Exhibit 4.8
THIS SALE AGREEMENT is made the 15 February 1999
BETWEEN:
(1) BHC AEROVOX LIMITED, A COMPANY REGISTERED IN ENGLAND UNDER NUMBER 2775957
WHOSE REGISTERED OFFICE IS 00-00 XXXXXXXXXX XXXXX, XXXXXX INDUSTRIAL
ESTATE, WEYMOUTH, DORSET, DT4 9TE, ("THE VENDOR"); AND
(2) BARCLAYS MECANTILE BUSINESS FINANCE LIMITED A COMPANY REGISTERED IN ENGLAND
UNDER NUMBER 898129 WHOSE REGISTERED OFFICE IS AT XXXXXXXXX XXXXX,
XXXXXXXXX XXX, XXXXXXXXXXX, XXXXXXXX XX00 0XX ("THE PURCHASER").
WHEREBY IT IS HEREBY AGREED as follows:
1. As obligations separate and independent from any other obligations of the
Vendor and the Purchaser and subject only to the terms of this Agreement
and the relevant VAT invoice the Vendor agrees to sell outright and the
Purchaser agrees to purchase, the equipment described in the Schedule
attached.
2. The total price payable by the Purchaser to the Vendor for the Equipment
shall be as stated in the Schedule attached (the "Purchase Price") plus
value added tax.
3. Full title to and risk in the Equipment shall pass to the Purchaser from
the Vendor on payment of the Purchase Price plus value added tax.
4. In consideration of the Purchaser entering into this Agreement, the Vendor
hereby represents and warrants to the Purchaser that:
(i) the entering into of this Agreement by the Vendor and the due and
proper performance of its obligations hereunder will not conflict
with or result in a breach of any term of or constitute a default
under or result in the creation or imposition of any lien security
interest, charge or encumbrance upon the Equipment;
(ii) the description and other details of the Equipment set out in the
Schedule attached are accurate and the Equipment is complete and of
satisfactory quality and it for its purpose;
(iii) the Vendor is the legal owner of the Equipment free and clear of all
liens, Mortgages, charges and encumbrances; and
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(iv) there are no outstanding disputes claims or proceedings relating to
or arising from the condition, possession or operation of the
Equipment.
5. This Agreement shall be governed by English law.
IN WITNESS whereof this Agreement has been entered into the day and year first
before written.
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SCHEDULE
Equipment Serial No. Purchase Price
Plant & Machinery as documented on (pound)764,975.06 plus VAT
Agreement Number 64/46577987-5
SIGNED for and on behalf of BHC Aerovox Ltd.
By: Xxxxxx Xxxxxxxx
Title: Financial Director
SIGNED for and on behalf of
BARCLAYS MERCANTILE BUSINESS FINANCE LIMITED
By: P. A. Xxxxx
Title: Team Leader
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