MEMORANDUM OF UNDERSTANDING

Between

New Finance Bank Malawi Limited

And

CARCOM

THIS MEMORANDUM OF UNDERSTANDING (hereinafter referred to as “AGREEMENT” is made

on the 11th day of JULY 2017

BETWEEN

(1) The bank a company incorporated under the Banking Act (1989) having its principle

Offices IN LILONGWE (Hereinafter called “The BANK”)

AND

(2) CARCOM a company incorporated on

(3) CARCOM Having its offices in BLANTYRE with a Mailing address of P.O Box E46,
post dot net, Chichiri Blantyre 3 (hereinafter called “EMPLOYER”)

WHEREAS

(A) The Bank’s mission in Malawi is “to be a financial institution that offers superior banking
services and products that meet the needs and requirements of its customers. New
Finance Bank is committed to up-hold its professional image and contribute meaningfully
to the uplifting of the environment and society.”

The bank as an aspiration brand provides its clients the means to realize their full potential
both at work and in their personal lives by providing them access to efficient and cost
effective services.
 (B) CARCOM is involved in the provision of

Intermediary services it is one of the leading providers of Intermediary services in Malawi.

(C) CARCOM wishes to provide value adding services to its employees by affording them
preferential services through strategic alliances with various service providers in Malawi.

(D) The bank and CARCOM therefore, agree to enter into

This agreement to mutually support CARCOM employees in obtaining

Loans from the bank

IT IS AGREED AS FOLLOWS

1. Definitions and interpretations

1.1 In this agreement unless otherwise specified or inconsistent with the context, the
following definitions shall apply:

“Applicant” means an employee of CARCOM whether Executive, Senior

Manager, Supervisor or junior staff, etc.

“Loan” means any form of financing, that CARCOM employees may obtain from
New Finance Bank under this agreement including an arrangement fee.

“Limit” means approved credit line (aggregate loans) to be drawn by employees

of DAPP under this agreement which is equal to

MK20, 000,000.00

“Facility Rate” means applicable base lending rate, currently at --------- per
annum, plus margin of -------- per annum giving an effective interest rate of ______

“Arrangement fee” means an amount payable to the bank for processing each
loan, equivalent to three percent (3%)

“Penalty Interest Rate” means interest rate of 10% per annum above base
lending rate charged by the bank because of delays in remitting monthly loan
deductions.

“Default” means any breach of the obligations of any party under this agreement.
 “Default Interest Rate” means interest rate of 10% per annum above base
lending rate charged by the bank on the outstanding loan plus arrears following
default.

2. The bank’s obligations

The bank agrees and confirms that it will:

2.1 Receive loan applications from CARCOM applicants.

2.2 Conduct a thorough due diligence on each application.

2.3 Perform all standard internal review checks for a standard loan application on any
loan application.

2.4 Manage the loan from disbursement to complete repayment.

2.5 Provide consolidated loan deductions schedule for all employees on a monthly
basis.

2.6 Provide CARCOM with all relevant information that is deemed necessary under
this agreement.

3. CARCOM obligations

CARCOM agrees and confirms that it will:

3.1 For purposes of review and renewal of Limit provide its audited annual financial
statements as soon as they become available but in any event within 120 (one
hundred and twenty) days after the end of each financial year.

3.2 Promptly inform the bank in writing of:

3.2.1. any change in the present shareholding or ultimate beneficial

control of its company (where applicable);

3.2.2. any occurrence of which it becomes aware which will or may

adversely affect its ability to perform or observe its obligations in
terms of this agreement

3.2.3. any change in employment status of its employees benefitting

from the limit.
3.3 Confirm with the Bank the undrawn amount of the limit before forwarding any loan
application to the bank.

3.4 Timely remit monthly loan deductions to the bank and at the maximum within 5
days of payroll deductions.

3.5 Timely settle all amounts due, as a result of delayed payments which attract
penalty interest rate, within 5 days of notice.

4. General

4.1 Confidentiality
All, CARCOM and the bank undertake to keep strictly confidential any information
obtained during the course of this agreement unless there is a professional or
legal duty to disclose.

4.2 Risk and Liability

CARCOM is not liable to any damage or loss arising from any default by its
employees under this agreement. CARCOM shall not be held liable for any
damage or loss arising from the Bank’s own negligence. However, CARCOM
should inform the Bank of any material changes affecting their employees.

4.2.1 In addition, CARCOM shall be held responsible for loans granted by the
Bank through fraudulent information by its employees if it is proven that
the company acted negligently.

4.3 Duration
This agreement will be reviewed annually from the effective date of this agreement
to ensure that it is fulfilling its purpose and make any mutually agreed revisions.

4.4 Pricing
All loans granted under this agreement shall attract a facility rate of base lending
rate, currently at ------ per annum plus margin of ------ per annum and an
arrangement fee of --------- of the individual loan amount

4.5 Cancellation of Agreement

Both CARCOM and the bank agree that either party to this MOU can cancel the
agreement by giving 30 days notice.

Notwithstanding the above, after cancellation of this agreement, CARCOM shall

remain bound by timely remitting all loan deductions until all loans drawn under the
limit contained in this MOU are fully repaid.

4.6 Enforceability
Both CARCOM and the bank agree that this agreement is legally enforceable.
 4.7 Waivers of Rights

4.71. No induigence or extension of time granted by the bank to the borrower

shall be deemed to be a waiver of any of the bank’s rights.
4.7.2 Notwistanding the above, nothing herein contained shall prejudice New
Finance Bank’s right to demand repayment of the loan at any time.

5. Authorization

The signing of this agreement is a formal undertaking. It therefore implies that the signatories will
strive to reach, to the best of their ability, the objective stated in this agreement.
On behalf of the organization we represent, we wish to sign this agreement in order to mutually
support CARCOM employees in obtaining loans from the bank.

Signed for and on behalf of the New Finance bank Malawi Limited

Name: ____________________________________________

Position: ___________________________________________

Date: ______________________________________________

WITNESS

Name: ____________________________________________

Position: ___________________________________________

Date: ______________________________________________

Signed for and on behalf of CARCOM

Name: ____________________________________________

Position: ___________________________________________

Date: ______________________________________________

WITNESS

Name: ____________________________________________

Position: ___________________________________________

Date: ______________________________________________