ORIGINAL FOR THE BANK
THIRTEENTH AMENDMENT TO PURCHASE AGREEMENT
THIRTEENTH AMENDMENT (the "Thirteenth 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 AMENDMENT dated as of August 8, 1994,
to the TENTH AMENDMENT, dated as of March 17, 1995, to the ELEVENTH
AMENDMENT dated as of September 27, 1995, to the TWELFTH AMENDMENT
dated as of August 26, 1996, 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 as
follows:
a. to reduce the aggregate amount of the Purchased
Receivables; and
b. to extend the expiration date of the Purchase Agreement;
and
c. to increase the margin over LIBOR applicable to the
discount rate;
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 the amount "USD 50'000'000.--(fifty million US
Dollars)" which appears therein and substituting in lieu thereof
the amount "USD 30'000'000.--(thirty million US Dollar) through
June 1998 at which time it will be reduced to "USD 20'000'000.--
(twenty million US Dollars)" to finally expire in November 1998.
2) Clause 1 (a) of the Purchase Agreement is hereby amended
-2-
by deleting "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" which appears therein and
substituting in lieu thereof "Unless extended by mutual consent
of the Bank and the Seller given n or before September 30, 1998,
this Agreement shall expire on November 30, 1998, by which date
all Purchased Receivables must be repaid to the Bank".
3) Clause 2 of the chase Agreement is hereby amended in the
first paragraph by deleting "For each period commencing on the
Closing Date on which the purchase of the receivables takes
effect and ending on the next succeeding Closing Date (herein
called the "Discount Period"), the Bank shall pay to the Seller
the amount of the Purchased Receivables less an interest (herein
called the "Discount") calculated at a rate per annum equal to
1/2 % above the LIBOR for the respective currency and duration as
determined by the BANK two business days prior to the
commencement of such Discount Period" which appears therein and
substituting in lieu thereof "For each period commencing on the
Closing Date on which the purchase of the receivables takes
effect and ending on the next succeeding Closing Date (herein
called the "Discount Period"), the Bank shall pay to the Seller
the amount of the Purchased Receivables less an interest (herein
called the "Discount") calculated at a rate per annum equal to
0,65% above the LIBOR for the respective currency and duration as
determined by the Bank two business days prior to the
commencement of such Discount Period".
The remaining two other paragraphs of this Clause 2 remain valid.
4) This Thirteenth Amendment shall become effective on the
date it is signed, with effect on December 9th, 1997.
5) 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,
Eleventh, Twelfth Amendments shall continue to be and xxxxxx
remain in full force and effect.
6) All terms used in this Thirteenth 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 Thirteenth
Amendment to be duly executed in two originals by the proper and
duly authorized officers as of the day and year hereunder
written..
Xxxxxx, Xxxxxxxx 00, 0000
XXXXX BANK CORPORATION
Geneva, .......................................
KEMET ELECTRONICS S.A.
...................................................