Service Center, Inc.
By:
/s/ Violet K. Jamal
Name:
Violet K. Jamal
Title:
Vice President
CPD Group Management Corp.
By:
/s/ Saleh ElJamal
Name:
Saleh ElJamal
Title:
Treasurer
Chestnut Petroleum Dist, Inc.
By:
/s/ Saleh ElJamal
Name:
Saleh ElJamal
Title:
Treasurer
CPD Parent Properties, LLC
By:
/s/ Saleh ElJamal
Name:
Saleh ElJamal
Title:
Treasurer
Exhibit "C"
Form of Letter of Credit
See Attached
M and T Bank
Trade Finance Operations
1800 Washington Boulevard 8th Floor, MC-MD1-MP37
Baltimore, MD 21230
Tel: Letters of Credit: (410) 244-4475 / 4587
Tel: Collections: (410) 244-4566
SWIFT: MANTUS33INT
Irrevocable
Standby Letter of Credit No.
SB1325030001
Beneficiary:
Applicant:
GTY NY LEASING, INC.
CHESTNUT PETROLEUM DIST., INC.
125 JERICHO TURNPIKE, SUITE 103
536 MAIN STREET
JERICHO, NY 11753, United States
NEW PALTZ, NY 12561 United States
Date of Issue:
Date and Place of Expiry:
January 13, 2011
January 13, 2012 AT ISSUING BANK'S COUNTERS
[***]
ATTENTION: CREDIT DEPARTMENT
WE HEREBY ESTABLISH OUR IRREVOCABLE STANDBY LETTER OF CREDIT IN FAVOR OF GTY NY
LEASING, INC. ("GTY") FOR THE ACCOUNT OF CHESTNUT PETROLEUM DIST., INC. IN THE
AMOUNT OF [***] DOLLARS AVAILABLE AT M AND T BANK BY PAYMENT AGAINST YOUR DRAFTS
AT SIGHT TO BE ACCOMPANIED BY:
A SIGNED STATEMENT BY A REPRESENTATIVE OF GTY THAT "THE AMOUNT DRAWN UNDER THIS
LETTER OF CREDIT REPRESENTS AN AMOUNT OWED TO GTY AND UNPAID BY CHESTNUT
PETROLEUM DIST., INC."
PARTIAL DRAWINGS PERMITTED.
THIS LETTER OF CREDIT SHALL EXPIRE ON JANUARY 13, 2012, PROVIDED, HOWEVER, THAT
IT SHALL BE DEEMED AUTOMATICALLY RENEWED WITHOUT AMENDMENT FOR AN ADDITIONAL 365
DAYS FROM THE PRESENT OR ANY FUTURE EXPIRATION DATE HEREOF, UNLESS 130 DAYS
PRIOR TO ANY SUCH DATE, GTY SHALL HAVE RECEIVED NOTICE BY CERTIFIED MAIL, RETURN
RECEIPT REQUESTED OR OVERNIGHT COURIER, THAT WE ELECT NOT TO CONSIDER THIS
LETTER OF CREDIT RENEWED FOR ANY SUCH ADDITIONAL PERIOD.
ALL DRAFTS DRAWN UNDER THIS LETTER OF CREDIT MUST SPECIFY PAYMENT INTO [***].
[***]
INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT
HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES
AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 UNDER THE SECURITIES AND EXCHANGE
ACT OF 1934, AS AMENDED.
Page 1 of 2
M & T BANK
IF OUR BUSINESS WOULD BE INTERRUPTED BY REASON OF ANY OCCURRENCE DESCRIBED IN
ARTICLE 36 OF UCP 600 OR FOR ANY OTHER REASON, AND THIS CREDIT BY ITS TERMS
WOULD EXPIRE DURING SUCH PERIOD OF INTERRUPTION, WE HAVE BEEN AUTHORIZED BY
APPLICANT, AND WE AGREE, TO EXTEND THE EXPIRATION DATE OF THIS CREDIT FOR A
PERIOD OF SEVEN BANKING DAYS FROM THE DATE OF RECEIPT BY BENEFICIARY OF WRITTEN
NOTIFICATION FROM US (SENT BY CERTIFIED MAIL, REGISTERED MAIL, OR COMMERCIAL
COURIER) THAT OUR NORMAL BUSINESS HAS BEEN RESUMED.
WE ENGAGE WITH YOU THAT DRAFTS DRAWN AND PRESENTED UNDER AND IN COMPLIANCE WITH
THE TERMS OF THIS CREDIT WILL BE DULY HONORED.
THIS CREDIT IS SUBJECT TO THE UNIFORM CUSTOMS AND PRACTICE FOR DOCUMENTARY
CREDITS (2007 REVISION), INTERNATIONAL CHAMBER