EQUIPMENT SCHEDULE
DATED October 10, 1996
to
MASTER LEASE AGREEMENT
DATED June 6, 1994
LESSEE: LESSOR:
CERPROBE CORPORATION Xxxxx Fargo Leasing Corporation
"(as assignee of all right,
title and interest of First
Interstate Bank of Arizona)"
Name
000 X. Xxxxxxxx Xxxxx X.X. Xxx 00000, MAC 4101-250
---------------------------------------------
Xxxxxxx
Xxxxx, Xxxxxxx 00000 Xxxxxxx, Xxxxxxx 00000-0000
1. Master Lease: The terms and conditions of that Master Lease
Agreement dated as of the date set forth above by and between the Lessor, Xxxxx
Fargo Leasing Corporation "(as assignee of all right, title and interest of
First Interstate Bank of Arizona)" and Lessee (the "Master Agreement") are by
this reference incorporated herein as if fully set forth herein and together
with the terms and conditions hereof, and of all schedules, riders, addenda
and/or exhibits that are attached or refer to this Equipment Schedule,
constitute a single and severable agreement of lease (this "Lease"). Subject to
all of the terms and conditions of this Lease, Lessor hereby leases to Lessee,
and Lessee hereby hires from Lessor, the personal property described below and
on any supplemental Schedule "A" hereto (hereinafter, together with all
replacement parts, additions, modifications, repairs and accessories
incorporated therein and/or attached thereto, said personal property is referred
to as the "Equipment"):
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Qty. Description of Equipment - Make, kind, model no., serial no., and Original
any other pertinent identification Cost
----------- ----------------------------------------------------------------------------------- --------------------
Applied Precision Invoice #2541
1 PRVX System, 960 Channels, LP $250,125.50
1 PRVX Table Short 1280
1 Assy, PRVX W/S PF Compat
1 Assy, VX CPLT W/BEVEL Postgrind
1 PRVX Controller Pkg.
1 Monitor 17" Samsung
1 PRV/PRVX Test Software
1 Assy, PRVX Channel Config. Pkg.
1 Assy, PRVX Accessory kit
2 PRVX Training AT API
1 Checkpoint System Install.
1 Assy, PRVX Shipping Pkg.
1 Assy, Probe Force, PRVX, factory
1 PWA, Edge Card 48 Pin VX $697.50
1 PWA, PRVX Cal Card Conn $697.50
1 PWA, Edge Card 88 Pin VX $813.75
1 PWA, Edge Card 128 Pin VX $1,046.25
2 Manual PRVX 7.1
1 Manual PRVX 7.1 Cleanroom
Shipping Charges $935.00
location: 000 X. Xxxxxxxx Xxxxx,
Xxxxx, Xxxxxxx 00000
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Applied Precision Invoice #2699
1 Probe Force $16,275.00
location: 000 X. Xxxxxxxx Xxxxx,
Xxxxx, Xxxxxxx 00000
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Sales or Use Tax
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*If additional space is required, attach Schedule A. Total Original Cost $270,590.50
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Location of Equipment (if additional space is required, attach Schedule A)
A. 000 X. Xxxxxxxx Xxxxx Xxxxx Xxxxxxxx Xxxxxxx 00000
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Xxxxxxx Xxxx Xxxxxx Xxxxx Xxx
X.
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Xxxxxxx Xxxx Xxxxxx Xxxxx Zip
2. Acceptance Deadline: October 25, 1996
3. Term: The term of this Lease shall be a period of 60 months
and shall commence on the date that the Equipment is accepted by Lessee on
behalf of Lessor (the "Acceptance Date").
4. Rent Commencement Date: The first day of the month immediately
following the Acceptance Date.
1
5. Basic Rent Payment Date: The first day of each month beginning
with the Rent Commencement Date.
6. Rent:
(a) Interim Rent: An amount equal to 1/30th of the Basic
Rent multiplied by the number of days elapsed from and including the Acceptance
Date but excluding the Rent Commencement Date and due and payable concurrently
with the delivery of the Certificate of Acceptance by Lessee to Lessor.
(b) Basic Rent: for the term of this Lease, Lessee shall
pay Lessor Basic Rent of $5,460.20 monthly payable on each Basic Rent Payment
Date.
If the first day of each month during the term of this Lease is not a
business day, Basic Rent shall be due on the next subsequent business day.
Unless otherwise expressly agreed to in writing by Lessor, sales tax on each
rental payment received by Lessor under this lease shall be due and payable by
Lessee to Lessor on each Basic Rent Payment Date.
(c) Overdue Rent: Lessee shall pay to Lessor an Overdue
Rent Charge of 5% of all Basic Rent payments not received by Lessor on or before
the Basic Rent Payment Date.
7. Purchase Option: Provided that (i) an Event of Default (or an event
or condition which, with the lapse of time or the giving of notice or both,
would constitute an Event of Default) does not exist; (ii) this Lease has not
previously been terminated, and (iii) Lessee has given Lessor not less than
sixty (60) days notice prior to the expiration of the initial term of the Lease,
Lessor shall have the option to purchase all (but not less than all) of the
Equipment on the original expiration date of this Lease under the following
terms and conditions:
[Lessee shall have the right to purchase the Equipment, on an "as-is,
where-is" basis, without representation or warranty of any kind, for $1.00,
provided that such right is further subject to payment in full of the purchase
price on or before the expiration of the initial term of this Lease.]
Lessee shall pay or reimburse Lessor all of Lessor's costs and expenses incurred
in connection with such purchase and shall pay all taxes imposed in connection
with such sale (other than taxes imposed on or measured by lessor's net income).
8. Modification to Master Agreement: All terms and conditions of
this Lease shall be as set forth above and in the Master Agreement, except (if
additional space is required, attach an Addendum to this Lease): N/A
9. Conditions Precedent: Lessor shall have no obligation to
purchase the Equipment and to lease the same to Lessee hereunder. (i) if the
actual cost of the Equipment exceeds the original cost thereof set forth
hereinabove; (ii) if there exists any Event of Default or event or condition
which, with the lapse of time or the giving of notice or both, would constitute
an Event of Default; or (iii) unless prior to the Acceptance Deadline Lessee, at
its expense, shall have delivered or caused to be delivered to Lessor all of the
Documents required under Section 3 of the Master Agreement and, in addition,
Lessee, at its expense, shall have fully satisfied all of the following
additional conditions precedent (if additional space is required, attach an
Addendum to this Lease): N/A
10. Schedule: The "Schedule of Stipulated Loss Percentages" that
is attached or refers to this Equipment Schedule is by this reference expressly
incorporated herein as if fully set forth herein.
11. Reaffirmation: By their execution and delivery of this
Equipment Schedule, the parties hereby reaffirm all of the terms and conditions
of the Master Agreement, except to the extent, if any, modified hereby.
12. Counterparts: The Equipment Schedule evidencing this Lease may
be executed in more than one original counterpart. However, only the counterpart
designated below as "Counterpart No. 1" shall evidence the monetary obligation
of Lessee with respect to this Lease. To the extent, if any, that this Lease
constitutes "chattel paper," as that term is defined in the Arizona Uniform
Commercial Code, no security interest in this Lease may be created or perfected
by the transfer or possession of any counterpart hereof other than said
"Counterpart No. 1."
THIS IS COUNTERPART NO. 1 OF 1 COUNTERPART ORIGINALS.
IN WITNESS WHEREOF, this Equipment Schedule has been executed,
delivered and accepted this 10th day of October 1996.
LESSOR: LESSEE:
CERPROBE CORPORATION Xxxxx Fargo Leasing Corporation
---------------------------------- -------------------------------
"(as assignee of all right,
title and interest of First
Interstate Bank of Arizona)"
By SIGNATURE NOT LEGIBLE By SIGNATURE NOT LEGIBLE
------------------------------- ----------------------------
Its President/CEO Its Vice President
------------------------------- ---------------------------
2
SCHEDULE OF STIPULATED LOSS PERCENTAGES
to
EQUIPMENT SCHEDULE
DATED October 10, 1996
to
MASTER LEASE AGREEMENT
DATED June 6, 1994
Rental Payment Date Stipulated Loss
in the month of: Percentage
---------------- ----------
1 98.64
2 97.27
3 95.90
4 94.51
5 93.12
6 91.71
7 90.30
8 88.88
9 87.44
10 86.00
11 84.55
12 83.09
13 81.61
14 80.13
15 78.64
16 77.14
17 75.63
18 74.10
19 72.57
20 71.03
21 69.47
22 67.91
23 66.34
24 64.75
25 63.16
26 61.55
27 59.93
28 58.30
29 56.67
30 55.02
31 53.36
32 51.68
33 50.00
34 48.30
35 46.60
36 44.88
37 43.15
38 41.41
39 39.66
40 37.89
41 36.12
42 34.33
43 32.53
44 30.72
45 28.89
46 27.05
47 25.21
48 23.34
49 21.47
50 19.58
51 17.68
52 15.77
53 13.84
54 11.91
55 9.96
56 7.99
57 6.01
58 4.02
59 2.02
For purposes of the "Master Agreement" (defined below) and the "Lease
" (defined below), the term "Stipulated Loss Percentage" means, with respect to
any item of "Equipment" (defined in the Lease) for which "Stipulated Loss Value"
(defined in the Master Agreement) is determined, the percentage set forth
hereinabove that corresponds to the "Rental Payment Date" (defined in the Lease)
through which rental payments on such Equipment have actually been paid
(exclusive of prepayments of rent otherwise due and payable at the end of the
Lease term, if any are required under the Lease) as of the date that the
Stipulated Loss Value of such item of Equipment is determined.
-1-
IN WITNESS WHEREOF, the undersigned "Lessor" and "Lessee" have this
10th day of October, 1996 executed and delivered this "Schedule of Stipulated
Loss Percentages" to that Equipment Schedule dated as set forth above (the
"Lease") to that Master Lease Agreement dated as set forth above (the "Master
Agreement") between the undersigned "Lessor" and "Lessee."
LESSOR: LESSEE:
XXXXX FARGO LEASING CORPORATION CERPROBE CORPORATION
By By /s/ Signature Illegible
----------------------------------- -------------------------------
Its Authorized Representative Title President/CEO
-----------------------------
-2-
CERTIFICATE OF ACCEPTANCE
Xxxxx Fargo Leasing Corporation
"(as assignee of all right, title and interest of
First Interstate Bank of Arizona)"
X.X. Xxx 00000, XXX 0000-000
Xxxxxxx, Arizona 85072-3456
RE: Acceptance of Equipment Leased Under Equipment Schedule dated October
10, 1996 (the "Lease") to Master Lease Agreement dated June 6, 1994
(the "Master Agreement") between the undersigned and Xxxxx Fargo
Leasing Corporation.
Gentlemen:
This Certificate of Acceptance is delivered pursuant to Section 2 of the Master
Agreement, and constitutes a "Certificate of Acceptance," as defined therein.
We, as Lessee, have received all of the "Equipment" (as defined in the Lease),
and all necessary installation thereof has been completed. We have inspected,
tested and approved all of the Equipment, and find that each piece is in good
working order and is of the size, design, type, quality, condition, capacity and
manufacture specified by us, and conforms to any applicable purchase orders
therefor. We approve the contract by which you acquired the Equipment or the
right to possession and use of the goods. Our inspection and test has disclosed
no defects or deficiencies in any of the Equipment. You are hereby notified that
we accepted delivery of all of the Equipment on your behalf on 10/24/96 , 199 .
We hereby certify that as of the date hereof (i) no Event of Default has
occurred under the Lease of the Master Agreement; (ii) the presentations and
warranties made by Lessee pursuant to the Lease and Master Agreement are true
and correct, (iii) Lessee has obtained insurance policies with respect to the
Equipment as are required to be obtained under the Lease and Master Agreement;
and (iv) the Equipment will be located at 000 X. Xxxxxxxx Xx., Xxxxx, Xxxxxxx
00000.
Sincerely,
Cerprobe Corporation
--------------------------------------
("Lessee")
By: SIGNATURE NOT LEGIBLE
-----------------------------------
Its: President/CEO
----------------------------------
Dated: October 10, 1996
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Approved by the Secretary of State of Arizona Rev. 10/90 FORM UCC-1 Space below used by filing office
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Return copy or recorded original to: ARIZONA UNIFORM COMMERCIAL CODE
FINANCING STATEMENT--FORM UCC-1
This FINANCING STATEMENT is presented for filing
(recording) pursuant to the Arizona Uniform
Commercial Code.
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1. (Last name first and address): Lessee 2. Address: Lessor
Cerprobe Corporation Xxxxx Fargo Leasing Corporation
000 X. Xxxxxxxx Xxxxx 000 Xxxx Xxxxxxxxxx MAC 4101-250
Xxxxx, Xxxxxxx 00000 Xxxxxxx, Xxxxxxx 00000
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3. Name and Address of Assignee of Secured 4. [ ] if checked, products of collateral are
Party(ies): also covered.
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5. This Financing Statement covers the
following types (or items) of property:
------------------------------------------------------ See Exhibit "A" attached hereto and by this
6. If the collateral is crops, the crops are reference incorporated herein as if fully set
growing or to be grown on the following forth.
described real estate:
The transaction related to this financing
statement is a true lease; this precautionary
notice file is made pursuant to U.C.C. 9-408
(A.R.S. 47-9408).
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7. If the collateral is (a) goods which are or are to become fixtures; (b)
timber to be cut; or (c) minerals or the like (including oil and gas), or
accounts resulting from the sale thereof at the wellhead or minehead to which
the security interest attaches upon extraction, the legal description of the
real estate concerned is:
And, this Financing statement is to be recorded in the office where a mortgage
on such real estate would be recorded. If the Debtor does not have an interest
of record, the name of a record owner is:
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8. This Financing Statement is signed by the Secured Party instead of the debtor to perfect or continue
perfection of a security interest in:
[ ] collateral already subject to a security interest in jurisdiction when it was brought into this state.
[ ] proceeds of collateral because of a change in type or use.
[ ] collateral as to which the filing has lapsed or will lapse.
[ ] collateral acquired after a change of name, identity, or corporate structure of the Debtor.
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Cerprobe Corporation (Use Dated: 10/10/96
------------------------------------- whichever --------------------------------------
By: SIGNATURE NOT LEGIBLE is Xxxxx Fargo Leasing Corporation
------------------------------------- applicable) ---------------------------------------------
Its: President/CEO By: SIGNATURE NOT LEGIBLE Its:Vice President
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