Irrevocable Standby Letter of Credit No. SDCMTN582868 between HSBC Bank USA, Warren CC Acquisitions LLC, and PTC Therapeutics Inc.
This agreement is an irrevocable standby letter of credit issued by HSBC Bank USA for the benefit of Warren CC Acquisitions LLC, at the request of PTC Therapeutics Inc. It secures up to $8,138,655 related to a lease between Warren CC Acquisitions (landlord) and PTC Therapeutics (tenant). The letter of credit allows the beneficiary to draw funds if the tenant defaults under the lease, with specific documentation required for each draw. It automatically renews annually unless notice is given, but will not extend beyond July 31, 2039.
Exhibit 10.2
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| DATE OF ISSUE: |
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| 22JUN2022 |
IRREVOCABLE TRANSFERABLE STANDBY DOC. CREDIT NO. SDCMTN582868
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BENEFICIARY: | APPLICANT: | | ||||
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WARREN CC AQUISITIONS LLC | PTC THERAPEUTICS INC | | ||||
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C/O VISION REAL ESTATE PARTNERS. | 100 CORPORATE CT | | ||||
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LLC,1 BLOOMFIELD AVENUE | SOUTH PLAINFIELD. NJ 07080 | | ||||
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MOUNTAIN LAKES. NEW JERSEY 07046 | | | ||||
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ADVISING BANK: | AMOUNT: USD | 8,138,655.00 | | |||
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• | USD EIGHT MILLION ONE HUNDRED AND | | ||||
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| THIRTY EIGHT THOUSAND SIX HUNDRED | | ||||
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| FIFTY FIVE.00 ONLY | | ||||
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DATE AND PLACE OF EXPIRY: | | | ||||
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21JUN2023 | | | ||||
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AT COUNTER OF ISSUING BANK | | |
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WE HEREBY OPEN OUR IRREVOCABLE STANDBY LETTER OF CREDIT NUMBER | |
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SDCMTN582868 IN YOUR FAVOR FOR THE ACCOUNT OF THE ABOVE | |
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REFERENCED APPLICANT IN THE AMOUNT OF USD 8,138,655.00 (U.S. | |
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DOLLARS EIGHT MILLION ONE HUNDRED THIRTY-EIGHT THOUSAND SIX | |
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HUNDRED FIFTY-FIVE AND 00/100 ONLY). | |
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THIS CREDIT IS AVAILABLE WITH HSBC BANK USA, N.A., GLOBAL TRADE | |
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AND RECEIVABLES FINANCE (GTRF) TRANSACTION SERVICES, 452 FIFTH | |
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AVENUE, NEW YORK, NY 10018, ATTN: STANDBY UNIT BY PAYMENT | |
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AGAINST PRESENTATION OF BENEFICIARY'S DRAFT(S) AT SIGHT DRAWN ON | |
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HSBC BANK USA, N.A. | |
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DRAFT(S) MUST BE ACCOMPANIED BY: | |
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1. THE ORIGINAL LETTER OF CREDIT AND ALL AMENDMENTS, IF ANY. | |
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2. BENEFICIARY'S DATED STATEMENT PURPORTEDLY SIGNED BY AN | |
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AUTHORIZED SIGNATORY OR AGENT READING: ''THIS DRAW IN THE AMOUNT | |
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OF USD . . . . (. . . . . ONLY). UNDER YOUR IRREVOCABLE STANDBY | |
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LETTER OF CREDIT NO. SDCMTN582868 REPRESENTS FUNDS DUE AND OWING | |
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TO US PURSUANT TO THE TERMS OF THAT CERTAIN LEASE BY AND BETWEEN | |
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WARREN CC AQUISITIONS LLC, AS LANDLORD, AND PTC THERAPEUTICS | |
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INC, AS TENANT, AND/OR ANY AMENDMENT TO THE LEASE .'' | |
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PARTIAL AND MULTIPLE DRAWINGS ARE PERMITTED. THE FACE AMOUNT OF | |
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THIS LETTER OF CREDIT SHALL BE REDUCED BY THE AMOUNT OF ANY AND | |
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ALL PARTIAL DRAWING(S) HONORED BY US UNDER THIS LETTER OF CREDIT. | |
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DRAFTS DRAWN HEREUNDER MUST BE MARKED ''DRAWN UNDER HSBC BANK | |
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USA, N.A. STANDBY LETTER OF CREDIT NO.SDCMTN582868 | |
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DATED JUNE 22, 2022. | |
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EACH DRAFT PRESENTED HEREUNDER MUST BE ACCOMPANIED BY THIS | |
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ORIGINAL CREDIT FOR ENDORSEMENT THEREON OF THE AMOUNT OF SUCH | |
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DRAFT. | |
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DRAFT(S) AND DOCUMENTS MUST BE PRESENTED AT OUR OFFICES AT HSBC | |
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BANK USA, N.A., GLOBAL TRADE AND RECEIVABLES FINANCE (GTRF) | |
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TRANSACTION SERVICES, 452 FIFTH AVENUE, NEW YORK, NY 10018 | |
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ATTN: STANDBY UNIT. | |
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IT IS A CONDITION OF THIS IRREVOCABLE STANDBY LETTER OF CREDIT | |
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THAT IT IS DEEMED TO BE AUTOMATICALLY EXTENDED WITHOUT AMENDMENT | |
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FOR PERIOD(S) OF ONE YEAR EACH FROM THE CURRENT EXPIRY DATE | |
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HEREOF, OR ANY FUTURE EXPIRATION DATE, UNLESS AT LEAST SIXTY | |
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(60) DAYS PRIOR TO ANY EXPIRATION DATE, WE NOTIFY YOU IN WRITING | |
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BY CERTIFIED MAIL RETURN RECEIPT REQUESTED OR BY RECOGNIZED | |
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OVERNIGHT COURIER SERVICE, AT THE ABOVE LISTED ADDRESS THAT WE | |
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ELECT NOT TO CONSIDER THIS LETTER OF CREDIT RENEWED FOR ANY SUCH | |
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ADDITIONAL PERIOD. IN ADDITION TO THE FOREGOING, WE AGREE THAT | |
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YOU SHALL BE ENTITLED TO DRAW UPON THIS IRREVOCABLE STANDBY | |
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LETTER OF CREDIT IN ACCORDANCE WITH 1 AND 2 ABOVE IN THE EVENT | |
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THAT WE ELECT NOT TO RENEW THIS IRREVOCABLE STANDBY LETTER OF | |
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CREDIT AND, IN ADDITION, YOU PROVIDE US WITH A DATED STATEMENT | |
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PURPORTEDLY SIGNED BY AN AUTHORIZED SIGNATORY OR AGENT OF | |
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BENEFICIARY STATING THAT THE APPLICANT HAS FAILED TO PROVIDE YOU | |
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WITH AN ACCEPTABLE SUBSTITUTE IRREVOCABLE STANDBY LETTER OF | |
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CREDIT IN ACCORDANCE WITH THE TERMS OF THE ABOVE REFERENCED | |
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LEASE. IN NO EVENT SHALL THIS LETTER OF CREDIT AUTOMATICALLY | |
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EXTEND BEYOND JULY 31, 2039. | |
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THIS CREDIT IS TRANSFERABLE IN FULL, BUT NOT IN PART, AND MAY BE | |
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TRANSFERRED SUCCESSIVELY. WE SHALL NOT RECOGNIZE ANY TRANSFER OF | |
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THIS CREDIT UNTIL A TRANSFER APPLICATION IN THE FORM OF EXHIBIT | |
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(A) ATTACHED HERETO IS FILED WITH US, AND OUR TRANSFER CHARGES | |
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HAVE BEEN PAID BY THE APPLICANT. OUR TRANSFER FEE IS USD 300. | |
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THE ORIGINAL LETTER OF CREDIT AND ANY ORIGINAL AMENDMENTS MUST | |
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ACCOMPANY THE TRANSFER APPLICATION. THE SIGNATURE AND THE TITLE | |
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OF THE PERSON SIGNING THE TRANSFER APPLICATION MUST BE VERIFIED | |
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BY YOUR BANK. | |
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THE ISSUING BANK WILL NOT EFFECT A TRANSFER OR MAKE ANY PAYMENT | |
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UNDER THIS STANDBY LETTER OF CREDIT TO ANY PERSON WHO IS LISTED | |
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ON A UNITED NATIONS, EUROPEAN UNION OR UNITED STATES OF AMERICA | |
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SANCTIONS LIST, NOR TO ANY PERSON WITH WHOM THE ISSUING BANK IS | |
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PROHIBITED FROM ENGAGING IN TRANSACTIONS UNDER APPLICABLE UNITED | |
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STATES FEDERAL OR STATE ANTI-BOYCOTT, ANTI-TERRORISM OR ANTI- | |
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MONEY LAUNDERING LAWS OR US SANCTIONS LAWS. | |
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WE HEREBY ENGAGE WITH YOU TO HONOR DRAFTS AND DOCUMENTS DRAWN | |
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UNDER AND IN COMPLIANCE WITH THE TERMS OF THIS IRREVOCABLE | |
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STANDBY LETTER OF CREDIT. | |
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THIS STANDBY LETTER OF CREDIT SHALL BE GOVERNED BY, AND | |
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CONSTRUED IN ACCORDANCE WITH THE TERMS OF THE INTERNATIONAL | |
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STANDBY PRACTICES (ISP98), INTERNATIONAL CHAMBER OF COMMERCE | |
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PUBLICATIONS NO. 590. AS TO MATTERS NOT GOVERNED BY THE ISP98, | |
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THIS STANDBY LETTER OF CREDIT SHALL BE GOVERNED BY AND CONSTRUED | |
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IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, INCLUDING, | |
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WITHOUT LIMITATION, THE UNIFORM COMMERCIAL CODE, AS IN EFFECT IN | |
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THE STATE OF NEW YORK. | |
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PLEASE SEND ALL CLAIMS AND CORRESPONDENCE AS PER SBLC TERMS AND | |
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CONDITIONS TO FOLLOWING ADDRESS: | |
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HSBC BANK USA, N.A., | |
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GTRF TRANSACTIONS SERVICES | |
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452 FIFTH AVENUE | |
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NEW YORK, NY 10018 | |
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ATTN: STANDBY UNIT | |
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FOR ANY QUERIES, PLEASE CONTACT OUR CLIENT SERVICES TEAM AT: | |
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***@*** OR PHONE NO ###-###-#### | |
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OR FAX NO ###-###-####. | |
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