EXHIBIT 10.27
TP&T (TOR
Processing & Trade) B.V.
O. Karasch
Our
reference
:
ZR/EV/jh/09TP&T bv
Tel.-number
:
(038) 428 77 00
Date
:
March 1, 2004
Subject
:
Financing offer
Dear Dr.
Karasch,
With pleasure
I herewith send you the financing offer concerning your financing
application of EUR 1.326.000, - - for the investment in your
machinery and expansion of your working capital.
This proposal
has been based upon our conversation held earlier. Might you have
any questions please contact me or my assistant Jeroen van der
Horst.
You receive
the financing offer in duplicate. One copy for you yourself. The
other copy must, after completing the required data and having it
signed by the authorized person, be returned to us.
A closer
specification of the financing can be found in "further development
financing offer".
If the general
meeting of shareholders takes or has taken (a) decision(s)
concerning the representative in case of contradictory importance
between the company and a director you please communicate that to
us directly after reception of this letter. In that case we will
need a copy of this or these decision(s).
After
reception of the signed proposal I will contact you concerning the
further fulfillment of the financing-agreement.
Kind
regards,
Erik
Visser
Consultant
Business Relations
Attachments:
¨ General conditions for
business loans of the Rabobankorganisatie 2001
¨ General conditions for
mortgaging or pawning of the Rabobankorganisatie 1998
¨ General conditions for
current account of the Rabobankorganisatie 2001
¨ General Bank
conditions
Financing
Proposal to:
TP&T (TOR
Processing & Trade) B.V.
TOR Minerals
International, Inc.
Mr. O.
Karasch
Burg.Moslaan
13
8051 CP
Hattem
Financing of
EUR 1.326.000, - - consisting of:
Loan of EUR
676.000, - -
Credit in
current account of EUR 650.000, - -
Repayment:
Credit in
current account of EUR 504.235, - -; account number
1046.65.262
Main points
of the loan of EUR 676.000, - -
|
Interest:
|
3 years fixed:
5% per year*
5 years fixed:
5.5% per year*
|
|
Payment of
interest:
|
Per month
– retrospectively
|
|
Duration:
|
5 years
|
|
Repayment:
|
Euro 11.266,--
per month retrospectively
|
|
First
repayment
Foreseen date
of withdrawal
|
At the end of
the month followed after the month in which the loan has been
taken
To be agreed
upon
|
*) Mark your
choice
|
Main points
of credit in current account of Euro 650.000,--
|
|
|
Debit
interest
|
At the moment
6,0%
|
|
interest
payment:
|
Concerning
credit balances on the account currently the Bank compensates you
an interest the height of which depends on the voluma of this money
on your account.
|
|
duration:
|
To be
considered on a yearly basis
|
|
First
relay:
|
EUR 2.833, - -
per month afterwards
|
|
Credit-provision
|
0.25% per
quarter over the credit-maximum per quarter retrospectively
|
|
Transfer of
payments
Foreseen starting date
|
Tariff
transaction-bound
To be agreed upon
|
|
treatment costs
|
|
|
treatment costs:
|
EUR 3.500, - -
|
|
Certainties
|
|
|
Subordination current account relation with Tor Minerals
International Inc.
|
|
|
Existing certainties remain maintained.
|
|
|
Closer appointments
|
|
|
Handing in of:
|
|
|
Annual report:
|
each year before the 30 th of June
|
|
Pawning lists
|
Per month
|
|
liquidity forecast:
|
Per year
|
|
profitability forecast:
|
per year
|
|
Validity
|
The financing offer is valid till the 10 th of March
2004.
|
On the
following pages the financing offer is written in more detail.
Further
details of financing offer
Loan of
Euro 676.000,--
The
cooperative Rabobank Zwolle U.A., established in Zwolle hereafter
called Bank (severally) supplies to,
TP&T (TOR
Processing & Trade) B.V.
Established in
Rotterdam
Trade
register number H050683840000
TOR mineral
international Inc.
Established at
Corpus Christi Texas, USA
Trade register
number 00035464-06
Loan is
administered at name of
TP&T (TOR
Processing & Trade) B.V.
For the
interest the Bank offers the following options:
- Interest
fixed for 3 years; at the moment 5% per year, to be paid
retrospectively per month for the first time at the end of the
month of withdrawal of the loan. The interest-fixed-period is for 3
years after the first day of the month following to the month of
withdrawal of the loan
- Interest
fixed for 5 years; at the moment 5,5 % per year, to be paid
retrospectively per month for the first time at the end of the
month of withdrawal of the loan. The interest-fixed-period is for 3
years after the first day of the month following to the month of
withdrawal of the loan
For the
calculation of the debit interest the number of days of a calendar
month is put at the correct number of days en the ones of the
calendar year is put on 360 days. The Bank is authorized to change
the interest-calculation-method. The height of the loan has to be
repaid in installments of Euro 11.266,-- to be paid on the last day
of each month for the first time at the last day of the month
following on the month of withdrawal of the loan.
The loan can
only be used for financing the business.
After having
accepted of this fin
