EXHIBIT 10.3
THE BANK OF NEW YORK MELLON
OUR REF.
NO
DATE
S00057145
NOVEMBER
18, 2008
BENEFICIARY
POST MONTGOMERY ASSOCIATES
ONE MONTGOMERY STREET, SUITE 3220
SAN FRANCISCO, CA
94104
ATTN: BUILDING MANAGER
APPLICANT
BROADPOINT SECURITIES GROUP, INC.
1 PENN PLAZA
NEW YORK, NY 10119-4000
GENTLEMEN/LADIES:
OUR REFERENCE NO. S00057145
ACCOUNT OF:
BROADPOINT SECURITIES GROUP, INC.
1 PENN PLAZA
NEW YORK, NY 10119-4000
AVAILABLE WITH:
THE BANK OF NEW YORK MELLON
BY PAYMENT
DRAFTS AT SIGHT
DRAWN ON THE BANK OF NEW YORK MELLON
TO THE EXTENT OF:
***USD338,981.00***
EXPIRY DATE:
NOVEMBER 18, 2009
PLACE OF EXPIRY
OUR COUNTERS
ADDITIONAL DETAILS:
WE HEREBY ESTABLISH OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. S00057145 IN
FAVOR OF POST MONTGOMERY ASSOCIATES FOR THE ACCOUNT OF BROADPOINT SECURITIES
GROUP, INC. FOR A SUM NOT EXCEEDING $338,981, AVAILABLE BY YOUR DRAFTS AT SIGHT
ON US EFFECTIVE IMMEDIATELY AND EXPIRING AT OUR COUNTERS AT OUR CLOSE OF
BUSINESS ON NOVEMBER 18, 2009.
DRAFTS DRAWN HEREUNDER MUST BE ACCOMPANIED BY A STATEMENT SIGNED BY ONE OF YOUR
AUTHORIZED SIGNATORIES READING AS FOLLOWS:
"THE AMOUNT OF THE ACCOMPANYING
DRAFT IS DUE AND PAYABLE TO THE BENEFICIARY UNDER A CERTAIN OFFICE LEASE DATED
AS OF MARCH 31, 2005, BETWEEN POST MONTGOMERY ASSOCIATES AND BROADPOINT
SECURITIES GROUP, INC."
-1-
DRAFTS DRAWN HEREUNDER MUST INDICATE:
"DRAWN UNDER LETTER OF CREDIT
NO. S0057145 OF THE BANK OF NEW YORK MELLON."
IT IS A CONDITION OF THIS LETTER OF CREDIT THAT IT SHALL BE AUTOMATICALLY
EXTENDED WITHOUT AMENDMENT FOR FURTHER PERIODS OF ONE YEAR FROM THE PRESENT AND
EACH FUTURE EXPIRATION DATE, UNLESS, AT LEAST THIRTY (30) DAYS PRIOR TO SUCH
DATE, WE SHALL SEND YOU NOTICE IN WRITING BY OVERNIGHT COURIER, TO THE ATTENTION
OF YOUR BUILDING MANAGER AT THE ABOVE ADDRESS THAT WE ELECT NOT TO RENEW THIS
LETTER OF CREDIT FOR SUCH ADDITIONAL PERIOD.
ANY SUCH NOTICE WILL BE EFFECTIVE
THREE (3) DAYS AFTER BEING SENT BY US, AND THEREAFTER YOU MAY DRAW DRAFTS(S) ON
US AT SIGHT FOR AMOUNTS UP TO THE REMAINING BALANCE OF THIS LETTER OF CREDIT ON
OR BEFORE THE THEN APPLICABLE EXPIRATION DATE, AND SUCH DRAFT(S) NEED NOT BE
ACCOMPANIED BY ANY STATEMENT.
THIS LETTER OF CREDIT IS TRANSFERABLE IN ITS ENTIRETY TO ANY ASSIGNEE OF
TRANSFEREE OF YOUR INTEREST IN THE OFFICE LEASE REFERRED TO ABOVE WITHOUT ANY
FEE OR CHARGE ON YOUR PART OR ON THE PART OF THE TRANSFEREE.
SAID TRANSFER IS
TO BE EFFECTED AT OUR COUNTERS AND IS CONTINGENT UPON:
A)
THE SATISFACTORY COMPLETION OF OUR TRANSFER FORM, ATTACHED HERETO, WITH THE
SPECIMEN SIGNATURE OF THE BENEFICIARY'S AUTHORIZED SIGNATURE PROPERLY VERIFIED
BY AN OFFICER OF THE BENEFICIARY'S BANK; AND
B)
RETURN OF THE ORIGINAL OF THIS LETTER OF CREDIT FOR ENDORSEMENT THEREON BY US TO
THE TRANSFEREE.
IN THE EVENT THIS LETTER OF CREDIT IS TRANSFERRED AS STATED ABOVE, THE SIGHT
DRAFT(S) REQUIRED HEREIN ARE TO BE EXECUTED BY THE TRANSFEREE AS BENEFICIARY.
UNDER NO CIRCUMSTANCES SHALL THIS LETTER OF CREDIT BE TRANSFERRED TO ANY PERSON
OR ENTITY WITH