Exhibit 10.22
LEASE RENEWAL AMENDMENT
Account Not. 4068689-002, 003,004, 005, 007, 008,009
010, 011,012,013,014,015, 016,017,018, 019, 020,021
THIS LEASE RENEWAL AMENDMENT dated as of SEPTEMBER 29, 2000 ("Amendment")
amends Schedule Nos. 002, O03, 004, 005,007, 008, 009, 010, 011, 012, 013,
014, 015, 016, 017, 018, 019, 020, 021 ("Schedule") to the Master Lease
Agreement dated as of July 9, 1997 ("Agreement"), such Schedule and
Agreement, as the same may have been heretofore amended or otherwise
modified, are hereinafter collectively referred to as the ("Lease") between
GENERAL ELECTRIC CAPITAL CORPORATION ("Lessor) and BENCHMARK ELECTRONICS
("Lessee"). Capitalized terms not defined herein shall have the meanings
assigned to them in the Lease.
WITNESSETH
WHEREAS, the term of the Lease is scheduled to expire on SEPTEMBER 18,
2000; SEPTEMBER 30, 2000 and NOVEMBER 24, 2000 ("Primary Term Expiration
Date"); and
WHEREAS, Lessee desires to renew the Lease pursuant to the terms set
forth herein; and
WHEREAS, Lessor is willing to consent to such renewal pursuant to the
terms set forth herein;
NOW, THEREFORE, in consideration of the above premises and the mutual
promises; contained herein, as well as other good and valuable consideration,
the receipt and sufficiency of which is hereby acknowledged, the parties
hereto, intending to be legally bound, agree as follows:
1. Commencing on SEPTEMBER 30, 2000 the Lease shall be renewed for an
additional period of THIRTY SIX (36) months ("Renewed Term") on and subject
to the same terms and conditions as set forth in the Lease, except as
otherwise expressly provided herein:
(a) During the Renewed Term, Lessee hereby agrees to pay to Lessor rent
in the total principal sum of FIVE MILLION NINE HUNDRED FIFTEEN THOUSAND
AND 00/100 Dollars ($5,915,000.00), plus financed upfront sales tax in the
sum of ONE HUNDRED FIFTEEN THOUSAND SEVEN HUNDRED FIVE AND 14/100 Dollars
($115,705.14) with interest thereon, from the date upon which the Renewed
Term commences through and including the last day of the Renewed Term, at a
fixed interest rate of TEN POINT FOUR percent (10.4%), to be paid in Thirty
Six (36) consecutive monthly installments of principal and interest of ONE
HUNDRED NINETY FOUR THOUSAND FORTY SIX and 67/100 Dollars ($194,046.67)
(each a "Periodic Installment") and a final installment equal to the GPO
Amount (as that term is described below). The Periodic Installments have
been calculated on the basis of a 360 day year of twelve thirty-day months.
Each Periodic Installment may, at the option of the Lessor, be calculated
and applied on the assumption that such installment would be made on its
due date. The first Periodic Installment shall be due and payable on
OCTOBER 1, 2000 and the following Periodic Installments shall be payable on
the same day of each month thereafter throughout the Renewal Term.
(b) During the Renewed Term, the Stipulated Loss Value and Termination
Value of the Equipment as of the applicable calculation date shall be
equal to (i) the sum of (A) all then remaining Periodic installment
payments (which would have come due over the balance of the Renewed Term
without any termination thereof), and (B) the GPO Amount (set forth
hereinbelow), (ii) discounted to its then present value using a discount
rate equal to the one year U.S. Treasury Constant Maturity rate in effect
as of the date on which the Lease either terminates or the Casualty
occurs, as published in the Federal Reserve Statistical Release H.15
(519). Furthermore, in connection with any default or other termination
of the Lease prior to the scheduled expiration of the Renewed Term any
surplus net proceeds received by Lessor from the sale, re-lease or other
disposition of the Equipment after satisfaction of all amounts payable by
Lessee under the Lease shall be remitted to Lessee (except to the extent
as may be otherwise required by applicable law).
(c) Upon expiration of the Renewed Term, Lessee shall purchase for cash
consideration all (but not less than all) of the Equipment for an amount
equal to ONE AND 00/100 Dollar ($1.00) (the "GPO Amount"), plus all
applicable sales, use and other taxes thereon, ON AN "AS IS, WHERE IS"
BASIS WITHOUT RECOURSE TO, OR WARRANTY BY, LESSOR OF ANY KIND, NATURE OR
DESCRIPTION WHATSOEVER. All other purchase options or renewal options are
hereby deleted in their entirety.
(d) In order to secure payment and performance of Lessee's obligations
hereunder, Lessee hereby grants Lessor a security interest in (i) the
Equipment and in all goods that are or may hereafter become accessions
thereto, and (ii) all proceeds of such property, including but not
limited to insurance proceeds.
(e) Any provisions of the Lease relating to Early Termination, Purchase
Option or Terminal Rent Adjustment Clause shall be deleted in their
entirety.
2. Lessee hereby represents and warrants that all of the representations and
warranties included in the Lease (except as set forth in Article XV (b) of
the Lease) are true and correct as of the date first above written.
Except as expressly modified herein, all terms and provisions of the
Lease shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused their duly authorized
representatives to execute and deliver this Amendment as of the date first
above written,
LESSOR: LESSEE:
GENERAL ELECTRIC CAPITAL CORPORATION BENCHMARK ELECTRONICS
By: /s/ Ingrid Duffelmeyer By: /s/ Gayla Delly
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Title: Collateral Specialist Title: Treasurer
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