Exhibit 10.48
	 


 TWELFTH
AMENDMENT 

TO

LOAN AND SECURITY AGREEMENT 


This
Twelfth Amendment to Loan and Security Agreement is entered into as of June 18, 2015 (the “Amendment”), by and between
AVIDBANK CORPORATE FINANCE, a division of AVIDBANK (“Bank”), and USA TECHNOLOGIES, INC. (“Borrower”).


RECITALS


Borrower
and Bank are parties to that certain Loan and Security Agreement dated as of June 21, 2012 and that certain First Amendment to
Loan and Security Agreement dated as of January 1, 2013, that certain Second Amendment to Loan & Security Agreement dated
as of April 2, 2013, that certain Third Amendment to Loan and Security Agreement dated as of April 11, 2013, that certain Fourth
Amendment to Loan and Security Agreement dated as of April 29, 2013, that certain Fifth Amendment to Loan and Security Agreement
dated as of September 26, 2013, that certain Sixth Amendment to Loan and Security Agreement dated as of May 15, 2014, that certain
Seventh Amendment to Loan and Security Agreement dated as of June 17, 2014, that certain Eighth Amendment to Loan and Security
Agreement dated as of June 30, 2014, that certain Ninth Amendment to Loan and Security Agreement dated as of September 30, 2014,
that certain Tenth Amendment to Loan and Security Agreement dated as of April 17, 2015 and that certain Eleventh Amendment to
Loan and Security Agreement dated as of May 19, 2015 (collectively, the “Agreement”). Borrower and Bank desire to
amend the Agreement in accordance with the terms set forth herein.


NOW,
THEREFORE, the parties agree as follows:


1.          The
following definitions in Section 1.1 of the Agreement is amended in its entirety to read as follows:


“Revolving
Maturity Date” means July 31, 2015.


2.          Unless
otherwise defined, all initially capitalized terms in this Amendment shall be as defined in the Agreement. The Agreement, as amended
hereby, shall be and remain in full force and effect in accordance with its respective terms and hereby is ratified and confirmed
in all respects. Except as expressly set forth herein, the execution, delivery, and performance of this Amendment shall not operate
as a waiver of, or as an amendment of, any right, power, or remedy of Bank under the Agreement, as in effect prior to the date
hereof. Borrower ratifies and reaffirms the continuing effectiveness of all agreements entered into in connection with the Agreement.


3.          Borrower
represents and warrants that the representations and warranties contained in the Agreement are true and correct as of the date
of this Amendment, and that no Event of Default has occurred and is continuing.


4.          This
Amendment may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall
constitute one instrument. In the event that any signature is delivered by facsimile transmission or by e-mail delivery of a “.pdf”
format data file, such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature
is executed) with the same force and effect as if such facsimile or “.pdf” signature page were an original hereof.
Notwithstanding the foregoing, Borrower shall deliver all original signed documents no later than ten (10) Business Days following
the date of execution.


5.          As
a condition to the effectiveness of this Amendment, Bank shall have received, in form and substance satisfactory to Bank, the
following:


(a)          this
Amendment, duly executed by Borrower; and


(b)          payment
of a pro-rated extension fee equal to $3,889, plus payment of all Bank Expenses incurred by Bank through the date hereof. 



    	 



    	 



    



 


IN
WITNESS WHEREOF, the undersigned have executed this Amendment as of the first date above written.


	 	 	 	 
	 	USA TECHNOLOGIES, INC.	 
	 	 	 
	 	By: 	/s/ David M. DeMedio
	 	 	 	 
	 	Title:  Chief Financial Officer	

	 	 	 
	 	AVIDBANK CORPORATE FINANCE,
 a division of AVIDBANK
	 	 	 
	 	By:	/s/ Jeffrey Javier
	 	 	 
	 	Title:  Senior Vice President