L/C DRAFT LANGUAGE
IRREVOCABLE STANDBY LETTER OF CREDIT NO. SVBSF
DATE:
, 2012
BENEFICIARY:
LINCOLN SUMMER STREET VENTURE, LLC
C/O ASB CAPITAL MANAGEMENT, LLC
7501 WISCONSIN AVENUE, SUITE 1300W
BETHESDA, MD 20814
AND
C/O LINCOLN PROPERTY COMPANY
225 FRANKLIN STREET, 23RD FLOOR
BOSTON, MA 02110
APPLICANT:
LOGMEIN INC
500 UNICORN PARK DRIVE
WOBURN MA 01801
AMOUNT: US$3,309,182.00 (U.S. DOLLARS THREE MILLION THREE HUNDRED NINE THOUSAND
ONE HUNDRED EIGHTY TWO EXACTLY)
EXPIRATION DATE:
[ONE YEAR FROM ISSUE DATE OF THE L/C]
LOCATION: SANTA CLARA, CALIFORNIA
LADIES AND GENTLEMEN:
WE HEREBY ESTABLISH THIS 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, SUBJECT
TO THE PROVISIONS BELOW REGARDING PRESENTATION BY FACSIMILE ALONE.
2. A DATED CERTIFICATION FROM THE BENEFICIARY PURPORTEDLY SIGNED BY AN
AUTHORIZED OFFICER OR AN AGENT OF BENEFICIARY, FOLLOWED BY HIS/HER PRINTED NAME
AND DESIGNATED TITLE, STATING EITHER OF THE FOLLOWING:
(A) "BENEFICIARY IS ENTITLED TO DRAW UPON THIS LETTER OF CREDIT, PURSUANT TO THE
TERMS OF THAT CERTAIN LEASE DATED
, 2012, [INSERT THE DATE]
BETWEEN LINCOLN SUMMER STREET VENTURE, LLC, AS LANDLORD, AND LOGMEIN INC, AS
TENANT, FOR PREMISES IN THE BUILDING LOCATED AT 320 SUMMER STREET, BOSTON,
MASSACHUSETTS (THE "LEASE"), OR ANY OTHER WRITTEN AGREEMENT BETWEEN APPLICANT
AND BENEFICIARY. BENEFICIARY HEREBY MAKES DEMAND FOR THE PAYMENT OF
[INSERT AMOUNT IN NUMERALS AND WORD]."
L/C DRAFT LANGUAGE APPROVED FOR ISSUANCE BY:
(Authorized Signature)
DATE:
OR
(B) "BENEFICIARY HEREBY CERTIFIES THAT IT HAS RECEIVED NOTICE FROM SILICON
VALLEY BANK THAT THE LETTER OF CREDIT NO. SVBSF
WILL NOT BE
RENEWED, AND THAT IT HAS NOT RECEIVED A REPLACEMENT LETTER OF CREDIT IN
ACCORDANCE WITH THE LEASE MENTIONED IN THE LETTER OF CREDIT AT LEAST THIRTY
(30) DAYS PRIOR TO THE EXPIRATION DATE OF THIS LETTER OF CREDIT."
THE LEASE AGREEMENT MENTIONED ABOVE IS FOR IDENTIFICATION PURPOSES ONLY AND IT
IS NOT INTENDED THAT SAID LEASE AGREEMENT BE INCORPORATED HEREIN OR FORM PART OF
THIS LETTER OF CREDIT.
UPON PRESENTATION OF THIS LETTER OF CREDIT ACCOMPANIED BY SUCH STATEMENT, WE
SHALL ACCEPT SUCH STATEMENT AS CONCLUSIVE, BINDING AND CORRECT, WITHOUT HAVING
TO INVESTIGATE OR
L/C DRAFT LANGUAGE APPROVED FOR ISSUANCE BY:
(Authorized Signature)
DATE:
PAGE 1 OF 3
IRREVOCABLE STANDBY LETTER OF CREDIT NO. SVBSF
DATE:
, 2012
BEING RESPONSIBLE FOR TE ACCURACY, TRUTHFULNESS, CORRECTNESS OR VALIDITY THEREOF
AND NOTWITHSTANDING THE CLAIM OF ANY PERSON TO THE CONTRARY, AND WE SHALL NOT
REQUIRE PROOF OF THE AUTHORITY OF THE AUTHORIZED OFFICER OR AN AGENT OF
BENEFICIARY SIGNING THE STATEMENT, AND SHALL INSTEAD PRESUME THE AUTHORITY OF
THE AUTHORIZED OFFICER OR AN AGENT OF BENEFICIARY BY REASON OF PRESENTATION WITH
IT OF THE ORIGINAL OF THIS LETTER OF CREDIT.
PARTIAL AND MULTIPLE DRAWS ARE ALLOWED. THIS LETTER OF CREDIT MUST ACCOMPANY ANY
DRAWINGS HEREUNDER FOR ENDORSEMENT OF THE DRAWING AMOUNT AND WILL BE