Form of Letter of Credit. The Letter of Credit shall: (i) be issued by (and at all times be drawable upon) a federally insured national bank approved by Landlord in writing in its reasonable discretion (and Landlord hereby approves of Xxxxx Fargo); (ii) be an irrevocable and unconditional standby Letter of Credit issued in the full amount of the required LOC Amount; (iii) be issued in the name of Landlord as beneficiary; (iv) have an initial term commencing on the date of issuance and ending no earlier than September 30, 2012; (v) state on its face that, notwithstanding the stated expiration date, the term of the Letter of Credit shall be automatically renewed for successive, additional one (1) year periods unless, at least sixty (60) days prior to any such date of expiration, the issuing bank shall have given written notice to Landlord, by certified mail, return receipt requested that the Letter of Credit will not be renewed; (vi) have a final expiration date of not less than sixty (60) days after the Expiration Date (as such may be adjusted for renewals and extensions); (vii) expressly provide that Landlord (and/or its successors and assigns) is entitled to make one or more draws under the Letter of Credit upon delivery to issuer of a sight draft (a “Draft”) in a banking office of issuer in Palo Alto, California (or such other location as is approved by Landlord in writing) and signed by a purported officer or authorized agent or representative of Landlord and certifying to the issuer that a Draw Event (hereinafter defined) has occurred and that Landlord is entitled to draw upon the Letter of Credit in the amount of the draft submitted therewith; (viii) allow partial draws by Landlord at its discretion from time to time subject to the other provisions of this Section 2; (ix) provide that the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy of the Draft or the authority of any person or party executing same and regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred by Landlord, without cost to Landlord, to a subsequent owner of the Project (including a foreclosing mortgage lender) by written notice by the transferring Landlord/beneficiary to the issuer, at which time the issuer of the Letter of Credit must be obligated to issue a new Letter of Credit on the identical terms to the transferee (naming the transferee as beneficiary) upon written request by such transferee and surrender of the previously issued Letter of Credit; (xi) remain in effect notwithstanding any assignment of this Lease or subletting by Tenant; (xii) be subject to the International Standby Practices 1998 (or such other recognized standards as Landlord may elect), and (xiii) otherwise be in a form satisfactory to Landlord in its sole and absolute discretion.
Appears in 2 contracts
Samples: Office Lease (Box Inc), Office Lease (Box Inc)
Form of Letter of Credit. Letter of Credit Amount. Tenant shall, within two (2) weeks following Tenant's execution and delivery of this Lease (the "Letter of Credit Delivery Date"), deliver to Landlord, as protection for the full and faithful performance by Tenant of all of its obligations under this Lease and for all losses and damages Landlord may suffer as a result of any breach or default by Tenant under this Lease, an irrevocable and unconditional negotiable standby letter of credit (the "Letter of Credit"), in the form attached hereto as Exhibit H and containing the terms required herein, payable in the City of Los Angeles, California, running in favor of Landlord and issued by a solvent, nationally recognized bank with a long term rating of A or higher (by Standard Poor's) or a long term rating of A2 or higher (by Xxxxx'x), under the supervision of the Superintendent of Banks of the State of California, or a national banking association, in the amount of $407,566.00 (the "Letter of Credit Amount"). In no event shall Landlord be obligated to disburse any portion of the Tenant Improvement Allowance until Landlord has received the Letter of Credit in compliance with the terms of this Article 27. The Letter of Credit shall: shall (i) be issued by ("callable" at sight, irrevocable and at all times be drawable upon) a federally insured national bank approved by Landlord in writing in its reasonable discretion (and Landlord hereby approves of Xxxxx Fargo); unconditional, (ii) be an irrevocable maintained in effect, whether through renewal or extension, for the period from the Commencement Date and unconditional standby continuing until the date (the "LC Expiration Date") that is one hundred twenty (120) days after the expiration of the Term (as the same may be extended), and Tenant shall deliver a new Letter of Credit issued in or certificate of renewal or extension to Landlord at least ninety (90) days prior to the full amount of the required LOC Amount; (iii) be issued in the name of Landlord as beneficiary; (iv) have an initial term commencing on the date of issuance and ending no earlier than September 30, 2012; (v) state on its face that, notwithstanding the stated expiration date, the term of the Letter of Credit shall then held by Landlord, without any action whatsoever on the part of Landlord, (iii) be automatically renewed for successivefully assignable by Landlord, additional one its successors and assigns, (1iv) year periods unlesspermit partial draws and multiple presentations and drawings, at least sixty and (60v) be otherwise subject to the International Standby Practices 1998, International Chamber of Commerce Publication No. 590. If Tenant exercises its option to extend the Term pursuant to Section 2.5 of this Lease then, not later than ninety (90) days prior to any such date the commencement of expirationthe Renewal Term, Tenant shall deliver to Landlord a new Letter of Credit or certificate of renewal or extension evidencing the LC Expiration Date as one hundred twenty (120) days after the expiration of the Renewal Term. The form and terms of the Letter of Credit and the bank issuing bank the same (the "Bank") shall have given written notice be acceptable to Landlord, by certified mailin Landlord's sole discretion. Landlord, return receipt requested or its then managing agent, shall have the right to draw down an amount up to the face amount of the Letter of Credit if any of the following shall have occurred or be applicable: (1) such amount is due to Landlord under the terms and conditions of this Lease, or (2) Tenant has filed a voluntary petition under the U.S. Bankruptcy Code or any state bankruptcy code (collectively, "Bankruptcy Code"), or (3) an involuntary petition has been filed against Tenant under the Bankruptcy Code, or (4) the Bank has notified Landlord that the Letter of Credit will not be renewed; (vi) have a final expiration date of not less than sixty (60) days after renewed or extended through the LC Expiration Date or (as such may be adjusted for renewals 5) the long term rating of the Bank has been downgraded to BBB or lower (by Standard & Poor's) or Baa2 or lower (by Xxxxx'x) and extensions); (vii) expressly provide that Landlord (and/or its successors and assigns) is entitled Tenant has failed to make one or more draws under the deliver a new Letter of Credit upon delivery to issuer from a bank with a long term rating of a sight draft A or higher (a “Draft”by Standard & Poor's) in a banking office of issuer in Palo Alto, California or A2 or higher (or such other location as is approved by Landlord in writingXxxxx'x) and signed by a purported officer or authorized agent or representative of Landlord and certifying to otherwise meeting the issuer that a Draw Event requirements set forth in this Article 27 within thirty (hereinafter defined30) has occurred and that Landlord is entitled to draw upon the Letter of Credit in the amount of the draft submitted therewith; (viii) allow partial draws by Landlord at its discretion days following notice from time to time subject to the other provisions of this Section 2; (ix) provide that the Landlord. The Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy of the Draft or the authority of any person or party executing same and Bank regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred by Landlord, without cost 's right to Landlord, to a subsequent owner of the Project (including a foreclosing mortgage lender) by written notice by the transferring Landlord/beneficiary to the issuer, at which time the issuer of draw upon the Letter of Credit must be obligated to issue a new Letter of Credit on the identical terms to the transferee (naming the transferee as beneficiary) upon written request by such transferee and surrender of the previously issued Letter of Credit; (xi) remain in effect notwithstanding any assignment of this Lease or subletting by Tenant; (xii) be subject to the International Standby Practices 1998 (or such other recognized standards as Landlord may elect), and (xiii) otherwise be in a form satisfactory to Landlord in its sole and absolute discretion.
Appears in 1 contract
Samples: Lease (Catasys, Inc.)
Form of Letter of Credit. The Letter of Credit shall: (i) be issued by (and at all times be drawable upon) a federally insured national bank approved by Landlord in writing in its reasonable discretion (and Landlord hereby approves of Xxxxx Fargo)discretion; (ii) be an irrevocable and unconditional standby Letter of Credit issued in the full amount of the required LOC Amount; (iii) be issued in the name of Landlord as beneficiary; (iv) have an initial term commencing on the date of issuance and ending no earlier than September 30, 2012the first (1st) anniversary of this Lease Commencement Date; (v) state on its face that, notwithstanding the stated expiration date, the term of the Letter of Credit shall be automatically renewed for successive, additional one (1) year periods unless, at least sixty (60) days prior to any such date of expiration, the issuing bank shall have given written notice to Landlord, by certified mail, return receipt requested that the Letter of Credit will not be renewed; (vi) have a final expiration date of not less than sixty (60) days after the Expiration Date (as such may be adjusted for renewals and extensions); (vii) expressly provide that Landlord (and/or its successors and assigns) is entitled to make one or more draws under the Letter of Credit upon delivery to issuer of a sight draft (a “Draft”) in a banking office of issuer in Palo AltoDallas, California Texas (or such other location as is approved by Landlord in writingLandlord) and signed by a purported officer or authorized agent or representative of Landlord and certifying to the issuer that a Draw Event (hereinafter defined) has occurred and that Landlord is entitled to draw upon the Letter of Credit in the amount of the draft submitted therewith; (viii) allow partial draws by Landlord at its discretion from time to time subject to the other provisions of this Section 2time; (ix) provide that the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy of the Draft or the authority of any person or party executing same and regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred by Landlord, without cost to Landlord, to a subsequent owner of the Project (including a foreclosing mortgage lender) by written notice by the transferring Landlord/beneficiary to the issuerissuer (with a copy to the Tenant), at which time the issuer of the Letter of Credit must be obligated to issue a new Letter of Credit on the identical terms to the transferee (naming the transferee as beneficiary) upon written request by such transferee and surrender of the previously issued Letter of Credit; (xi) remain in effect notwithstanding any assignment of this Lease or subletting by Tenant; (xii) be subject to the International Standby Practices 1998 (or such other recognized standards as Landlord may elect), and (xiii) otherwise be in a form satisfactory to Landlord in its sole and absolute reasonable discretion.
Appears in 1 contract
Form of Letter of Credit. In addition to its primary ------------------------ obligations under this Lease and as part of the Security Deposit required above, Tenant shall, within three (3) days after the satisfaction of the Loan Commitment Condition, and continuing throughout the Lease Term, provide security against a default by Tenant under this Lease by delivering to Landlord an unconditional, irrevocable, standby letter of credit ("LC"), naming Landlord as the payee thereunder, with terms as described in more detail below. The Letter of Credit shall: LC shall be initially be in an amount equal to One Million Five Hundred Thousand Dollars (i$1,500,000.00), which amount shall be increased to Three Million One Hundred Ten Thousand Dollars ($3,110,000.00) no later than three (3) days after the Commencement Date. The LC shall be issued by a money center bank (a bank which accepts deposits, maintains accounts, has a local San Diego, Orange County, or Los Angeles office which will negotiate a letter of credit, and at all times whose deposits are insured by the FDIC) reasonably acceptable to Landlord, and shall be in a form and content reasonably acceptable to Landlord and in the form required hereunder. The LC shall be drawable upon) a federally insured national bank approved by Landlord in writing in its reasonable discretion (and upon presentation of a sight draft or demand to the LC issuer. Landlord hereby approves of Xxxxx Fargo); (ii) be an irrevocable and unconditional standby Letter of Credit issued in the full amount of the required LOC Amount; (iii) be issued in the name of Landlord as beneficiary; (iv) have an initial term commencing on the date of issuance and ending no earlier than September 30, 2012; (v) state on its face that, notwithstanding the stated expiration date, the term of the Letter of Credit shall be automatically renewed for successive, additional one may present such a sight draft or demand if (1) year periods unless, at least sixty the LC has not been renewed and replaced by Tenant by thirty (6030) days prior to any such date of expiration, the issuing bank shall have given written notice to Landlord, by certified mail, return receipt requested that the Letter of Credit will not be renewed; (vi) have a final expiration date of the then effective LC, or (2) Tenant commits a default under the Lease and has not less than sixty either (60A) timely cured the same, as provided herein, or (B) prior to thirty (30) days after the Expiration Date (as such may be adjusted for renewals and extensions); (vii) expressly provide that Landlord (and/or its successors and assigns) is entitled to make one or more draws under the Letter of Credit upon delivery to issuer of a sight draft (a “Draft”) in a banking office of issuer in Palo Alto, California (or such other location as is approved by Landlord in writing) and signed by a purported officer or authorized agent or representative of Landlord and certifying prior to the issuer that a Draw Event (hereinafter defined) has occurred and that expiration of the LC, whichever occurs first, cured the same; provided, however, proceeds of the drawn LC shall be applied to damages or charges to which Landlord is entitled under the Lease as a result of Tenant's default. The LC is not intended to draw upon represent liquidated damages for Tenant's default, but only a mechanism for paying the Letter of Credit in the amount of the draft submitted therewith; (viii) allow partial draws by damages or charges to which Landlord at its discretion from time to time subject to the other provisions of this Section 2; (ix) provide that the Letter of Credit will may be honored entitled. If allowed by the issuing bank without inquiry as to the accuracy of the Draft or the authority of any person or party executing same bank, Landlord shall be entitled, at Landlord's sole cost and regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred by Landlord, without cost to Landlordexpense, to grant a subsequent owner security interest in, or make a collateral assignment of, Landlord's rights under the LC in connection with mortgage indebtedness incurred by Landlord to a bona fide third-party institutional lender in an arm's-length transaction; provided, however, that any grantee of a security interest or assignee of a collateral assignment acknowledges in writing that the Project (including a foreclosing mortgage lender) by written notice LC is bound by the transferring Landlord/beneficiary to the issuer, at which time the issuer of the Letter of Credit must be obligated to issue a new Letter of Credit on the identical terms to the transferee (naming the transferee as beneficiary) upon written request by such transferee and surrender of the previously issued Letter of Credit; (xi) remain in effect notwithstanding any assignment of this Lease or subletting by Tenant; (xii) be subject to Lease. Tenant shall otherwise pay all expenses, points, and/or fees incurred in obtaining the International Standby Practices 1998 (or such other recognized standards as Landlord may elect), and (xiii) otherwise be in a form satisfactory to Landlord in its sole and absolute discretionLC.
Appears in 1 contract
Samples: Lease Agreement (Illumina Inc)
Form of Letter of Credit. The Letter of Credit shall: (i) be issued by (and at all times be drawable upon) a federally insured national bank approved by Landlord in writing in its reasonable discretion (and Landlord hereby approves of Xxxxx Fargo); (ii) be an irrevocable and unconditional standby Letter of Credit issued in the full amount of the required LOC Amount; (iii) be issued in the name of Landlord as beneficiary; (iv) have an initial term commencing on the date of issuance and ending no earlier than September 30, 2012; (v) state on its face that, notwithstanding the stated expiration date, the term of the Letter of Credit shall be automatically renewed (i) irrevocable; (ii) issued by a financial institution approved by Landlord in Landlord’s sole, reasonable discretion; (iii) in a form permitting partial and multiple drawings; (v) for successive(a) the entire Term extending until the date that which is ninety (90) days after the expiration of the Term, additional as such Term may be extended pursuant to the provisions of this Lease or (b) multiple terms of one (1) year periods unlesseach in duration, renewed at least sixty (60) days prior to any such date of expirationthe expiration thereof, the issuing bank shall have given written notice to Landlord, by certified mail, return receipt requested that entire term extending until the Letter of Credit will not be renewed; date which is ninety (vi) have a final expiration date of not less than sixty (6090) days after the Expiration Date (expiration of the Term, as such Term may be adjusted for renewals extended pursuant to the provisions of the Lease; and extensions); (viivi) expressly provide that Landlord (and/or be in the form attached hereto as Exhibit H or otherwise in form and substance acceptable to the Landlord, in its successors and assigns) is entitled to make one or more draws reasonable discretion. If a partial drawing occurs under the Letter of Credit Credit, the Tenant shall, upon delivery demand but not more than five (5) business days after such partial drawing, cause the financial institution to issuer of a sight draft (a “Draft”) in a banking office of issuer in Palo Alto, California (or such other location as is approved by Landlord in writing) and signed by a purported officer or authorized agent or representative of Landlord and certifying to the issuer that a Draw Event (hereinafter defined) has occurred and that Landlord is entitled to draw upon reissue the Letter of Credit in the amount then currently required under the terms of the draft submitted therewith; Lease. In addition, within five (viii5) allow partial draws by Landlord at its discretion from time to time subject to business days after the other provisions of this Section 2; (ix) provide bank that issued the Letter of Credit will be honored then held by Landlord enters into any form of regulatory or governmental receivership or other similar regulatory or governmental proceeding, including any receivership instituted or commenced by the issuing bank without inquiry as Federal Deposit Insurance Corporation (“FDIC”), or is otherwise declared insolvent or downgraded by the FDIC, Tenant shall deliver to Landlord a replacement letter of credit in the accuracy same form and amount of the Draft or the authority initial letter of any person or party executing same credit and regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred by Landlord, without cost to Landlord, to from a subsequent owner of the Project (including a foreclosing mortgage lender) by written notice by the transferring Landlord/beneficiary to the issuer, at which time the issuer of the Letter of Credit must be obligated to issue a new Letter of Credit on the identical terms to the transferee (naming the transferee as beneficiary) upon written request by such transferee and surrender of the previously issued Letter of Credit; (xi) remain in effect notwithstanding any assignment of this Lease or subletting by Tenant; (xii) be subject to the International Standby Practices 1998 (or such other recognized standards as Landlord may elect), and (xiii) otherwise be in a form satisfactory banking institution acceptable to Landlord in its sole and absolute discretion. Notwithstanding the foregoing, the Landlord shall be entitled to draw down the entire amount of the Letter of Credit, without any notice, at any time on or after the earlier of (i) the occurrence of an Event of Default by Tenant under this Lease; or (ii) the thirtieth (30th) day preceding the expiration date of the Letter of Credit in the event Tenant is required to and fails to replace the Letter of Credit.
Appears in 1 contract
Samples: Office Lease (Zscaler, Inc.)
Form of Letter of Credit. The [ISSUING BANK NAME] IRREVOCABLE STANDBY LETTER OF CREDIT NO. _ DATE: BENEFICIARIES: APPLICANT: Long Island Power Authority [ ] And Long Island Lighting Company d/b/a/ LIPA c/o Long Island Power Authority 000 Xxxxx Xxxxxxxx Boulevard, Suite 403 Uniondale, New York 11553 Attn: Vice President, Power Markets INITIAL AMOUNT: USD $ DATE OF EXPIRY: On the Expiration Date (as hereinafter defined), as the same may be extended from time to time pursuant to the terms hereof PLACE OF EXPIRY: At our Counters We hereby issue in your favor our Irrevocable Standby Letter of Credit shall: No. (i) be issued by (and at all times be drawable upon) a federally insured national bank approved by Landlord in writing in its reasonable discretion (and Landlord hereby approves of Xxxxx Fargo); (ii) be an irrevocable and unconditional standby this “Letter of Credit issued Credit”) for the account of [ ](the “Applicant”), on behalf of [ ] (“Fuel Manager”)], in the full aggregate stated amount not to exceed AND /100 US DOLLARS (US$ ) (as the same may be reduced from time to time as a result of draws made pursuant to the required LOC provisions of this Letter of Credit, the “Available Amount; (iii) be issued in the name of Landlord as beneficiary; (iv) have an initial term commencing ”), effective immediately and expiring at 5:00 p.m., New York, New York, time, on the date of issuance and ending no earlier than September 30, 2012; Expiration Date (vas hereinafter defined) state on its face that, notwithstanding the stated expiration date, the term of the at our counters at [ ]. This Letter of Credit shall be automatically renewed of no further force or effect upon the close of business on [ , ] (or, if such day is not a Business Day (as hereinafter defined), on the next preceding Business Day (the “Expiration Date”)); provided, however, that this Letter of Credit may be extended at the written request of the Applicant but at our option for successivea period of one or more years per extension, additional one effective upon the then applicable Expiration Date (1each such extended expiration date being referred to as the “New Expiration Date”) year periods unless, at least sixty upon written notice of such extension given by us to you. Such notice of extension must be given not less than ten (6010) days prior to the Expiration Date or any New Expiration Date and if such date notice of expirationextension is not given at such time, the issuing bank shall have given written notice to Landlord, by certified mail, return receipt requested that the this Letter of Credit will not be renewed; (vi) have a final expiration date of not less than sixty (60) days after expires on the Expiration Date (as such may be adjusted for renewals or any New Expiration Date. For the purposes hereof, “Business Day” shall mean any day on which commercial banks are not authorized or required to close in New York, New York. Subject to the terms and extensions); (vii) expressly provide that Landlord (and/or its successors and assigns) is entitled to make one or more draws conditions herein, funds under the this Letter of Credit upon delivery are available to issuer of a sight draft (a “Draft”) you by presentation in a banking office of issuer in Palo Altostrict compliance on or prior to 5:00 p.m., California (New York, New York time, on or such other location as is approved by Landlord in writing) and signed by a purported officer or authorized agent or representative of Landlord and certifying prior to the issuer that a Draw Event (hereinafter defined) has occurred and that Landlord is entitled to draw upon the Letter of Credit in the amount of the draft submitted therewith; (viii) allow partial draws by Landlord Expiration Date or any New Expiration Date at its discretion from time to time subject to the other provisions of this Section 2; (ix) provide that the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy of the Draft or the authority of any person or party executing same and regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred by Landlord, without cost to Landlord, to a subsequent owner of the Project (including a foreclosing mortgage lender) by written notice by the transferring Landlord/beneficiary to the issuer, at which time the issuer of the Letter of Credit must be obligated to issue a new Letter of Credit on the identical terms to the transferee (naming the transferee as beneficiary) upon written request by such transferee and surrender of the previously issued Letter of Credit; (xi) remain in effect notwithstanding any assignment of this Lease or subletting by Tenant; (xii) be subject to the International Standby Practices 1998 (or such other recognized standards as Landlord may elect), and (xiii) otherwise be in a form satisfactory to Landlord in its sole and absolute discretion.our counters of:
Appears in 1 contract
Samples: Fuel Management Agreement
Form of Letter of Credit. (a) The Letter of Credit shall: (i) shall be issued by (a clean, irrevocable, sight draft letter of credit in form and at all times be drawable upon) a federally insured national bank approved by Landlord in writing substance satisfactory to Lender in its reasonable sole and absolute discretion, issued to Lender by a bank or another institution acceptable to Lender in its sole and absolute discretion (having a San Francisco, California branch office or a Los Angeles County, California branch office which will honor and Landlord hereby approves of Xxxxx Fargo); (ii) be an irrevocable and unconditional standby permit one or more draws upon the Letter of Credit issued in (the full amount "Issuing Bank"). The Letter of the required LOC Amount; (iii) be issued in the name of Landlord as beneficiary; (iv) Credit shall have an initial term commencing on the expiration date of issuance and ending no earlier than September 30, 2012; twelve (v12) state months after the issuance thereof and shall provide that it shall be automatically and continually renewed on its face that, notwithstanding the stated expiration date, the term of an "evergreen" basis subject to customary "evergreen" terms and conditions which are satisfactory to Lender. Drawings under the Letter of Credit shall be by clean sight draft, without documents. The Letter of Credit shall be unconditional, irrevocable, and transferable, shall permit partial drawings, shall be governed by New York law, and the issuer, terms and other features shall be subject to the approval of Lender in its sole and absolute discretion. Unless the Letter of Credit has automatically renewed for successive, additional one (1) year periods unless, at least sixty (60) days prior to any such date of expiration, or extended and Lender has not received notice from the issuing bank shall have given written notice to Landlord, by certified mail, return receipt requested Issuing Bank that the Letter of Credit will not be renewed; automatically renewed or extended, at least thirty (vi) have a final expiration date of not less than sixty (6030) days after the Expiration Date (as such may be adjusted for renewals and extensions); (vii) expressly provide that Landlord (and/or its successors and assigns) is entitled prior to make one or more draws under any expiration of the Letter of Credit upon delivery to issuer of a sight draft (a “Draft”) in a banking office of issuer in Palo AltoCredit, California (or such other location as is approved by Landlord in writing) and signed by a purported officer or authorized agent or representative of Landlord and certifying to the issuer that a Draw Event (hereinafter defined) has occurred and that Landlord is entitled to draw upon the any subsequent Letter of Credit in the amount of the draft submitted therewith; (viii) allow partial draws by Landlord at its discretion from time Credit, Borrower shall deliver to time subject to the other provisions of this Section 2; (ix) provide that the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy of the Draft Lender a renewal or the authority of any person or party executing same and regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred by Landlord, without cost to Landlord, to a subsequent owner of the Project (including a foreclosing mortgage lender) by written notice by the transferring Landlord/beneficiary to the issuer, at which time the issuer replacement of the Letter of Credit must which shall be obligated identical to issue a new the original Letter of Credit on in all respects except (i) the identical terms expiration date and (ii) the LC Amount if the LC Amount is otherwise permitted to the transferee (naming the transferee as beneficiary) upon written request by have been reduced in accordance with this Agreement. Borrower's failure to deliver such transferee and surrender renewal or replacement of the previously issued Letter of Credit; , or any subsequent Letter of Credit, within the time period and in the manner specified in the immediately preceding sentence shall constitute an LOC Event of Default (xi) remain in effect notwithstanding any assignment as hereinafter defined), and Lender may at its option and without giving notice to Borrower immediately draw upon such Letter of this Lease or subletting by Tenant; (xii) be subject to Credit the International Standby Practices 1998 full amount of such Letter of Credit (or such other recognized standards lesser amount as Landlord may elect), and (xiii) otherwise be in a form satisfactory to Landlord Lender shall determine in its sole and absolute discretion, which shall not be deemed a waiver of Lender's right to make future draws), and hold and apply the proceeds as provided in Section 6(b). Any renewal or replacement of the Letter of Credit which is issued on or after the date which is nine (9) months prior to the Maturity Date shall have an expiration date not earlier than three (3) months after such Maturity Date. Lender acknowledges that the form and substance, and issuer, of the letter of credit a copy of which is attached hereto as Exhibit A complies with the requirements for the initial Letter of Credit required by this Agreement.
(b) The Letter of Credit shall be transferable or assignable by Lender at no cost to Lender in connection with a sale, transfer or assignment of all or any portion of Lender's right, title and interest in and to the Loan.
(c) The Letter of Credit shall be the exclusive property of Lender. Borrower shall have no interest in the Letter of Credit, and the same shall not be pledged, mortgaged, assigned or encumbered in any manner whatsoever by Borrower. The use, application or retention of the Letter of Credit or any portion thereof by Lender in accordance with the terms of this Agreement shall not affect or prejudice any other right or remedy of Lender provided under this Agreement or any of the other Loan Documents, the Guaranty or the Indemnity Agreement, at law or in equity, it being intended that Lender shall not be required to proceed against (or exhaust) any other security for the obligations of Borrower as a condition of drawing upon the Letter of Credit, and shall not operate as a limitation on any recovery to which Lender may otherwise be entitled.
Appears in 1 contract
Samples: Letter of Credit Agreement (Maguire Properties Inc)
Form of Letter of Credit. Concurrent with the execution of this Lease, ------------------------ Tenant shall deliver to Landlord an irrevocable, unconditional standby letter of credit in the original face amount of Six Hundred Twenty-Five Thousand Dollars ($625,000) in the form attached hereto as Exhibit C (the "Letter of Credit") to --------- secure the full and faithful performance of each and every term and provision of this Lease to be performed by Tenant as set forth in Section 4.1 above. The Letter of Credit shall: (i) shall be issued by a bank or financial institution ("Issuing Bank") which is acceptable to Landlord and at all times be drawable upon) which accepts deposits, maintains accounts, is FDIC insured and has a federally insured national bank approved by Landlord in writing in its reasonable discretion (and Landlord hereby approves local Mountain View or San Francisco office which will negotiate the Letter of Xxxxx Fargo); (ii) be an irrevocable and unconditional standby Credit. The Letter of Credit issued shall permit full or partial draws by Landlord or Landlord's assignee. Tenant shall pay all expenses, points or fees incurred by Tenant in obtaining, maintaining and renewing the Letter of Credit. As provided in Section 4.1 above, Tenant shall cause the Letter of Credit to remain in full force and effect during the entire term of this Lease and for a period of sixty (60) days following the expiration or earlier termination of this Lease (except in the case of termination of this Lease solely by reason of Landlord's material default hereunder). Provided this Lease has not expired or terminated, Tenant shall replace or renew the Letter of Credit from time to time at least thirty (30) days before its stated expiration date. Failure to so replace or renew the Letter of Credit shall constitute a default hereunder and Landlord shall thereafter be entitled to draw the full amount of the required LOC Amount; (iii) be issued in the name Letter of Landlord Credit and hold it as beneficiary; (iv) have an initial term commencing on the date of issuance and ending no earlier than September 30, 2012; (v) state on its face that, notwithstanding the stated expiration date, the term a cash security deposit. The terms of the Letter of Credit shall be automatically renewed for successive, additional one (1) year periods unless, at least sixty (60) days prior to any such date of expiration, the issuing bank shall have given written notice to Landlord, by certified mail, return receipt requested that the Letter of Credit will not be renewed; (vi) have a final expiration date of not less than sixty (60) days after the Expiration Date (as such may be adjusted for renewals and extensions); (vii) expressly provide that Landlord (and/or its successors and assigns) is entitled to make one or more draws under the Letter of Credit upon delivery to issuer of a sight draft (a “Draft”) in a banking office of issuer in Palo Alto, California (or such other location as is approved by Landlord in writing) and signed by a purported officer or authorized agent or representative of Landlord and certifying to the issuer that a Draw Event (hereinafter defined) has occurred and that Landlord is entitled to draw upon the Letter of Credit in the amount of the draft submitted therewith; (viii) allow partial draws by Landlord at its discretion from time to time subject to the other provisions of this Section 2; (ix) provide that the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy of the Draft or the authority of any person or party executing same and regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred is assignable by Landlord, without cost to Landlordas beneficiary thereunder, to a subsequent owner any transferee or assignee of Landlord's interest in the Project (including a foreclosing mortgage lender) by written notice by the transferring Premises who expressly assumes in writing Landlord/beneficiary to the issuer, at which time the issuer of the Letter of Credit must be obligated to issue a new Letter of Credit on the identical terms to the transferee (naming the transferee as beneficiary) upon written request by such transferee and surrender of the previously issued Letter of Credit; (xi) remain in effect notwithstanding any assignment of 's obligations under this Lease or subletting by Tenant; (xii) be subject to the International Standby Practices 1998 (or such other recognized standards as Landlord may elect), and (xiii) otherwise be in a form satisfactory to Landlord in its sole and absolute discretionLease.
Appears in 1 contract
Samples: Office Lease (Chemdex Corp)
Form of Letter of Credit. Concurrent with the execution of this Lease, ------------------------ Tenant shall deliver to Landlord an irrevocable, unconditional standby letter of credit in the original face amount of One Million Eight Hundred Seventy-Five Thousand Dollars ($1,875,000) in the form attached hereto as Exhibit C (the --------- "Letter of Credit") to secure the full and faithful performance of each and every term and provision of this Lease to be performed by Tenant as set forth in Section 4.1 above. The Letter of Credit shall: (i) shall be issued by a bank or financial institution ("Issuing Bank") which is acceptable to Landlord and at all times be drawable upon) which accepts deposits, maintains accounts, is FDIC insured and has a federally insured national bank approved by Landlord in writing in its reasonable discretion (and Landlord hereby approves local Mountain View or San Francisco office which will negotiate the Letter of Xxxxx Fargo); (ii) be an irrevocable and unconditional standby Credit. The Letter of Credit issued shall permit full or partial draws by Landlord or Landlord's assignee. Tenant shall pay all expenses, points or fees incurred by Tenant in obtaining, maintaining and renewing the Letter of Credit. As provided in Section 4.1 above, Tenant shall cause the Letter of Credit to remain in full force and effect during the entire term of this Lease and for a period of sixty (60) days following the expiration or earlier termination of this Lease (except in the case of termination of this Lease solely by reason of Landlord's material default hereunder). Provided this Lease has not expired or terminated, Tenant shall replace or renew the Letter of Credit from time to time at least thirty (30) days before its stated expiration date. Failure to so replace or renew the Letter of Credit shall constitute a default hereunder and Landlord shall thereafter be entitled to draw the full amount of the required LOC Amount; (iii) be issued in the name Letter of Landlord Credit and hold it as beneficiary; (iv) have an initial term commencing on the date of issuance and ending no earlier than September 30, 2012; (v) state on its face that, notwithstanding the stated expiration date, the term a cash security deposit. The terms of the Letter of Credit shall be automatically renewed for successive, additional one (1) year periods unless, at least sixty (60) days prior to any such date of expiration, the issuing bank shall have given written notice to Landlord, by certified mail, return receipt requested that the Letter of Credit will not be renewed; (vi) have a final expiration date of not less than sixty (60) days after the Expiration Date (as such may be adjusted for renewals and extensions); (vii) expressly provide that Landlord (and/or its successors and assigns) is entitled to make one or more draws under the Letter of Credit upon delivery to issuer of a sight draft (a “Draft”) in a banking office of issuer in Palo Alto, California (or such other location as is approved by Landlord in writing) and signed by a purported officer or authorized agent or representative of Landlord and certifying to the issuer that a Draw Event (hereinafter defined) has occurred and that Landlord is entitled to draw upon the Letter of Credit in the amount of the draft submitted therewith; (viii) allow partial draws by Landlord at its discretion from time to time subject to the other provisions of this Section 2; (ix) provide that the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy of the Draft or the authority of any person or party executing same and regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred is assignable by Landlord, without cost to Landlordas beneficiary thereunder, to a subsequent owner any transferee or assignee of Landlord's interest in the Project (including a foreclosing mortgage lender) by written notice by the transferring Premises who expressly assumes in writing Landlord/beneficiary to the issuer, at which time the issuer of the Letter of Credit must be obligated to issue a new Letter of Credit on the identical terms to the transferee (naming the transferee as beneficiary) upon written request by such transferee and surrender of the previously issued Letter of Credit; (xi) remain in effect notwithstanding any assignment of 's obligations under this Lease or subletting by Tenant; (xii) be subject to the International Standby Practices 1998 (or such other recognized standards as Landlord may elect), and (xiii) otherwise be in a form satisfactory to Landlord in its sole and absolute discretionLease.
Appears in 1 contract
Samples: Office Lease (Chemdex Corp)
Form of Letter of Credit. (a) The Letter of Credit shall: (i) shall be issued by (a clean, irrevocable, sight draft letter of credit in form and at all times be drawable upon) a federally insured national bank approved by Landlord in writing substance satisfactory to Lender in its reasonable sole and absolute discretion, issued to Lender by a bank or another institution acceptable to Lender in its sole and absolute discretion (having a San Francisco, California branch office or a Los Angeles County, California branch office which will honor and Landlord hereby approves of Xxxxx Fargo); (ii) be an irrevocable and unconditional standby permit one or more draws upon the Letter of Credit issued in (the full amount "Issuing Bank"). The Letter of the required LOC Amount; (iii) be issued in the name of Landlord as beneficiary; (iv) Credit shall have an initial term commencing on the expiration date of issuance and ending no earlier than September 30, 2012; twelve (v12) state months after the issuance thereof and shall provide that it shall be automatically and continually renewed on its face that, notwithstanding the stated expiration date, the term of an “evergreen” basis subject to customary “evergreen” terms and conditions which are satisfactory to Lender. Drawings under the Letter of Credit shall be by clean sight draft, without documents. The Letter of Credit shall be unconditional, irrevocable, and transferable, shall permit partial drawings, shall be governed by New York law, and the issuer, terms and other features shall be subject to the approval of Lender in its sole and absolute discretion. Unless the Letter of Credit has automatically renewed for successive, additional one (1) year periods unless, at least sixty (60) days prior to any such date of expiration, or extended and Lender has not received notice from the issuing bank shall have given written notice to Landlord, by certified mail, return receipt requested Issuing Bank that the Letter of Credit will not be renewed; automatically renewed or extended, at least thirty (vi) have a final expiration date of not less than sixty (6030) days after the Expiration Date (as such may be adjusted for renewals and extensions); (vii) expressly provide that Landlord (and/or its successors and assigns) is entitled prior to make one or more draws under any expiration of the Letter of Credit upon delivery to issuer of a sight draft (a “Draft”) in a banking office of issuer in Palo AltoCredit, California (or such other location as is approved by Landlord in writing) and signed by a purported officer or authorized agent or representative of Landlord and certifying to the issuer that a Draw Event (hereinafter defined) has occurred and that Landlord is entitled to draw upon the any subsequent Letter of Credit in the amount of the draft submitted therewith; (viii) allow partial draws by Landlord at its discretion from time Credit, Borrower shall deliver to time subject to the other provisions of this Section 2; (ix) provide that the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy of the Draft Lender a renewal or the authority of any person or party executing same and regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred by Landlord, without cost to Landlord, to a subsequent owner of the Project (including a foreclosing mortgage lender) by written notice by the transferring Landlord/beneficiary to the issuer, at which time the issuer replacement of the Letter of Credit must which shall be obligated identical to issue a new the original Letter of Credit on in all respects except (i) the identical terms expiration date and (ii) the LC Amount if the LC Amount is otherwise permitted to the transferee (naming the transferee as beneficiary) upon written request by have been reduced in accordance with this Agreement. Borrower's failure to deliver such transferee and surrender renewal or replacement of the previously issued Letter of Credit; , or any subsequent Letter of Credit, within the time period and in the manner specified in the immediately preceding sentence shall constitute an LOC Event of Default (xi) remain in effect notwithstanding any assignment as hereinafter defined), and Lender may at its option and without giving notice to Borrower immediately draw upon such Letter of this Lease or subletting by Tenant; (xii) be subject to Credit the International Standby Practices 1998 full amount of such Letter of Credit (or such other recognized standards lesser amount as Landlord may elect), and (xiii) otherwise be in a form satisfactory to Landlord Lender shall determine in its sole and absolute discretion, which shall not be deemed a waiver of Xxxxxx's right to make future draws), and hold and apply the proceeds as provided in Section 6(b). Any renewal or replacement of the Letter of Credit which is issued on or after the date which is nine (9) months prior to the Maturity Date shall have an expiration date not earlier than three (3) months after such Maturity Date. Lender acknowledges that the form and substance, and issuer, of the letter of credit a copy of which is attached hereto as Exhibit A complies with the requirements for the initial Letter of Credit required by this Agreement.
(b) The Letter of Credit shall be transferable or assignable by Xxxxxx at no cost to Lender in connection with a sale, transfer or assignment of all or any portion of Xxxxxx's right, title and interest in and to the Loan.
(c) The Letter of Credit shall be the exclusive property of Xxxxxx. Borrower shall have no interest in the Letter of Credit, and the same shall not be pledged, mortgaged, assigned or encumbered in any manner whatsoever by Xxxxxxxx. The use, application or retention of the Letter of Credit or any portion thereof by Lender in accordance with the terms of this Agreement shall not affect or prejudice any other right or remedy of Lender provided under this Agreement or any of the other Loan Documents, the Guaranty or the Indemnity Agreement, at law or in equity, it being intended that Lender shall not be required to proceed against (or exhaust) any other security for the obligations of Borrower as a condition of drawing upon the Letter of Credit, and shall not operate as a limitation on any recovery to which Lender may otherwise be entitled.
Appears in 1 contract
Samples: Letter of Credit Agreement
Form of Letter of Credit. At the election of Landlord's lender, in lieu of delivering to Landlord the portion of the Security Deposit equal to one-half (1/2) of the Additional Contribution as required in PARAGRAPH 4.4 above Tenant may deliver to Landlord an unconditional, irrevocable and renewable letter of credit in the principal amount of one-half (1/2) of the Additional Contribution ("LETTER OF CREDIT") in favor of Landlord in the form attached hereto as EXHIBIT "F," or such other form as Landlord shall approve in its sole discretion, and issued by Landlord's lender, as security for the faithful performance and observance by Tenant of the terms, provisions and conditions of this Lease. Except as otherwise provided herein, Tenant shall pay all expenses, points and/or fees incurred by Tenant in obtaining the Letter of Credit. The Letter of Credit shall: (i) be issued shall state that an authorized officer or other representative of Landlord may make demand on Landlord's behalf for the principal amount of the Letter of Credit, or any portion thereof, and that the issuing bank must immediately honor such demand, without qualification or satisfaction of any conditions, except the proper identification of the party making such demand and presentation of a written statement signed by (Landlord, certifying, under penalty of perjury, that such moneys are due and at all times be drawable upon) owing to Landlord as a federally insured national bank approved by Landlord in writing in its reasonable discretion (and Landlord hereby approves result of Xxxxx Fargo); (ii) be an irrevocable and unconditional standby Tenant's default under this Lease. In addition, the Letter of Credit issued shall indicate that it is transferable in the full amount its entirety by Landlord as beneficiary to Landlord's successor in interest as owner of the required LOC Amount; (iii) be issued in Building and that upon receiving written notice of transfer, and upon presentation to the name issuer of Landlord the original Letter of Credit, the issuer will reissue the Letter of Credit naming such transferee as beneficiary; (iv) have an initial term commencing on the date of issuance and ending no earlier than September 30, 2012; (v) state on its face that, notwithstanding the stated expiration date, beneficiary at Landlord's sole expense. If the term of the Letter of Credit shall be automatically renewed held by Landlord will expire prior to thirty (30) days after the last day of the Term and it is not extended, or a new Letter of Credit for successivean extended period of time is not substituted, additional one within thirty (1) year periods unless, at least sixty (6030) days prior to any such date the expiration of expiration, the issuing bank shall have given written notice to Landlord, by certified mail, return receipt requested that the Letter of Credit will not Credit, then Landlord shall be renewed; (vi) have a final expiration date of not less than sixty (60) days after the Expiration Date (as such may be adjusted for renewals and extensions); (vii) expressly provide that Landlord (and/or its successors and assigns) is entitled to make one or more draws under demand for the principal amount of said Letter of Credit upon delivery and, thereafter, to issuer of a sight draft (a “Draft”) in a banking office of issuer in Palo Alto, California (or hold such other location funds as is approved by Landlord in writing) and signed by a purported officer or authorized agent or representative of Landlord and certifying to the issuer that a Draw Event (hereinafter defined) has occurred and that Landlord is entitled to draw upon the Security Deposit. The Letter of Credit shall be held by Landlord as security for the faithful performance by Tenant of all of the terms, covenants and conditions of this Lease and may be used or applied by Landlord to any Tenant default in the amount of same manner as the draft submitted therewith; (viii) allow partial draws by Landlord at its discretion from time to time subject to the other provisions of this Section 2; (ix) provide that the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy of the Draft or the authority of Security Deposit hereunder. If any person or party executing same and regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred by Landlord, without cost to Landlord, to a subsequent owner of the Project (including a foreclosing mortgage lender) by written notice by the transferring Landlord/beneficiary to the issuer, at which time the issuer portion of the Letter of Credit must be obligated proceeds are so used or applied, Tenant shall, within ten (10) days after demand therefor, post an additional Letter of Credit in an amount to issue a cause the aggregate amount of the unused proceeds and such new Letter of Credit on to equal the identical terms full principal amount required in this paragraph. Landlord shall not be required to keep any proceeds from the transferee (naming Letter of Credit separate from its general funds. Should Landlord sell its interest in the transferee as beneficiary) upon written request by such transferee Premises during the Term and surrender if Landlord deposits with the purchaser thereof the Letter of Credit or any proceeds of the previously issued Letter of Credit; (xi) remain in effect notwithstanding , thereupon Landlord shall be discharged from any assignment of this Lease or subletting by Tenant; (xii) be subject further liability with respect to the International Standby Practices 1998 (or such other recognized standards as Landlord may elect), Letter of Credit and (xiii) otherwise be in a form satisfactory to Landlord in its sole and absolute discretionsaid proceeds.
Appears in 1 contract
Form of Letter of Credit. Upon execution of this Sublease, and as a condition precedent to the effectiveness of this Sublease, Sublessee shall deliver to Sublessor an irrevocable stand-by letter of credit in the amount of Six Hundred Sixty Three Thousand and 00/100 Dollars ($663,000.00) (the "Letter of Credit") as credit enhancement for Sublessee's faithful performance of all terms, covenants and conditions of this Sublease and not as a security deposit, as more particularly described in this Section 6. The Letter of Credit shall be in form and substance and issued by a bank that is reasonably satisfactory to Sublessor. Sublessor hereby confirms that Silicon Valley Bank is acceptable as the initial issuer of the Letter of Credit. The Letter of Credit shall: (i) be issued by (and at all times be drawable upon) a federally insured national bank approved by Landlord in writing in its reasonable discretion (and Landlord hereby approves of Xxxxx Fargo); name Sublessor as beneficiary, (ii) be an irrevocable and unconditional standby Letter of Credit issued in effective upon the full amount commencement date of the required LOC Amount; Early Access Period, (iii) be issued in allow Sublessor to make partial and multiple draws thereunder up to the name of Landlord as beneficiary; face amount for the purposes permitted under this Section 6, (iv) have an initial term commencing on require the date issuing bank to pay to Sublessor the amount of issuance a draw upon receipt by such bank of a sight draft signed by Sublessor and ending no earlier than September 30presented to the issuing bank, 2012; accompanied by Sublessor's statement that said draw is being made in accordance with the terms of this Section 6, and (v) state on its face that, notwithstanding the stated expiration date, the term of the Letter of Credit shall be automatically renewed for successive, additional one (1) year periods unless, at least sixty (60) days prior to any such date of expiration, the issuing bank shall have given written notice to Landlord, by certified mail, return receipt requested that the Letter of Credit will not be renewed; (vi) have a final expiration date of not less than sixty (60) days after the Expiration Date (as such may be adjusted for renewals and extensions); (vii) expressly provide that Landlord (and/or its successors and assigns) is entitled to make one or more draws under Sublessor can freely transfer the Letter of Credit upon delivery to issuer an assignment or other transfer of a sight draft (a “Draft”) its interest in a banking office of issuer in Palo Alto, California (or such other location as is approved by Landlord in writing) and signed by a purported officer or authorized agent or representative of Landlord and certifying this Sublease to the issuer that a Draw Event (hereinafter defined) has occurred and that Landlord is assignee or transferee without having to obtain the consent of Sublessee or the issuing bank. Sublessee shall be responsible for all fees associated with issuance of the Letter of Credit. Sublessor shall be entitled to draw upon the Letter of Credit in the amount of the draft submitted therewith; accordance with this Section 6, or at any time within thirty (viii30) allow partial draws by Landlord at its discretion from time to time subject days prior to the other provisions of this Section 2; (ix) provide that the Letter of Credit will be honored by the issuing bank without inquiry as to the accuracy of the Draft or the authority of any person or party executing same and regardless of whether Tenant disputes the content of the Draft or the authority of any person or party executing same; (x) specifically provide that it may be transferred by Landlord, without cost to Landlord, to a subsequent owner of the Project (including a foreclosing mortgage lender) by written notice by the transferring Landlord/beneficiary to the issuer, at which time the issuer expiration date of the Letter of Credit must be obligated unless Sublessee shall have delivered to issue Sublessor a new replacement Letter of Credit on meeting the identical terms to requirements of this Section 6 and with an expiration date not less than twelve (12) months after the transferee (naming the transferee as beneficiary) upon written request by such transferee and surrender date of the previously issued delivery. The Letter of Credit; Credit (xior a replacement thereof satisfactory to Sublessor) shall remain in effect notwithstanding any assignment until the earlier of this Lease or subletting by Tenant; (xiii) be subject to the International Standby Practices 1998 Expiration Date (or such other recognized standards as Landlord may electi.e., March 31, 2011), or (ii) the date this Sublease becomes effective as a direct lease between Landlord and (xiii) otherwise be in a form satisfactory to Landlord in its sole and absolute discretionSublessee.
Appears in 1 contract
Samples: Sublease Agreement (Connetics Corp)