Item #04 Approval of a Two-Year Warranty Surety and Maintenance, Materials, and Workmanship Agreement with Letter of Credit with Standard Pacific of Florida GP, Inc., for Phase 2A and 2B of the Arden Park North Subdivision \�►%l
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AGENDA ITEM COVER SHEET
Meeting Date: May 2, 2017
Item # 'y
Reviewed By:Womack, 0
Contact Name: D. , Department Director:
Development Engineer
Contact Number: 407-554-7081 City Manager: /
Subject: Approval of a Two-Year Warranty Surety and Maintenance, Materials, orkmanship
Agreement with Letter of Credit with Standard Pacific of Florida GP, Inc.,for Phase 2A and 2B
of the Arden Park North Subdivision
(District 4—Commissioner Keller)
Background Summary:
Arden Park North is a large single family residential subdivision located north of Clarcona-Ocoee Road between
Clarke Road and Ingram Road. The Arden Park North subdivision is planned to be developed in six phases.
Phases 2A and 2B contain 124 and 81 detached single family homes, respectively, for a total of 205 single
family homes. The developer has completed construction of the infrastructure improvements for the phases 2A
and 2B and has requested a Certificate of Completion for this phase. The infrastructure improvements include
the water, sanitary sewer, and reclaimed water utilities, the streets and stormwater collection system, and the
perimeter wall and associated landscaping. All identified punchlist repairs have been completed and the
developer is ready to start the two-year warranty period for the reclaimed water improvements.
As a requirement of the Land Development Code, the developer is required to furnish the City a Surety to cover
any possible damages discovered during the next two years, should the developer not choose to make those
repairs. Standard Pacific of Florida GP, Inc.,has provided the City with a Letter of Credit in the amount of 10%
of the constructed improvements. The attached Maintenance, Materials, and Workmanship Agreement with
Letter of Credit (Form 8 from the Land Development Code) acts as the executable document between the
developer and the City in the event that the Surety is monetary. The Surety will be returned to the developer
upon completion of the two-year warranty period and the repair of any damages caused over that two year
period.
Issue:
Should the City accept the Surety as provided by Standard Pacific of Florida GP, Inc., for the two-year warranty
for Arden Park North Phase 2A and 2B and execute the Maintenance, Materials, and Workmanship Agreement
with Letter of Credit with Standard Pacific of Florida GP, Inc.?
Recommendations
The Development Services Department recommends the acceptance of the Surety and the execution the
Maintenance, Materials, and Workmanship Agreement with Letter of Credit with Standard Pacific of Florida GP,
Inc., for Arden Park North Phase 2A and 2B.
Attachments:
1. Maintenance, Materials, and Workmanship Agreement with Letter of Credit with Standard Pacific of
Florida GP, Inc.
2. Irrevocable Stand-By Letter of Credit Number 15050182613 from Wells Fargo Bank
Financial Impact:
There are no financial impacts to the City in accepting this two-year warranty Surety.
Type of Item: (please math with an 5C)
Public Hearing ForyClerk's Dept Use:
Ordinance First Reading Consent Agenda
Ordinance Second Reading Public Hearing
Resolution Regular Agenda
X Commission Approval
Discussion&Direction
Original Document/Contract Attached for Execution by City Clerk
Original Document/Contract Held by Department for Execution
Reviewed by City Attorney N/A
Reviewed by Finance Dept. N/A
Reviewed by p N/A
City of Ocoee • 150 North Lakeshore Drive • Ocoee, Florida 34761
phone: (407) 905-3100•fax: (407) 905-3167 •www.ocoee.org
MAINTENANCE,MATERIALS,AND
WORKMANSHIP AGREEMENT WITH LETTER OF CREDIT
ARDEN PARK NORTH, PHASE 2A& 2B
THIS MAINTENANCE, MATERIALS, AND WORKMANSHIP AGREEMENT
(this"Agreement")is entered into this day of , 20 , by STANDARD
PACIFIC OF FLORIDA GP, INC. a Delaware Corporation (the"Developer") and the CITY OF
OCOEE, a Florida municipal corporation, whose address is 150 North Lakeshore Drive, Ocoee,
Florida 34761 (the"City").
WITNESSETH:
WHEREAS, Developer, or its predecessor-in-interest or its predecessor-in title, has
developed and/or constructed a subdivision known as ARDEN PARK NORTH, PHASE 2A&
2B (the"Subdivision") and in connection therewith has installed with the approval of the City
certain roads, streets, sewer, water and reuse systems, drainage facilities(including retention and
detention ponds), and/or other improvements (collectively, the"Improvements") under the
provisions, conditions, and requirements of the City's Subdivision Regulations and the following
Final Subdivision Plan (or Preliminary/Final Subdivision Plan) approval by granted the Ocoee
City Commission on October 7, 2014: ARDEN PARK NORTH PHASE 2
PRELIMINARY/FINAL SUBDIVISION PLAN,LS-2013-003' and
WHEREAS, the Subdivision is located within certain real property located in the City of
Ocoee, Orange County, Florida, as more fully described in the attached Exhibit"A" which
exhibit is incorporated herein by this reference (the"Property"); and
WHEREAS, under Section 4-4, Subdivision Review Process, of the City's Land
Development Code, Developer is required to guaranty the maintenance, materials, and
workmanship of the Improvements within the Subdivision; and
WHEREAS, in order to obtain the issuance of a Certificate of Completion with respect
to the Improvements, the Developer desires to guaranty such maintenance, materials, and
workmanship by having Wells Fargo (the "Bank") (or such other bank as may be acceptable to
the City) establish an Irrevocable Standby Letter of Credit in favor of the City in substantially the
form attached hereto as Exhibit"B" and by this reference made a part hereof("Letter of
Credit").
NOW THEREFORE, the parties agree as follows:
SECTION ONE: Establishment of Letter of Credit.
Developer does hereby agree to have Bank establish the Letter of Credit in favor of the
City in the amount of THIRTY-NINE THOUSAND NINE HUNDRED SEVENTY-FOUR
DOLLARS AND THIRTY CENTS ($39,974.30)to guaranty the maintenance, materials,
workmanship, and structural integrity of the Improvements and the other obligations of the
ORL4-1688244.1
of the Improvements and the other obligations of the Developer under this Agreement. The
Letter of Credit shall be established and drawn upon only in accordance with the terms of the
Letter of Credit and this Agreement.
SECTION TWO: 2-Year Warranty Period.
For a period of two (2) years from the date of issuance of the Certificate of Completion
(the"Warranty Period"), the Developer shall maintain the Improvements in a first class condition
and shall repair, correct and/or cure any Deficiency (as defined in Section 3 below) within thirty
(30)days of receipt of written notice of a Deficiency from the City. The Developer shall pay any
and all costs or expenses incidental to the performance of any such work. The City may provide
notices of a Deficiency from time to time during the Warranty Period.
SECTION THREE: City's Right to Draw on Letter of Credit.
If at any time during the Warranty Period, the City notifies Developer in writing(i)that
the Improvements have not been maintained in a first class condition, (ii)that paving or other
structures within the Subdivision have been found by the City to not be in compliance with the
Subdivision approval, and/or(iii)that there is a deficiency or fault in the materials,
workmanship, or structural integrity of the Improvements which has been found by the City to
not be in compliance with the Subdivision approval (collectively, a"Deficiency") and Developer
fails to repair, correct and/or cure such Deficiency to the satisfaction of the City within thirty(30)
days from receipt of the notice thereof as set forth in Section 2 above,then the City may draw
upon the Letter of Credit without further notice to Developer in order to establish a cash escrow
for the performance of the Developer's obligations under this Agreement(the "Cash Escrow").
Additionally, the City may draw on the Letter of Credit in order to establish a Cash
Escrow in such amounts as the City deems necessary or appropriate(a) in the event of a default
by Developer under this Agreement, and/or(b) as provided for in the Letter of Credit.
SECTION FOUR: Term of Letter of Credit.
The Letter of Credit shall be for a term of no less than two (2)years and one (1) month
from the date of issuance of the Certificate of Completion. Notwithstanding anything contained
in Section 3 above, in the event the City has notified Developer of a Deficiency as provided
above, then the term of this Agreement shall continue and the term of the Letter of Credit shall be
extended until such Deficiency is corrected. If the City has provided a notice of Deficiency
which has not been repaired, corrected and/or cured within thirty(30) days from the date the
Letter of Credit (or any extension or replacement thereof) is scheduled to expire, then the City
may draw on the Letter of Credit and establish a Cash Escrow for the performance of the
Developer's obligations under this Agreement.
SECTION FIVE: City's Use of Funds Drawn on Letter of Credit.
Unless otherwise mutually agreed to by City and Developer,the funds available through
the Letter of Credit and any Cash Escrow established under this Agreement shall be used by the
City only (a)to repair, correct and/or cure any Deficiency, (b)to cure a breach by Developer of
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ORLA_1688244.1
its obligations under this Agreement, and/or(c) to pay for reasonable administrative expenses
and attorneys' fees and costs incurred by the City in exercising or otherwise enforcing its rights
under this Agreement and Letter of Credit.
If the Developer fails or refuses to undertake the repair, correction and/or cure of any
Deficiency, then the City may, but shall not be obligated to. undertake such repair, correction
and/or cure any Deficiency,the cost of which shall be paid for out of the Letter of Credit and any
Cash Escrow established pursuant to this Agreement. In the event the City undertakes any such
repair, correction and/or cure, then the City shall be entitled to retain an administrative fee in the
amount of two percent (2%) of the cost thereof and shall also be entitled to reimbursement of all
costs and expenses incurred by the City in undertaking such action, including but not limited to
its legal fees and costs. The City may use third party contractors to perform any such corrective
actions.
SECTION SIX: Right of Entry for Corrective Activities.
In the event the City undertakes to repair, correct and/or cure any Deficiency, then in such
event the Developer hereby grants to the City and its employees, contractors and representatives,
the right to enter upon the Property and the Improvements for the purpose of performing any such
repair, correction, and/or cure.
SECTION SEVEN: No Obligation of City to Undertake Repairs or Advance Funds.
Nothing contained herein shall be construed to in any way obligate the City to (i)advance
City funds for any purpose on behalf of the Developer, or(ii) to undertake the repair, correction
and/or cure of any Deficiency. Further, the City shall have no liability to the Developer or any
third parties with respect to any corrective actions undertaken by the City.
SECTION EIGHT: Excess Funds.
In the event that the City draws on the Letter of Credit and establishes the Cash Escrow,
then any excess funds shall be returned to the Developer after any and all of the Deficiencies
have been repaired, corrected and cured to the satisfaction of the City and after the payment from
the Cash Escrow of all obligations of the Developer under this Agreement.
SECTION NINE: Continued Applicability of Subdivision Regulations.
This Agreement shall not be construed to relieve or release Developer from any of its
obligations under the City Subdivision Regulations with respect to the Improvements.
SECTION TEN: Construction.
This Agreement shall be construed in accordance with the laws of the State of Florida.
IN WITNESS WHEREOF,the parties hereto have caused these presents to be signed as
of the date and year first above written.
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ORa 1688244.1
DEVELOPER:
By: a
Print N e: ,P Jt 2 ,fic-Sellta..
Title: Us rove t'rc-S i 4wt
CITY:
ATTEST:
CITY OF OCOEE,FLORIDA, a Florida
municipal corporation
By:
Melanie Sibbitt, City Clerk By:
Rusty Johnson, Mayor
(SEAL)
FOR THE USE AND RELIANCE BY THE APPROVED BY THE OCOEE CITY
CITY OF OCOEE ONLY. APPROVED COMMISSION AT A MEETING
AS TO FORM AND LEGALITY HELD ON , 20
this day of UNDER AGENDA ITEM NO.
, 20 .
By:
City Attorney
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ORLA_1688244.1
EXHIBIT "A"
(Lent Description of Real Property Constituting the Subdivision)
-5-
ORLA_1688244.1
LEGAL DESCRIPTION
ARDEN PARK NORTH PHASE 2A, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT
BOOK 89, PAGES 1 THROUGH 8 OF THE PUBLIC RECORDS OF ORANGE COUNTY, FLORIDA.
CONTAINING 47.39 ACRES MORE OR LESS.
LEGAL DESCRIPTION
A parcel of land comprising portions of Section 4, Township 22 South, Range 28 East and
Section 33,Township 21 South, Range 28 East, City of Ocoee, Orange County, Florida.
Being more particularly described as follows:
COMMENCE at the North 1/4 corner of aforesaid Section 4, also being the South 1/4 corner of
aforesaid Section 33; thence run South 89°32'54" West along the South line of the Southwest
1/4 of said Section 33, also being the North line of the Northwest 1/4 of said Section 4 for a
distance of 5.37 feet to the West edge of pavement of unrecorded Hobson Road and the POINT
OF BEGINNING; thence run along said West edge of pavement the following courses; South 00°
36' 27" West for a distance of 97.05 feet; thence run South 00° 02' 53" East for a distance of
109.92 feet; thence run South 00° 13' 33" West for a distance of 49.38 feet to a point lying on
the East line of the Northwest 1/4 of said Section 4; thence run South 01° 27' 07" West along
said East line for a distance of 335.19 feet to a point on the Northerly right-of-way line of West
Orange Trail, Clarcona-Ocoee Road according to Official Records Book 9613, Page 3340 of said
Public Records, also being a point on a non tangent curve concave Northwesterly having a
radius of 2490.00 feet, with a chord bearing of South 75° 22' 33" West, and a chord distance of
1241.34 feet; thence run the following courses along said Northerly right-of-way line;
Southwesterly along the arc of said curve through a central angle of 28° 52' 05" for an arc
distance of 1254.57 feet to a point of tangency; thence run South 89° 48' 36" West for a
distance of 133.58 feet; thence departing said Northerly right-of-way line run the following
courses: North 00" 09' 12" West for a distance of 366.49 feet; thence run North 19° 08' 32"
West for a distance of 250.47 feet; thence run North 02° 26' 30" East for a distance of 220.67
feet; thence run North 80° 09' 14" West for a distance of 113.08 feet; thence run North 09° 50'
46" East for a distance of 52.00 feet; thence run North 56° 17' 33" West for a distance of 156.40
feet; thence run North 00° 00' 00" East for a distance of 490.33 feet; thence run North 90° 00'
00" East for a distance of 737.11 feet; thence run South 80° 45' 40" East for a distance of 52.01
feet to a point on a non tangent curve, concave Northwesterly having a radius of 1425.15 feet,
with a chord bearing of South 09° 48' 35" West, and a chord distance of 78.39 feet; thence run
Southwesterly through a central angle of 03° 09' 07" along the arc of said curve for an arc
distance of 78.40 feet to a point of reverse curvature of a curve concave Northeasterly having a
radius of 25.00 feet, with a chord bearing of South 32° 37' 35" East, and a chord distance of
34.74 feet, thence run Southeasterly along the arc of said curve through a central angle of 88°
01' 27" for an arc distance of 38.41 feet to a point on a non tangent line; thence run South 76°
28' 57" East for a distance of 97.83 feet; thence run North 14° 25' 55" East for a distance of
120.88 feet; thence run South 81° 50' 57" East for a distance of 179.41 feet; thence run North
90° 00' 00" East for a distance of 173.08 feet;thence run North 00°00' 00" East for a distance of
25.91 feet; thence run North 900 00' 00" East for a distance of 50.00 feet; thence run South 00°
00' 00" West for a distance of 75.88 feet to the point on a non tangent curve, concave Easterly
having a radius of 525.00 feet, with a chord bearing of South 00° 41' 59" East, and a chord
distance of 48.40 feet; thence run Southerly along the arc of said curve through a central angle
of 05° 17' 03" for an arc distance of 48.42 feet to a point on a non tangent line; thence run
North 86° 39' 30" East for a distance of 120.15 feet; thence run North 02° 19' 38" East for a
distance of 343.63 feet; thence run North 00' 11' 08" West for a distance of 174.26 feet;thence
run North 89° 48' 52" East for a distance of 173.69 feet to a point on the Westerly right-of-way
line of Hobson Road according to Official Records Book 1956, Page 664 of the Public Records of
Orange County, Florida; thence run South 00° 04' 48" West along said Westerly right-of-way
line for a distance of 946.91 feet to a point on aforesaid South line of the Southwest 1/4 of said
Section 33, also being the North line of the Northwest 1/4 of said Section 4; thence run North
89° 32' 54" East along said South line and said North line for a distance of 24.63 feet to the
POINT OF BEGINNING.
Containing 47.39 acres more or less.
LEGAL DESCRIPTION:
ARDEN PARK NORTH PHASE 2B, ACCORDING TO THE PLAT THEREOF AS RECORDED IN PLAT
BOOK 89, PAGES 9 THROUGH 16 OF THE PUBLIC RECORDS OF ORANGE COUNTY, FLORIDA.
CONTAINING 38.06 ACRES MORE OR LESS.
LEGAL DESCRIPTION
A parcel of land comprising a portion of Sections 32 and 33, Township 21 South, Range 28 East
and a portion of Section 4, Township 22 South, Range 28 East, City of Ocoee, Orange County,
Florida.
Being more particularly described as follows:
BEGIN at the Northwest corner of the Northwest 1/4 of aforesaid Section 4; thence run North
08° 10' 57" West for a distance of 27.55 feet; thence run North 16° 13' 41" East for a distance of
52.01 feet to the point on a non tangent curve concave Southwesterly having a radius of
1131.00 feet, with a chord bearing of South 73° 23' 30" East and a chord distance of 65.00 feet;
thence run Southeasterly through a central angle of 03° 17' 37" along the arc of said curve for
an arc distance of 65.01 feet to a point of reverse curvature of a curve concave Northeasterly
having a radius of 748.00 feet, with a chord bearing of South 74° 08' 10" East, and a chord
distance of 62.41 feet; thence run Southeasterly along the arc of said curve through a central
angle of 04° 46' 56" for an arc distance of 62.43 feet to a point on a non tangent line; thence
run North 16° 59' 39" East for a distance of 117.60 feet; thence run North 00° 26' 00" West for a
distance of 151.00 feet; thence run North 18° 16' 13" East for a distance of 296.72 feet; thence
run North 90° 00' 00" East for a distance of 728.61 feet to the Northwest corner of ARDEN PARK
NORTH PHASE 2A, according to Plat Book Pages of the Public Records of Orange
County, Florida; thence run the following courses along the Westerly line of said ARDEN PARK
NORTH PHASE 2A; South 00° 00' 00" West for a distance of 490.33 feet; thence run South 560
17' 33" East for a distance of 156.40 feet; thence run South 09° 50' 46" West for a distance of
52.00 feet; thence run South 80° 09' 14" East for a distance of 113.08 feet; thence run South
02° 26' 30" West for a distance of 220.67 feet; thence run South 19° 08' 32" East for a distance
of 250.47 feet; thence run South 00° 09' 12" East for a distance of 366.49 feet to a point on the
Northerly right-of-way line of West Orange Trail, Clarcona - Ocoee Road according to Official
Records Book 9613, Page 3340 of aforesaid Public Records of Orange County, Florida; thence
run the following courses along said Northerly right-of-way line; South 89° 48' 36" West for a
distance of 582.91 feet to a point of curvature of a curve concave Southeasterly having a radius
of 1701.20 feet, with a chord bearing of South 76° 57' 03" West, and a chord distance of 757.23
feet;thence run Southwesterly along the arc of said curve through a central angle of 25°43' 07"
for an arc distance of 763.62 feet to a point on a non tangent line;thence run North 88° 45' 08"
West for a distance of 20.58 feet to the West line of the Northwest 1/4 of said Section 4;thence
departing aforesaid Northerly right-of-way line run North 02° 32' 49" East along said West
Section line a distance of 1057.99 feet to the POINT OF BEGINNING.
Contains 38.06 acres more or less.
EXHIBIT"B"
FORM OF LETTER OF CREDIT
-6-
ORLA_1688244.1
._x L_,m Wells Fargo Bank,N.A.
U.S.Trade Services
Standby Letters of Credit
794 Davis Street,2nd Floor
MAC A0283-02E
San Leandro,CA94577-6922
Phone;Cana)798-2/MsOption
E-Mail:slbnde@wellsfargo.com
Irrevocable Standby Letter Of Credit
Number: 150501826U
Issue Date: April 18,2017
BENEFICIARY APPLICANT
CITY OF OCOEE CALATLANTIC GROUP,INC.
ATTN:CITY MANAGER 15360 BARRANCA PARKWAY
150 NORTH LAKESHORE DRIVE IRVINE,CALIFORNIA 92618
OCOEE,FLORIDA 34761
LETTER OF CREDIT ISSUE AMOUNT USD 39,974.30 EXPIRY DATE JULY 1,2019
LADIES AND GENTLEMEN:
WE HEREBY ESTABLISH OUR IRREVOCABLE STANDBY LETTER OF CREDIT150501826U IN FAVOR OF CITY OF
OCOEE,A FLORIDA MUNICIPAL CORPORATION,AND AUTHORIZE YOU TO DRAW ON WELLS FARGO BANK,
N.A.(THE"BANK"),AT 401 N RESEARCH PKWY,WINSTON-SALEM,NC 27101,BY ORDER OF CALATLANTIC
GROUP,INC.UP TO BUT NOT EXCEEDING THE AGGREGATE AMOUNT OF THIRTY NINE THOUSAND NINE
HUNDRED SEVENTY FOUR AND 30/100 UNITED STATES DOLLARS($39,974.30),WHICH IS AVAILABLE BY
YOUR DRAFT AT SIGHT,WHEN ACCOMPANIED BY THIS LETTER OF CREDIT AND ANY ONE OF THE
FOLLOWING DOCUMENTS:
1.A STATEMENT PURPORTEDLY SIGNED BY THE MAYOR,CITY MANAGER OR AUTHORIZED REPRESENTATIVE
TO THE EFFECT THAT THE CITY IS ENTITLED TO DRAW UPON THE LETTER OF CREDIT PURSUANT TO THE
TERMS OF THAT CERTAIN MAINTENANCE,MATERIALS AND WORKMANSHIP AGREEMENT BETWEEN THE
CITY AND APPLICANT WITH RESPECT TO THE FOLLOWING SUBDIVISION:ARDEN PARK NORTH PHASE 2A
AND 2B;OR
2.A STATEMENT PURPORTEDLY SIGNED BY THE MAYOR,CITY MANAGER OR AUTHORIZED REPRESENTATIVE
TO THE EFFECT THAT THE PERFORMANCE OF APPLICANT'S OBLIGATION UNDER THE MAINTENANCE,
MATERIALS AND WORKMANSHIP AGREEMENT HAS NOT BEEN COMPLETED YET AND THE LETTER OF CREDIT
WILL EXPIRE WITHIN 30 DAYS FROM THE DATE OF THE DRAWING WITHOUT BEING EXTENDED OR
REPLACED TO THE CITY'S SATISFACTION.
THIS LETTER OF CREDIT SHALL BE DEEMED IN FULL FORCE UNTIL JULY 1,2019 AND WILL BE
AUTOMATICALLY EXTENDED WITHOUT AMENDMENT FOR AN ADDITIONAL PERIOD OF ONE YEAR EACH
FROM THE CURRENT EXPIRATION DATE OR ANY FUTURE ANNIVERSARY OF SUCH DATE,UNLESS WE
PROVIDE THE CITY MANAGER OF THE CITY OF OCOEE WITH WRITTEN NOTICE OF OUR INTENT NOT TO
EXTEND THE CREDIT HEREIN,WHICH NOTICE MUST BE PROVIDED AT LEAST THIRTY(30)DAYS PRIOR TO THE
EXPIRATION DATE OF THE ORIGINAL TERM HEREOF OR ANY RENEWED TERM. Together we'll go far
Page of "�
ispistEach page of this document Is an integral part
ofthls Irrevocable Standby Letter of Credit Number 150501826U -
G )
DRAFTS MUST BEAR THE CLAUSE:"DRAWN UNDER LETTER OF CREDIT 150501826U OF WELLS FARGO BANK,
N.A.,DATED APRIL 18,2017."
THIS LETTER OF CREDIT SHALL REMAIN IN FULL FORCE AND EFFECT NOTWITHSTANDING A PARTIAL DRAW
OR DRAWS SO LONG AS A SUM REMAINS TO BE DRAWN OR UNTIL THE LETTER OF CREDIT HAS EXPIRED.
EXCEPT AS OTHERWISE SPECIFICALLY STATED HEREIN,THIS LETTER OF CREDIT SETS FORTH IN FULL THE
TERMS OF OUR UNDERTAKING,AND SUCH UNDERTAKING SHALL NOT IN ANY WAY BE MODIFIED,
AMENDED,OR AMPLIFIED BY REFERENCE TO ANY DOCUMENT,INSTRUMENT,OR AGREEMENT REFERENCED
TO HEREIN OR IN WHICH THIS LETTER OF CREDIT IS REFERRED TO OR THIS LETTER OF CREDIT RELATES,AND
ANY SUCH REFERENCE SHALL NOT BE DEEMED TO INCORPORATE HEREIN BY REFERENCE ANY DOCUMENT,
INSTRUMENT,OR AGREEMENT.
WE HEREBY AGREE WITH THE BENEFICIARY ALL DRAFTS DRAWN UNDER AND IN COMPLIANCE WITH THE
TERMS OF THIS LETTER OF CREDIT,THAT SUCH DRAFTS WILL BE DULY HONORED UPON PRESENTATION TO
WELLS FARGO BANK,N.A.,794 DAVIS STREET,2ND FL,SAN LEANDRO,CA 94577-6922.
DRAWINGS MAY ALSO BE PRESENTED TO US BY FACSIMILE TRANSMISSION TO FACSIMILE NUMBER
336-735-0952(EACH SUCH DRAWING,A"FAX DRAWING");PROVIDED,HOWEVER,THAT A FAX DRAWING
WILL NOT BE EFFECTIVELY PRESENTED UNTIL YOU CONFIRM BY TELEPHONE OUR RECEIPT OF SUCH FAX
DRAWING BY CALLING US AT TELEPHONE NUMBER 1-800-798-2815 OPTION 1.IF YOU PRESENT A FAX
DRAWING UNDER THIS LETTER OF CREDIT YOU DO NOT NEED TO PRESENT THE ORIGINAL OF ANY
DRAWING DOCUMENTS,AND IF WE RECEIVE ANY SUCH ORIGINAL DRAWING DOCUMENTS THEY WILL NOT
BE EXAMINED BY US.IN THE EVENT OF A FULL OR FINAL DRAWING THE ORIGINAL STANDBY LETTER OF
CREDIT MUST BE RETURNED TO US BY OVERNIGHT COURIER.
THIS LETTER OF CREDIT WILL BE CONSIDERED AS CANCELED UPON RECEIPT OF THE ORIGINAL CREDIT
INSTRUMENT,ANY AMENDMENTS AND SIGNED CONSENT OF THE BENEFICIARY QUOTING OUR REFERENCE.
THIS LETTER OF CREDIT IS SUBJECT TO THE INTERNATIONAL STANDBY PRACTICES(ISP98)",
INTERNATIONAL CHAMBER OF COMMERCE PUBLICATION NO.590 AND AS TO MATTERS NOT GOVERNED BY
ISP98,SHALL BE GOVERNED AND CONSTRUED IN ACCORDANCE WITH THE PROVISIONS OF FLORIDA LAW.
IF A CONFLICT BETWEEN THE"INTERNATIONAL STANDBY PRACTICES(ISM)",AND FLORIDA LAW SHOULD
ARISE,FLORIDA LAW SHALL PREVAIL.IF A CONFLICT BETWEEN THE LAW OF ANOTHER STATE OR COUNTRY
AND FLORIDA LAW SHOULD ARISE,FLORIDA LAW SHALL PREVAIL.
Very Tru o r3, '
WEL FAR e O BANK,N.A. v /
:Y: etema
Authorized Signature—
The
ignatureThe original of the Le4ter of Credit contains an embossed seal over the Authorized Signature.
Together we'll go far
Paget of3 ' -
Each page ofthls multipage document Is an Integral part
ofthls Irrevocable Standby Letter of Credit Number 150501826U
ti ELLS
Ea:GO
Please direct any written correspondence or Inquiries regarding this Letter of Credit,always quoting our
reference number,to Wells Fargo Bank,National Association,Attn:U.S.Standby Trade Services
at either 794 Davis Street,2nd Floor or 401 N.Research Pkwy, 1st Floor
MAC A0283-023, MAC D4004-017,
San Leandro,CA 94577-6922 WINSTON-SALEM,NC 27101-4157
Phone inquiries regarding this credit should be directed to our Standby Customer Connection Professionals
1-800-798-2815 Option 1 1-800-776-3862 Option 2
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Together we'll gofer
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Each pageofthis multlpagedocument is an integral part
of this Irrevocable Standby Letter ofCredlt Number IS0501826U