EXHIBIT 4.16
July 30, 2003
Israel Discount Bank Ltd.
Dear Sirs,
Re: AMENDMENT OF ADDITIONAL CONDITIONS FOR GRANTING CREDITS
Pursuant to Section 11.2 of the Additional Conditions for Granting Credits dated
September 19, 2000, as amended by the Amendment of Additional Conditions for
Granting Credits dated August 13, 2002 (jointly the "Additional Conditions"), we
hereby confirm our agreement to the amendment to the Additional Conditions as
follows:
1. In Section 1, the term "Maturity Date" shall be redefined as follows:
""Maturity Date" means August 31, 2004."
2. The following changes shall be made to Section 5.2:
a. The words "July 30, 2002" shall be replaced by "July 30,
2003".
b. The number amount and words "USD 35,000 (thirty five
thousand US dollars)" shall be replaced by "USD 40,000
(forty thousand US dollars)."
3. All the remaining terms of the Additional Conditions shall remain
operative and in effect without any change.
4. The Company undertakes to pledge in favour of the Israel Discount
Bank Ltd., on a pari passu basis with a pledge in favour of the
Industrial Development Bank of Israel Ltd., an assignment by way of
charge of all its rights to receive revenue under the following
agreements:
a. Master License Agreement with Motorola Inc., dated April
12 and April 15, 2003; and
b. Heads of Agreement with Texas Instruments France S.A.
("TI"), dated June 11, 2003.
The Company undertakes to use its best efforts to obtain from TI an
agreement to pay all sums due under the Heads of Agreement to the
account of the Company with the Israel Discount Bank or with the
Industrial Development Bank of Israel Ltd. until June 1, 2004.
The Company undertakes to use its best efforts to obtain from
Motorola Inc. an agreement to pay all sums due under the Master
License Agreement to the account of the Company with the Israel
Discount Bank or with the Industrial Development Bank of Israel Ltd.
The changes above shall not affect the Convertible Debenture Agreement dated
September 19, 2000, as amended on August 13, 2002 (jointly, the "CD"), and the
CD shall remain in full force and effect in accordance with its terms.
Please confirm your agreement to the above amendments to the Additional
Conditions.
Yours sincerely,
e-SIM Ltd.
/s/ Yaron Eldad
By: Xxxxx Xxxxx
Title: Chief Financial Officer
and Chief Operating Officer
We confirm our agreement to the above amendments to the Additional Conditions,
subject to the agreement of the Industrial Development Bank Ltd. to sign an
equivalent Amendment of Additional Conditions for Granting Credit on the loan
between e-SIM Ltd. and the Industrial Development Bank Ltd. within three (3)
days of the date hereof.
Israel Discount Bank Ltd.
/s/ Xxxxx Xxxxx
By: Xxxxx Xxxxx
Title: Corporate Business Officer
/s/ Xxxxx Xxxxxxxx
By: Xxxxx Xxxxxxxx
Title: Business Manager
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