Contract
1
To:
CASH CONNECT MANAGEMENT SOLUTIONS PROPRIETARY LIMITED
0 Xxxxxx Xxxx
Sandton
Johannesburg
Gauteng, 2196
Email: XXX
Attention: Xxxxxx Xxxxxxxx
From:
FIRSTRAND BANK LIMITED (ACTING THROUGH ITS RAND MERCHANT BANK DIVISION)
capacity as Facility Agent under the Facilities Agreement (defined below))
12 April, 2022
Dear Sirs,
CASH CONNECT MANAGEMENT SOLUTIONS PROPRIETARY LIMITED
1.
BACKGROUND
1.1
We refer to the facilities agreement dated on or about 24 January, 2022 between, amongst others, Cash Connect
Management Solutions Proprietary Limited (the
Company
) and FirstRand Bank Limited (acting through its Rand
Merchant Bank division) (as original term lender, mandated lead arranger, general banking facilities lender and the
facility agent) as amended by an amendment letter dated 22 March, 2022 (the
):
1.2
This letter is supplemental to and amends the Facilities Agreement pursuant to clause 36 (Amendments and waivers) of
the Facilities Agreement.
2.
INTERPRETATION
2.1
Capitalised terms defined in the Facilities Agreement have the same meaning when used in this letter unless expressly
defined in this letter.
2.2
The provisions of clause 1.2 (Construction) of the Facilities Agreement apply to this letter as though they were set out
in full in this letter except that references to the Facilities Agreement are to be construed as references to this letter.
2.3
In this letter,
Effective Date
3.
AMENDMENTS
The Facilities Agreement will be amended by deleting clause 1.1.14 (Definitions) of the Facilities Agreement in its entirety
and replaced with the following new clause 1.1.14:
"1.1.14
Availability Period
means, in relation to a Term Facility, the period from and including the Closing Date to and
including 6 May, 2022."
4.
REINSTATEMENT OF COMMITMENT
The Parties agree that any part of any Commitments which were cancelled pursuant to the provisions of the Facilities
Agreement is reinstated on the Effective Date.
5.
REPRESENTATIONS
Each Obligor confirms to each Finance Party that on the date of this letter and on the Effective Date, all the representations
and warranties set out in clause 20 of the Facilities Agreement:
5.1
are true; and
2
5.2
would also be true if references to the Facilities Agreement were construed as references to the Facilities Agreement as
amended by this letter.
Each representation and warranty is applied to the circumstances existing at the time the representation and warranty is made.
6.
GUARANTEE AND SECURITY CONFIRMATION
6.1
Each Guarantor confirms that, notwithstanding the amendments to the Facilities Agreement effected by this letter, the
guarantee and indemnity given under the Facilities Agreement continues in full force and effect and extends to, and
operates as an effective unconditional guarantee of all present and future obligations and liabilities of each Obligor
under the Finance Documents.
6.2
Each Obligor confirms that, notwithstanding the amendments to the Facilities Agreement effected by this letter, the
liabilities and obligations arising under the Facilities Agreement, as amended, shall form part of (but not be limited to)
the Security created under the Security Agreements to which that Obligor is party to secure any obligation of any
Obligor to a Finance Party under the Finance Documents.
6.3
Notwithstanding the provisions of clause 6 of the pledge and cession dated 22 March, 2022 between the Obligors and
the Lender, the Parties agree that the documents required to be delivered under that clause may be delivered to the
Lender 1 Business Day after the first Utilisation Date under the Facilities Agreement and the Lender waives any Event
of Default which occurred as a result of the Obligors not delivering such documents by no later than 5 Business Days
after the Closing Date.
7.
MISCELLANEOUS
7.1
This letter is a Finance Document.
7.2
From the Effective Date, the Facilities Agreement and this letter will be read and construed as one document.
7.3
Except as expressly otherwise provided in this letter, no amendment, variation or change is made to any Finance
Document and all the Finance Documents remain in full force and effect in accordance with their terms.
7.4
Except to the extent expressly waived in this letter, no waiver of any provision of any Finance Document is given by the
terms of this letter and the Finance Parties expressly reserve all their rights and remedies in respect of any breach of, or
other Default under, the Finance Documents.
8.
COUNTERPARTS
This letter may be executed in any number of counterparts, each of which when executed shall constitute a duplicate original,
but all the counterparts together shall constitute one letter. Delivery of an executed scanned counterpart of a signature page of
this letter by e-mail shall be effective as delivery of an original executed counterpart hereof.
9.
GOVERNING LAW
This letter is governed by the laws of South Africa.
If you agree to the above, please sign where indicated below.
3
Yours sincerely,
FIRSTRAND BANK LIMITED (ACTING THROUGH ITS RAND MERCHANT BANK DIVISION)
(in its capacity as Facility Agent)
By:
/s/ Xxxx Xxxxxxxx Xxxxxxxxx /s/ Xxxx Xxxxxxxx
_____________________________ _____________________________
Name
: Xxxx Xxxxxxxx Xxxxxxxxx
Name
: Kedi Mazibuko
Date
: April 12, 2022
Date
: April 12, 2022
4
We agree to the above.
CASH CONNECT MANAGEMENT SOLUTIONS PROPRIETARY LIMITED
By:
_/s/ Xxxxxx X. Xxxxxxxx____________________________
(who warrants his authority)
Name
: _Xxxxxx X. Xxxxxxxx_____________________
Date
: _12 April, 2022_____________________
CASH CONNECT RENTALS PROPRIETARY LIMITED
By:
_/s/ Xxxxxx X. Xxxxxxxx____________________________
(who warrants his authority)
Name
: _Xxxxxx X. Xxxxxxxx_____________________
Date
: _12 April, 2022_____________________
DEPOSIT MANAGER PROPRIETARY LIMITED
By:
_/s/ Xxxxxx X. Xxxxxxxx____________________________
(who warrants his authority)
Name
: _Xxxxxx X. Xxxxxxxx_____________________
Date
: _12 April, 2022_____________________
CASH CONNECT CAPITAL PROPRIETARY LIMITED
5
By:
_/s/ Xxxxxx X. Xxxxxxxx____________________________
(who warrants his authority)
Name
: _Xxxxxx X. Xxxxxxxx_____________________
Date
: _12 April, 2022_____________________
MAIN STREET 1723 (SOUTH AFRICA) PROPRIETARY LIMITED
By:
_/s/ Xxxxxx X. Xxxxxxxx____________________________
(who warrants his authority)
Name
: _Xxxxxx X. Xxxxxxxx_____________________
Date
: _12 April, 2022_____________________
K2021477132 (SOUTH AFRICA) PROPRIETARY LIMITED
By:
_/s/ Xxxxxx X. Xxxxxxxx____________________________
(who warrants his authority)
Name
: _Xxxxxx X. Xxxxxxxx_____________________
Date
: _12 April, 2022_____________________
K2020263969 (SOUTH AFRICA) PROPRIETARY LIMITED
By:
_/s/ Xxxxxx X. Xxxxxxxx____________________________
6
(who warrants his authority)
Name
: _Xxxxxx X. Xxxxxxxx_____________________
Date
: _12 April, 2022_____________________
