BY AND BETWEEN SFERS REAL ESTATE CORP. U, AS
LANDLORD, AND PHARSIGHT CORPORATION, AS TENANT, AND/OR ANY AMENDMENT TO THE
LEASE OR ANY OTHER AGREEMENT BETWEEN SUCH PARTIES RELATED TO THE LEASE."
THE LEASE AGREEMENT MENTIONED ABOVE IS FOR IDENTIFICATION PURPOSES ONLY AND IS
NOT INTENDED THAT SAID LEASE AGREEMENT BE INCORPORATED HEREIN OR FORM PART OF
THIS LETTER OF CREDIT.
PARTIAL DRAWINGS ARE ALLOWED.
THIS LETTER OF CREDIT MUST ACCOMPANY ANY DRAWINGS HEREUNDER FOR ENDORSEMENT OF
THE DRAWING AMOUNT AND WILL BE RETURNED TO THE BENEFICIARY UNLESS IT IS FULLY
UTILIZED.
Initials
E-1
THIS LETTER OF CREDIT SHALL BE AUTOMATICALLY EXTENDED FOR AN ADDITIONAL PERIOD
OF ONE YEAR, WITHOUT AMENDMENT, FROM THE PRESENT OR EACH FUTURE EXPIRATION DATE,
UNLESS, AT LEAST SIXTY (60) DAYS PRIOR TO THEN CURRENT EXPIRATION DATE WE NOTIFY
YOU BY REGISTERED MAIL/OVERNIGHT COURIER SERVICE AT THE ABOVE ADDRESS THAT THIS
LETTER OF CREDIT WILL NOT BE EXTENDED BEYOND THE CURRENT EXPIRATION DATE. IN NO
EVENT SHALL THIS LETTER OF CREDIT BE AUTOMATICALLY EXTENDED BEYOND, October 30,
2010.
UPON RECEIPT OF SUCH NOTICE YOU MAY DRAW YOUR SIGHT DRAFTS ON US, IN THE FORM
ATTACHED HERETO AS EXHIBIT "A", FOR THE AVAILABLE AMOUNT UNDER THIS STANDBY
LETTER OF CREDIT ACCOMPANIED BY YOUR DATED STATEMENT PURPORTEDLY SIGNED BY ONE
OF YOUR AUTHORIZED SIGNATORIES OR AGENTS, FOLLOWED BY HIS/HER PRINTED NAME AND
DESIGNATED TITLE, CERTIFYING THE FOLLOWING:
"WE ARE IN RECEIPT OF YOUR NOTICE THAT YOU HAVE ELECTED NOT TO RENEW SILICON
VALLEY BANK IRREVOCABLE STANDBY LETTER OF CREDIT NO. SVBSF
, AND
PHARSIGHT CORPORATION HAS FAILED TO PROVIDE US WITH AN ACCEPTABLE SUBSTITUTE
IRREVOCABLE STANDBY LETTER OF CREDIT IN ACCORDANCE WITH THE TERMS OF THAT
CERTAIN LEASE DATED [INSERT DATE] BY AND BETWEEN SFERS REAL ESTATE CORP. U, AS
LANDLORD, AND PHARSIGHT CORPORATION, AS TENANT, (THE "LEASE"), AS AMENDED OR
MODIFIED FROM TIME TO TIME."
THIS LETTER OF CREDIT IS TRANSFERABLE ONE OR MORE TIMES, BUT IN EACH INSTANCE
ONLY TO A SINGLE BENEFICIARY AS TRANSFEREE AND ONLY IN THE FULL AMOUNT AVAILABLE
TO BE DRAWN UNDER THE LETTER OF CREDIT AT THE TIME OF SAID TRANSFER. ANY SUCH
TRANSFER SHALL BE EFFECTED ONLY UPON PRESENTATION TO US AT THE BANK'S OFFICE
SPECIFIED BELOW OF A DULY EXECUTED INSTRUMENT SUBSTANTIALLY IN THE FORM OF
"EXHIBIT B" ATTACHED HERETO TOGETHER WITH THE ORIGINAL LETTER OF CREDIT
INCLUDING ANY AMENDMENTS, IF ANY. APPLICANT SHALL PAY OUR TRANSFER FEE OF 1⁄4 OF
1% OF THE TRANSFER AMOUNT (MINIMUM US$250.00) UNDER THIS LETTER OF CREDIT. ANY
REQUEST FOR TRANSFER WILL BE EFFECTED BY US SUBJECT TO THE ABOVE CONDITIONS.
HOWEVER, ANY SUCH TRANSFER IS NOT CONTINGENT UPON APPLICANT'S ABILITY TO PAY OUR
TRANSFER FEE.
ANY TRANSFER OF THIS LETTER OF CREDIT MAY NOT CHANGE THE PLACE OR DATE OF
EXPIRATION OF THE LETTER OF CREDIT FROM OUR SPECIFIED OFFICE. EACH TRANSFER
SHALL BE EVIDENCED BY OUR ENDORSEMENT ON THE REVERSE OF THE LETTER OF CREDIT AND
WE SHALL FORWARD THE ORIGINAL OF THE LETTER OF CREDIT SO ENDORSED TO THE