX 00000
Attention: Xx. Xxxx Xxxxxxx
RE: LETTER AGREEMENT REGARDING OUTSTANDING ACCOUNTS PAYABLE
Dear Xx. Xxxxxxx:
This letter agreement is to set form our mutual agreement and
understanding with respect to the outstanding amounts owed by Objective
Communications, Inc., a Delaware corporation ("Objective") to Sanmina
Corporation and Golden Eagle Systems, Inc. (collectively with Sanmina
Corporation. "Sanmina").
Objective acknowledges and agrees that, as of the date hereof, Objective
owes Sanmina $4.3 million (the "Obligations"), consisting of $3.2 million in
outstanding accounts payables, and $l.1 million representing the value of
materials (piece parts), various stages of work in process and finished goods
inventory all currently located at Sanmina along avid other noncancellable
purchase commitments made by Sanmina in behalf of Objective (collectively. the
"Materials").
In consideration of the mutual covenants and obligations set forth in
this letter agreement and in the other documents and agreements evidencing the
Obligations, Objective and Sanmina agree as follows:
1. The Obligations will be evidenced by an initial three-year term
senior note (the "Note") made by Objective in favor of Sanmina.
The principal amount of the Note will mature and be payable in
full on the date that is three years from the date of the Note.
The principal amount of the Note outstanding from time to time
will bear interest at the rate of 7% per annum. During the first
year that the Note is outstanding, Objective will make
interest-only payments, in arrears semi-annually beginning on six
months from the date of the Note. Thereafter Objective will
amortize the remaining principal amount of the Note and any
accrued but unpaid interest thereon on a monthly basis over the
remaining term of the Note. Any payments that Objective makes to
Sanmina after the date of the Note to pay for the Materials will
constitute prepayments of a portion of the principal amount of the
Note and will reduce the principal amount owed under the Note when
made.
2. In the event that Objective completes a public offering of
securities or a private placement of securities with aggregate
gross proceeds to the Company in excess of $8 million prior to the
maturity date of the Note, then Objective will prepay a portion of
the principal amount of the Note in an amount equal to $1.1
million, payable on the day the financing closes. In the event the
aggregate gross proceeds to
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the Company is less than $8 million but more than $5 million. the
Company will prepay a portion of the principal amount of the Note
equal to $500 thousand if the amount raised is $5 million
increasing on a pro rata basis to a maximum of $1.1 million if the
amount raised is $8M. In exchange for the prepayment, Sanmina will
transfer to Objective good and marketable title to the prepayment
equivalent amount of Materials, free and clear of all liens and
encumbrances, per the email from Xxxx Xxxxxxx at Sanmina to Xxxxxx
Xxxxx at Objective on December 23, 1998, including but not limited
to the materials listed in printouts provided to Objective by
Sanmina via facsimile from Xxxx Xxxxxxx to Xxxxxx Xxxxx on January
6, 1999. Objective will accept these materials in "as-is"
condition with no related warranties or return rights.
3. Objective will issue to Sanmina warrants to purchase 275,000
shares of its common stock, with an exercise price equal to the
closing price of the common stock on the date on which this letter
is executed by Sanmina.
If you are in agreement with the foregoing, please sign and return one
original copy of this letter to the undersigned at Objective Communications,
Inc., 00 Xxxxxxxxxxxxx Xxxxx, Xxxxxxxxxx, Xxx Xxxxxxxxx 00000 by overnight mail
and by telecopy (Telecopy number: 603334-2212). If you have any questions, you
can reach me at (000) 000-0000.
Sincerely,
/s/ XXXXXX X. XXXXX
Xxxxxx X. Xxxxx
Vice President, Finance and Administration
The undersigned authorized representative of Sanmina hereby acknowledges
and agrees to the terms and conditions of this letter agreement and agrees to be
legally bound by its terms.
Dated: January 12, 1999 Sanmina Corporation
By: /s/ XXXXXXX XXXXXXX
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Name:
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Title:
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