Common use of Requirements for Letter of Credit Clause in Contracts

Requirements for Letter of Credit. Concurrently with Tenant’s execution of this Lease, Tenant shall 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 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 F, or in form otherwise reasonably approved by Landlord, and containing the terms required herein, payable in the City of Boston, Massachusetts or permitting fax presentment, 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 Office of Banks and Real Estate of the Commonwealth of Massachusetts, or a national banking association (the “Bank”), in the Letter of Credit Amount. As of the Effective Date, Silicon Valley Bank is an approved Bank. The Letter of Credit shall (a) be “callable” at sight, irrevocable and unconditional, (b) be maintained in effect, whether through renewal or extension, for the period from the Commencement Date and continuing until the date (the “LC Expiration Date”) that is ninety (90) days after the expiration of the Term (as the same may be extended), and Tenant shall deliver a new Letter of Credit or certificate of renewal or extension to Landlord at least thirty (30) days prior to the expiration of the Letter of Credit then held by Landlord, without any action whatsoever on the part of Landlord, (c) be fully assignable by Landlord, its successors and assigns, (d) permit partial draws and multiple presentations and drawings, and (e) be otherwise subject to the International Standby Practices 1998, International Chamber of Commerce Publication No. 590. The terms of the Letter of Credit and the Bank shall be acceptable to Landlord. If Tenant exercises its option to extend the Term pursuant to Exhibit F of this Lease then, not later than ninety (90) days prior to the commencement of the Extension Term, Tenant shall deliver to Landlord a new Letter of Credit or certificate of renewal or extension evidencing the LC Expiration Date as ninety (90) days after the expiration of the Extension Term. Landlord, 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 (each, a “Triggering Event”): (1) such amount is due to Landlord from a Default of Tenant 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 or extended through the LC Expiration Date and Tenant has not provided a substitute Letter of Credit meeting the requirements set forth in this Article 4 no later than thirty (30) days prior to the current expiration date or (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 Tenant has failed to deliver a new Letter of Credit from a bank with a long term rating of A or higher (by Standard & Poor’s) or A2 or higher (by Xxxxx’x) and otherwise meeting the requirements set forth in this Article 4 within thirty (30) days following notice from Landlord. The Letter of Credit will be honored by the Bank regardless of whether Tenant disputes Landlord’s right to draw upon the Letter of Credit.

Requirements for Letter of Credit. Concurrently with Tenant’s execution The Letter of this LeaseCredit must conform to each the following requirements: 29.3.1 Such Letter of Credit shall be a clean, Tenant shall 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 Default by Tenant under this Lease, an irrevocable and unconditional negotiable standby letter of credit (the “Letter of Credit”), transferable in the form attached hereto as Exhibit F, whole or in form otherwise reasonably approved part by Landlord, and containing the terms required herein, payable in the City of Boston, Massachusetts or permitting fax presentment, 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 Office of Banks and Real Estate of the Commonwealth of Massachusetts, or a national banking association (the “Bank”), in the Letter of Credit Amount. As of the Effective Date, Silicon Valley Bank is an approved Bank. The Letter of Credit and any renewal, amendment and replacement thereof shall (a) be “callable” at sight, irrevocable and unconditional, (b) be maintained in effect, whether through renewal or extension, for the period from the Commencement Date and continuing until the date issued by a commercial bank (the “LC Expiration DateIssuing Bank”) that which is ninety (90) days after the expiration a member of the Term (as the same may be extended)The Clearing House LLC, and Tenant shall deliver a new reasonably acceptable to Landlord, which Letter of Credit or certificate shall have a term of renewal or extension to Landlord at least one year, with automatic renewals and with thirty (30) days prior days’ notice to Landlord for non-renewal, be for the expiration of the Letter of Credit then held by Landlord, without any action whatsoever on the part account of Landlord, (c) provide for partial drawdowns and be fully assignable in the amount set forth below, as security for the faithful performance and observance by Landlord, its successors and assigns, (d) permit partial draws and multiple presentations and drawings, and (e) be otherwise subject to the International Standby Practices 1998, International Chamber of Commerce Publication No. 590. The terms Tenant of the Letter of Credit and the Bank shall be acceptable to Landlord. If Tenant exercises its option to extend the Term pursuant to Exhibit F of this Lease thenterms, not later than ninety (90) days prior to the commencement of the Extension Term, Tenant shall deliver to Landlord a new Letter of Credit or certificate of renewal or extension evidencing the LC Expiration Date as ninety (90) days after the expiration of the Extension Term. Landlord, 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 (each, a “Triggering Event”): (1) such amount is due to Landlord from a Default of Tenant under the terms provisions and conditions of this Lease, or (2) including, without limitation, the surrender of possession of the Premises to Landlord as herein provided. Tenant has filed a voluntary petition under agrees to cause 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 Issuing Bank has notified Landlord that to renew the Letter of Credit will not be renewed Credit, in the same form, or extended through the LC Expiration Date and Tenant has not provided to obtain a substitute Letter of Credit meeting the requirements set forth in this Article 4 no later than thirty (30) days prior to the current expiration date or (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 Tenant has failed to deliver a new Letter of Credit from a bank with a long another Issuing Bank conforming to the provisions of this Section annually during the term rating of A or higher (by Standard & Poor’s) or A2 or higher (by Xxxxx’x) and otherwise meeting the requirements set forth in this Article 4 within thirty (30) days following notice from LandlordLease. The Letter of Credit will or any remaining portion of any sum collected by Landlord thereunder from the Issuing Bank, together with any other portion of any other sums then held by Landlord as security and which sums Landlord is not entitled to apply or retain with respect to any default by Tenant hereunder, shall be honored returned to Tenant within Thirty (30) days after the Fixed Expiration Date. 29.3.2 The Letter of Credit must expressly state that all fees and expenses are for the account of Tenant, that neither the beneficiary nor any successor beneficiary shall have any obligation to pay any such fees or expenses, and that the failure of Tenant to pay any such fees or expenses shall not affect the rights of the beneficiary thereunder; and 29.3.3 The original Letter of Credit to be delivered by Tenant upon execution of this lease shall be in the face amount of $240,000.00. Tenant acknowledges and agrees that Landlord shall have no responsibility or liability on account of any error by the Bank regardless of whether Tenant disputes Landlord’s right to draw upon the Letter of CreditIssuing Bank.

Requirements for Letter of Credit. Concurrently with Tenant’s execution The Letter of this LeaseCredit must conform to each the following requirements: 29.3.1 Such Letter of Credit shall be a clean, Tenant shall 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 Default by Tenant under this Lease, an irrevocable and unconditional negotiable standby letter of credit (the “Letter of Credit”), transferable in the form attached hereto as Exhibit F, whole or in form otherwise reasonably approved part by Landlord, and containing the terms required herein, payable in the City of Boston, Massachusetts or permitting fax presentment, 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 Office of Banks and Real Estate of the Commonwealth of Massachusetts, or a national banking association (the “Bank”), in the Letter of Credit Amount. As of the Effective Date, Silicon Valley Bank is an approved Bank. The Letter of Credit and any renewal, amendment and replacement thereof shall (a) be “callable” at sight, irrevocable and unconditional, (b) be maintained in effect, whether through renewal or extension, for the period from the Commencement Date and continuing until the date issued by a commercial bank (the “LC Expiration DateIssuing Bank”) that which is ninety (90) days after the expiration a member of the Term (as the same may be extended)The Clearing House LLC, and Tenant shall deliver a new reasonably acceptable to Landlord, which Letter of Credit or certificate shall have a term of renewal or extension to Landlord at least one year, with automatic renewals and with thirty (30) days prior days’ notice to Landlord for non-renewal, be for the expiration of the Letter of Credit then held by Landlord, without any action whatsoever on the part account of Landlord, (c) provide for partial drawdowns and be fully assignable in the amount set forth below, as security for the faithful performance and observance by Landlord, its successors and assigns, (d) permit partial draws and multiple presentations and drawings, and (e) be otherwise subject to the International Standby Practices 1998, International Chamber of Commerce Publication No. 590. The terms Tenant of the Letter of Credit and the Bank shall be acceptable to Landlord. If Tenant exercises its option to extend the Term pursuant to Exhibit F of this Lease thenterms, not later than ninety (90) days prior to the commencement of the Extension Term, Tenant shall deliver to Landlord a new Letter of Credit or certificate of renewal or extension evidencing the LC Expiration Date as ninety (90) days after the expiration of the Extension Term. Landlord, 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 (each, a “Triggering Event”): (1) such amount is due to Landlord from a Default of Tenant under the terms provisions and conditions of this Lease, or (2) including, without limitation, the surrender of possession of the Premises to Landlord as herein provided. Tenant has filed a voluntary petition under agrees to cause 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 Issuing Bank has notified Landlord that to renew the Letter of Credit will not be renewed Credit, in the same form, or extended through the LC Expiration Date and Tenant has not provided to obtain a substitute Letter of Credit meeting the requirements set forth in this Article 4 no later than thirty (30) days prior to the current expiration date or (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 Tenant has failed to deliver a new Letter of Credit from a bank with a long another Issuing Bank conforming to the provisions of this Section annually during the term rating of A or higher (by Standard & Poor’s) or A2 or higher (by Xxxxx’x) and otherwise meeting the requirements set forth in this Article 4 within thirty (30) days following notice from LandlordLease. The Letter of Credit will or any remaining portion of any sum collected by Landlord thereunder from the Issuing Bank, together with any other portion of any other sums then held by Landlord as security and which sums Landlord is not entitled to apply or retain with respect to any default by Tenant hereunder, shall be honored returned to Tenant within Thirty (30) days after the Expiration Date. 29.3.2 The Letter of Credit must expressly state that all fees and expenses are for the account of Tenant, that neither the beneficiary nor any successor beneficiary shall have any obligation to pay any such fees or expenses, and that the failure of Tenant to pay any such fees or expenses shall not affect the rights of the beneficiary thereunder; and 29.3.3 The original Letter of Credit to be delivered by Tenant upon execution of this lease shall be in the face amount of $67,740.00. Tenant acknowledges and agrees that Landlord shall have no responsibility or liability on account of any error by the Bank regardless of whether Tenant disputes Landlord’s right to draw upon the Letter of CreditIssuing Bank.

Requirements for Letter of Credit. Concurrently with Tenant’s execution of this Lease, Tenant shall 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 Default by Tenant under this Lease, an irrevocable and unconditional negotiable standby (a) The initial letter of credit will be an irrevocable letter of credit of a commercial bank providing for direct payments to or upon the order of the Trustee of amounts up to (1) the “Letter principal of Credit”)the Series 1997 Bonds when due, in the form attached hereto as Exhibit Fat maturity or upon acceleration, redemption, purchase pursuant to a tender or in form otherwise reasonably approved by Landlord, and containing lieu of redemption or otherwise; (2) interest on the terms required herein, payable in Series 1997 Bonds for a period of 45 days at the City rate of Boston, Massachusetts 12 percent per annum or permitting fax presentment, 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 Office of Banks and Real Estate of the Commonwealth of Massachusetts, or a national banking association (the “Bank”), such lower maximum interest rate as may be specified in the Letter of Credit Amount. As of the Effective DateCredit; PROVIDED, Silicon Valley Bank is an approved Bank. The Letter of Credit shall HOWEVER that (aA) be “callable” at sight, irrevocable and unconditional, (b) be maintained in effect, whether through renewal or extension, for the period from the Commencement Date and continuing until the date (the “LC Expiration Date”) that is ninety (90) days after the expiration of the Term (as the same may be extended), and Tenant shall deliver a new Letter of Credit or certificate of renewal or extension to Landlord at least thirty (30) days prior to the expiration of if the Letter of Credit then held by Landlordwill be in effect during a Commercial Paper Mode, without any action whatsoever on the part of Landlord, (c) be fully assignable by Landlord, its successors and assigns, (d) permit partial draws and multiple presentations and drawings, and (e) be otherwise subject to the International Standby Practices 1998, International Chamber of Commerce Publication No. 590. The terms of the Letter of Credit and the Bank shall be acceptable to Landlord. If Tenant exercises its option to extend the Term pursuant to Exhibit F of this Lease then, not later than ninety (90) days prior to the commencement of the Extension Term, Tenant shall deliver to Landlord a new Letter of Credit or certificate of renewal or extension evidencing the LC Expiration Date as ninety (90) days after the expiration of the Extension Term. Landlord, or its then managing agent, shall have the right to draw down an amount up to the face stated coverage amount of the Letter of Credit will include an amount equal to interest on the Series 1997 Bonds for a period of 375 days (or such other number of days as may be required by any Rating Agency then rating the Series 1997 Bonds) at a stated maximum interest rate; and (B) if any of the following shall have occurred or be applicable (each, a “Triggering Event”): (1) such amount is due to Landlord from a Default of Tenant 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 or extended through in effect during a Long-Term Interest Rate Period, the LC Expiration Date and Tenant has not provided a substitute stated coverage amount of the Letter of Credit meeting will include interest on the requirements set forth in this Article 4 no later than thirty Series 1997 Bonds for a period of 210 days (30or such other number of days as may be required by any Rating Agency then rating the Series 1997 Bonds) days prior at the Long-Term Interest Rate plus an amount equal to the current expiration date or (5) premium required for redemption described under the long term rating paragraphs captioned "MANDATORY REDEMPTION UPON EXPIRATION OF LETTER OF CREDIT," "MANDATORY REDEMPTION UPON DELIVERY OF AN ALTERNATE LETTER OF CREDIT," "MANDATORY REDEMPTION AT BEGINNING OF A NEW LONG-TERM INTEREST RATE PERIOD" and "MANDATORY REDEMPTION UPON A CHANGE IN THE METHOD OF DETERMINING THE INTEREST RATE ON THE BONDS" and "MANDATORY REDEMPTION DURING A LONG-TERM INTEREST RATE PERIOD UPON EXTENSION OF BOND MATURITY" in Section 8 of the Bank has been downgraded to BBB or lower (by Standard & Poor’s) or Baa2 or lower (by Xxxxx’x) and Tenant has failed to deliver a new Letter of Credit from a bank with a long term rating of A or higher (by Standard & Poor’s) or A2 or higher (by Xxxxx’x) and otherwise meeting the requirements set forth in this Article 4 within thirty (30) days following notice from LandlordSeries 1997 Bonds. The Letter of Credit will expire (A) at its stated expiration date, which will be honored no earlier than 20 days after an Interest Payment Date that (except for the initial Letter of Credit) is one year from its date of issuance, and if a Long-Term Interest Rate Period will be in effect, its stated expiration date will be no earlier than the first date on which the Series 1997 Bonds are subject to redemption as described under the paragraph "OPTIONAL REDEMPTION DURING LONG-TERM INTEREST RATE PERIOD" in Section 8 of the Series 1997 Bonds, (B) receipt by the Bank regardless of whether Tenant disputes Landlord’s right Trustee certificates to draw upon the effect that all Bonds have been paid or that an Alternate Letter of Credit has been delivered to and accepted by the Trustee; or (C) 25 days after the Trustee has received the Bank's written notice that an Event of Default has occurred under the Reimbursement Agreement pursuant to which the Letter of Credit was issued and requesting that the principal of all Bonds and accrued interest thereon be declared due and payable or be called for redemption. At least 45 days (or such shorter period as shall be acceptable to the Trustee, but not less than 30 days) prior to the Interest Payment Date next preceding the Expiration Date of the current Letter of Credit, the Company may provide for the delivery to the Trustee of an amendment to the Letter of Credit which extends the Expiration Date to a date that is not earlier than one year from its then current Expiration Date. If the Letter of Credit is so extended, the mandatory redemption described under the paragraph "MANDATORY REDEMPTION UPON EXPIRATION OF LETTER OF CREDIT" in Section 8 of the Series 1997 Bonds shall not occur. Unless all of the conditions of this paragraph which are required to be met 45 days (or such shorter period as shall be acceptable to the Trustee, but not less than 30 days) preceding the Interest Payment Date next preceding the Expiration Date of the Letter of Credit have been satisfied, the Trustee shall take all action necessary to call the Series 1997 Bonds for mandatory redemption described under the paragraph "MANDATORY REDEMPTION UPON EXPIRATION OF LETTER OF CREDIT" in Section 8 of the Series 1997 Bonds on the Interest Payment Date next preceding such Expiration Date; PROVIDED that if the Company shall have notified the Trustee in writing that it expects to meet all the conditions for the delivery of an amendment extending the existing Letter of Credit on or before the Interest Payment Date next preceding the Expiration Date of the existing Letter of Credit, then the notice of such mandatory redemption shall state that it is subject to rescission, and the Trustee shall rescind such notice, if such conditions are so met (in which case such mandatory redemption shall not occur).