Common use of Letter of Credit Provisions Clause in Contracts

Letter of Credit Provisions. The Letter of Credit shall be issued by a money-center bank (a bank which accepts deposits, which maintains accounts, which has a local Bay Area office that will negotiate a Letter of Credit and whose deposits are insured by the FDIC) whose financial strength shall be sufficient to meet liquidity demands with respect to issued letters of credit and which is otherwise reasonably acceptable to Landlord. The Letter of Credit shall be issued for a term of twelve (12) months and shall be in a form and with such content reasonably acceptable to Landlord. The Letter of Credit shall specify that the issuer thereof shall notify the beneficiary of the Letter of Credit in writing at least sixty (60) days in advance of the expiry date of such Letter of Credit if the Letter of Credit shall not be renewed as of such expiry date. Tenant shall either replace the expiring Letter of Credit with another Letter of Credit in an amount equal to the original Letter of Credit or renew the expiring Letter of Credit, in any event no later that thirty (30) days prior to the expiration of the term of the Letter of Credit then in effect. If Tenant fails to deposit a replacement Letter of Credit or renew the expiring Letter of Credit, Landlord shall have the right immediately to draw upon the expiring Letter of Credit for the full amount thereof and hold the entire sum as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Lease. Any Letter of Credit deposited with Landlord during the final lease year of the Term must have an expiry date no earlier than the date which is thirty (30) days after the Expiration Date of the Term of this Lease. If Landlord notifies Tenant in writing that the bank which issued the Letter of Credit has become financially unacceptable (e.g., the bank is under investigation by governmental authorities, the bank no longer has the financial strength equivalent to the current financial strength of Bank of America or has filed bankruptcy or reorganization proceedings), then Tenant shall have thirty (30) days to provide Landlord with a substitute Letter of Credit complying with all of the requirements hereof. If Tenant does not so provide Landlord with a substitute Letter of Credit within such time period, then Landlord shall have the right to draw upon the current Letter of Credit and hold the entire sum as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Lease. The premium or purchase price of, or any other bank fees (including transfer or assignment fees) associated with, such Letter of Credit shall be paid by Tenant. The Letter of Credit shall be transferable (and must permit multiple transfers), irrevocable and unconditional, so that Landlord, or its successors(s) in interest, may at any time draw on the Letter of Credit against sight drafts presented by Landlord, accompanied by Landlord’s statement, made under penalty of perjury, that said drawing is in accordance with the terms and conditions of this Lease; no other document or certification from Landlord shall be required to negotiate the Letter of Credit and the Landlord may draw on any portion of the then uncalled upon amount thereof without regard to and without the issuing bank inquiring as to the right or lack of right of the holder of said Letter of Credit to effect such draws or the existence or lack of existence of any defenses by Tenant with respect thereto. The Letter of Credit shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord. The use, application or retention of the Letter of Credit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law, it being intended that Landlord shall not first be required to proceed against the Letter of Credit, and such use, application or retention shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled.”

Letter of Credit Provisions. The Letter Company for itself and on behalf of Credit shall be issued by a money-center bank (a bank which accepts deposits, which maintains accounts, which the Issuer has a local Bay Area office that will negotiate caused a Letter of Credit and whose deposits are insured issued by KeyBank National Association (the FDIC"Bank") whose financial strength to be delivered to the Trustee (the "Letter of Credit"). The Trustee shall be sufficient to meet liquidity demands with respect to issued letters of credit and which is otherwise reasonably acceptable to Landlord. The entitled under the Letter of Credit shall to draw up to an amount equal to the principal of the outstanding Bonds plus an amount equal to 110 days' accrued interest on the outstanding Bonds at a rate of ten percent (10%) per annum to pay principal or purchase price (but not the redemption premium) of and interest on the Bonds (other than Bonds held pursuant to Section 3.05 of the Indenture or owned by the Company) on or prior to October 17, 2002 or, under certain circumstances, such earlier or later date as may be issued for a term of twelve (12) months and shall be in a form and with such content reasonably acceptable to Landlord. The permitted by the Letter of Credit. Subject to the provisions of the Indenture, the Company may, but is not required to, provide another Credit shall specify that Facility upon the issuer thereof shall notify the beneficiary termination of the Letter of Credit or the then current Credit Facility. While the Bonds bear interest at the Weekly Rate, the Taxable Weekly Rate or the Semi-Annual Rate, the Bonds shall be subject to mandatory tender for purchase upon any change in writing the then current Credit Facility Issuer. During any Long-Term Rate Period, the Company may substitute any Qualifying Credit Facility for the then current Letter or Credit or other Credit Facility and the Trustee shall give written notice of such substitute to the Registered Owner hereof. REDEMPTION OF BONDS Whenever the Interest Rate Mode is the Weekly Rate, the Taxable Weekly Rate or the Semi-Annual Rate, this Bond shall be subject to optional redemption, in whole on any date or in part on any Interest Payment Date, at least sixty (60) days in advance a redemption price of 100% of the expiry date of such Letter of Credit if the Letter of Credit shall not be renewed as of such expiry date. Tenant shall either replace the expiring Letter of Credit with another Letter of Credit in an principal amount equal to the original Letter of Credit or renew the expiring Letter of Credit, in any event no later that thirty (30) days prior to the expiration of the term of the Letter of Credit then in effect. If Tenant fails to deposit a replacement Letter of Credit or renew the expiring Letter of Credit, Landlord shall have the right immediately to draw upon the expiring Letter of Credit for the full amount thereof and hold the entire sum as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Lease. Any Letter of Credit deposited with Landlord during the final lease year of the Term must have an expiry date no earlier than the date which is thirty (30) days after the Expiration Date of the Term of this Lease. If Landlord notifies Tenant in writing that the bank which issued the Letter of Credit has become financially unacceptable (e.g., the bank is under investigation by governmental authorities, the bank no longer has the financial strength equivalent to the current financial strength of Bank of America or has filed bankruptcy or reorganization proceedings), then Tenant shall have thirty (30) days to provide Landlord with a substitute Letter of Credit complying with all of the requirements hereof. If Tenant does not so provide Landlord with a substitute Letter of Credit within such time periodWhenever the Interest Rate Mode is the Long-Term Rate, then Landlord shall have the right to draw upon the current Letter of Credit and hold the entire sum as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Lease. The premium or purchase price of, or any other bank fees (including transfer or assignment fees) associated with, such Letter of Credit Bond shall be paid by Tenant. The Letter of Credit shall be transferable (and must permit multiple transfers), irrevocable and unconditional, so that Landlord, or its successors(s) in interest, may subject to optional redemption: at any time draw during the then current Long-Term Rate Period on or after the date determined pursuant to Section 8.01(b) of the Indenture at the applicable redemption price set forth in Section 8.01(b) of the Indenture. Prior to Conversion to the Taxable Weekly Rate and upon a Determination of Taxability, the Bonds are subject to mandatory redemption in whole pursuant to Section 8.01(d) of the Indenture. The Bonds are subject to redemption prior to maturity in whole or in part at any time at a redemption price of par plus accrued interest in whole or in part, to the extent excess moneys in the Project Fund are transferred to the Bond Fund established under the Indenture, or from proceeds of certain insurance or eminent domain proceeds pursuant to the extraordinary redemption without premium provisions set forth in the Indenture, in each case, from moneys drawn on the Letter of Credit against sight drafts presented or alternatively, from other funds constituting Available Moneys. Any notice of redemption, identifying the Bonds or portions thereof to be redeemed, shall be given by Landlordfirst class mail to the registered owner of each Bond to be redeemed in whole or in part at the address shown on the Bond Register of the Bond Registrar not more than 60 days and not fewer than 30 days prior to the redemption date. If the source of funds for optional redemption is to be derived from the proceeds of refunding bonds, accompanied by Landlord’s statement, made under penalty optional redemption may be conditioned upon the deposit of perjury, that said drawing is in accordance proceeds of such refunding bonds with the terms Trustee before the date fixed for redemption and conditions of this Lease; no other document or certification from Landlord such optional redemption and notice thereof shall be required of no effect unless such moneys are so deposited. All Bonds so called for redemption will cease to negotiate bear interest on the Letter specified redemption date, provided funds for their redemption and any accrued interest payable on the redemption date are on deposit at the principal place of Credit and payment at that time. Notice of any redemption hereunder with respect to Bonds held under a book entry system shall be given by the Landlord may draw on any portion of Registrar or the then uncalled upon amount thereof without regard to and without the issuing bank inquiring as Trustee only to the right Depository, or lack of right of its nominee, as the holder of said Letter such Bonds. Selection of Credit to effect such draws or book entry interests in the existence or lack Bonds called for redemption is the responsibility of existence the Depository and any failure of any defenses Direct Participant, Indirect Participant or Beneficial Owner to receive such notice and its contents or effect will not affect the validity of such notice or any proceedings for the redemption of such Bonds. Except as otherwise provided herein, if less than all the Bonds are to be redeemed, the particular Bonds to be called for redemption shall be selected by Tenant any method determined by the Trustee to be fair and reasonable; provided, however, that in connection with respect thereto. The Letter any redemption of Credit Bonds the Trustee shall not be mortgaged, assigned first select for redemption any Bonds held by the Company or encumbered in any manner whatsoever held by Tenant without or pledged to the prior written consent of Landlord. The use, application or retention Bank pursuant to Section 3.05 of the Letter of Credit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law, it being intended that Landlord shall not first be required to proceed against the Letter of Credit, and such use, application or retention shall not operate as a limitation on any recovery to which Landlord may otherwise be entitledIndenture.”

Letter of Credit Provisions. The If at any time Tenant elects to deposit an Letter of Credit as the Security Deposit, the Letter of Credit shall be issued by a money-center bank (a bank which accepts deposits, which maintains accounts, which has a local Bay Area office that which will negotiate a Letter letter of Credit credit and whose deposits are insured by the FDIC) whose financial strength shall be sufficient to meet liquidity demands with respect to issued letters of credit (such as Bank of America) and which is otherwise reasonably acceptable to Landlord. The Letter of Credit shall be issued for a term of at least twelve (12) months and shall be in a form and with such content reasonably acceptable to Landlord. The Letter of Credit shall specify that the issuer thereof shall notify the beneficiary of the Letter of Credit in writing at least sixty (60) days in advance of the expiry date of such Letter of Credit if the Letter of Credit shall not be renewed as of such expiry date. Tenant shall either replace the expiring Letter of Credit with another Letter of Credit in an amount equal to the original Letter of Credit or renew the expiring Letter of Credit, in any event no later that than thirty (30) days prior to the expiration of the term of the Letter of Credit then in effect. If Tenant fails to deposit a replacement Letter of Credit or renew the expiring Letter of Credit, Landlord shall have the right immediately to draw upon the expiring Letter of Credit for the full amount thereof and hold the entire sum funds drawn as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Lease. Any Letter of Credit deposited with Landlord during the final lease year of the Term must have an expiry date no earlier than the date which is thirty (30) days after the Expiration Date of the Term of this LeaseSecurity Deposit. If Landlord notifies Tenant in writing that the bank which issued the Letter of Credit has become financially unacceptable (e.g., the bank is under investigation by governmental authorities, the bank no longer has meets the financial strength equivalent to the current financial strength criteria set forth in this first sentence of Bank of America or has filed bankruptcy or reorganization proceedings)Paragraph 7.B., then Tenant shall have thirty (30) days to provide Landlord with a substitute Letter of Credit complying with all of the requirements hereof. If Tenant does not so provide Landlord with a substitute Letter of Credit within such time period, then Landlord shall have the right to draw upon the current Letter of Credit and hold the entire sum funds drawn as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Leasethe Security Deposit. The premium or purchase price of, or any other bank fees (including transfer or assignment fees) associated with, such Letter of Credit shall be paid by Tenant. The Letter of Credit shall be transferable (and must permit multiple transfers)transferable, irrevocable and unconditional, so that Landlord, or its successors(ssuccessor(s) in interest, may at any time draw on the Letter of Credit against sight drafts presented by Landlord, accompanied by Landlord’s statement, made under penalty of perjury, that said drawing is in accordance with the terms and conditions of this Lease; no other document or certification from Landlord shall be required to negotiate the Letter of Credit and the Landlord may draw on any portion of the then uncalled upon amount thereof without regard to and without the issuing bank inquiring as to the right or lack of right of the holder of said Letter of Credit to effect such draws or the existence or lack of existence of any defenses by Tenant with respect thereto. The Letter of Credit shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord. The use, application or retention of the Letter of Credit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law, it being intended that Landlord shall not first be required to proceed against the Letter of Credit, and such use, application or retention shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled.”

Letter of Credit Provisions. The Letter of Credit deposited as a Security Deposit shall be issued by a money-center bank (a bank which accepts deposits, which maintains accounts, which has a local Bay Area office that will negotiate a Letter letter of Credit credit and whose deposits are insured by the FDIC) whose financial strength shall be sufficient to meet liquidity demands with respect to issued letters of credit and which is otherwise reasonably acceptable to Landlord. The Letter of Credit shall be issued for a term of at least twelve (12) months and shall be in a form and with such content reasonably acceptable to Landlord. The Letter of Credit shall specify that the issuer thereof shall notify the beneficiary of the Letter of Credit in writing at least sixty (60) days in advance of the expiry date of such Letter of Credit if the Letter of Credit shall not be renewed as of such expiry date. Tenant shall either replace the expiring Letter of Credit with another Letter of Credit in an amount equal to the original Letter of Credit or renew the expiring Letter of Credit, in any event no later that than thirty (30) days prior to the expiration of the term of the Letter of Credit then in effect. If Tenant fails to deposit a replacement Letter of Credit or renew the expiring Letter of Credit, Landlord shall have the right immediately to draw upon the expiring Letter of Credit for the full amount thereof and hold the entire sum funds drawn as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Leasethe Security Deposit. Any Letter of Credit deposited with Landlord during the final lease year of the Term must have an expiry date no earlier than the date which is thirty (30) days after the Expiration Date of the Term of this Lease. If Landlord notifies Tenant in writing that the bank which issued the Letter of Credit has become financially unacceptable (e.g., the bank is under investigation by governmental authorities, the bank no longer has the financial strength equivalent to the current financial strength of Bank of America or has filed bankruptcy or reorganization proceedings), then Tenant shall have thirty (30) days to provide Landlord with a substitute Letter of Credit complying with all of the requirements hereof. If Tenant does not so provide Landlord with a substitute Letter of Credit within such time period, then Landlord shall have the right to draw upon the current Letter of Credit and hold the entire sum funds drawn as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Leasethe Security Deposit. The premium or purchase price of, or any other bank fees (including transfer or assignment fees) associated with, such Letter of Credit shall be paid by Tenant. The Letter of Credit shall be transferable (and must permit multiple transfers), irrevocable and unconditional, so that Landlord, or its successors(ssuccessor(s) in interest, may at any time draw on the Letter of Credit against sight drafts presented by Landlord, accompanied by Landlord’s statement, made under penalty of perjury, that said drawing is in accordance with the terms and conditions of this Lease; no other document or certification from Landlord shall be required to negotiate the Letter of Credit and the Landlord may draw on any portion of the then uncalled upon amount thereof without regard to and without the issuing bank inquiring as to the right or lack of right of the holder of said Letter of Credit to effect such draws or the existence or lack of existence of any defenses by Tenant with respect thereto. The Letter of Credit shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord. The use, application or retention of the Letter of Credit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law, it being intended that Landlord shall not first be required to proceed against the Letter of Credit, and such use, application or retention shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled.”

Letter of Credit Provisions. The Letter of Credit deposited as a Security Deposit shall be issued by a nationally recognized money-center bank (a bank which accepts deposits, which maintains accounts, which has a local Bay Area office that will negotiate a Letter letter of Credit credit and whose deposits are insured by the FDIC) whose financial strength shall be sufficient to meet liquidity demands with respect to issued letters of credit and which is otherwise reasonably acceptable to Landlord. The Letter of Credit shall be issued for have an expiration date not earlier than the sixtieth (60th) day after the Lease Expiration Date (or, in the alternative, have a term of twelve not less than one (121) months year and be automatically renewable for an additional one (1) year period unless notice of non-renewal is given by the issuer to Landlord not later than sixty (60) days prior to the expiration thereof) and shall provide that Landlord may make partial and multiple draws thereunder, up to the face amount thereof. The Letter of Credit shall otherwise be in a form and with such content reasonably acceptable to Landlord. The Letter of Credit shall specify that the issuer thereof shall notify the beneficiary of the Letter of Credit in writing at least sixty (60) days in advance of the expiry date of such Letter of Credit if the Letter of Credit shall not be renewed as of such expiry date. Tenant shall either replace the expiring Letter of Credit with another Letter of Credit in an amount equal to the original Letter of Credit or renew the expiring Letter of Credit, in any event no later that than thirty (30) days prior to the expiration of the term of the Letter of Credit then in effect. If Tenant fails to deposit a replacement Letter of Credit or renew the expiring Letter of Credit, Landlord shall have the right immediately to draw upon the expiring Letter of Credit for the full amount thereof and hold the entire sum funds drawn as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Lease. Any Letter of Credit deposited with Landlord during the final lease year of the Term must have an expiry date no earlier than the date which is thirty (30) days after the Expiration Date of the Term of this LeaseSecurity Deposit. If Landlord notifies Tenant in writing that the bank which issued the Letter of Credit has become financially unacceptable (e.g., the bank is under investigation by governmental authorities, the bank no longer has the financial strength equivalent to the current financial strength of Bank of America or has filed bankruptcy or reorganization proceedings), then Tenant shall have thirty (30) days to provide Landlord with a substitute Letter of Credit complying with all of the requirements hereof. If Tenant does not so provide Landlord with a substitute Letter of Credit within such time period, then Landlord shall have the right to draw upon the current Letter of Credit and hold the entire sum funds drawn as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Leasethe Security Deposit. The premium or purchase price of, or any other bank fees (including transfer or assignment fees) associated with, such Letter of Credit shall be paid by Tenant. The Letter of Credit shall be transferable (and must permit multiple transfers), irrevocable and unconditional, so that Landlord, or its successors(ssuccessor(s) in interest, may at any time draw on the Letter of Credit against sight drafts presented by Landlord, accompanied by Landlord’s statement, made under penalty of perjury, statement that said drawing is in accordance with the terms and conditions of this Lease; no other document or certification from Landlord shall be required to negotiate the Letter of Credit and the Landlord may draw on any portion of the then uncalled upon amount thereof without regard to and without the issuing bank inquiring as to the right or lack of right of the holder of said Letter of Credit to effect such draws or the existence or lack of existence of any defenses by Tenant with respect thereto. The Letter of Credit shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord. The use, application or retention of the Letter of Credit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law, it being intended that Landlord shall not first be required to proceed against the Letter of Credit, and such use, application or retention shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled.”

Letter of Credit Provisions. The Letter of Credit deposited as a Security Deposit shall be issued by a money-center bank (a bank which accepts deposits, which maintains accounts, which has a local Bay Area office that which will negotiate a Letter letter of Credit credit and whose deposits are insured by the FDIC) whose financial strength shall be sufficient to meet liquidity demands with respect to issued letters of credit (such as Bank of America or Xxxxx Fargo Bank) and which is otherwise reasonably acceptable to Landlord. The Letter of Credit shall be issued for a term of at least twelve (12) months and shall be in a form and with such content reasonably acceptable to Landlord. The Letter of Credit shall specify that the issuer thereof shall notify the beneficiary of the Letter of Credit in writing at least sixty (60) days in advance of the expiry date of such Letter of Credit if the Letter of Credit shall not be renewed as of such expiry date. Tenant shall either replace the expiring Letter of Credit with another Letter of Credit in an amount equal to the original Letter of Credit or renew the expiring Letter of Credit, in any event no later that than thirty (30) days prior to the expiration of the term of the Letter of Credit then in effect. If Tenant fails to deposit a replacement Letter of Credit or renew the expiring Letter of Credit, Landlord shall have the right immediately to draw upon the expiring Letter of Credit for the full amount thereof and hold the entire sum funds drawn as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Leasethe Security Deposit. Any Letter of Credit deposited with Landlord during the final lease year Lease Year of the Term must have an expiry date no earlier than the date which is thirty (30) days after the Expiration Date of the Term of this Lease. If Landlord notifies Tenant in writing that the bank which issued the Letter of Credit has become financially unacceptable (e.g., the bank is under investigation by governmental authorities, the bank no longer has the financial strength equivalent to the current financial strength of Bank of America or Xxxxx Fargo Bank or has filed bankruptcy or reorganization proceedings), then Tenant shall have thirty (30) days to provide Landlord with a substitute Letter of Credit complying with all of the requirements hereof. If Tenant does not so provide Landlord with a substitute Letter of Credit within such time period, then Landlord shall have the right to draw upon the current Letter of Credit and hold the entire sum funds drawn as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Leasethe Security Deposit. The premium or purchase price of, or any other bank fees (including transfer or assignment fees) associated with, such Letter of Credit shall be paid by Tenant. The Letter of Credit shall be transferable (and must permit multiple transfers)transferable, irrevocable and unconditional, so that Landlord, or its successors(ssuccessor(s) in interest, may at any time draw on the Letter of Credit against sight drafts presented by Landlord, accompanied by Landlord’s statement, made under penalty of perjury, that said drawing is in accordance with the terms and conditions of this Lease; no other document or certification from Landlord shall be required to negotiate the Letter of Credit and the Landlord may draw on any portion of the then uncalled upon amount thereof without regard to and without the issuing bank inquiring as to the right or lack of right of the holder of said Letter of Credit to effect such draws or the existence or lack of existence of any defenses by Tenant with respect thereto. The Letter of Credit shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord. The use, application or retention of the Letter of Credit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law, it being intended that Landlord shall not first be required to proceed against the Letter of Credit, and such use, application or retention shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled.”

Letter of Credit Provisions. The Letter of Credit deposited as a Security Deposit shall be issued by a money-center bank (a bank which accepts deposits, which maintains accounts, which has a local Bay Area office that will negotiate a Letter letter of Credit credit and whose deposits are insured by the FDIC) whose financial strength shall be sufficient to meet liquidity demands with respect to issued letters of credit and which is otherwise reasonably acceptable to Landlord. The Letter of Credit shall be issued for a term of at least twelve (12) months and shall be in a form and with such content reasonably acceptable to Landlord. The Letter of Credit shall specify that the issuer thereof shall notify the beneficiary of the Letter of Credit in writing at least sixty (60) days in advance of the expiry date of such Letter of Credit if the Letter of Credit shall not be renewed as of such expiry date. Tenant shall either replace the expiring Letter of Credit with another Letter of Credit in an amount equal to the original Letter of Credit or renew the expiring Letter of Credit, in any event no later that than thirty (30) days prior to the expiration of the term of the Letter of Credit then in effect. If Tenant fails to deposit a replacement Letter of Credit or renew the expiring Letter of Credit, Landlord shall have the right immediately to draw upon the expiring Letter of Credit for the full amount thereof and hold the entire sum funds drawn as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Leasethe Security Deposit. Any Letter of Credit deposited with Landlord during the final lease year of the Term must have an expiry date no earlier than the date which is thirty (30) days after the Expiration Date of the Term of this Lease. If Landlord notifies Tenant in writing that the bank which issued the Letter of Credit has become financially unacceptable (e.g., the bank is under investigation by governmental authorities, the bank no longer has the financial strength equivalent to the current financial strength of Bank of America or has filed bankruptcy or reorganization proceedings), then Tenant shall have thirty (30) days to provide Landlord with a substitute Letter of Credit complying with all of the requirements hereof. If Tenant does not so provide Landlord with a substitute Letter of Credit within such time period, then Landlord shall have the right to draw upon the current Letter of Credit and hold the entire sum funds drawn as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Leasethe Security Deposit. The premium or purchase price of, or any other bank fees (including transfer or assignment fees) associated with, such Letter of Credit shall be paid by Tenant. The Letter of Credit shall be transferable (and must permit multiple transfers), irrevocable and unconditional, so that Landlord, or its successors(ssuccessor(s) in interest, may at any time draw on the Letter of Credit against sight drafts presented by Landlord, accompanied by Landlord’s statement, made under penalty of perjury, that said drawing is in accordance with the terms and conditions of this Lease; no other document or certification from Landlord shall be required to negotiate the Letter of Credit and the Landlord may draw on any portion of the then uncalled upon amount thereof without regard to and without the issuing bank inquiring as to the right or lack of right of the holder of said Letter of Credit to effect such draws or the existence or lack of existence of any defenses by Tenant with respect thereto. The Letter of Credit shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord. The use, application or retention of the Letter of Credit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law, it being intended that Landlord shall not first be required to proceed against the Letter of Credit, and such use, application or retention shall not operate as a limitation on any recovery to which Landlord may otherwise be entitled.”

Letter of Credit Provisions. The 6.14.1 All Letters of Credit delivered pursuant to this Agreement shall be additional security for the payment of the Obligations. During the continuance of an Event of Default, Lender shall have the right, at its option, to draw on any Letter of Credit and to apply all or any part thereof to the payment of the Obligations in such order, proportion or priority as Lender may determine. Any such application to the Debt during the continuance of an Event of Default shall be issued by a money-center bank (a bank which accepts depositssubject to the Prepayment Fee and/or Liquidated Damages Amount, which maintains accountsif any, which applicable thereto. On the Maturity Date, if the Debt has a local Bay Area office that will negotiate not otherwise been paid in full, any such Letter of Credit Collateral may be applied to reduce the Debt. 6.14.2 In addition to any other right Lender may have to draw upon a Letter of Credit pursuant to the terms and whose deposits are insured by conditions of this Agreement, Lender shall have the FDIC) whose financial strength shall be sufficient additional rights to meet liquidity demands with respect to issued letters of credit and which is otherwise reasonably acceptable to Landlord. The draw in full any Letter of Credit shall be issued for delivered (and deposit such proceeds in the Cash Collateral Account): (a) if Lender has received a term of twelve (12) months and shall be in a form and with such content reasonably acceptable to Landlord. The Letter of Credit shall specify notice from the issuing bank that the issuer thereof shall notify the beneficiary of the Letter of Credit in writing at least sixty (60) days in advance of the expiry date of such will not be renewed and a substitute Letter of Credit if the Letter of Credit shall is not be renewed as of such expiry date. Tenant shall either replace the expiring Letter of Credit with another Letter of Credit in an amount equal to the original Letter of Credit or renew the expiring Letter of Credit, in any event no later that provided at least thirty (30) days prior to its expiration date; (b) upon receipt of notice from the expiration of the term of issuing bank that the Letter of Credit then in effect. If Tenant fails to deposit a replacement Letter of Credit or renew the expiring Letter of Credit, Landlord shall have the right immediately to draw upon the expiring Letter of Credit for the full amount thereof and hold the entire sum as collateral for performance of all of Tenant’s obligations under this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Lease. Any Letter of Credit deposited with Landlord during the final lease year of the Term must have an expiry date no earlier than the date which is thirty will be terminated (30) days after the Expiration Date of the Term of this Lease. If Landlord notifies Tenant in writing that the bank which issued the Letter of Credit has become financially unacceptable (e.g., the bank is under investigation by governmental authorities, the bank no longer has the financial strength equivalent to the current financial strength of Bank of America or has filed bankruptcy or reorganization proceedings), then Tenant shall have thirty (30) days to provide Landlord with except if a substitute Letter of Credit complying with all is provided); or (c) if Lender has received notice that the bank issuing the Letter of the requirements hereof. If Tenant does not so provide Landlord with a substitute Credit shall cease to be an Eligible Institution (unless an alternative Eligible Institution issues an equivalent Letter of Credit within such time periodfifteen (15) Business Days of Borrower’s receipt of notice of same). Notwithstanding anything to the contrary contained in the above, then Landlord shall have the right Lender is not obligated to draw upon the current any Letter of Credit upon the happening of an event specified in clauses (a), (b) or (c) above and hold shall not be liable for any losses sustained by Borrower due to the entire sum as collateral for performance insolvency of all the bank issuing the Letter of Tenant’s obligations under Credit if Lender has not drawn upon the Letter of Credit. With respect to any Letter of Credit delivered to Lender in connection with this Lease and for all compensatory and consequential losses and damages Landlord may suffer as a result of any default by Tenant under this Lease. The premium or purchase price of, or any other bank fees (including transfer or assignment fees) associated withLoan, such Letter of Credit must be accompanied by an instrument reasonably acceptable to Lender whereby the applicant/obligor under such Letter of Credit shall be have waived all rights of subrogation against Borrower thereunder until the Debt has been paid by Tenantin full. The Borrower shall also pay to Lender all of Lender’s reasonable out-of-pocket costs and expenses in connection therewith. Neither Borrower nor the applicant/obligor under the Letter of Credit shall be transferable (and must permit multiple transfers), irrevocable and unconditional, so that Landlord, or its successors(s) in interest, may at any time entitled to draw on upon the Letter of Credit. 6.14.3 Notwithstanding anything to the contrary in this Agreement, the aggregate amounts of (i) all Letters of Credit against sight drafts presented by Landlorddelivered pursuant to this Agreement or any other Loan Document plus (ii) all partner loans outstanding among the direct and indirect equity holders in WWP Sponsor or Holdings (whether or not complying with the provisions of clause (ii) of the definition of Permitted Indebtedness), accompanied by Landlord’s statementmay not exceed ten percent (10%) of the Outstanding Principal Balance unless Borrower delivers to Lender a new bankruptcy non-consolidation opinion, made or a modification of the Insolvency Opinion, reasonably satisfactory to Lender to the effect that such Letters of Credit cannot reasonably be expected to impair, negate, adversely change or qualify the opinions rendered in the Insolvency Opinion. 6.14.4 Upon the repayment of the entire principal balance of the Notes and any other amounts outstanding under penalty the Notes, this Agreement, or any of perjury, that said drawing is the other Loan Documents in accordance with the terms and conditions of this Lease; no other document or certification from Landlord shall be required Agreement, Lender will deliver to negotiate the Letter Borrower all outstanding Letters of Credit and the Landlord may draw on any portion of the then uncalled upon amount thereof without regard together with written authorization from Lender to and without the issuing bank inquiring as to the right or lack of right of the holder of said Letter of Credit to effect such draws or the existence or lack of existence of any defenses by Tenant with respect thereto. The Letter of Credit shall not be mortgaged, assigned or encumbered in any manner whatsoever by Tenant without the prior written consent of Landlord. The use, application or retention of the Letter of Credit, or any portion thereof, by Landlord shall not prevent Landlord from exercising any other right or remedy provided by this Lease or by law, it being intended that Landlord shall not first be required to proceed against the Letter of Credit, and such use, application or retention shall not operate as a limitation on any recovery to which Landlord may otherwise be entitledcancel same.”