Square, Lancaster, PA 17602 - 800.610.3924 - FAX: 717.390.2285 - SWIFT:
FLBKUS33 - fultonbank.com
Fulton Bank, N.A. Member FDIC. Member of the Fulton Financial Family.
LOGO [g284560ex10_13fultonbank.jpg]
LETTER OF CREDIT GROUP
EXHIBIT B
IRREVOCABLE STANDBY LETTER OF CREDIT NUMBER: D005961
PAGE
2
EXCEPT AS EXPRESSLY STATED HEREIN, THIS UNDERTAKING IS NOT SUBJECT TO ANY
AGREEMENT, CONDITION OR QUALIFICATION. THE OBLIGATION OF FULTON BANK, N.A. UNDER
THIS STANDBY LETTER OF CREDIT IS THE INDIVIDUAL OBLIGATION OF FULTON BANK, N.A.,
AND IS IN NO WAY CONTINGENT UPON REIMBURSEMENT WITH RESPECT THERETO OR UPON OUR
ABILITY TO PERFECT ANY LIEN, SECURITY INTEREST OR ANY OTHER REIMBURSEMENT.
IT IS A CONDITION OF THIS STANDBY LETTER OF CREDIT THAT IT IS DEEMED TO BE
AUTOMATICALLY EXTENDED WITHOUT AMENDMENT FOR 1 (ONE) YEAR FROM THE EXPIRY DATE
HEREOF, OR ANY FUTURE EXPIRATION DATE, UNLESS THIRTY (3 0) DAYS PRIOR TO ANY
EXPIRATION DATE WE SHALL SEND NOTIFICATION TO YOU BY OVERNIGHT COURIER THAT WE
ELECT NOT TO CONSIDER THIS STANDBY LETTER OF CREDIT EXTENDED FOR ANY SUCH
ADDITIONAL PERIOD.
THIS STANDBY LETTER OF CREDIT IS SUBJECT TO AND GOVERNED BY THE LAWS OF THE
STATE OF NEW YORK AND THE 2007 REVISION OF THE UNIFORM CUSTOMS AND PRACTICE FOR
DOCUMENTARY CREDITS OF THE INTERNATIONAL CHAMBER OF COMMERCE (PUBLICATION 600)
AND IN THE EVENT OF ANY CONFLICT, THE LAWS OF THE STATE OF NEW YORK WILL
CONTROL. IF THIS STANDBY LETTER OF CREDIT EXPIRES DURING AN INTERRUPTION OF
BUSINESS AS DESCRIBED IN ARTICLE 3 6 OF SAID PUBLICATION 600, FULTON BANK, N.A.,
HEREBY SPECIFICALLY AGREES TO EFFECT PAYMENT IF THIS STANDBY LETTER OF CREDIT IS
DRAWN AGAINST WITHIN THIRTY (30) DAYS AFTER RESUMPTION OF BUSINESS.
VERY TRULY YOURS, FULTON BANK, N.A.
AUTHORIZED SIGNATURE
One Penn Square, Lancaster, PA 17602 - 800.610.3924 - FAX: 717.390.2285 - SWIFT:
FLBKUS33 - fultonbank.com
Fulton Bank, N.A. Member FDIC. Member of the Fulton Financial Family.
This Note is intended to amend, restate and supersede that certain Revolving
Line of Credit Term Promissory Note dated December 17, 2007, in the maximum
principal amount of Two Million Six Hundred Thousand Dollars ($2,600,000.00)
from the Borrower, as amended from time to time (the "Original Note"). The
principal amount of this Note, including, without limitation, all amounts
outstanding hereunder, represents a continuation, rearrangement and extension
of, but not a novation, release, satisfaction or payment of, the principal
amount outstanding under the Original Note as of the date of this Note.
AMENDED AND RESTATED REVOLVING
LINE OF CREDIT TERM PROMISSORY NOTE
$10,000,000.00
December 21st, 2011
FOR VALUE RECEIVED, EASTERN INSURANCE HOLDINGS, INC., a Pennsylvania corporation
(the "Borrower"), promises to pay to the order of FULTON BANK, N.A., a national
banking association (the "Bank"), at any of the Bank's banking offices, the
principal sum of Ten Million Dollars ($10,000,000.00) (or such lesser amount as
shall equal the aggregate unpaid principal amount hereof), with interest from
the date hereof at the rate specified below, payable as provided below.
LOAN AGREEMENT - This Note is the Line of