Common use of Initial Letter of Credit Clause in Contracts

Initial Letter of Credit. Concurrently with Subtenant’s execution and delivery to Sublandlord of this Sublease, Subtenant shall deliver to Sublandlord, as collateral for the full performance by Subtenant of all of its obligations under this Sublease and for all losses and damages Sublandlord may suffer as a result of Subtenant’s failure to comply with one or more provisions of this Sublease, including, but not limited to, any post lease termination damages under section 1951.2 of the California Civil Code an unconditional, irrevocable, transferable standby letter of credit (the “Initial Letter of Credit”) in the amount of $3,984,300.00 (the “Letter of Credit Amount”), issued by a financial institution (the “Issuing Bank”) acceptable to Sublandlord. Notwithstanding anything contained herein to the contrary, Sublandlord hereby approves Silicon Valley Bank as the initial Issuing Bank for the Letter of Credit and agrees to accept an Initial Letter of Credit in the form attached hereto as Exhibit C-1; any Replacement Letter of Credit (defined below) must meet the requirements of Section 4(c) below. The Letter of Credit shall be “callable” at sight, permit partial draws and multiple presentations and drawings, and be otherwise subject to the International Standby Practices ISP 98, International Chamber of Commerce Publication #590. Subtenant shall cause the Letter of Credit to be continuously maintained in effect (whether through a Replacement Letter of Credit (defined below), amendment, renewal or extension) through the date (the “Final Letter of Credit Expiration Date”) that is the later to occur of (i) the date that is sixty (60) days after the scheduled expiration date of the Sublease Term and (ii) the date that is sixty (60) days after Subtenant vacates the Subleased Premises and completes any removal, restoration or repair obligations.

Initial Letter of Credit. Concurrently with Within ten (10) business days following Subtenant’s execution and delivery to Sublandlord of this Sublease, Subtenant shall will deliver to Sublandlord, as collateral for the full performance by Subtenant of all of its obligations under this Sublease and for all losses and damages Sublandlord may suffer as a result of Subtenant’s failure to comply with one or more provisions of this Sublease, including, but not limited to, any post lease termination damages under section 1951.2 of the California Civil Code an unconditional, irrevocable, transferable standby letter of credit (the “Initial Letter of Credit”) in the form attached hereto as Exhibit D in the amount of $3,984,300.00 7,531,219.78 (the “Letter of Credit Amount”), issued by a financial institution (the “Issuing Bank”) reasonably acceptable to Sublandlord. Notwithstanding anything contained herein to the contrary, Sublandlord hereby approves Silicon Valley XX Xxxxxx Xxxxx Bank as the initial Issuing Bank for with respect to the Initial Letter of Credit and agrees to accept an Initial Letter of Credit in the form attached hereto as Exhibit C-1E; any Replacement Letter of Credit (defined below) must meet the requirements of Section 4(c) below. The For avoidance of doubt, Sublandlord will have no obligation to provide access to Subtenant to any portion of the Subleased Premises unless and until the Initial Letter of Credit shall has been delivered to Sublandlord. Subtenant’s failure to timely deliver the Initial Letter of Credit will, at Sublandlord’s option, be “callable” at sight, permit partial draws and multiple presentations and drawings, and be otherwise subject to a default hereunder without the International Standby Practices ISP 98, International Chamber necessity of Commerce Publication #590the passage of any further cure period. Subtenant shall cause the Letter of Credit to be continuously maintained in effect (whether through a Replacement Letter of Credit (defined below)Credit, amendment, renewal or extension) through the date (the “Final Letter of Credit Expiration Date”) that is the later to occur of (i) the date that is sixty forty-five (6045) days after the scheduled expiration date of the Sublease Term and (ii) the date that is sixty forty-five (6045) days after Subtenant vacates the Subleased Premises and completes any removal, restoration or repair obligations.

Initial Letter of Credit. Concurrently with Subtenant’s execution and Within ten (10) business days after delivery of the Consent to Sublandlord and Subtenant (the date of this Subleaseexpiration of such ten (10)-business day period shall be referred to herein as the “Outside Letter of Credit Delivery Date”), Subtenant shall deliver to Sublandlord, as collateral for the full performance by Subtenant of all of its obligations under this Sublease and for all losses and damages Sublandlord may suffer as a result of Subtenant’s failure to comply with one or more provisions of any Default by Subtenant under this Sublease, including, but not limited to, any post lease termination damages under section Section 1951.2 of the California Civil Code Code, an unconditional, irrevocable, transferable standby letter of credit (the “Initial Letter of Credit”) in the form attached hereto as Exhibit D in the amount of One Million Dollars ($3,984,300.00 1,000,000) (as may be reduced in accordance with Section 4(h) hereof, the “Letter of Credit Amount”), issued by a financial institution (the “Issuing Bank”) reasonably acceptable to Sublandlord. Notwithstanding anything contained herein to the contrary, Sublandlord hereby approves Silicon Valley First Citizens Bank as the initial Issuing Bank financial institution for issuance of the Letter of Credit and agrees to accept an Initial Letter of Credit in Credit, subject to the form attached hereto as Exhibit C-1; any Replacement Letter of Credit (defined below) must meet the requirements of Section 4(c) belowprovisions hereof. The Letter of Credit shall be “callable” at sight, permit partial draws and multiple presentations and drawings, and be otherwise subject to the Uniform Customs and Practices for Documentary Credits (1993-Rev), International Chamber of Commerce Publication #500, or the International Standby Practices Practices-ISP 98, International Chamber of Commerce Publication #590. Subtenant shall cause the Letter of Credit to be continuously maintained in effect (whether through a Replacement Letter of Credit (defined below), amendment, renewal or extension) through the date (the “Final Letter of Credit Expiration Date”) that is the later to occur of ninety (i) the date that is sixty (6090) days after the scheduled expiration date of the Sublease Term (which is anticipated to be September 30, 2030 (subject to the potential extension of the Term in accordance with Section 2(b)(iii) above). If Subtenant does not deliver the Letter of Credit within the timeframe set forth in the first sentence of this Section 4(a), and such failure continues beyond five (ii5) the date that is sixty (60) business days after Sublandlord’s delivery of notice thereof to Subtenant, then such failure shall, at Sublandlord’s election, constitute a Default under this Sublease without any additional cure period. In no event shall Subtenant vacates be permitted to enter into physical possession of the Subleased Premises and completes any removal, restoration or repair obligationsprior to delivery of the Letter of Credit to Sublandlord.

Initial Letter of Credit. Concurrently with Subtenant’s execution In order to induce Landlord to enter into this Lease, Tenant has agreed, and delivery to Sublandlord of this Subleaseshall, Subtenant shall obtain and deliver to SublandlordLandlord not later than March 31, as collateral for the full performance by Subtenant of all of its obligations under this Sublease and for all losses and damages Sublandlord may suffer as a result of Subtenant’s failure to comply with one or more provisions of this Sublease2004, including, but not limited to, any post lease termination damages under section 1951.2 of the California Civil Code an unconditional, irrevocable, irrevocable unconditional transferable standby letter of credit (the “Initial Letter issued by a Schedule I Canadian chartered bank in favour of Credit”) Landlord in the amount of One Million Dollars ($3,984,300.00 l,000,000CDN) (the “Letter of Credit Amount”)"INITIAL LETTER OF CREDIT") for a period expiring December 31, issued by a financial institution (the “Issuing Bank”) acceptable to Sublandlord2004. Notwithstanding anything contained herein to the contrary, Sublandlord hereby approves Silicon Valley Bank as the initial Issuing Bank for the Letter of Credit and agrees to accept an Such Initial Letter of Credit shall be substantially in the form attached hereto as Exhibit C-1; Schedule E, and shall be, and shall state that it is, transferable by Landlord to any assignee of this Lease, or Landlord's successor in interest, which transfer shall be valid and effective upon notice thereof to the issuing bank. Provided Tenant is not in monetary default and further provided Tenant demonstrates to Landlord by December 21, 2004 that Tenant's rolling 12-month EBITDA (as defined below) exceeds $3,000,000CDN as of November 30, 2004, Landlord shall immediately return the Initial Letter of Credit to Tenant together with an irrevocable direction to the issuing bank surrendering the Initial Letter of Credit for cancellation. If, however, by December 21, 2004, Tenant fails to demonstrate to Landlord that its rolling 12-month EBITDA exceeds $3,000,000CDN as of November 30, 2004, Tenant shall deliver to Landlord a replacement letter of credit (on the same terms and conditions) for a further forty-five (45) day period in the amount of $1,000,000CDN (each of which replacement letters of credit is herein called the "REPLACEMENT LETTER OF CREDIT") at least seven (7) Business Days prior to the expiration of the Initial Letter of Credit, failing which Landlord shall have the right without further notice to Tenant and without prejudice to any and all of its rights herein (which are hereby reserved) to cash or otherwise call upon the entire Initial Letter of Credit or Replacement Letter of Credit, as the case may be, as satisfaction for the failure to deliver the further Replacement Letter of Credit (defined below) must meet in the requirements of Section 4(c) belowtime and in the manner as aforesaid. The Letter of Credit Thereafter, Tenant shall be “callable” at sight, permit partial draws and multiple presentations and drawings, and be otherwise subject deliver to the International Standby Practices ISP 98, International Chamber of Commerce Publication #590. Subtenant shall cause the Letter of Credit to be continuously maintained in effect (whether through Landlord a Replacement Letter of Credit at least seven (defined below), amendment, renewal or extension7) through Business Days prior to the date (expiration of the “Final then expiring Replacement Letter of Credit Expiration Date”unless, prior to the end of each such consecutive one (1) month period, Tenant is not in monetary default and demonstrates to Landlord that is its rolling 12-month EBITDA then exceeds $3,000,000CDN. In no event, however, shall the later term of the Replacement Letter of Credit be required to occur of (i) the date that is extend beyond sixty (60) days after following the scheduled expiration date of the Sublease Term and (ii) the date that is sixty (60) days after Subtenant vacates the Subleased Premises and completes any removalTerm, restoration or repair obligationsas extended.