DEED OF ADAPTATION OF THE COVENANTS RELATING TO LOAN
With this private agreement
- INTESA SANPAOLO S.p.A. - hereinafter called Bank - the parent company of the INTESA SANPAOLO Banking Group enrolled in the Association of Banking Groups, with registered office in Turin, Piazza San Carlo, 156 and secondary office in Milan, Via Monte di Pietà, 8, Tax ID no. 00799960158, Representative of the Intesa Sanpaolo VAT Group, VAT no. 11991500015 (IT11991500015), Member of the Interbank Deposit-Security Fund and the National Guarantee Fund, share capital (fully paid up) Euro 10,084,445,147.92, registered at the Business Register - Turin Office under no. 00799960158 and the Bank Register under no. 5361, in the person of GIORGIO GARBERI, born in Voghera on 04/05/1964 as Middle Manager domiciled for the purpose in Milan, Piazza Emilia no. 6, at the Milan Porta Vittoria Business Branch of Intesa Sanpaolo S.p.A., as authorised by the by-laws in force;
- The Company KALEYRA SPA with registered office in Milan (MI), Via Teodosio no. 65, share capital of Euro 117,408.00, paid up for Euro 110,593.00, Tax ID and Business Register Milan, Monza, Brianza, Lodi Office no. 12716960153, VAT no. 12716960153, in the person of GIARDINA PAPA LUCA, born on 29/04/1973, in Limbiate, as the legal representative and Board Member of the Company, domiciled for the purpose at the registered office, as authorised by the minutes of the Board of Directors meeting of 26/06/2018, hereinafter also called Borrower.
- with deed of 25/07/2019 no. 0IC1043958525 the bank INTESA SANPAOLO S.p.A. (now the Bank) entered with KALEYRA S.p.A. (tax ID ###-###-####) a loan contract for a value of euro 4,000,000.00 (euro four million /00) and with a duration of 48 months (the Contract or the Loan Contract);
- which, until the definitive extinguishment of all the obligations deriving from the above-mentioned loan, the Borrower has undertaken, inter alia, pursuant to the aforesaid art. 7 point f) of the Loan Contract to respect the financial parameters detailed in annex B to the Contract;
- in the event of default, the Bank, without prejudice to the right to terminate the Loan Contract pursuant to Articles 7(f) and 9(B) of the Loan Contract, is entitled to apply an increase in the spread of 0.50% per annum on the residual debt arising from the aforesaid loan, as set forth in Annex B to the Loan Agreement;
In light of the foregoing, which is considered to be an integral and substantive part of this Contract, the Parties hereby agree as follows:
The parties agree to replace Annex B of the Loan Contract with Annex B1 which is annexed to this deed. Therefore, henceforth, when Annex B called Financial Parameters is mentioned in the Loan Contract, the Parties intend to refer to Annex B1 called Financial Parameters which is attached to this deed.
Intesa Sanpaolo S.p.A. Sede Legale: Piazza S. Carlo, 156 10121 Torino Sede Secondaria: Via Monte di Pietà, 8 20121 Milano Capitale Sociale Euro 10.084.445.147,92 Registro delle Imprese di Torino e Codice Fiscale ###-###-#### Representante del Gruppo IVA Intesa Sanpaolo Partita IVA 11991500015 (IT11991500015) N. Iscr. Albo Banche 5361 Codice ABI 3069.2 Aderente al Fondo Interbancario di Tutela dei Depositi e al Fondo Nazionale di Garanzia Copogruppo del gruppo bancario Intesa Sanpaolo iscritto allAlbo dei Gruppi Bancari