may be
substituted for the Practices referred to in clause (a) to the extent such
Customs and Practices are not inconsistent with the criteria in this Exhibit.
9. Issuer shall waive all waiting periods whether under Uniform Commercial Code
Section 5-112 or otherwise.
10. The letter of credit shall otherwise be in such form and shall be subject to
such requirements as Landlord may reasonably require.
2
EXHIBIT F
JANITORIAL SPECIFICATIONS
GENERAL CLEANING SPECIFICATIONS
NIGHTLY
General Offices:
1.
All hard surfaced flooring to be swept using approved dustdown preparation.
2.
Empty all waste receptacles and remove wastepaper.
3.
Wash clean all Building water fountains and coolers.
4.
Sweep all private stairways.
WEEKLY
1.
Vacuum all carpeting and rugs.
2.
Wipe clean all brass and other bright work.
3.
Spot clean glass for fingerprints.
QUARTERLY
1.
High dust pictures, frames, charts, graphs and similar wall hangings
2.
Dust all vertical surfaces, such as walls, partitions, doors, door frames and
other surfaces not reached in nightly cleaning.
3.
Dust all venetian blinds.
4.
General kitchen cleaning consistent with kitchen cleaning provided to other
tenants of the Building.
Nightly cleaning of Common Lavatories (does not include private lavatories):
1.
Sweep and wash floors.
2.
Wash and polish all mirrors, shelves, bright work and enameled surfaces.
3.
Wash and disinfect all basins, bowls and urinals.
4.
Wash all toilet seats.
5.
Hand dust and clean all partitions, tile walls, dispensers and receptacles in
lavatories
6.
Empty paper receptacles, remove wastepaper.
7.
Fill toilet tissue holders.
8.
Empty and clean sanitary disposal receptacles.
1
EXHIBIT G
APPROVED FORM OF LETTER OF CREDIT
IRREVOCABLE STANDBY LETTER OF CREDIT NO. SVBSF_______
DATE:
BENEFICIARY:
MEPT 200 WEST MADISON LLC
C/O NEWTOWER TRUST COMPANY
3 BETHESDA METRO CENTER, SUITE 1600
BETHESDA, MARYLAND 20814
ATTN: PRESIDENT
APPLICANT:
MATTERSIGHT CORPORATION
OPERATING ACCOUNT
200 SOUTH WACKER SUITE 820
CHICAGO IL 60606
AMOUNT: US $425,000.00 (FOUR HUNDRED TWENTY FIVE THOUSAND
AND NO/100 U.S.
DOLLARS)
EXPIRATION DATE: (ONE YEAR FROM ISSUANCE)
LOCATION: AT OUR COUNTERS IN SANTA CLARA, CALIFORNIA
DEAR SIR/MADAM:
WE HEREBY ESTABLISH OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. SVBSF______ IN
YOUR FAVOR AVAILABLE BY YOUR DRAFTS DRAWN ON US AT SIGHT IN THE FORM OF EXHIBIT
"A" ATTACHED AND ACCOMPANIED BY THE FOLLOWING DOCUMENTS:
1. THE ORIGINAL OF THIS LETTER OF CREDIT AND ALL AMENDMENT(S), IF ANY.
2. BENEFICIARY'S SIGNED STATEMENT STATING AS FOLLOWS:
(A)
"THE UNDERSIGNED BENEFICIARY IS ENTITLED TO DRAW UPON THIS LETTER OF CREDIT
PURSUANT TO THE TERMS OF THAT LEASE DATED ______________, FOR PREMISES AT 200
WEST MADISON STREET, CHICAGO, ILLINOIS, BETWEEN MATTERSIGHT CORPORATION., AS
TENANT, AND MEPT 200 WEST MADISON LLC , AS LANDLORD, AS SUCH LEASE MAY HAVE BEEN
MODIFIED OR AMENDED TO DATE. THE UNDERSIGNED BENEFICIARY HEREBY MAKES DEMAND FOR
THE PAYMENT OF ________ [INSERT DRAW AMOUNT] UNDER THE LETTER OF CREDIT."
-OR-
(B) "BENEFICIARY HAS RECEIVED A NOTICE FROM SILICON VALLEY BANK THAT LETTER OF
CREDIT NUMBER SVBSF00______ WILL NOT BE EXTENDED AND APPLICANT HAS FAILED TO
PROVIDE A NEW LETTER