as of November 13, 2009 Pure Earth Treatment (NJ), Inc. Pure Earth Recycling (NJ), Inc. Rezultz, Incorporated
Exhibit
10.14.3
as of
November 13, 2009
Pure
Earth Treatment (NJ), Inc.
Pure
Earth Recycling (NJ), Inc.
Rezultz,
Incorporated
0000
Xxxxx Xxxx Xxxx
Xxxxxxxx,
XX 00000
Attention: Xxxx
Xxxxxxxxx, President
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RE:
ISDA Master Agreement dated as of November 12, 2008, between Susquehanna
Bank (“Party A”) and Xxxxx Ecology Oil Salvage, Inc., MidAtlantic
Recycling Technologies, Inc., and Rezultz, Inc. (the “ISDA Master
Agreement”).
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Dear Xx.
Xxxxxxxxx:
As you
know, Pure Earth Treatment (NJ), Inc. (formerly known as Xxxxx Ecology Oil
Salvage, Inc.) and Pure Earth Recycling (NJ), Inc. (formerly known as
MidAtlantic Recycling Technologies, Inc.) changed their corporate names on or
about July 31, 2009 (the “Name Change”). Pure Earth Treatment (NJ),
Inc., Pure Earth Recycling (NJ), Inc. and Rezultz, Incorporated are hereinafter
referred to as “Party B”.. As of the date hereof, Party B
and Party A have the following outstanding agreements relating to the ISDA
Master Agreement (collectively, the “Swap Agreements”):
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(a)
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the
Confirmation between Party A and Xxxxx Ecology Oil Salvage, Inc,
MidAtlantic Recycling Technologies, Inc., and Rezultz, Inc. (Ref No.
CFSUSQHANNA2008111302) dated November 13, 2008 (the “Confirmation”);
and
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(b)
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the
ISDA Master Agreement and the Schedule to the ISDA Master Agreement dated
as of November 12, 2008 between Party A and Xxxxx Ecology Oil Salvage,
Inc., MidAtlantic Recycling Technologies, Inc., and Rezultz,
Inc.
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In order
to reflect the Name Change and to correctly reflect the entity “Rezultz, Inc.”
as “Rezultz, Incorporated”, Party A and Party B agree as follows:
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1.
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Effective
as of the date hereof, the Swap Agreements shall be amended as set forth
on Annex A hereto.
.
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2.
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Party
A and Party B each make as of the date hereof the representations and
warranties to the other that are contained in Section 3(a) through (c) of
the ISDA Master Agreement (both with respect to the Swap Agreements and
this letter agreement).
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3.
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Except
for any amendment to the Swap Agreements pursuant to this letter
agreement, all terms and conditions of the Swap Agreements will continue
in full force and effect in accordance with their respective provisions on
the date of this letter agreement. References to the Swap
Agreements, or any one of them, will be to the Swap Agreements, as amended
by this letter agreement.
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4.
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This
letter agreement constitutes the entire agreement and understanding of the
parties with respect to its subject matter and supersedes all oral
communications and prior writings with respect thereto. No amendments,
modification or waiver in respect of this letter agreement will be
effective unless in writing (including a writing evidenced by a facsimile
transmission) and executed by each of the parties. This letter agreement
may be executed and delivered in counterparts (including by facsimile
transmission), each of which will be deemed an original. This letter
agreement shall be governed by and construed in accordance with the law
specified in the Schedule to the ISDA Master
Agreement.
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Please
confirm your agreement to the foregoing by executing this letter agreement and
delivering an executed copy to Party A, Attention: Please provide Susquehanna
Bank via mail or facsimile (000) 000-0000 as soon as possible.
Agreed
and consented by:
SUSQUEHANNA
BANK
By: ____/s/ Xxxx X.
Arbuthnot__________
Name:
Xxxx X. Xxxxxxxxx
Title:
Assistant Vice President
PURE EARTH TREATMENT (NJ),
INC. (formerly known as XXXXX ECOLOGY OIL SALVAGE, INC.), a New Jersey
corporation
By: ____/s/ Xxxx
Alsentzer___________
Xxxx
Xxxxxxxxx
President
PURE EARTH RECYCLING (NJ),
INC., (formerly
known as
MIDATLANTIC RECYCLING
TECHNOLOGIES,
INC.), a Delaware corporation
By: ___/s/ Xxxx
Alsentzer____________
Xxxx
Xxxxxxxxx
President
REZULTZ, INCORPORATED, a New
Jersey Corporation
By: ___/s/ Xxxx
Alsentzer____________
Xxxx
Xxxxxxxxx
President
Annex A
Any
references in the Swap Agreements to:
(a) “Xxxxx
Ecology Oil Salvage, Inc.” is amended and restated as “Pure Earth Treatment
(NJ), Inc.”;
(b) “MidAtlantic
Recycling Technologies, Inc.” is amended and restated as “Pure Earth Recycling
(NJ), Inc.”; and
(c) “Rezultz,
Inc.” is amended and restated as “Rezultz, Incorporated”.
