Exhibit 4.11
SECURITY ACCESSION DEED
THIS SECURITY ACCESSION DEED is made on 25 June 2021
BETWEEN:
RECITAL:
This deed is supplemental to a debenture dated 24 June 2021 between, amongst others, the Chargors named therein and the Security Agent, as previously supplemented and amended by earlier Security Accession Deeds (if any) (the “Debenture”).
NOW THIS DEED WITNESSES as follows:
Terms defined in the Debenture shall have the same meaning when used in this deed.
Clauses 1.2 (Construction) to 1.5 (Miscellaneous) of the Debenture will be deemed to be set out in full in this deed, but as if references in those clauses to the Debenture were references to this deed.
The New Chargor agrees to be a Chargor for the purposes of the Debenture with immediate effect and agrees to be bound by all of the terms of the Debenture as if it had originally been a party to it as a Chargor.
Subject to any limits on its liability specified in the Secured Debt Documents, the New Chargor as primary obligor and not merely as surety covenants with the Security Agent (for the benefit of itself and the other Secured Parties) that it will on demand pay or discharge the Secured Obligations when they fall due in the manner provided for in the relevant Secured Debt Document.
Subject to Clause 2.6 (Property restricting charging), the New Chargor, as continuing security for the payment of the Secured Obligations, charges in favour of the Security Agent with full title guarantee the following assets from time to time owned by it or in which it has an interest by way of first fixed charge:
Subject to Clause 2.6 (Property restricting charging):
For the avoidance of doubt, all and any Excluded Assets owned by the New Chargor or in which the New Chargor has any interest shall be excluded from the charge created by Clause 2.3 (Specific Security), Clause 2.5 (Security assignment) and from the operation of Clause 4 (Further Assurance) of the Debenture.
The existing Chargors agree to the terms of this deed and agree that its execution will in no way prejudice or affect the security granted by each of them under (and covenants given by each of them in) the Debenture.
The Debenture and this deed shall be read together as one instrument on the basis that references in the Debenture to “this deed” or “this Debenture” will be deemed to include this deed.
IN WITNESS whereof this deed has been duly executed on the date first above written.
SHARES AND INVESTMENTS
Name of Chargor which holds the shares | Name of company issuing shares | Number and class of shares |
None as at the date of this deed.
ACCOUNTS
Name of Chargor | Name and address of institution at which account is held | Currency of account | Account number | BIC |
None as at the date of this deed.
INSURANCE POLICIES
Name of Chargor | Insurer | Policy Number | Type of Risk Insured |
None as at the date of this deed.
SIGNATORIES TO DEED OF ACCESSION
THE NEW CHARGOR
EXECUTED as a DEED by
PAYSAFE FINANCE PLC acting by:
Elliott Wiseman as Director: /s/ Elliott Wiseman
Witness: /s/ Harpal O’Shea
Name: Harpal O’Shea
Address: 25 Canada Square London E14
Occupation: Executive Legal Assistant
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THE SECURITY AGENT
EXECUTED as a DEED by
LUCID TRUSTEE SERVICES LIMITED acting by:
Caroline Horvath-Franco as Authorised Signatory: /s/ Caroline Horvath-Franco
Witness: /s/ Sean Rutter
Name: Sean Rutter
Address: 42 Florence Close, Essex, CM13 3FQ
Occupation: Underwriter
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