Letter Agreement between ViewSonic Europe Limited and Burdale Financial Limited, dated August 23, 2007

EX-10.19 2 ex10_19.htm EXHIBIT 10.19 ex10_19.htm
 
Burdale
 
Financial Limited
 
VIEWSONIC EUROPE LIMITED
Riverside House
7th Floor
2a Southwark Bridge Road
London
SE1 9HA
Fax No.:
0207 ###-###-####
Attention:
European Legal Counsel
 
23 August 2007
 
Dear Sirs,
 
Re Viewsonic facilities with Burdale
 
We refer to the facility agreement dated 24 June 2004 between Viewsonic Europe Limited (the Company) and certain affiliates of the Company in relation to $20.000.000 credit facilities provided by Burdale Financial Limited (Burdale) (the Facility Agreement). A term used in this letter and not otherwise defined has the meaning set out in the Facility Agreement.
 
1.
Final Repayment Date
 
1.l
The Final Repayment Date is due to occur on 24 August 2007.
 
1.2
The Company has asked Burdale to extend the Final Repayment Date to 24 December 2007 (the Extended Final Repayment Date).
 
1.3
Burdale is prepared to change the Final Repayment Date to the Extended Final Repayment Date on the following conditions:
 
 
(a)
the Company pays the fee specified in paragraph 2.1;
 
 
(b)
the Company represents and warrants that no Default or Event of Default exists as at the date of this letter; and
 
 
(c)
each Guarantor confirms that its guarantee under the Facility Agreement is not affected by. and continues in full force and effect notwithstanding, the extension of  the facilities to the Extended Final Repayment Date.
 
2.
Agreement to conditions
 
2.1
A fee of £75,000 is payable on the date of this letter.
 
2.2
If the Company countersigns this letter in the space indicated to accept the terms of this letter then the Company will be deemed to make the representation and warranty set out in paragraph 1.3(b).

2.3
Each Guarantor confirms by signing this letter in the space indicated that its guarantee under the Facility Agreement is not affected by, and continues in full force and effect notwithstanding, the extension of the facilities to the Extended Final Repayment Date.
 
 
3.
General
 
3.1
This letter is a Finance Document.
 
3.2
This letter shall be governed by, and construed in accordance with, English Law.
 
Yours faithfully
 
/s/Brian Gitlin
 /s/ Robin Aldridge
 
Burdale Financial Limited
 
 
THE COMPANY

Signed for and on behalf of 
)
    
VIEWSONIC EUROPE LIMITED
)
/s/ Matthew Bagley
Address:
Riverside House,
)
    
 
7th Floor,
)
    
 
2a Southwark Bridge Road,
)
    
 
London
 )    
 
SE1 9HA
)
    
Fax No.:
0207 ###-###-####
)
    
Attention:
European Legal Counsel
)
 /s/ Mel Taylor
         
         
THE ORIGINAL GUARANTORS
      
        
Signed for and on behalf of 
)
    
VIEWSONIC SARL 
)
/s/ Matthew Bagley
Address:
Riverside House
)
    
 
7th Floor,
)
    
 
2a Southwark Bridge Road
)
    
 
London,
)
    
 
SE1 9HA
)
    
Fax No.:
0207 ###-###-####
 )    
Attention:
European Counsel
)
/s/ Mel Taylor
 
 
Signed for and on behalf of 
)
    
VIEWSONIC TECHNOLOGY GMBH
)
 /s/ Matthew Bagley
Address:
Riverside House,
)
    
 
7th Floor,
)
    
 
2a Southwark Bridge Road,
)
    
 
London
 )    
 
SE1 9HA
)
    
Fax No.:
0207 ###-###-####
)
    
Attention:
European Legal Counsel
)
 /s/ Mel Taylor
         
         
THE LENDER
      
         
Signed for and on behalf of 
)
    
BURDALE FINANCIAL LIMITED
)
/s/ Brian Gitlin
/s/Robert Aldridge
Address: 53 Queen Anne Street, London W1G 9HP 
)
    
Fax No.: 020 7935 5445 
)
    
Attention: Company Secretary