Amendment Agreement Entered into and signed on May 27, 2010 Between
Exhibit 4.12
Entered into and signed on May 27, 2010
Between
Company no. 00-000000-0
| (the “Company”) |
of the first part; |
And between
Israel Discount Bank Ltd.
of 00 Xxxxxx Xxxxxx Xx., Xxx Xxxx
| (the “Bank”) |
of the second part; |
Whereas on December 21, 2009, an amended financing agreement was signed between the Company and the Bank (hereinafter the “Financing Agreement”); and
Whereas the Parties to the Financing Agreement are interested in amending the Financing Agreement as specified below;
Therefore, it has been agreed, stipulated and represented between the Parties as follows:
| 1. | The preamble to this Amendment constitutes an integral part hereof; |
| 2. | The following passage shall be added to Section 10.4 of the Financing Agreement: |
“Notwithstanding the above, it is hereby agreed that any material breach by the Company of an agreement and/or document to which the Company is and/or shall be bound vis-à-vis Bank Hapoalim Ltd. (“Hapoalim”) regarding activities within the dealing room, factoring activities and activities of back-up performance of letters of credit with an aggregate amount not exceeding a sum of US $25,000,000, shall not be considered as a breach of the Credit Documents and as an additional default cause, as aforementioned, unless seven (7) business days have passed since the earliest of: (a) the breach becoming known to the Company, or (b) Hapoalim’s notice to the Company of the breach; and the Company has not remedied the aforementioned breach or received a confirmation from Hapoalim that Haopalim does not view the breach as a material breach by the Company, as aforementioned, or has paid off any debit balance towards Hapoalim within the aforementioned seven (7) days.”
| 3. | In the event of any conflict between the provision of this Amendment and the provisions of the Financing Agreement, the directives provisions of this Amendment shall prevail. |
| 4. | Other than as set forth in this Amendment Agreement, the remaining provisions of the Financing Agreement shall not be amended and shall remain in effect. |
In witness whereof, we have hereto set our hands:
|
/S/ |
/S/ |
| The Company |
The Bank |
4.12-1
