FOURTH
      AMENDED AND RESTATED LOAN AGREEMENT

     

    


    Wachovia
      Bank, National Association

    225
      Water
      Street

    Jacksonville,
      Florida 32202

    


    (Hereinafter
      referred to as the "Bank")

    


    Global
      Axcess Corp.

    7800
      Belfort Parkway, Suite 165

    Jacksonville,
      Florida 32256

    


    Nationwide
      Money Services, Inc.

    7800
      Belfort Parkway, Suite 165

    Jacksonville,
      Florida 32256

    


    EFT
      Integration, Inc.

    7800
      Belfort Parkway, Suite 165

    Jacksonville,
      Florida 32256

    


    (Individually
      and collectively "Borrower")

    


    This
      Fourth Amended and Restated Loan Agreement (“Agreement”) is entered into as of
      September 28, 2007, by and between Bank and Borrower and amends and restates
      in
      its entirety that certain Third Amended and Restated Loan Agreement dated
      October 27, 2005, by and among the Bank, the Borrower and Electronic Payment
      & Transfer Corp., a Nevada corporation, and Axcess Technology Corporation, a
      Nevada corporation (the
      “Additional Borrower(s)”). The Additional Borrowers subsequently discontinued
      operations and have voluntarily dissolved. This Agreement applies to the loan
      or
      loans (individually and collectively, the "Loan") evidenced by (i) that certain
      Consolidated Renewal Promissory Note of even date herewith between Bank and
      Borrower in the original principal sum of $2,350,000.00 and (ii) other
      promissory notes, if an, from tome to time made subject hereto, as such notes
      may be amended, modified or extended from time to time (whether one or more,
      the
      "Note") and all Loan Documents. The terms "Loan Documents" and "Obligations,"
      as
      used in this Agreement, are defined in the Note. 

    


     

    Relying
      upon the covenants, agreements, representations and warranties contained in
      this
      Agreement, Bank is willing to extend credit to Borrower upon the terms and
      subject to the conditions set forth herein, and Bank and Borrower agree as
      follows:

    


    REPRESENTATIONS. Accurate
      Information.
      All
      information now and hereafter furnished to Bank is and will be true, correct
      and
      complete. Any such information relating to Borrower's financial condition will
      accurately reflect Borrower's financial condition as of the date(s) thereof
      (including all contingent liabilities of every type), and Borrower further
      represents that its financial condition has not changed materially or adversely
      since the date(s) of such documents. Authorization;
      Non-Contravention.
      The
      execution, delivery and performance by Borrower, of this Agreement and other
      Loan Documents to which it is a party are within its power, have been duly
      authorized as may be required and, if necessary, by making appropriate filings
      with any governmental agency or unit and are the legal, binding, valid and
      enforceable obligations of Borrower; and do not (i) contravene, or constitute
      (with or without the giving of notice or lapse of time or both) a violation
      of
      any provision of applicable law, a violation of the organizational documents
      of
      Borrower, or a default under any agreement, judgment, injunction, order, decree
      or other instrument binding upon or affecting Borrower, (ii) result in the
      creation or imposition of any lien (other than the lien(s) created by the Loan
      Documents) on any of Borrower's assets, or (iii) give cause for the acceleration
      of any obligations of Borrower to any other creditor. Asset
      Ownership.
      Borrower
      has good and marketable title to all of the properties and assets reflected
      on
      the balance sheets and financial statements supplied Bank by Borrower, and
      all
      such properties and assets are free and clear of mortgages, security deeds,
      pledges, liens, charges, and all other encumbrances, except as otherwise
      disclosed to Bank by Borrower in writing and approved by Bank ("Permitted
      Liens"). To Borrower's knowledge, no default has occurred under any Permitted
      Liens and no claims or interests adverse to Borrower's present rights in its
      properties and assets have arisen. Discharge
      of Liens and Taxes.
      Borrower
      has duly filed, paid and/or discharged all taxes or other claims which may
      become a lien on any of its property or assets, except to the extent that such
      items are being appropriately contested in good faith and an adequate reserve
      for the payment thereof is being maintained. Sufficiency
      of Capital.
      Borrower
      is not, and after consummation of this Agreement and after giving effect to
      all
      indebtedness incurred and liens created by Borrower in connection with the
      Note
      and any other Loan Documents, will not be, insolvent within the meaning of
      11
      U.S.C. § 101(32). Compliance
      with Laws.
      Borrower
      is in compliance in all respects with all federal, state and local laws, rules
      and regulations applicable to its properties, operations, business, and
      finances, including, without limitation, any federal or state laws relating
      to
      liquor (including 18 U.S.C. § 3617, et seq.) or narcotics (including 21 U.S.C. §
801, et seq.) and/or any commercial crimes; all applicable federal, state and
      local laws and regulations intended to protect the environment; and the Employee
      Retirement Income Security Act of 1974, as amended ("ERISA"), if applicable.
      Organization
      and Authority.
      Borrower
      is duly created, validly existing and in good standing under the laws of the
      state of its organization, and has all powers, governmental licenses,
      authorizations, consents and approvals required to operate its business as
      now
      conducted. Borrower is duly qualified, licensed and in good standing in each
      jurisdiction where qualification or licensing is required by the nature of
      its
      business or the character and location of its property, business or customers,
      and in which the failure to so qualify or be licensed, as the case may be,
      in
      the aggregate, could have a material adverse effect on the business, financial
      position, results of operations, properties or prospects of Borrower. 
No
      Litigation.
      There
      are no pending or threatened suits, claims or demands against Borrower that
      have
      not been disclosed to Bank by Borrower in writing, and approved by
      Bank.

    


    
      
         

      

      
         

        
          

        

      

      
         

      

    

    AFFIRMATIVE
      COVENANTS. Borrower
      agrees that from the date hereof and until final payment in full
      of the Obligations, unless Bank shall otherwise consent in writing, Borrower
      will:  Access
      to Books and Records.
      Allow
      Bank, or its agents, during normal business hours, access to the books, records
      and such other documents of Borrower as Bank shall reasonably require, and
      allow
      Bank, at Borrower’s expense, to inspect, audit and examine the same and to make
      extracts therefrom and to make copies thereof. Business
      Continuity.
      Conduct
      its business in substantially the same manner and locations as such business
      is
      now and has previously been conducted. Compliance
      with Other Agreements.
      Comply
      with all terms and conditions contained in this Agreement, and any other Loan
      Documents, and swap agreements, if applicable, as defined in the 11 U.S.C.
§
101, as in effect from time to time. Estoppel
      Certificate.
      Furnish,
      within 15 days after request by Bank, a written statement duly acknowledged
      of
      the amount due under the Loan and whether offsets or defenses exist against
      the
      Obligations. Insurance.
      Maintain adequate insurance coverage with respect to its properties and business
      against loss or damage of the kinds and in the amounts customarily insured
      against by companies of established reputation engaged in the same or similar
      businesses including, without limitation, commercial general liability
      insurance, workers compensation insurance, and business interruption insurance;
      all acquired in such amounts and from such companies as Bank may reasonably
      require.  Maintain
      Properties.
      Maintain, preserve and keep its property in good repair, working order and
      condition, making all replacements, additions and improvements thereto necessary
      for the proper conduct of its business, unless prohibited by the Loan Documents.
      Notice
      of Default and Other Notices.
      (a)
Notice
      of Default.
      Furnish
      to Bank immediately upon becoming aware of the existence of any condition or
      event which constitutes a Default (as defined in the Loan Documents) or any
      event which, upon the giving of notice or lapse of time or both, may become
      a
      Default, written notice specifying the nature and period of existence thereof
      and the action which Borrower is taking or proposes to take with respect
      thereto. (b) Other
      Notices.
      Promptly
      notify Bank in writing of (i) any material adverse change in its financial
      condition or its business; (ii) any default under any material agreement,
      contract or other instrument to which it is a party or by which any of its
      properties are bound, or any acceleration of the maturity of any indebtedness
      owing by Borrower; (iii) any material adverse claim against or affecting
      Borrower or any part of its properties; (iv) the commencement of, and any
      material determination in, any litigation with any third party or any proceeding
      before any governmental agency or unit affecting Borrower; and (v) at least
      30
      days prior thereto, any change in Borrower's name or address as shown above,
      and/or any change in Borrower's structure. Other
      Financial Information.
      Deliver
      promptly such other information regarding the operation, business affairs,
      and
      financial condition of Borrower which Bank may reasonably request. Payment
      of Debts.
      Pay and
      discharge when due, and before subject to penalty or further charge, and
      otherwise satisfy before maturity or delinquency, all obligations, debts, taxes,
      and liabilities of whatever nature or amount, except those which Borrower in
      good faith disputes. Reports
      and Proxies.
      Deliver
      to Bank, promptly, a copy of all financial statements, reports, notices, and
      proxy statements, sent by Borrower to stockholders, and all regular or periodic
      reports required to be filed by Borrower with any governmental agency or
      authority.  

    


    NEGATIVE
      COVENANTS. Borrower
      agrees that from the date hereof
      and
      until final payment in full of the Obligations, unless Bank shall otherwise
      consent in writing, Borrower will not:  Nonpayment;
      Nonperformance.  Fail
      to pay or perform the Obligations or Default (as defined in the Loan Documents)
      under any of the Loan Documents. Cross
      Default.  Default
      in payment or performance of any obligation under any other loans, contracts
      or
      agreements of Borrower, any Subsidiary or Affiliate of Borrower (“Affiliate”
shall have the meaning as defined in 11 U.S.C. § 101, except that the term
“debtor” therein shall be substituted by the term “Borrower” herein, and
“Subsidiary” shall mean any corporation of which more than 50% of the issued and
      outstanding voting stock is owned directly or indirectly by Borrower), any
      general partner of the holder(s) of the majority ownership interests of Borrower
      with Bank or its affiliates. Material
      Capital Structure or Business Alteration.  Materially
      alter the type or kind of Borrower’s business or that of its Subsidiaries or
      Affiliates, if any, or suffer or permit the acquisition of substantially all
      of
      Borrower’s business or assets, or a material portion (10% or more) of such
      business or assets if such a sale is outside Borrower’s ordinary course of
      business, or more than 50% of its outstanding stock or voting power in a single
      transaction or a series of transactions. Prepayment
      of Other Debt.  Retire
      any long-term debt entered into prior to the date of this Agreement at a date
      in
      advance of its legal obligation to do so. Change
      in Fiscal Year.  Change
      its fiscal year without the prior written consent of the Bank. Default
      on Other Contracts or Obligations.
      Default
      on any material contract with or obligation when due to a third party or default
      in the performance of any obligation to a third party incurred for money
      borrowed. Government
      Intervention.
      Permit
      the assertion or making of any seizure, vesting or intervention by or under
      authority of any governmental entity, as a result of which the management of
      Borrower or any guarantor is displaced of its authority in the conduct of its
      respective business or such business is curtailed or materially impaired.
Encumbrances.
      Create,
      assume, or permit to exist any mortgage, security deed, deed of trust, pledge,
      lien, charge or other encumbrance on any of its assets, whether now owned or
      hereafter acquired, other than: (i) security interests required by the Loan
      Documents; (ii) liens for taxes contested in good faith; (iii) liens accruing
      by
      law for employee benefits; (iv) liens granted pursuant to capitalized leases
      entered into in connection with the acquisition of automated teller machines
      (“ATMs”); or (v) Permitted Liens. Limitation
      on Debt. Directly
      or indirectly create, incur, assume or become liable for any
      additional indebtedness, whether contingent or direct, other than
      (i) indebtedness approved by Bank, such approval not to be unreasonably
      withheld, and (ii) obligations of the Borrower not exceeding $5,000,000 in
      aggregate amount outstanding at any time incurred under capitalized leases
      entered into in connection with the acquisition of ATMs. Judgment
      Entered.
      Permit
      the entry of any monetary judgment or the assessment against, the filing of
      any
      tax lien against, or the issuance of any writ of garnishment or attachment
      against any property of or debts due. Retire
      or Repurchase Capital Stock.
      Retire
      or otherwise acquire any of its capital stock.

    


    
      
         

      

      
         

        
          

        

      

      
         

      

    

    ANNUAL
      FINANCIAL STATEMENTS.
      Borrower
      shall deliver to Bank, within 120 days after the close of each fiscal year,
      audited financial statements reflecting its operations during such fiscal year,
      including, without limitation, a balance sheet, profit and loss statement and
      statement of cash flows, with supporting schedules; all on a consolidated and
      consolidating basis with respect to Borrower and its subsidiaries, affiliates
      and parent or holding company, as applicable, and in reasonable detail, prepared
      in conformity with generally accepted accounting principles, applied on a basis
      consistent with that of the preceding year. All such statements shall be
      examined by an independent certified public accountant acceptable to Bank.
      The
      opinion of such independent certified public accountant shall not be acceptable
      to Bank if qualified due to any limitations in scope imposed by Borrower or
      any
      other person or entity. Any other qualification of the opinion by the accountant
      shall render the acceptability of the financial statements subject to Bank's
      approval. 

    


    PERIODIC
      FINANCIAL STATEMENTS. Borrower
      shall deliver to Bank, within 45 days after the end of each fiscal quarter,
      unaudited management-prepared quarterly financial statements including, without
      limitation, a balance sheet, profit and loss statement and statement of cash
      flows, with supporting schedules; all on a consolidated and consolidating basis
      with respect to Borrower and its subsidiaries, affiliates and parent or holding
      company, as applicable, all in reasonable detail and prepared in conformity
      with
      generally accepted accounting principles, applied on a basis consistent with
      that of the preceding year. Such statements shall be certified as to their
      correctness by a principal financial officer of Borrower and in each case,
      if
      audited statements are required, subject to audit and year-end adjustments,
      and
      shall be accompanied by a
      Compliance Certificate in the form attached as Exhibit A. .

    


    FINANCIAL
      COVENANTS. Debt
      Service Coverage Ratio.
      Borrower
      shall, at all times, maintain a Debt Service Coverage Ratio of not less than
      1.00 to 1.00, on or before December 31, 2007, and of not less than 1.25 to
      1.00
      at all times thereafter, to be calculated quarterly, on a rolling four quarters
      basis. "Debt Service Coverage Ratio" means the ratio of (i) the sum of net
      income (determined in accordance with generally accepted accounting principles)
      plus interest expense on all Funded Debt, plus depreciation and amortization,
      divided by (ii) the aggregate principal maturities and interest expense on
      all
      Funded Debt, all for the preceding four quarters. For the purposes of this
      calculation, "Funded Debt" shall mean, as applied to any person or entity,
      the
      sum of all indebtedness for borrowed money, (including, without limitation,
      capital lease and synthetic lease obligations, subordinated debt (including
      debt
      subordinated to the Bank), and unreimbursed drawings under letters of credit),
      or any other monetary obligation evidenced by a note, bond, debenture or other
      agreement or similar instrument of that person or entity. Senior
      Funded Debt to EBITDA Ratio.
      Borrower
      shall at all times maintain a Senior Funded Debt to EBITDA Ratio of not more
      than 1.50 to 1.00 on or before December 31, 2007, and of not more than 1.25
      to
      1.00 at all times thereafter. This covenant shall be calculated quarterly,
      on a
      rolling four quarters basis. "Senior Funded Debt to EBITDA Ratio" shall mean
      the
      sum of all Senior Funded Debt divided by EBITDA. “EBITDA”
      shall mean, for any period, the sum of net income, plus interest, taxes,
      depreciation and amortization expense, all as determined in accordance with
      generally accepted accounting principles.
      "Senior
      Funded Debt" shall mean, as applied to any person or entity, the sum of all
      indebtedness for borrowed money, including, without limitation, capital lease
      and synthetic lease obligations and unreimbursed drawings under letters of
      credit, or any other monetary obligation evidenced by a note, bond, debenture
      or
      other agreement or similar instrument of that person or entity, excluding any
      debt fully subordinated to Bank on terms and conditions acceptable to Bank.
      Senior
      Liabilities to Effective Tangible Net Worth Ratio.
      Borrower
      shall, at all times, maintain a ratio of Senior Liabilities to Effective
      Tangible Net Worth of not more than 2.75 to 1.00 on or before September 30,
      2007, of not more than 2.50 to 1.00 after September 30, 2007, and on or before
      December 31, 2007, of not more than 2.25 to 1.00 after December 31, 2007, and
      on
      or before June 30, 2008, and of not more than 2.00 to 1.00 at all times
      thereafter. This covenant shall be calculated quarterly. "Senior Liabilities"
      shall mean the sum of Total Liabilities, including capitalized leases and all
      reserves for deferred taxes and other deferred sums appearing on the liabilities
      side of a balance sheet, and all obligations as lessee under off-balance sheet
      synthetic leases, all in accordance with generally accepted accounting
      principles applied on a consistent basis, excluding debt fully subordinated
      to
      Bank on terms and conditions acceptable to Bank. "Effective Tangible Net Worth"
      shall mean total assets minus Senior Liabilities, but in no event shall
      Effective Tangible Net Worth, for purposes of this calculation, be less than
      $1.00. For purposes of this computation, the aggregate amount of any intangible
      assets of Borrower including without limitation, merchant contracts, goodwill,
      franchises, licenses, patents, trademarks, trade names, copyrights, service
      marks, and brand names, shall be subtracted from total assets. "Total
      Liabilities" shall mean all liabilities of Borrower, including capitalized
      leases and all reserves for deferred taxes, debt fully subordinated to Bank
      on
      terms and conditions acceptable to Bank, and other deferred sums appearing
      on
      the liabilities side of a balance sheet, and all obligations as lessee under
      off-balance sheet synthetic leases, of Borrower, all in accordance with
      generally accepted accounting principles applied on a consistent basis.
Deposit
      Relationship.
      The
      Borrower shall maintain its primary depository account with the
      Bank.

    


    
      
         

      

      
         

        
          

        

      

      
         

      

    

    DEFAULT.
      If any
      of the following occurs, a default ("Default") under this Agreement shall exist:
      Nonpayment;
      Nonperformance.
      The
      failure of timely payment or performance of the Obligations or Default under
      this Agreement or any other Loan Document. False
      Warranty.
      A
      warranty or representation made or deemed made in the Loan Documents or
      furnished Bank in connection with the loan evidenced by this Agreement proves
      materially false, or if of a continuing nature, becomes materially false.
Cross
      Default.
      At
      Bank's option, any default in payment or performance of any obligation under
      any
      other loans, contracts or agreements of Borrower, any Subsidiary or Affiliate
      of
      Borrower, any general partner of or the holder(s) of the majority ownership
      interests of Borrower with Bank or its affiliates ("Affiliate" shall have the
      meaning as defined in 11 U.S.C. § 101, as in effect from time to time, except
      that the term "Borrower" shall be substituted for the term "Debtor" therein;
      "Subsidiary" shall mean any business in which Borrower holds, directly or
      indirectly, a controlling interest). Cessation;
      Bankruptcy.
      The
      death of, appointment of a guardian for, dissolution of, termination of
      existence of, loss of good standing status by, appointment of a receiver for,
      assignment for the benefit of creditors of, or commencement of any bankruptcy
      or
      insolvency proceeding by or against Borrower, its Subsidiaries or Affiliates,
      if
      any, or any general partner of or the holder(s) of the majority ownership
      interests of Borrower, or any party to the Loan Documents.
      Material Capital Structure or Business Alteration.
      Without
      prior written consent of Bank, (i) a material alteration in the kind or type
      of
      Borrower's business or that of Borrower's Subsidiaries or Affiliates, if any;
      and (ii) the sale of substantially all of the business or assets of Borrower,
      any of Borrower's Subsidiaries or Affiliates or any guarantor, or a material
      portion (10% or more) of such business or assets if such a sale is outside
      the
      ordinary course of business of Borrower, or any of Borrower's Subsidiaries
      or
      Affiliates or any guarantor, or more than 50% of the outstanding stock or voting
      power of or in any such entity in a single transaction or a series of
      transactions.
      Material Adverse Change. Bank
      determines in good faith, in its sole discretion, that the prospects for payment
      or performance of the Obligations are impaired or there has occurred a material
      adverse change in the business or prospects of Borrower, financial or otherwise.
      Default
      under Master Lease.
      The
      occurrence of a default under that Master Equipment Lease Agreement between
      Borrower and First Union Commercial Corporation or its nominee dated August
      4,
      2004, as amended or modified from time to time. Material
      Contracts.
      The
termination
      of the Borrower’s contract with STAR Network.

    


    REMEDIES
      UPON DEFAULT.
      If a
      Default occurs under this Agreement or any other Loan Document, Bank may, at
      any
      time thereafter, take the following actions:  Bank
      Lien.
      Foreclose its security interest or lien against Borrower's accounts without
      notice. Acceleration
      Upon Default.
      Accelerate the maturity of the Term Note and, at Bank’s option, any or all other
      Obligations, other than Obligations under any swap agreements (as defined in
      11
      U.S.C. § 101, as in effect from time to time) between Borrower and Bank, or its
      affiliates, which shall be due in accordance with and governed by the provisions
      of said swap agreements; whereupon
      the Term Note and the accelerated Obligations shall be immediately due and
      payable; provided, however, if the Default is based upon a bankruptcy or
      insolvency proceeding commenced by or against Borrower or any guarantor or
      endorser of this Note, all Obligations (other than Obligations under any swap
      agreement as referenced above) shall automatically and immediately be due and
      payable. Cumulative.
      Exercise
      any rights and remedies as provided under the Note and other Loan Documents,
      or
      as provided by law or equity.

    


    REAFFIRMATION
      OF SECURITY AGREEMENT.
      The
      Note, this Agreement and all Loan Documents are and shall continue to be secured
      by that certain Security Agreement between Borrower and Bank as of July 7,
      2004.

    


    NO
      THIRD PARTY BENEFICIARY.
      The
      parties hereto do not intend the benefits of this Agreement to inure to any
      third party. Notwithstanding anything contained in this Agreement or any other
      Loan Document, or any course of conduct by any of the parties hereto, this
      Agreement shall not be construed as creating any rights, claims, or causes
      of
      action against Bank, or any of its officers, agents, or employees, in favor
      of
      any contractor, subcontractor, supplier of labor, materials or services, or
      any
      of their respective creditors, or any other person or entity other than
      Borrower.

    


    CONDITIONS
      PRECEDENT.
      The
      obligations of Bank to make the loan and any advances pursuant to this Agreement
      are subject to the following conditions precedent:  Additional
      Documents.
      Receipt
      by Bank of such additional supporting documents as Bank or its counsel may
      reasonably request.

    


    
      
         

      

      
         

        
          

        

      

      
         

      

    

    IN
      WITNESS WHEREOF,
      Borrower and Bank, on the day and year first written above, have caused this
      Agreement to be executed under seal.

     

    
 

    
      	 	
              Global
                Axcess Corp., a Nevada corporation

              


              


              By:
                ____________________________________(SEAL)

              Name:
                Michael J. Loiacono

              Its:  Chief
                Financial Officer

              


              


              Nationwide
                Money Services, Inc., a Nevada corporation

              


              


              By:
                ____________________________________(SEAL)

              Name: Michael
                J. Loiacono

              Its:  Chief
                Financial Officer

              


              


              EFT
                Integration, Inc., a Florida corporation

              


              


              By:
                ____________________________________(SEAL)

              Name: Michael
                J. Loiacono

              Its:  Chief
                Financial Officer

              


              


              Wachovia
                Bank, National Association

              


              


              By:
                __________________________________________(SEAL)

              Name:
                F. W. Preston, Jr.

              Its:
                Senior Vice President

            	 


    

    


    


     

    
      
         

      

      
         

        
          

        

      

      
         

      

    


     

    EXHIBIT
      A