GLOBAL AXCESS CORP. Name: Title:
GLOBAL AXCESS CORP. By: /s/ Lock Ireland Name: Lock Ireland Title: CEO NATIONWIDE MONEY SERVICES, INC. By: /s/ Lock Ireland Name: Lock Ireland Title: CEO NATIONWIDE NTERTAINMENT SERVICES, INC. By: /s/ Lock Ireland Name: Lock Ireland Title: CEO Certification by Secretary: /s/ Xxxxxx X. Xxxxxxx Name: Xxxxxx X. Xxxxxxx Title: Secretary GUARANTORS (IF ANY): EFT INTEGRATION, INC. By: /s/ Lock Ireland Name: Lock Ireland Title: CEO Accepted as of the Effective Date. LESSOR: FIFTH THIRD EQUIPMENT FINANCE COMPANY formerly known as THE FIFTH THIRD LEASING COMPANY By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: Vice President Amendment No. 001 to INTERIM FUNDING SCHEDULE – NO. 002 DATED JANUARY 19, 2012 This Amendment dated as of May 31, 2012 amends that certain Interim Funding Schedule – No. 002 dated January 19, 2012 (the “Schedule”) between Fifth Third Equipment Finance Company fka The Fifth Third Leasing Company, as Lessor, and Global Axcess Corp., Nationwide Money Services, Inc., and Nationwide Ntertainment Services, Inc., as Lessees. Unless otherwise specified herein, all capitalized terms shall have the meanings ascribed to them in the Master Lease. For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee hereby agree that from and after the date hereof,
GLOBAL AXCESS CORP. Xxxxxxx X. Xxxxx By: /s/ Xxxxxxx X. Xxxxxxxx
GLOBAL AXCESS CORP. (1) The undersigned hereby elects to purchase ________ Warrant Shares of the Company pursuant to the terms of the attached Warrant (only if exercised in full), and tenders herewith payment of the exercise price in full, together with all applicable transfer taxes, if any.
GLOBAL AXCESS CORP. Name: Title: [SIGNATURE PAGE OF HOLDERS TO GLOBAL AXCESS SA] Name of Investing Entity: __________________________ Signature of Authorized Signatory of Investing entity: _________________________ Name of Authorized Signatory: _________________________ Title of Authorized Signatory: __________________________ [SIGNATURE PAGE OF HOLDERS FOLLOWS] SCHEDULE A LOCATION OF COLLATERAL Principal Place of Business of Debtors: 224 Ponte Vedra Park Drive, Ponxx Xxxxx Xxxxx, XX 00000 Xxxxxxxxx Xxxxx Xxxxxxxxxx is Located or Stored: 224 Ponte Vedra Park Drive, Ponxx Xxxxx Xxxxx, XX 00000 Xxxx Xxlumbia, SC Jacksonville, TX SCHEDULE B EXISTING LIENS ON COLLATERAL Liens in favor of Wachovia. Capital Leases as noted below, not exclusive; SCHEDULE C JURISDICTIONS IN WHICH COLLATERAL LOCATED Florida Texas South Carolina SCHEDULE D ORGANIZATIONAL IDENTIFICATION NUMBERS Global Axcess Corp - FEIN 88-0199674 Natixxxxxx Xxxey Services Inc. - FEIN 88-0310952 XXX Xxxxxration Inc. - FEIN 59-3553645 Electrxxxx Xxxxxnt & Transfer Corp - FEIN 87-0715743 Xxxxxx Xxxhnology Corp - FEIN 87-0715746 Cash Axcess Corp SA Axcess Technology Corp SA SCHEDULE E
GLOBAL AXCESS CORP a Nevada corporation By: __/s/ Lock Ireland____________________________ Lock Ireland, Co-Interim Chief Executive Officer NATIONWIDE MONEY SERVICES INC., a Nevada corporation By: __/s/ Lock Ireland____________________________ Lock Ireland, President NATIONWIDE NTERTAINMENT SERVICES, INC. , a Nevada corporation By: __/s/ Lock Ireland____________________________ Lock Ireland, President EFT INTEGRATION, INC., a Nevada corporation By: __/s/ Lock Ireland____________________________ Lock Ireland, President BANK: FIFTH THIRD BANK, an Ohio banking corporation By: __/s/ Xxxxxx Kriwanek_________________________ Print Name: __Janice Kriwanek_______________ Its: ___Senior Vice President______________ EXHIBIT A DRAW LOAN C NOTE $__________________ Date: December, 0000 Xxxxxxxxxxxx, Xxxxxxx FOR VALUE RECEIVED, GLOBAL AXCESS CORP., a Nevada corporation, NATIONWIDE MONEY SERVICES INC., a Nevada corporation, NATIONWIDE NTERTAINMENT SERVICES, INC., a Nevada corporation, and EFT INTEGRATION, INC., a Florida corporation (collectively “Borrowers”), jointly and severally, promise to pay to the order of FIFTH THIRD BANK, an Ohio banking corporation (hereinafter, together with any holder thereof, the “Bank”), whose address is 0000 Xxx Xxxx Xxxxxxxxx, Suite 200, Jacksonville, FL 32257, the principal sum of ________________ DOLLARS ($___________) with interest from the date of disbursement until paid in full, on the unpaid principal balance from time to time hereunder, at the LIBOR Rate, as defined in that certain Global Axcess 2011-C Loan and Security Agreement dated _____________, 20__, by and between Borrowers and Bank (the “Loan Agreement”), calculated on the basis of the actual number of days elapsed in a 360-day year of 12 months of 30 days each, payable in arrears, all payable in lawful money of the United States of America, which shall be legal tender in payment of all debts and dues, public and private, at the time of payment, said principal and interest being payable as follows:
GLOBAL AXCESS CORP a Nevada corporation By: _______________________________ LOCK IRELAND, Co-Interim Chief Executive Officer NATIONWIDE MONEY SERVICES INC., a Nevada corporation By: _________________________________ LOCK IRELAND, President NATIONWIDE NTERTAINMENT SERVICES, INC., a Nevada corporation By: _______________________________ LOCK IRELAND, President EFT INTEGRATION, INC., a Florida corporation By: _________________________________ LOCK IRELAND, President EXHIBIT C
GLOBAL AXCESS CORP. By: By: --------------------------------- --------------------------------- Name: Name: Title: Address: Address:
GLOBAL AXCESS CORP. Name: Title: [SIGNATURE PAGE OF HOLDERS FOLLOWS] [SIGNATURE PAGE OF HOLDERS TO GLOBAL AXCESS RRA] Name of Investing Entity: __________________________ Signature of Authorized Signatory of Investing Entity: _________________________ Name of Authorized Signatory: _________________________ Title of Authorized Signatory: __________________________ [SIGNATURE PAGES CONTINUE] Plan of Distribution Each Selling Stockholder (the "Selling Stockholders") of the common stock ("Common Stock") of Global Axcess Corp., a Nevada corporation (the "Company") and any of their pledgees, assignees and successors-in-interest may, from time to time, sell any or all of their shares of Common Stock on the Trading Market or any other stock exchange, market or trading facility on which the shares are traded or in private transactions. These sales may be at fixed or negotiated prices. A Selling Stockholder may use any one or more of the following methods when selling shares: o ordinary brokerage transactions and transactions in which the broker-dealer solicits Purchaser; o block trades in which the broker-dealer will attempt to sell the shares as agent but may position and resell a portion of the block as principal to facilitate the transaction; o purchases by a broker-dealer as principal and resale by the broker-dealer for its account; o an exchange distribution in accordance with the rules of the applicable exchange; o privately negotiated transactions; o settlement of short sales entered into after the date of this prospectus; o broker-dealers may agree with the Selling Stockholders to sell a specified number of such shares at a stipulated price per share;
GLOBAL AXCESS CORP. Selling Securityholder Notice and Questionnaire The undersigned beneficial owner of common stock, par value $0.001 (the "Common Stock"), of Global Axcess Corp., a Nevada corporation (the "Company"), (the "Registrable Securities") understands that the Company has filed or intends to file with the Securities and Exchange Commission (the "Commission") a registration statement on Form SB-2 (the "Registration Statement") for the registration and resale under Rule 415 of the Securities Act of 1933, as amended (the "Securities Act"), of the Registrable Securities, in accordance with the terms of the Registration Rights Agreement, dated as of October 27, 2005 (the "Registration Rights Agreement"), among the Company and the Purchaser named therein. A copy of the Registration Rights Agreement is available from the Company upon request at the address set forth below. All capitalized terms not otherwise defined herein shall have the meanings ascribed thereto in the Registration Rights Agreement. Certain legal consequences arise from being named as a selling securityholder in the Registration Statement and the related prospectus. Accordingly, holders and beneficial owners of Registrable Securities are advised to consult their own securities law counsel regarding the consequences of being named or not being named as a selling securityholder in the Registration Statement and the related prospectus.
