SUITE 2400
SEATTLE, WA 98161
ATTN: EXECUTIVE VICE
PRESIDENT,
ASSET MANAGEMENT
:32B
Currency Code, Amount:
USD318,240.00
:41A
Available With By:
HSBC BANK USA N.A.
452 FIFTH AVE., 15TH FLOOR
NEW YORK, NEW YORK
10018
(BIC: MRMDUS33) BY PAYMENT
:42C
Drafts At :
SIGHT
:42D
Drawee:
HSBC BANK USA N.A.
NEW YORK, NEW YORK
(BIC: MRMDUS33)
:46A Documents Required:
1. THE ORIGINAL OF THIS LETTER OF CREDIT AND ALL AMENDMENTS, IF ANY.
2. YOUR SIGHT DRAFT DRAWN ON THE CONFIRMING BANK AND MENTIONING THE NUMBER OF
THIS LETTER OF CREDIT AS WELL AS THE REFERENCE NUMBER OF THE CONFIRMING BANK,
HSBC BANK USA N.A., new york.
-6-
3. A DATED CERTIFICATION PURPORTEDLY SIGNED BY AN AUTHORIZED OFFICER OR
REPRESENTATIVE OF THE BENEFICIARY, FOLLOWED BY HIS/HER PRINTED NAME AND
DESIGNATED TITLE, STATING EITHER OF THE FOLLOWING
A) QUOTE SUCH AMOUNT IS DUE TO THE BENEFICIARY AS LANDLORD UNDER THE TERMS AND
CONDITIONS OF THAT CERTAIN LEASE AGREEMENT DATED OCTOBER 5, 2007 AS MAY BE
AMENDED FROM TIME TO TIME FOR PREMISES LOCATED AT 347 OYSTER POINT BOULEVARD,
SOUTH SAN FRANCISCO, CALIFORNIA 94080. UNQUOTE
OR
B) QUOTE SILICON VALLEY BANK HAS NOTIFIED US THAT LETTER OF CREDIT NO.
SVBSF
WILL NOT BE EXTENDED BEYOND THE CURRENT EXPIRATION DATE OF THIS
LETTER OF CREDIT. UNQUOTE
OR
C) QUOTE TENANT HAS FILED A VOLUNTARY PETITION UNDER THE FEDERAL BANKRUPTCY
CODE. UNQUOTE
OR
D) QUOTE AN INVOLUNTARY PETITION HAS BEEN FILED AGAINST TENANT UNDER THE
FEDERAL BANKRUPTCY CODE. UNQUOTE
:47A ADDITIONAL CONDITIONS:
1. THIS LETTER OF CREDIT SETS FORTH IN FULL THE TERMS OF OUR UNDERTAKING. SUCH
UNDERTAKING SHALL NOT IN ANY WAY BE MODIFIED, AMENDED OR AMPLIFIED BY REFERENCE
TO ANY DOCUMENT OR INSTRUMENT REFERRED TO HEREIN OR IN WHICH THIS LETTER OF
CREDIT IS REFERRED TO OR TO WHICH THIS LETTER OF CREDIT RELATES AND ANY SUCH
REFERENCE SHALL NOT BE DEEMED TO INCORPORATE HEREIN BY REFERENCE ANY DOCUMENT OR
INSTRUMENT.
2. PARTIAL AND MULTIPLE DRAWINGS ARE ALLOWED. THIS LETTER OF CREDIT MUST
ACCOMPANY ANY DRAWINGS HEREUNDER FOR ENDORSEMENT BY THE CONFIRMING BANK OF THE
DRAWING AMOUNT AND WILL BE RETURNED TO THE BENEFICIARY UNLESS IT IS FULLY
UTILIZED.
3. ALL DRAFTS DRAWN UNDER THIS STANDBY LETTER OF CREDIT MUST CLEARLY STATE:
'DRAWN UNDER SILICON VALLEY BANK, IRREVOCABLE STANDBY LETTER OF CREDIT NO.
SVBSF
DATED
,
2007.'
4. WE AGREE THAT WE AND/OR THE CONFIRMING BANK SHALL HAVE NO DUTY OR RIGHT TO
INQUIRE AS TO THE BASIS UPON WHICH BENEFICIARY HAS DETERMINED THAT THE AMOUNT IS
DUE AND OWING OR HAS DETERMINED TO PRESENT ANY DRAFT UNDER THIS LETTER OF
CREDIT, AND THE PRESENTATION OF SUCH DRAFT IN STRICT COMPLIANCE WITH THE TERMS
AND CONDITIONS OF THIS LETTER OF CREDIT, SHALL AUTOMATICALLY RESULT IN PAYMENT
TO THE BENEFICIARY.
5. THIS LETTER OF CREDIT SHALL BE AUTOMATICALLY EXTENDED FOR ADDITIONAL
PERIODS OF ONE YEAR, WITHOUT AMENDMENT, FROM THE PRESENT OR EACH FUTURE
EXPIRATION DATE UNLESS AT LEAST SIXTY (60) DAYS PRIOR TO THE THEN CURRENT
EXPIRATION DATE WE NOTIFY YOU THROUGH THE CONFIRMING