GLOBAL AXCESS CORP. Name: Title:
GLOBAL AXCESS CORP. By: /s/ Lock Ireland Name: Lock Ireland Title: CEO By: /s/ Lock Ireland Name: Lock Ireland Title: CEO By: /s/ Lock Ireland Name: Lock Ireland Title: CEO Certification by Secretary: Name: Xxxxxx X. Xxxxxxx Title: Secretary GUARANTORS (IF ANY): By: /s/ Lock Ireland Name: Lock Ireland Title: CEO Accepted as of the Effective Date. LESSOR: By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: Vice President Amendment No. 001 to 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. By: /s/ Hxxxxx Xxxxxxxxx By: /s/ Kxxxx X. Xxxxxx
GLOBAL AXCESS CORP represents and warrants to the Investors (which warranties and representations shall survive the Closing regardless of what examinations, inspections, audits and other investigations the Purchaser has heretofore made or may hereinafter make with respect to such warranties and representations) as follows:
GLOBAL AXCESS CORP has all requisite corporate power and authority to execute and deliver this Agreement, to perform its obligations hereunder and to consummate the transactions contemplated hereby. The execution and delivery of this Agreement by GLOBAL AXCESS CORP. and the consummation of the transactions contemplated hereby have been duly authorized by all necessary corporate action and no other corporate proceedings on the part of GLOBAL AXCESS CORP. is necessary to authorize this Agreement or to consummate the transactions contemplated hereby except as disclosed in this Agreement. This Agreement has been duly executed and delivered by GLOBAL AXCESS CORP. and constitutes the legal, valid and binding obligation of GLOBAL AXCESS CORP., enforceable against GLOBAL AXCESS CORP. in accordance with its terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium, or other similar laws affecting the enforcement of creditors' rights generally and general principles of equity.
GLOBAL AXCESS CORP acknowledges that GLOBAL AXCESS CORP. is a publicly held company and has made available to the Investors after demand true and complete copies of any requested SEC Documents. The Company has registered its Common Stock pursuant to Section 12 of the 1934 Act, and the Common Stock is listed and traded on the OTC Bulletin Board Market of the National Association of Securities Dealers, Inc. The Company has received no notice, either oral or written, with respect to the continued eligibility of the Common Stock for such listing, and the Company has maintained all requirements for the continuation of such listing. The Company has not provided to the Investors any information that, according to applicable law, rule or regulation, should have been disclosed publicly prior to the date hereof by the Company, but which has not been so disclosed. As of their respective dates, the SEC Documents complied in all material respects with the requirements of the 1934 Act, and rules and regulations of the SEC promulgated thereunder and the SEC Documents did not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading that the Investor has received from the Company reports with the Securities and Exchange Commission and with the NASD.
GLOBAL AXCESS CORP. 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 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______________ $__________________ Date: December, 0000 FOR VALUE RECEIVED, GLOBAL AXCESS CORP., a Nevada corporation, NATIONWIDE MONEY SERVICES INC., a Nevada corporation, NATIONWIDE NTERTAINMENT SERVICES, INC., a Nevada corporation, and EFT INTEGRATION, INC., a Florida corporation (collectively “Borrowers”), jointly and severally, promise to pay to the order of FIFTH THIRD BANK, an Ohio banking corporation (hereinafter, together with any holder thereof, the “Bank”), whose address is 0000 Xxx Xxxx Xxxxxxxxx, Suite 200, Jacksonville, FL 32257, the principal sum of ________________ DOLLARS ($___________) 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
GLOBAL AXCESS CORP. By: By: --------------------------------- --------------------------------- Name: Name: Title: Address: Address:
