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Exhibit 10.13
FIRSTRUST BANK
Direct Dial#:
(610) 238-5018
Irrevocable Letter of Credit No. 155
Issue Date: October 19, 1999
Expiration Date: October 19, 2000
Amount: $122,000.00
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Beneficiary APPLICANT
COMMONWEALTH OF MICHAEL A. KARP T/A
PENNSYLVANIA ATX TELECOMMUNICATIONS
50 Monument Road
Bala Cynwyd, PA 19004
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We hereby establish this Irrevocable Letter of Credit No. 155 in favor of
the aforesaid addressee ("Beneficiary") for drawings up to United States One
Hundred Twenty-Two Thousand and 00/100 (U.S. $122,000.00) Dollars effective
immediately. This Letter of Credit is issued, presentable and payable at our
office at Firstrust Savings Bank, 15 East Ridge Pike, Fourth Floor,
Conshohocken, Pennsylvania, 19428, and expires with our close of business on
October 19, 2000.
The term "Beneficiary" includes any successor by operation of law of the
named Beneficiary including, without limitation, any liquidator, rehabilitator,
receiver or conservator.
We hereby undertake to promptly honor your sight draft(s) drawn on us
accompanied by an Affidavit signed by the Prothonotary or other duly authorized
officer of Commonwealth Court, such that Applicant has failed to pay within ten
(10) days such sums of money due and owing pursuant to a final, non-appealable
Order of the Commonwealth Court and referencing our Letter of Credit No. 155,
for all or any part of this Credit if presented at our office specified in the
first paragraph hereof on or before the expiry date or any automatically
extended expiry date.
Except as expressly stated herein, this undertaking is not subject to any
agreement, condition or qualification. The obligations of Firstrust Savings Bank
under this Letter of Credit is the individual obligation of Firstrust Savings
Bank and is in no way contingent upon reimbursement with respect thereto.
It is a condition of this Letter of Credit that it is deemed to be
automatically extended without amendment for one year from the expiry date
hereof, or any future expiration date, unless thirty (30) days prior to any
expiration date, we notify you by registered mail that we elect not to consider
this Letter of Credit renewed for any such additional period.
This Letter of Credit is subject to and governed by the laws of the
Commonwealth of Pennsylvania and the 1983 revision of the Uniform Customs and
Practice for
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Letter of Credit No. 155
Page Two
Documentary Credits of the International Chamber of Commerce (publication no.
400) and, in the event of any conflict, the Laws of the Commonwealth of
Pennsylvania will control. If this Letter of Credit expires during an
interruption of business as described in Article 19 of said Publication No. 400,
the bank hereby specifically agrees to effect payment if this Letter of Credit
is drawn against within thirty (30) days after the resumption of business.
Very truly yours,
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/s/ CARL M. GRENEN /s/ WILLIAM F. BRUCKNER
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Carl M. Grenen William F. Bruckner
Sr. Vice President, Finance Vice President, Commercial Lending
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FIRSTRUST BANK
AMENDMENT TO
IRREVOCABLE LETTER OF CREDIT NUMBER 155
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ORIGINAL ISSUE DATE: October 19, 1999
EXPIRATION DATE: October 19, 2000
AMOUNT: $122,000.00
BENEFICIARY COMMONWEALTH OF PENNSYLVANIA
APPLICANT MICHAEL A. KARP T/A ATX TELECOMMUNICATIONS
50 MONUMENT ROAD BALA CYNWYD, PA 19004
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WE HEREBY AMEND THE ABOVE REFERENCED IRREVOCABLE LETTER OF CREDIT AS
FOLLOWS:
It is a condition of this Letter of Credit that it shall continue
automatically during the pendency of the case of Michael Karp, Thomas
Gravina and Debra Buruchian t/a ATX Telecommunications Services, Ltd., No.
426 F&R 1999. The pendency of this litigation shall be deemed to include
appeals beyond Commonwealth Court. Once the above captioned case has been
terminated, either through settlement, unappealed litigation or otherwise,
the Letter of Credit may be returned through the filing of a motion with
the Commonwealth Court and noticed to the Tax Litigation Section of the
Office of Attorney General.
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/s/ WILLIAM F. BRUCKNER /s/ CARL M. GRENEN
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William F. Bruckner Carl M. Grenen
Vice President, Commercial Loans Senior Vice President, Finance
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