Common use of Replacement of Letter of Credit Clause in Contracts

Replacement of Letter of Credit. A. If the Letter of Credit held by Landlord expires or terminates before the Final LC Expiration Date (whether by reason of a stated expiration date or a notice of termination or non-renewal given by the issuing bank), Tenant shall deliver to Landlord, not later than 45 days before such expiration or termination, a new Letter of Credit, or a certificate of renewal or extension of the Letter of Credit held by Landlord, in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds (defined in Section 5.3 below) then held by Landlord) and otherwise satisfying all of the requirements set forth in the first sentence of Section 5.1 above (the “LC Requirements”). B. If, at any time before the Final LC Expiration Date, the financial institution that issued (or confirmed) the Letter of Credit held by Landlord does not meet the Minimum Financial Requirement, then Tenant, within 10 business days after Landlord’s written demand, shall deliver to Landlord, in replacement of such Letter of Credit, a new Letter of Credit that (i) is issued (or confirmed) by a financial institution that meets the Minimum Financial Requirement and is otherwise acceptable to Landlord in its reasonable discretion, and (ii) is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements, whereupon Landlord shall return to Tenant the Letter of Credit that is being replaced. C. If, at any time before the Final LC Expiration Date, the amount of the Letter of Credit held by Landlord is less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord), then Tenant, within 10 business days after Landlord’s demand, shall either (i) deliver to Landlord an additional Letter of Credit that is in an amount not less than the amount of such shortfall and otherwise satisfies all of the LC Requirements, or (ii) deliver to Landlord, in replacement of the Letter of Credit held by Landlord, a new Letter of Credit that is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements (whereupon, in the case of this clause (ii), Landlord shall return to Tenant the Letter of Credit that is being replaced).

Replacement of Letter of Credit. A. If the Letter of Credit held by Landlord expires or terminates before the Final LC Expiration Date (whether by reason of a stated expiration date or a notice of termination or non-renewal given by the issuing bank), Tenant shall deliver to Landlord, not later than 45 60 days before such expiration or termination, a new Letter of Credit, or a certificate of renewal or extension of the Letter of Credit held by Landlord, in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds (defined in Section 5.3 2.3 below) then held by Landlord) and otherwise satisfying all of the requirements set forth in the first sentence of Section 5.1 2.1 above (the “LC Requirements”). B. If, at any time before the Final LC Expiration Date, the financial institution that issued (or confirmed) the Letter of Credit held by Landlord does not meet the Minimum Financial Requirement, then Tenant, within 10 business days after Landlord’s written demand, shall deliver to Landlord, in replacement of such Letter of Credit, a new Letter of Credit that (i) is issued (or confirmed) by a financial institution that meets the Minimum Financial Requirement and is otherwise acceptable to Landlord in its reasonable discretion, and (ii) is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements, whereupon Landlord shall return to Tenant the Letter of Credit that is being replaced. C. If, at any time before the Final LC Expiration Date, the amount of the Letter of Credit held by Landlord is less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord), then Tenant, within 10 five (5) business days after Landlord’s demand, shall either (i) deliver to Landlord an additional Letter of Credit that is in an amount not less than the amount of such shortfall and otherwise satisfies all of the LC Requirements, or (ii) deliver to Landlord, in replacement of the Letter of Credit held by Landlord, a new Letter of Credit that is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements (whereupon, in the case of this clause (ii), Landlord shall return to Tenant the Letter of Credit that is being replaced). D. If, at any time, Tenant is obligated to deliver to Landlord a replacement Letter of Credit pursuant to the terms of this Section 2.2 but Tenant is unable to do so despite its good faith efforts, then Tenant shall be permitted (in lieu thereof) to deliver to Landlord a cash Security Deposit to Landlord in the amount of $310,662.00. In such event, (i) Landlord shall hold such Security Deposit in accordance with Section 21 of the Lease, (ii) the amount referenced in Section 1.8 of the Lease shall be deemed to be $310,662.00 and (iii) Tenant shall have no further obligation to deliver a Letter of Credit under this Section 2 of this Exhibit F.

Replacement of Letter of Credit. A. If the Letter of Credit held by Landlord expires or terminates (a) Buyers may provide to Sellers for their approval at least forty-five (45) calendar days before the Final LC Expiration Date (whether by reason of a stated expiration date or a notice of termination or non-renewal given by the issuing bank), Tenant shall deliver to Landlord, not later than 45 days before such expiration or termination, a new Letter of Credit, or a certificate of renewal or extension of the Letter of Credit held by Landlord, in a form of (i) an amount not less than extension of the original Letter of Credit Amount (less issued by the amount of any unapplied Proceeds (defined in Section 5.3 below) then held by Landlord) and otherwise satisfying all issuer of the requirements set forth in the first sentence of Section 5.1 above (the “LC Requirements”). B. If, at any time before the Final LC Expiration Date, the financial institution that issued (or confirmed) the then expiring Letter of Credit held by Landlord does not meet (with no modifications to the Minimum Financial Requirement, then Tenant, within 10 business days after Landlord’s written demand, shall deliver to Landlord, in replacement of such Letter of Credit, a new original Letter of Credit that other than extending the expiration date for at least an additional ninety (i90) is issued (or confirmed) by a financial institution that meets days after the Minimum Financial Requirement and is otherwise acceptable to Landlord in its reasonable discretion, and (ii) is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements, whereupon Landlord shall return to Tenant the Letter of Credit that is being replaced. C. If, at any time before the Final LC Expiration Date, the amount expiration date of the Letter of Credit held by Landlord is less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by LandlordCredit), then Tenant, within 10 business days after Landlord’s demand, shall either (i) deliver to Landlord an additional Letter of Credit that is in an amount not less than the amount of such shortfall and otherwise satisfies all of the LC Requirements, or (ii) deliver a substitute Letter of Credit in a form identical to LandlordAppendix A (with an expiration date of not less than ninety (90) days after the expiration date set forth in the then expiring Letter of Credit) issued by the issuer of the original Letter of Credit or by a United States bank having assets and a net worth (as established by the most recent public financial information of such bank, copies of which shall be provided by Buyers or Fund III to Sellers) equal to or greater than the bank which issued the then expiring Letter of Credit, together with a statement signed by an officer of Buyers or Fund III, in replacement each case, certifying that such substitute Letter of Credit or extension will comply with the foregoing requirements. If Sellers approve such form of substitute Letter of Credit or extension in writing (such approval not to be unreasonably withheld, conditioned or delayed) and Buyers or Fund III delivers to Escrow Agent an original of such substitute Letter of Credit or extension (duly executed by the issuing bank) and Sellers' written approval, at least thirty (30) calendar days before the expiration of the Letter of Credit held by LandlordCredit, a new such substitute Letter of Credit that is in an amount not less than the (or such then expiring Letter of Credit Amount (less as extended by the amount extension) shall thereafter be deemed the "Letter of any unapplied Proceeds then held by Landlord) Credit" for all purposes hereunder; and otherwise satisfies all of the LC Requirements (whereupon, in the case of this clause (ii), Landlord shall return to Tenant the if a substitute Letter of Credit that is being replaced)provided, the Escrow Agent shall simultaneously exchange the prior Letter of Credit for the substituted Letter of Credit and give receipts, if requested by Buyers, for the same.

Replacement of Letter of Credit. A. If the Letter of Credit held by Landlord expires or terminates before the Final LC Expiration Date (whether by reason of a stated expiration date or a notice of termination or non-renewal given by the issuing bank), Tenant shall deliver to Landlord, not later than 45 days before such expiration or termination, a new Letter of Credit, or a certificate of renewal or extension of the Letter of Credit held by Landlord, in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds (defined in Section 5.3 2.3 below) then held by Landlord) and otherwise satisfying all of the requirements set forth in the first sentence of Section 5.1 2.1 above (the “LC Requirements”). B. If, at any time before the Final LC Expiration Date, the financial institution that issued (or confirmed) the Letter of Credit held by Landlord does not meet the Minimum Financial Requirement, then Tenant, within 10 15 business days after Landlord’s written demand, shall deliver to Landlord, in replacement of such Letter of Credit, a new Letter of Credit that (i) is issued (or confirmed) by a financial institution that meets the Minimum Financial Requirement and is otherwise acceptable to Landlord in its reasonable discretion, and (ii) is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements, whereupon Landlord shall return to Tenant the Letter of Credit that is being replaced.replaced along with a letter to the issuer signed and dated by Landlord on Landlord’s letterhead in the form attached to the Lease as Exhibit L. C. If, at any time before the Final LC Expiration Date, the amount of the Letter of Credit held by Landlord is less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord), then Tenant, within 10 business days after Landlord’s demand, shall either (i) deliver to Landlord an additional Letter of Credit that is in an amount not less than the amount of such shortfall and otherwise satisfies all of the LC Requirements, or (ii) deliver to Landlord, in replacement of the Letter of Credit held by Landlord, a new Letter of Credit that is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements (whereupon, in the case of this clause (ii), Landlord shall return to Tenant the Letter of Credit that is being replaced).

Replacement of Letter of Credit. A. If the Letter of Credit held by Landlord expires or terminates before the Final LC Expiration Date (whether by reason of a stated expiration date or a notice of termination or non-renewal given by the issuing bank), Tenant shall deliver to Landlord, not later than 45 days before such expiration or termination, a new Letter of Credit, or a certificate of renewal or extension of the Letter of Credit held by Landlord, in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds (defined in Section 5.3 2.3 below) then held by Landlord) and otherwise satisfying all of the requirements set forth in the first sentence of Section 5.1 2.1 above (the “LC Requirements”). B. If, at any time before the Final LC Expiration Date, the financial institution that issued (or confirmed) the Letter of Credit held by Landlord does not meet the Minimum Financial Requirement, then Tenant, within 10 business days after Landlord▇▇▇▇▇▇▇▇’s written demand, shall deliver to Landlord, in replacement of such Letter of Credit, a new Letter of Credit that (i) is issued (or confirmed) by a financial institution that meets the Minimum Financial Requirement and is otherwise acceptable to Landlord in its reasonable discretion, and (ii) is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements, whereupon Landlord shall return to Tenant the Letter of Credit that is being replaced. C. If, at any time before the Final LC Expiration Date, the amount of the Letter of Credit held by Landlord is less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord), then Tenant, within 10 five (5) business days after Landlord’s demand, shall either (i) deliver to Landlord an additional Letter of Credit that is in an amount not less than the amount of such shortfall and otherwise satisfies all of the LC Requirements, or (ii) deliver to Landlord, in replacement of the Letter of Credit held by Landlord, a new Letter of Credit that is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements (whereupon, in the case of this clause (ii), Landlord shall return to Tenant the Letter of Credit that is being replaced).

Replacement of Letter of Credit. A. i. If the Letter of Credit held by Landlord expires or terminates before the Final LC Expiration Date (whether by reason of a stated expiration date or a notice of termination or non-renewal given by the issuing bank), Tenant shall deliver to Landlord, not later than 45 days before such expiration or termination, a new Letter of Credit, or a certificate of renewal or extension of the Letter of Credit held by Landlord, in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds (defined in Section 5.3 4.5 below) then held by Landlord) and otherwise satisfying all of the requirements set forth in the first sentence of Section 5.1 4.1 above (the “LC Requirements”). B. ii. If, at any time before the Final LC Expiration Date, the financial institution that issued (or confirmed) the Letter of Credit held by Landlord does not meet the Minimum Financial Requirement, then Tenant, within 10 fifteen (15) business days after Landlord’s written demand, shall deliver to Landlord, in replacement of such Letter of Credit, a new Letter of Credit that (i) is issued (or confirmed) by a financial institution that meets the Minimum Financial Requirement and is otherwise acceptable to Landlord in its reasonable discretion, and (ii) is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements, whereupon Landlord shall return to Tenant the Letter of Credit that is being replaced. C. iii. If, at any time before the Final LC Expiration Date, the amount of the Letter of Credit held by Landlord is less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord), then Tenant, within 10 five (5) business days after Landlord’s demand, shall either (i) deliver to Landlord an additional Letter of Credit that is in an amount not less than the amount of such shortfall and otherwise satisfies all of the LC Requirements, or (ii) deliver to Landlord, in replacement of the Letter of Credit held by Landlord, a new Letter of Credit that is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements (whereupon, in the case of this clause (ii), Landlord shall return to Tenant the Letter of Credit that is being replaced).

Replacement of Letter of Credit. A. If the Letter of Credit held by Landlord expires or terminates (a) Buyer may provide to Sellers for its approval at least forty-five (45) calendar days before the Final LC Expiration Date (whether by reason of a stated expiration date or a notice of termination or non-renewal given by the issuing bank), Tenant shall deliver to Landlord, not later than 45 days before such expiration or termination, a new Letter of Credit, or a certificate of renewal or extension of the Letter of Credit held by Landlord, in a form of (i) an amount not less than extension of the original Letter of Credit Amount (less issued by the amount of any unapplied Proceeds (defined in Section 5.3 below) then held by Landlord) and otherwise satisfying all issuer of the requirements set forth in the first sentence of Section 5.1 above (the “LC Requirements”). B. If, at any time before the Final LC Expiration Date, the financial institution that issued (or confirmed) the then expiring Letter of Credit held by Landlord does not meet (with no modifications to the Minimum Financial Requirement, then Tenant, within 10 business days after Landlord’s written demand, shall deliver to Landlord, in replacement of such Letter of Credit, a new original Letter of Credit that other than extending the expiration date for at least an additional ninety (i90) is issued (or confirmed) by a financial institution that meets days after the Minimum Financial Requirement and is otherwise acceptable to Landlord in its reasonable discretion, and (ii) is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements, whereupon Landlord shall return to Tenant the Letter of Credit that is being replaced. C. If, at any time before the Final LC Expiration Date, the amount expiration date of the Letter of Credit held by Landlord is less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by LandlordCredit), then Tenant, within 10 business days after Landlord’s demand, shall either (i) deliver to Landlord an additional Letter of Credit that is in an amount not less than the amount of such shortfall and otherwise satisfies all of the LC Requirements, or (ii) deliver a substitute Letter of Credit in a form identical to LandlordAppendix A (with an expiration date of not less than ninety (90) days after the expiration date set forth in the then expiring Letter of Credit) issued by the issuer of the original Letter of Credit or by a United States bank having assets and a net worth (as established by the most recent public financial information of such bank, copies of which shall be provided by Buyer to Sellers) equal to or greater than the bank which issued the then expiring Letter of Credit, together with a statement signed by an officer of Buyer, in replacement each case, certifying that such substitute Letter of Credit or extension will comply with the foregoing requirements. If Sellers approve such form of substitute Letter of Credit or extension in writing (such approval not to be unreasonably withheld, conditioned or delayed) and Buyer delivers to the Escrow Agent an original of such substitute Letter of Credit or extension (duly executed by the issuing bank) and the written approval of Sellers, at least thirty (30) calendar days before the expiration of the Letter of Credit held by LandlordCredit, a new such substitute Letter of Credit (or such then expiring Letter of Credit as extended by the extension) shall thereafter be deemed the "Letter of Credit" for all purposes hereunder; and if a substitute Letter of Credit is being provided, the Escrow Agent shall simultaneously exchange the prior Letter of Credit for the substituted Letter of Credit and give receipts, if requested by Buyer, for the same. (b) In the event that is in (i) Buyer delivers a form of substitute Letter of Credit and the Sellers do not approve the form thereof, or (ii) Buyer does not deliver an amount original substitute Letter of Credit to the Escrow Agent (or an extension of the expiring Letter of Credit) at least thirty (30) calendar days before the expiration of the then expiring Letter of Credit, Buyer may not less than replace the Letter of Credit, and upon written instructions signed by Sellers, the Escrow Agent shall immediately present the Letter of Credit Amount for payment (less the amount of any unapplied Proceeds then held with a drawing certificate signed by LandlordSellers) and otherwise satisfies all of hold the LC Requirements (whereupon, funds drawn pursuant thereto in accordance with the case terms of this clause (ii)Escrow Agreement notwithstanding any actual or alleged default hereunder or under the Purchase Agreement by any party or any instruction to the contrary by Buyer or any other person, Landlord shall return to Tenant the Letter and notwithstanding any other state of Credit that is being replaced)facts.

Replacement of Letter of Credit. A. If the Letter of Credit held by Landlord expires or terminates before the Final LC Expiration Date (whether by reason of a stated expiration date or a notice of termination or non-renewal given by the issuing bank), Tenant shall deliver to Landlord, not later than 45 60 days before such expiration or termination, a new Letter of Credit, or a certificate of renewal or extension of the Letter of Credit held by Landlord, in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds (defined in Section 5.3 6.3 below) then held by Landlord) and otherwise satisfying all of the requirements set forth in the first sentence of Section 5.1 6.1 above (the “LC Requirements”). B. If, at any time before the Final LC Expiration Date, the financial institution that issued (or confirmed) the Letter of Credit held by Landlord does not meet the Minimum Financial Requirement, then Tenant, within 10 five (5) business days after Landlord’s written demand, shall deliver to Landlord, in replacement of such Letter of Credit, a new Letter of Credit that (i) is issued (or confirmed) by a financial institution that meets the Minimum Financial Requirement and is otherwise acceptable to Landlord in its reasonable discretion, and (ii) is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements, whereupon Landlord shall return to Tenant the Letter of Credit that is being replaced. C. If, at any time before the Final LC Expiration Date, the amount of the Letter of Credit held by Landlord is less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord), then Tenant, within 10 five (5) business days after Landlord’s demand, shall either (i) deliver to Landlord an additional Letter of Credit that is in an amount not less than the amount of such shortfall and otherwise satisfies all of the LC Requirements, or (ii) deliver to Landlord, in replacement of the Letter of Credit held by Landlord, a new Letter of Credit that is in an amount not less than the Letter of Credit Amount (less the amount of any unapplied Proceeds then held by Landlord) and otherwise satisfies all of the LC Requirements (whereupon, in the case of this clause (ii), Landlord shall return to Tenant the Letter of Credit that is being replaced).