DELAWARE LIMITED PARTNERSHIP,
AS LANDLORD, AND FASTCLICK, INC., A CALIFORNIA CORPORATION, AS TENANT, AND/OR
ANY AMENDMENT TO THE LEASE OR ANY OTHER AGREEMENT BETWEEN SUCH PARTIES RELATED
TO THE LEASE."
WE FURTHER AGREE THAT:
(A) UPON RECEIPT OF THE DOCUMENTATION REQUIRED HEREIN,
WE WILL HONOR YOUR DRAWS AGAINST THIS IRREVOCABLE STANDBY LETTER OF CREDIT
WITHOUT INQUIRY INTO THE ACCURACY OF BENEFICIARY'S SIGNED STATEMENT AND
REGARDLESS OF WHETHER APPLICANT DISPUTES THE .CONTENT OF SUCH STATEMENT; (B)
THIS IRREVOCABLE STANDBY LETTER OF CREDIT SHALL PERMIT PARTIAL DRAWS AND, IN THE
EVENT YOU ELECT TO DRAW UPON LESS THAN THE FULL STATED AMOUNT HEREOF, THE STATED
AMOUNT OF THIS IRREVOCABLE STANDBY LETTER OF CREDIT SHALL BE AUTOMATICALLY
REDUCED BY THE AMOUNT OF SUCH PARTIAL DRAW; AND (C)
THIS LETTER OF CREDIT IS
TRANSFERABLE IN WHOLE BUT NOT IN PART. TRANSFER MAY ONLY BE EFFECT BY BANK OF
THE WEST ON OUR RECEIPT OF A REQUEST FOR FULL TRANSFER IN FORM REASONABLY
ACCEPTABLE TO US ACCOMPANIED BY THIS ORIGINAL LETTER OF CREDIT, AMENDMENTS
HERETO IF ANY, AND PAYMENT OF OUR TRANSFER COMMISSION IN EFFECT AT THE TIME OF
THE TRANSFER, BUT NOT TO EXCEED AN AMOUNT EQUAL TO 0.25% OF THE AMOUNT AVAILABLE
TO BE DRAWN UNDER THIS LETTER OF CREDIT.
THIS IRREVOCABLE STANDBY LETTER OF CREDIT IS SUBJECT TO THE UNIFORM CUSTOMS AND
PRACTICE FOR DOCUMENTARY CREDITS (1993 REVISION) ICC PUBLICATION NO. 500.
WE HEREBY ENGAGE WITH YOU TO HONOR DRAFTS AND DOCUMENTS DRAWN UNDER AND IN
COMPLIANCE WITH THE TERMS OF THIS IRREVOCABLE STANDBY LETTER OF CREDIT.
ALL COMMUNICATIONS TO US WITH RESPECT TO THIS IRREVOCABLE STANDBY LETTER OF
CREDIT MUST BE ADDRESSED TO OUR OFFICE LOCATED AT 1977 SATURN STREET, MONTEREY
PARK, CA 91755 TO THE ATTENTION OF TEAM 2.
VERY TRULY YOURS,
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