Second Amendment to Project Lease Agreement between TA Steel I, LLC and Sheffield Steel Corporation

Contract Categories: Real Estate › Lease Agreements
Summary

This agreement is a second amendment to a project lease between TA Steel I, LLC (Lessor) and Sheffield Steel Corporation (Lessee), dated May 30, 2001. It modifies several terms of the original lease, including rent calculations, project cost limits, and key dates. The amendment also waives a previous default by the Lessee, restructures certain obligations, and updates the loss value schedule. Both parties agree that, except for these changes, all other terms of the original lease remain in effect.

View More
EX-10.41 3 dex1041.txt SECOND AGREEMENT TO PROJECT LEASE AGREEMENT EXHIBIT 10.41 SECOND AMENDMENT TO PROJECT LEASE AGREEMENT THIS SECOND AMENDMENT TO PROJECT LEASE AGREEMENT is made as of the 30th day of May, 2001 by and between TA STEEL I, LLC ("Lessor"), and SHEFFIELD STEEL CORPORATION ("Lessee"). A. Lessor and Lessee are parties to a certain Project Lease Agreement November 23, 1999, as amended by that certain First Amendment to Project Lease Agreement dated December 4, 2000 (the "Lease"). Unless specifically defined herein, all capitalized terms used herein shall have the meaning as defined in the Lease; B. Lessee has requested that Lessor waive Lessee's violation of Lessee's covenant to maintain the agreed Fixed Charge Coverage Ratio (as that term is defined in the Lease); and C. Lessor has agreed to waive such Event of Default, provided the Lease is restructured according to the terms and conditions as hereinafter provided; NOW, THEREFORE, in consideration of the premises and the mutual obligations hereinafter contained, and for the other good and valuable consideration, the receipt and sufficiency whereof is hereby acknowledged, the parties hereto agree as follows: 1. The Lease is hereby amended as follows: (i) In the definition of "Basic Rent," the reference to "Section 3" is hereby deleted and replaced with "Section 4." (ii) The definition of "Basic Term" is hereby entirely deleted and replaced with the following: "shall mean eighty-four (84) consecutive calendar months from the Commencement Date. (iii) In the definition of "Maximum Project Cost," the reference to "$10,000,000," is hereby deleted and replaced with "$9,964,788.95." (iv) The definition of "Monthly Rental Factor" is hereby entirely deleted and replaced with the following: "shall mean 1.466594%." (v) In the definition of "Project Completion Deadline Date," the reference to "January 31, 2001" is hereby deleted and replaced with "May 31, 2001." (vi) The definition of "Project Cost Reimbursement" is hereby deemed to include any sums paid by Lessor directly to any Contractor in respect of the Project on behalf of Lessee pursuant to and in accordance with Lessee's obligations under the terms of the Project Documents relative thereto. (vii) The following shall be added to the end Paragraph 4(i): "notwithstanding anything herein to the contrary, for the period from and including the date of the final funding hereunder to the Commencement Date (such period referred to herein as "Pre-Commencement Date Period"), Lessee shall not pay Interim Rent but shall pay to Lessor Basic Rent, prorated for the number of days of the Pre-Commencement Date Period. (viii) Notwithstanding anything to the contrary in Section 9 of the Lease, the aggregate length of all Renewal Terms granted by Lessor under the Agreement shall not exceed twelve (12) months. (ix) In Paragraph 20(ii)(a), the reference to "53.82%" is hereby deleted and replaced with "35.55%." (x) Paragraph 32 of the Lease and all the provisions set forth in the First --- Amendment to Project Lease Agreement are entirely deleted. (xi) In Paragraph 44, the reference to Lessor's address for all notices, requests and demands is hereby changed to c/o Transamerica Equipment Financial Services Corporation, 10975 Benson, Suite 530, Overland Park, Kansas 66210, Attn: Credit Manager, Telecopy No. (913) 663-3872. 2. The Revised Stipulated Loss Schedule attached hereto as Revised Exhibit H ----------------- replaces and supercedes the original Stipulated Loss Schedule attached to the Lease as Exhibit H. --------- 3. Lessee agrees to execute and deliver to Lessor contemporaneously with the execution and delivery of this Amendment, a Cross-Collateral / Cross Default Agreement wherein Lessee agrees, "inter alia", that (i) all Collateral shall also secure the prompt and complete payments and performance when due of any obligations of Lessee to Lessor or its parent, Transamerica Equipment Financial Services Corporation, under any other lease or financing transaction documents between the parties; and (ii) any event of default under any agreement, contract or document between the parties, including this Lease shall be an immediate event of default under all agreements, contracts or documents between the parties. 4. Except as specifically modified hereby, the terms and conditions of the Lease shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereunto have caused this instrument to be executed by their duly authorized officers as of the day and year first above written. TA STEEL I, LLC SHEFFIELD STEEL CORPORATION By: /s/ Randy Shumate By: /s/ Stephen R. Johnson ---------------------------- ------------------------- Printed Name: Randy Shumate Printed Name: Stephen R. Johnson ------------------ ------------------- Title: Executive Vice President Title: Vice President and ------------------------ Chief Financial Officer ------------------------- REVISED EXHIBIT "H" TO PROJECT LEASE AGREEMENT ---------------------------------------------- Stipulated Loss Value Schedule ------------------------------
number number of adjusted of adjusted rent stipulated rent stipulated pmts. loss pmts. loss date made % of cost date made % of cost Jun-01-01 1 103.46259523 Apr-01-07 71 45.72492340 Jul-01-01 2 103.00120803 May-01-07 72 44.55849281 Aug-01-01 3 102.51072153 Sep-01-01 4 102.01156657 Jun-01-07 73 43.37881678 Oct-01-01 5 101.50368444 Jul-01-07 74 42.19048359 Nov-01-01 6 100.98526712 Aug-01-07 75 40.99198538 Dec-01-01 7 100.45346021 Sep-01-07 76 39.78002458 Jan-01-02 8 99.91091552 Oct-01-07 77 38.55451005 Feb-01-02 9 99.35485845 Nov-01-07 78 37.33284712 Mar-01-02 10 98.78968892 Dec-01-07 79 36.11215606 Apr-01-02 11 98.21349909 Jan-01-08 80 34.89535745 May-01-02 12 97.62362568 Feb-01-08 81 33.67955547 Mar-01-08 82 32.45017373 Jun-01-02 13 97.02441083 Apr-01-08 83 31.22461085 Jul-01-02 14 96.41388738 May-01-08 84 30.00000000 Aug-01-02 15 95.78950564 Sep-01-02 16 95.15554879 Oct-01-02 17 94.51195200 Nov-01-02 18 93.86007236 Dec-01-02 19 93.19710605 Jan-01-03 20 92.52569287 Feb-01-03 21 91.84309363 Mar-01-03 22 91.15052507 Apr-01-03 23 90.44925898 May-01-03 24 89.73665490 Jun-01-03 25 89.01387834 Jul-01-03 26 88.28214844 Aug-01-03 27 87.53892554 Sep-01-03 28 86.78532283 Oct-01-03 29 86.02127003 Nov-01-03 30 85.25034405 Dec-01-03 31 84.46985567 Jan-01-04 32 83.68235494 Feb-01-04 33 82.88520746 Mar-01-04 34 82.07731503 Apr-01-04 35 81.26217820 May-01-04 36 80.43725398 Jun-01-04 37 79.60139674 Jul-01-04 38 78.75805829 Aug-01-04 39 77.90478894 Sep-01-04 40 77.04039464 Oct-01-04 41 76.16480005 Nov-01-04 42 75.28312324 Dec-01-04 43 74.39284192 Jan-01-05 44 73.49635401 Feb-01-05 45 72.59118622 Mar-01-05 46 71.67454206 Apr-01-05 47 70.75146808 May-01-05 48 69.81957892 Jun-01-05 49 68.87603245 Jul-01-05 50 67.92582835 Aug-01-05 51 66.96667102 Sep-01-05 52 65.99567174 Oct-01-05 53 65.01275032 Nov-01-05 54 64.02283785 Dec-01-05 55 63.02377008 Jan-01-06 56 62.01757453 Feb-01-06 57 61.00214082 Mar-01-06 58 59.97448410 Apr-01-06 59 58.93945751 May-01-06 60 57.89504604 Jun-01-06 61 56.83821535 Jul-01-06 62 55.77376774 Aug-01-06 63 54.69978555 Sep-01-06 64 53.61318389 Oct-01-06 65 52.51387734 Nov-01-06 66 51.40659418 Dec-01-06 67 50.28955846 Jan-01-07 68 49.16439601 Feb-01-07 69 48.02938999 Mar-01-07 70 46.88135132