EXHIBIT 10.13
Modification Agreement
This Modification Agreement is made between MFSDN Datanet, Inc., a Delaware
corporation with its principal place of business at 00 Xxxxx Xxxxxx Xxxxxx,
Xxxxx 0000, Xxx Xxxx, Xxxxxxxxxx 00000 ("MFSDN") and ICon International Inc., a
Delaware corporation with its principal place of business at 000 Xxxxxxxxx
Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000 ("Customer"), hereinafter collectively referred
to as the "Parties."
Recitals
WHEREAS, the Parties have entered into an agreement relative to the provision of
data communication services by MFSDN to Customer known as the Master Service
Agreement (the "Agreement"); and
WHEREAS, the Parties have entered into Addendum #1 to the Agreement ("Addendum
#1"); and
WHEREAS, the Parties desire to modify and amend Addendum #1 only as set forth in
this Modification Agreement.
NOW, THEREFORE, in consideration of the mutual covenants contained herein, the
Parties hereby agree as follows:
1. Modifications and Amendments to Addendum #1
Paragraph 1 (entitled "Agreement Term") of Addendum #1 is hereby deleted in its
entirety and replaced with the following:
"This Agreement shall commence upon execution by both Parties and continue in
effect for a period of three (3) years. This Agreement shall automatically be
renewed at the end of such three (3) years for an additional term of three (3)
years, which renewal period shall be deemed part of the Term. Notwithstanding
the foregoing, the terms of this Agreement shall remain in effect as long as
services are provided hereunder. The initial term of service for any service
ordered hereunder will be set forth in a Service Order placed pursuant to this
Agreement."
Paragraph 4 (entitled "Termination") of Addendum #1 is amended by deleting the
last sentence of the first paragraph of such Paragraph 4 and replacing it with
the following:
"In addition, either Party may, in its sole business judgment and with at least
six (6) months notice given during the three (3) year renewal period of the
Term, terminate this Agreement during the three (3) year renewal period of the
Term, such termination to be effective no earlier than the expiration of the
forty-second (42nd) month of the Term.
2. Effect of this Modification Agreement.
Addendum #1 is modified, altered and changed only as set forth in this
Modification Agreement. In the event of any conflict, inconsistency, or
incongruity between the provisions of this Modification Agreement and any
provisions of Addendum #1 or the Master Service Agreement, the provisions of
this Modification Agreement shall in all respects govern and control.
MFSDN: Customer:
By: /s/ By: Xxxxx X. Xxxxxx
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Title: President & CEO Title: President
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Date: 10/19/95 Date: 10/19/95
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