Common use of WINDOW CLEANING Clause in Contracts

WINDOW CLEANING. (1) All windows are to be cleaned inside and outside two (2) times per year. ISSUE DATE: June 26, 2014 L/C NO.: _________ APPLICANT: Urban Compass, Inc **************DIRECT************** 90 Fifth Owner LLC AMOUNT: USD $1,814,688.00 c/o RFR Realty LLC ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attn: Executive Vice President LADIES AND GENTLEMEN: We hereby establish our irrevocable standby letter of credit no. ____________ in your favor for an aggregate amount not to exceed the amount indicated above, expiring at our counters at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇, Attn: Business Banking, with our close of business on June 26, 2015. This letter of credit is available with the First Republic Bank, New York against presentation of your draft at sight drawn on the First Republic Bank, New York. It is a condition of this irrevocable letter of credit that it shall be automatically extended without amendment for additional one year periods from the present or each future expiration date, unless at least 45 days prior to such date we send you notice in writing by registered mail at the above address, that we elect not to renew this letter of credit for such additional period. However in no event shall this letter of credit be extended beyond the final expiration date of August 1, 2025Upon such notice to you, you may draw drafts on us at sight for an amount not to exceed the balance remaining in this letter of credit within the then applicable expiration date, accompanied by your dated statement purportedly signed by one of your officials reading: “the amount of this drawing USD _____________ under the First Republic Bank letter of credit number _____________ represents funds due us as we have received notice from the First Republic Bank of its decision not to extend letter of credit number __________ for an additional year, and the obligation remains outstanding.” We will not notify Applicant or any other third party with respect to communications, or inquiries of Beneficiary, including the presentation of the Letter of Credit for payment or any attempt to draw against the Letter of Credit, until after the Letter of Credit has been paid in accordance with the terms hereof. This letter of credit is transferable in its entirety (but not in part) and the First Republic Bank only is authorized to act as the transferring bank. We shall not recognize any transfer of this letter of credit until this original letter of credit together with any amendments and a signed and completed transfer form satisfactory to us is received by us. Transfer charges are for the applicant’s account. Forms are attached hereto as Exhibit A. The correctness of the signature and title of the person signing the transfer forms must be verified by your bank. In case of any transfer under this letter of credit, the draft and any required statement must be executed by the transferee. This letter of credit may not be transferred to any person with which U.S. persons are prohibited from doing business under U.S. foreign assets control regulations or other applicable U.S. laws and regulations. All drafts must indicate: “Drawn under the First Republic Bank, New York letter of credit no. ____________ dated June 26, 2014.” The original letter of credit and all sight drafts must be presented for drawing. Exhibit A to First Republic Bank First Republic Bank ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: Commercial Loan Closing Re: Irrevocable Standby Letter of Credit No. [insert Letter of Credit No.], dated [insert date], issued by First Republic Bank (the “Letter of Credit”) for the account of [insert name of applicant] (“Applicant”) Ladies and Gentlemen: For value received, the undersigned, being the beneficiary (“Beneficiary”) (or a duly authorized representative thereof) of the Letter of Credit, hereby irrevocably assigns and transfers all of the Beneficiary’s rights under the Letter of Credit, as previously and hereafter amended, supplemented and/or otherwise modified, to: By this transfer, all of our rights in the Letter of Credit are transferred to the transferee, and the transferee shall have the sole rights as beneficiary under the Letter of Credit, including sole rights relating to any amendments, whether extensions or other amendments, and whether now existing or hereafter made. You are hereby irrevocably instructed to advise future amendment(s) of the Letter of Credit to the transferee without our consent of notice to us. The original Letter of Credit is herewith returned with all amendments to this date. Please notify the transferee in such form as you deem advisable of this transfer and of the terms and conditions to this Letter of Credit, including amendments as transferred. Very truly yours, By: [insert signature] Name: [insert name] Title: [insert title] Date: [insert date] By: Name: Title: Date:

WINDOW CLEANING. (1) All windows are to be cleaned inside and outside two (2) times per year. EXHIBIT 3 FORM OF LETTER OF CREDIT ISSUE DATE: June 26, 2014 :________________ L/C NO.: :___________________ APPLICANT: Urban Compass, Inc **************DIRECT************** 90 Fifth Owner LLC [Tenant] AMOUNT: USD $1,814,688.00 ________ [LANDLORD] c/o RFR Realty Realty, LLC ▇▇▇ ▇▇▇▇ 400 PARK AVENUE NEW YORK, NEW YORK 10022 GENTLEMEN: We hereby est▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ Attn: Executive Vice President LADIES AND GENTLEMEN: We hereby establish our irrevocable standby letter of ▇▇▇▇▇▇ ▇▇ credit no. .________________ in your favor for an aggregate amount not to exceed the amount indicated above, expiring at our counters at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇, Attn: Business Banking, in New York with our close of business on June 26, 2015___________. This letter of credit is available with the First Republic __________________ Bank, New York against presentation of your draft at sight drawn on the First Republic ____________________ Bank, New York. It is a condition of this irrevocable letter of credit that it shall be automatically extended without amendment for additional one year periods from the present or each future expiration date, unless at least 45 days prior to such date we send you notice in writing by registered mail at the above address, that we elect not to renew this letter of credit for such additional period. However in no event shall this letter of credit be extended beyond the final expiration date of August 1, 2025Upon _______________. Upon such notice to you, you may draw drafts on us at sight for an amount not to exceed the balance remaining in this letter of credit within the then applicable expiration date, accompanied by your dated statement purportedly signed by one of your officials reading: “"the amount of this drawing USD _____________ under the First Republic Bank letter of credit number _____________ represents funds due us as we have received notice from the First Republic _____________ - Bank of its decision not to extend letter of credit number __________ for an additional year, and the obligation remains outstanding.” " We will not notify Applicant or any other third party with respect to communications, or inquiries of Beneficiary, including the presentation of the Letter of Credit for payment or any attempt to draw against the Letter of Credit, until after the Letter of Credit has been paid in accordance with the terms hereof. This letter of credit is transferable in its entirety (but not in part) and the First Republic ___________________ Bank only is authorized to act as the transferring bank. We shall not recognize any transfer of this letter of credit until this original letter of credit together with any amendments and a signed and completed transfer form satisfactory to us is received by us. Transfer charges are for the applicant’s 's account. Forms are attached hereto as Exhibit A. attached.. [Please obtain forms from the Bank]. The correctness of the signature and title of the person signing the transfer forms must be verified by your bank. In case of any transfer under this letter of credit, the draft and any required statement must be executed by the transferee. This letter of credit may not be transferred to any person with which U.S. persons are prohibited from doing business under U.S. foreign assets control regulations or other applicable U.S. laws and regulations. All drafts must indicate: “"Drawn under the First Republic Bank, New York letter of credit no. dated ____________ dated June 26, 2014_________.” " The original letter of credit and all sight drafts must be presented for drawing. Exhibit Except as otherwise expressly stated herein, this letter of credit is subject to the Uniform Customs and Practice for documentary credits, 1993 Revision, ICC Publication No. 500. SCHEDULE A RULES AND REGULATIONS (1) The rights of each tenant in the Building to First Republic Bank First Republic Bank ▇▇the entrances, corridors and elevators of the Building are limited to ingress to and egress from such tenant's premises and no tenant shall use, or permit the use of the entrances, corridors, or elevators for any other purpose. No tenant shall invite to its premises, or permit the visit of persons in such numbers or under such conditions as to interfere with the use and enjoyment of any of the plazas, entrances, corridors, elevators and other facilities of the Building by other tenants. No tenant shall encumber or obstruct, or permit the encumbrances or obstruction of any of the sidewalks, plazas, entrances, corridors, elevators, fire exits or stairways of the Building. Landlord reserves the right to control and operate the public portions of the Building, the public facilities, as well as facilities furnished for the common use of the tenants, in such manner as Landlord deems best for the benefit of the tenants generally. (2) Landlord may refuse admission to the Building outside of ordinary business hours to any person not known to the watchman in charge or not having a pass issued by Landlord or not properly identified, and may require all persons admitted to or leaving the Building outside of ordinary business hours to register. All tenants' employees, agents and visitors shall be permitted to enter and leave the Building whenever appropriate arrangements have been previously made between Landlord and the tenant with respect thereto. Each tenant shall be responsible for all persons for whom it requests such permission andshall be liable to Landlord for all acts of such persons. Any person whose presence in the Building at any time shall, in the judgment of Landlord, be prejudicial to the safety, character, reputation or interests of the Building or its tenants may be denied access to the Building or may be ejected therefrom. In case of invasion, riot, public excitement or other commotion Landlord may prevent all access to the Building during the continuance of the same, by closing the doors or otherwise, for the safety of the tenants and protection of property in the Building. Landlord may require any person leaving the Building with any package or other object to exhibit a pass from the tenant from whose premises the package or object is being removed, but the establishment and enforcement of such requirement shall not impose any responsibility on Landlord for the protection of any tenant against the removal of property from the premises of tenant. Landlord shall, in no way, be liable to any tenant for damages or loss arising from the admission, exclusion or ejection of any person to or from a tenant's premises or the Building under the provisions of this rule. (3) No tenant shall obtain or accept for use in its premises ice, drinking water, towels, barbering, boot blacking, floor polishing, lighting maintenance, cleaning or other similar services from any persons not authorized by Landlord in writing to furnish such services. Such services shall be furnished only at such hours, in such places within the tenant's premises and under such regulation as may be fixed by Landlord. (4) No window or other air-conditioning units shall be installed by any tenant, and only such window coverings as are supplied or permitted by Landlord shall be used in a tenant's premises. (5) There shall not be used in any space, nor in the public halls of the Building, either by any tenant or by jobbers, or other in the delivery or receipt of merchandise, any hand trucks, except those equipped with rubber tires and side guards. (6) All entrance doors in each tenant's premises shall, be left locked when the tenant's premises are not in use. Entrance doors shall not be left open at any time. All windows in each tenant's premises shall be kept closed at all times and all blinds therein above the ground floor shall be lowered when and as reasonably required because of the position of the sun, during the operation of the Building air-conditioning system to cool or ventilate the tenant's premises. (7) No noise, including the playing of any musical instruments, radio or television, which, in the judgment of Landlord, might disturb other tenants in the Building, shall be made or permitted by any tenant. No dangerous, inflammable, combustible or explosive object, material or fluid shall be brought into the Building by any tenant or with the permission of any tenant. (8) All damages resulting from any misuse of the plumbing fixtures shall be borne by the tenant who, or whose servants, employees, agents, visitors or licensees, shall have caused the same. (9) No additional locks or bolts of any kind shall be placed upon any of the doors or windows in any tenant's premises and no lock on any door therein shall be changed or altered in any respect. Duplicate keys for a tenant's premises and toilet rooms shall be procured only from Landlord, which may make a reasonable charge therefore: Upon the termination of a tenant's lease, all keys of the tenant's premises and toilet rooms shall be delivered to Landlord. (10) Each tenant, shall, at its expense, provide artificial light in the premises for Landlord's agents, contractors and employees while performing janitorial or other cleaning services and making repairs or alterations in said premises. (11) No tenant shall install or permit to be installed any vending machines. (12) No animals or birds, bicycles, mopeds or vehicles of any kind shall be kept in or about the Building or permitted therein. (13) No furniture, office equipment, packages or merchandise will be received in the Building or carried up or down in the elevator, except between such hours as shall be designated by Landlord. Landlord shall prescribe the charge for, freight elevator use and the method and manner in which any merchandise, heavy furniture, equipment or safes shall be brought in or taken out of the Building, and also the hours at which such moving shall be done. Any reserved usage of the freight elevator shall be in minimum increments of four (4) hours. No furniture, office equipment, merchandise, large packages or parcels shall be moved or transported in the passenger elevators at any time. (14) All lighting fixtures hung in offices or spaces along the perimeter of any tenant's Premises must be fluorescent, of a quality, type, design and bulb color approved by Landlord unless the prior consent of Landlord has been obtained for other limping. (15) The exterior windows and doors that reflect or admit light and air into any premises or the halls, passageways or other public places in the Building, shall not be covered or obstructed by any tenant, nor shall any articles be placed on the windowsills. (16) Canvassing, soliciting and peddling in the Building is prohibited' and each tenant shall cooperate to prevent same. (17) No tenant shall do any cooking, conduct any restaurant, luncheonette or cafeteria for the sale or service of food or beverages to its employees or to others, except as expressly approved in writing by Landlord In addition, no tenant shall cause or permit any odors of cooking or other processes or any unusual or objectionable odors to emanate from the premises. The foregoing shall not preclude tenant from having food or beverages delivered to the premises, provided that no cooking or food preparation shall be carried out at the premises. (18) No tenant shall generate, store, handle, discharge or otherwise deal with any hazardous or toxic waste, substance or material or oil or pesticide on or about the Real Property. SCHEDULE B LANDLORD'S WORK Landlord shall, at its expense, perform the following work and installations ("Landlord's Work") all of which shall be of material, design, capacity, finish and color (if applicable) to the standard adopted by Landlord for the Building (but in no event more than the type and quantity of work set forth below). Landlord shall build out the Premises in Building standard manner, substantially accordance with Schedule B-1 annexed hereto and made a part hereof. Landlord shall provide wood trim around two (2) glass side lights as described on Schedule B-1. Landlord shall provide wood trim on the conference room wall as described on Schedule B-1. Landlord shall provide the Tenant Upgrades as set forth on Schedule B-2. Simultaneously with the execution and delivery of this Lease, Tenant shall pay to Landlord the sum of $7,194.00, representing payment for the Tenant Upgrades. SPECIFICATIONS FOR LANDLORD'S WORK THIS IS A SCHEMATIC PLAN AND IS INTENDED ONLY TO SHOW THE PROPOSED GENERAL LAYOUT OF THE PREMISES. ALL MEASURES, DISTANCES AND DIMENSIONS ARE APPROXIMATE AND NOT TO SCALE. THE DEPICTIONS HEREON DO NOT CONSTITUTE A WARRANTY OR REPRESENTATION OF ANY KIND. [SCHEMATIC PREMISES PLAN APPEARS HERE] November 25, 2003 Re: Bridgeline 104 West 10th Dtreet - 10th Floor New York, NY 10018 Proposa▇ ▇▇. ▇▇ ▇-▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ SCOPE OF WORK ------------------------- Item # Description Toaal Quantity Unit 1 Hollow Metal & Hardware ----------------------- Furnish & deliver Schalge D-Series Athens Lever handle 1 ea. D50PD\US26D, four (4) pairs Stanley #CB 1960xUSD32D hinge, Ives #438 stop, three (3) #20 ▇▇▇▇ ▇ray rubber - closer Furnish & deliver Schalge D-Series Athens Lever handle 1 ea. D50PD\US26D, four (4) pairs Stanley #CB 1960xUSD32D hinge, Ives #438 stop, three (3) #20 ▇▇▇▇ ▇ray rubber - closer Furnish & deliver Schalge D-Series Athens Lever handle 8 ea. D50PD\US26D, two (2) pairs Stanley #CB 1960xUSD32D hinge, Ives #438 stop, three (3) #20 ▇▇▇▇ ▇ray rubber Furnish & deliuver pocket door hardware 1 ea. Furnish & deliver sliding door hardware 1 ea. Furnish & deliver 3'0" x 8'0" KD hollow metal frame 7 ea. Furnish & deliver 4'0" x 8'0" KD hollow metal frame 2 ea. Furnish & deliver 6'0" x 8'0" KD welded hollow metal frame 1 ea. 2 DRYWALL, CARPENTRY & CEILINGS ----------------------------- Furnish & install 1'6" x 8'0" trimmed sheetroxk opening to 2 ea. receive sidelight glass Furnish & install 24" x 24" regular lay-in exposed spline 2,656 sq. ft. suspended acousticval ceiling, Armstrong beveled edge #1912 "Ultima", color white, in 9/16" ▇▇▇▇▇▇▇▇e white exposed tee grid Furnish & install 4'0" x 8'0" x 3/4" plywood panel in 1 ea telephone room Furnish & install bulding standard window pockets 60 lin. ft. Furnish and install drywall partitions using two and 228 lin. ft. one-half (2 1/2") metal studs, twenty-four (24) inches on center, six (6") inches above hung ceiling and (1) layer of five-eight (5/8") gypsum board. Tape and spackle to receive building standard paint. Handle and install 2'6"/3'0"x8'0" hollow metal frames - KD 10 ea. Handle and install 3'0"x8'0" hollow metal frame - welded 1 ea. Patch floor below true to MEP work 1 lot Provide hip pocket door condition 1 ea. Close door opening 1 ea. Tri-Star Construction Corporation - 770 Lexington Avenue - New York, N.Y. 10021 ▇▇vember 25, 2003 Re: Bridgeline 104 West 10th Dtreet - 10th Floor New York, NY 10018 Proposa▇ ▇▇. ▇▇-▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ Attention: Commercial Loan Closing SCOPE OF WORK ------------------------- Item # Description Toaal Quantity Unit 3 ARCHITECTURAL WOODWORK ---------------------- Furnish and install 2'6"/3'0" x 8'0" solid core wood door 11 ea. with cherry finish Furnish & install plastic laminated upper and lower 6 lin. ft. cabinets at pantry Furnish and install 3'0" x 8'0" solid core wood door with 1 pair cherry finish [illegible] Furnish and install 3'0" x 8'0" solid core wood door with 1 ea. cherry finish - pocket door Furnish & install coat closet interior 5 lin. ft. Furnish & install wood frame at Conference Room 5 ea. Furnish & install wood frame at Private Offices 2 ea. 4 Glass & Glazing --------------- Furnish & install 18" x 96" x 3/8" clear tempered glass 2 ea. set in top and bottom surface mounted channels Furnish & install 96" x 3/8" clear tempered glass set 14 lin. ft. in top and bottom surface mounted channels - Conference Room wall 5 PAINTING -------- Paint wall with two (2) finish coats of Benjamin Moore 4,248 sq. ft. Latex paint in satin ▇▇▇▇▇▇ Paint hollow metal frame with two (2) coats of semi-gloss 11 ea. enamal Allow for painting of metal convectors with two (2) coats 66 lin. ft. of semi-gloss enamal Allow for painting core walls, interior and exterior1 2,520 sq. ft. columns, etc. 6 CARPET & RESILIENT FLOORING --------------------------- Furnish & install building standard carpet via direct glue 310 sq. yd. down - based upon labor and material allowance of $25.00 per square yard Furnish & install 1" vinly base 760 lin. ft. Prepare flooe slab to receive new finish 2,656 sq. ft. 7 HVAC ---- Furnish & install constant air distribution system for 3,532 sq. ft. demised space including new diffusers and returns Tri-Star Construction Corporation - 770 Lexington Avenue - New York, N.Y. 10021 ▇▇vember 25, 2003 Re: Irrevocable Standby Letter of Credit No. [insert Letter of Credit No.]Bridgeline 104 West 10th Dtreet - 10th Floor New York, dated [insert date], issued by First Republic Bank (the “Letter of Credit”) for the account of [insert name of applicant] (“Applicant”) Ladies and Gentlemen: For value received, the undersigned, being the beneficiary (“Beneficiary”) (or a duly authorized representative thereof) of the Letter of Credit, hereby irrevocably assigns and transfers all of the Beneficiary’s rights under the Letter of Credit, as previously and hereafter amended, supplemented and/or otherwise modified, to: By this transfer, all of our rights in the Letter of Credit are transferred to the transferee, and the transferee shall have the sole rights as beneficiary under the Letter of Credit, including sole rights relating to any amendments, whether extensions or other amendments, and whether now existing or hereafter made. You are hereby irrevocably instructed to advise future amendment(s) of the Letter of Credit to the transferee without our consent of notice to us. The original Letter of Credit is herewith returned with all amendments to this date. Please notify the transferee in such form as you deem advisable of this transfer and of the terms and conditions to this Letter of Credit, including amendments as transferred. Very truly yours, By: [insert signature] Name: [insert name] Title: [insert title] Date: [insert date] By: Name: Title: Date:NY 10018

WINDOW CLEANING. (1) All windows are to be cleaned inside and outside two (2) times per year. ISSUE DATE: June 26, 2014 _________ L/C NO.: _________ APPLICANT: Urban Compass, Inc **************DIRECT************** 90 Fifth Owner DIRECT ************** Relmada Therapeutics, Inc. GP 275 OWNER, LLC AMOUNT: USD $1,814,688.00 ____________ c/o RFR Realty LLC ▇3▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attn: Executive Vice President LADIES AND GENTLEMEN: We hereby establish our irrevocable standby letter of credit no. ____________ in your favor for an aggregate amount not to exceed the amount indicated above, expiring at our counters at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇, Attn: Business Banking, in New York with our close of business on June 26, 2015_________________. This letter of credit is available with the First Republic ___________________Bank, New York against presentation of your draft at sight drawn on the First Republic _____________ Bank, New York. It is a condition of this irrevocable letter of credit that it shall be automatically extended without amendment for additional one year periods from the present or each future expiration date, unless at least 45 days prior to such date we send you notice in writing by registered mail at the above address, that we elect not to renew this letter of credit for such additional period. However in no event shall this letter of credit be extended beyond the final expiration date of August 1, 2025Upon ______________. Upon such notice to you, you may draw drafts on us at sight for an amount not to exceed the balance remaining in this letter of credit within the then applicable expiration date, accompanied by your dated statement purportedly signed by one of your officials reading: “the amount of this drawing USD _____________ under the First Republic _____________________ Bank letter of credit number _______________ represents funds due us as we have received notice from the First Republic ____________- Bank of its decision not to extend letter of credit number __________ for an additional year, and the obligation remains outstanding.” We will not notify Applicant or any other third party with respect to communications, or inquiries of Beneficiary, including the presentation of the Letter of Credit for payment or any attempt to draw against the Letter of Credit, until after the Letter of Credit has been paid in accordance with the terms hereof. This letter of credit is transferable in its entirety (but not in part) and the First Republic _____________ Bank only is authorized to act as the transferring bank. We shall not recognize any transfer of this letter of credit until this original letter of credit together with any amendments and a signed and completed transfer form satisfactory to us is received by us. Transfer charges are for the applicant’s account. Forms are attached hereto as Exhibit A. attached. [Please obtain forms from the Bank]. The correctness of the signature and title of the person signing the transfer forms must be verified by your bank. In case of any transfer under this letter of credit, the draft and any required statement must be executed by the transferee. This letter of credit may not be transferred to any person with which U.S. persons are prohibited from doing business under U.S. foreign assets control regulations or other applicable U.S. laws and regulations. All drafts must indicate: “Drawn under the First Republic __________ Bank, New York letter of credit no. ____________ dated June 26, 2014_____________.” The original letter of credit and all sight drafts must be presented for drawing. Exhibit A Except as otherwise expressly stated herein, this letter of credit is subject to First Republic Bank First Republic Bank ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇the Uniform Customs and Practice for documentary credits, ▇▇ ▇▇▇▇▇ Attention: Commercial Loan Closing Re: Irrevocable Standby Letter of Credit 2007 Revision, ICC Publication No. [insert Letter of Credit No600.], dated [insert date], issued by First Republic Bank (the “Letter of Credit”) for the account of [insert name of applicant] (“Applicant”) Ladies and Gentlemen: For value received, the undersigned, being the beneficiary (“Beneficiary”) (or a duly authorized representative thereof) of the Letter of Credit, hereby irrevocably assigns and transfers all of the Beneficiary’s rights under the Letter of Credit, as previously and hereafter amended, supplemented and/or otherwise modified, to: By this transfer, all of our rights in the Letter of Credit are transferred to the transferee, and the transferee shall have the sole rights as beneficiary under the Letter of Credit, including sole rights relating to any amendments, whether extensions or other amendments, and whether now existing or hereafter made. You are hereby irrevocably instructed to advise future amendment(s) of the Letter of Credit to the transferee without our consent of notice to us. The original Letter of Credit is herewith returned with all amendments to this date. Please notify the transferee in such form as you deem advisable of this transfer and of the terms and conditions to this Letter of Credit, including amendments as transferred. Very truly yours, By: [insert signature] Name: [insert name] Title: [insert title] Date: [insert date] By: Name: Title: Date: