enex4loanagreementforroo






Exhibit 10.4    CHB  CHANG HWA BANK      Page 1 of 5  Smile & Reach Out    Loan Agreement for the Action Plan for Accelerated Investments by Domestic  Corporations         Parties to  Agreement  Super Micro Computer, Inc., Taiwan  Customer's  Custody No.  116558  Credit limit NT$1 billion        _North Two__ District  Operation Department  Approval Seal  Enterprise (Individual)  Account Supervisor  Account Administrator  Name of Branch:  Chengdong         





 






  Page 2 of 5  Loan Agreement for the Action Plan for Accelerated Investments by Domestic Corporations  Super Micro Computer, Inc., Taiwan (hereinafter referred to as the "Borrower") has  submitted an application to Chang Hwa Commercial Bank Ltd. (including the head office and  branches, hereinafter collectively referred to as the "Bank") for a loan under the Action Plan  for Accelerated Investments by Domestic Corporations (hereinafter referred to as the "Loan").  The Loan is provided in accordance with the "Directions for Loans Under the Action Plan for  Accelerated Investments by Domestic Corporations" (hereinafter referred to as the "Directions")  established by the Executive Yuan National Development Fund (NDF). The Borrower hereby  agrees to comply with the Directions and the following terms and conditions:  Article 1. (Credit limit)  The credit limit of the Loan is NT$1 billion. The Borrower may make one or multiple  drawdowns, but the Loan is non-revolving.  Article 2. (Drawdown period)  I. Initial drawdown period: The Borrower shall make the initial drawdown within 3  months after receiving approval from the NDF or Bank via fax. The Loan will be  canceled if the initial drawdown is not made, within this period.  II. Period for each drawdown: From the contract signing date to July 31, 2022. The  original drawdown period may be extended by 1 year if approval is obtained from  the Bank before the drawdown period expires. The extended period may not exceed  3 years after the contract signing date.  Article 3. (Drawdown method)  The Borrower may apply to the Bank for drawdown based on the progress of its investment  plan within the Loan's credit limit and drawdown period by filling out a drawdown  application form and certificate of claims, which shall be deemed an integral part of the  Agreement. The amount borrowed by the Borrower will be disbursed by the Bank into the  Borrower's account at the Bank.  Article 4. (Purpose of loan)  The purpose of the Loan shall be according to ✓ in  below:   Construct plants and related facilities.   Purchase machinery and equipment   Mid-term working capital.  The Borrower shall use the Loan according to the purpose, and may not change the purpose  without approval from the Bank.  Article 5. (Loan period)  The actual loan period for drawdowns of the Loan shall be according to the drawdown  application form and certificate of claims, and the maturity date of each drawdown shall  be the same as the initial drawdown for the same purpose.  Article 6. (Grace period and repayment regulations)  I. Grace period: The actual grace period for each drawdown shall be according to the  drawdown application form and certificate of claims (but may not exceed 3 years  after the initial drawdown for the same purpose), and the grace period for each  drawdown shall expire at the same time as the initial drawdown for the same purpose.  II. Repayment method:  (I) If there is a grace period, the Borrower shall pay interest on a monthly basis  during the grace period.  (II) If there is no grace period or the grace period has expired, the Borrower shall  make equal monthly payments of the principal on the 15th, and also make  P lease affix  stam p  at ev ery   seam  b etw een  tw o  p ag es.  





 






  Page 3 of 5  monthly interest payments calculated based on the balance of the loan.  III. If the interest payment date or principal repayment date of the Loan is not a business  day of the Bank, the payment date may be deferred to the Bank's next business day.  Article 7. (Loan interest rate)   I. The interest rate for drawdowns of the Loan shall be according to the drawdown  application form and certificate of claims, and calculated using 365 days in a year.  II. If any one of the following situations occur during the loan period, interest on the  Loan shall accrue at the floating rate for 2-year time savings deposit announced by  Chunghwa Post Co., Ltd. plus an annual rate of _0.5_% starting from the date of  occurrence.  (I) The “Action Plan for Accelerated Investment by Domestic Corporations” is  judged as violating the law, the National Development Fund's budget is frozen  by the Legislative Yuan for review, capital allocation requirements, or situations  not attributable to the National Development Fund.  (II) The Borrower fails to meet qualifications specified in the qualifications approval  letter from the Ministry of Economic Affairs (MOEA), or the Borrower fails to  complete investment and (or) obtain a building use permit and begin use of the  plant according to the investment plan within the time limit specified in the  qualification approval letter from the MOEA. If the qualifications approval letter  from the MOEA does not specify a time limit for completing investment, where  the Borrower does not obtain a building use permit and begin use according to  the investment plan within 2 years.  (III) The Borrower fails to provide related documents to the National Development  Fund in coordination with the Bank.  (IV) The Borrower is found in violation of the Directions.  Article 8. (On-site Audit)  I. The Borrower shall maintain complete accounting records and certificates. The  Borrower agrees that the Bank, NDF, bank selected according to the Directions,  and Small & Medium Enterprise Credit Guarantee Fund of Taiwan (Taiwan  SMEG) (if transferred to guarantee from Taiwan SMEG) may send personnel  or appoint inspectors to visit the Borrower and investigate accounts, certificates,  and equipment installation and use related to the Loan, and the Borrower may  not refuse such inspections.  II. The Borrower agrees that the agencies, bank, organizations, and the Bank may  collect, process, and use the Borrower's information.  Article 9. (Acceleration)  I. Except for reasons specified in the credit authorization agreement for  accelerated maturity, if the Borrower is found to use the Loan for other purposes  during the loan period, the Bank may declare all liabilities of the Loan due  without prior notice or reminder, and the Borrower shall immediately pay off  the principal, interest (including default interest), liquidated damages, and all  other liabilities of the Loan.  II. If the Borrower is found to have used the Loan for other purposes, the interest  rate of the Loan shall be retroactively changed to the floating rate for 2-year  time savings deposit announced by Chunghwa Post Co., Ltd. plus an annual rate  of _1.155_% starting from the date the Loan was found to have been used for  other purposes and declared due. The Borrower shall pay the difference for  interest already paid and was calculated using the interest rate in Article 6.    P lease affix  stam p  at ev ery   seam  b etw een  tw o  p ag es.  





 






  Page 4 of 5  III. If the Borrower was found to have used the Loan for other purposes in  Paragraph 1 or is found in violation of the Directions, the Bank shall return the  fees paid by the NDF to the Bank from the date the violation occurred plus  interest accrued at the floating rate for 2-year time savings deposit announced  by Chunghwa Post Co., Ltd. from the date the violation occurred to the date the  Bank returns the fees to the NDF.  Article 10. (Default interest and liquidated damages)  If the Borrower fails to repay loans upon maturity or accelerated maturity by the  Bank in accordance with Article 9, default interest on the principal shall accrue at  the Bank's base rate (announced on a quarterly basis) plus an annual rate of 3.5%  starting on the maturity date (or date the Loan is deemed mature, or date that  installment payments are due). If the Bank adjusts its base rate (announced on a  quarterly basis), default interest shall accrue at the adjusted interest rate plus the  fixed percentage from the date of adjustment. From the maturity date (or date the  Loan is deemed mature, or date that installment payments are due) and the date  interest becomes payable, liquidated damages for late payments shall be calculated  at 10% of the default interest rate for the first 6 months, and at 20% of the default  interest rate for the portion that is more than 6 months late.  Article 11. (Matters not covered herein)  The Borrower agrees to handle any matters not covered herein according to a separately  established credit authorization agreement. However, in the event of any discrepancies  between the Agreement and the credit authorization agreement, the provisions in the  Agreement shall prevail.  Article 12. (Place of fulfillment)  The place of fulfillment of all debts owed by the Borrower to the Bank under the action  plan shall be that at which the Bank grants credit authorization to the Borrower.  Article 13. (Governing laws and jurisdiction)  The Agreement shall be governed by the laws of the Republic of China. In the event of  litigation, the parties agree that Taiwan Taipei District Court shall be the court of first  instance. Where the law provides for special jurisdictions, such provisions shall prevail.  Article 14. (Complaint filing method)  The Borrower may call the complaint hotline below or go to the Bank's website  (www.bankchb.com) → Customer Service Center → E-Mail → Customer Comments  if the Borrow has any questions about any provisions in the Agreement.  Complaint hotline: (I) For local telephones, please dial: 412-2222; press 9 to be  transferred and talk to responsible personnel (charged as  local phone calls).  (II) For mobile phones, please dial: (02) 412-2222; press 9 to be  transferred and talk to responsible personnel.  (III) Toll-free customer service hotline: 0800-365-889; press 9 to  be transferred and talk to responsible personnel.   Article 15. (Individually negotiated provisions: to take effect upon the Borrower affixing  its contract seal for credit authorization contracts)  Articles 7, 8, and 9 of the Agreement are special negotiated provisions. The Borrower  hereby declares that it has fully reviewed the provisions, understand the contents,  and agrees to abide by the provisions.    P lease affix  stam p  at ev ery   seam  b etw een  tw o  p ag es.  





 






  Page 5 of 5  /s/ CHUN-LAI HSU stamp  Personal stamp Date: October 5, 2021  /s/ Super Micro Incorporation, Taiwan  Company stamp Date: October 5, 2021  Borrower:  (Signature or contract seal for credit authorization contracts)  To:  Chang Hwa Commercial Bank  ※ Special Declaration:  The Borrower has reviewed all provisions in the Agreement within a reasonable period.  The Bank has fully explained important contents of the Agreement above in bold text, as  well as potential risks. The Borrower hereby declares that it fully understands and agrees  to abide by the Agreement in all future interactions, and will retain a photocopy of the  signed Agreement that is the same as the original.    Borrower (signature and seal)  Name of Borrower: Super Micro Computer,  Inc., Taiwan  Business Tax ID: 12729477  Address: 3F, No. 150, Jian 1st Rd., Zhonghe  District, New Taipei City  Job title of representative: Chairperson  Name: Alex Hsu  ID number:  /s/ CHUN-LAI HSU stamp  Personal stamp   Date: October 5, 2021    /s/ Super Micro Incorporation, Taiwan  Company stamp   Date: October 5, 2021          (Contract seal for credit authorization contracts)    /s/ CHUN-LAI HSU  Chairman of BOD  Date: October 5, 2021  (Representative's signature)  2021/10/05      Place of  Guarantee   Witnessed by   Date: _____/___/___ (yyyy/mm/dd)  P lease affix  stam p  at ev ery   seam  b etw een  tw o  p ag es.