IRREVOCABLE STANDBY LETTER

BENEFICIARY: THE MULTI-EMPLOYER PROPERTY TRUST A TRUST ORGANIZED UNDER 12 C.F.R. SECTION 9.18 _______________ _______________ _______________________ ATTN: _______________________ AS "LANDLORD" APPLICANT: ____________, INC. A DELAWARE CORPORATION ____________________________ ______________________ AS "TENANT" AMOUNT: US$________________(__________________________________________AND NO/100 U.S. DOLLARS) EXPIRATION DATE: __________________ LOCATION: AT OUR COUNTERS IN _______________, CALIFORNIA DEAR SIR/MADAM: WE HEREBY ESTABLISH OUR IRREVOCABLE TRANSFERABLE STANDBY LETTER OF CREDIT NO. __________________ IN YOUR FAVOR AVAILABLE BY YOUR DRAFTS DRAWN ON US AT SIGHT AND ACCOMPANIED BY THE FOLLOWING DOCUMENTS: 1. THE ORIGINAL OF THIS LETTER OF CREDIT AND ALL AMENDMENT(S), IF ANY. 2. A DATED CERTIFICATION SIGNED BY AN AUTHORIZED OFFICER OF THE BENEFICIARY, FOLLOWED BY ITS DESIGNATED TITLE, STATING ANY ONE OF THE FOLLOWING: (A) "AN EVENT OF DEFAULT HAS OCCURRED AND IS CONTINUING UNDER THAT CERTAIN LEASE DATED __________________, AS AMENDED, ORIGINALLY ENTERED INTO BY AND BETWEEN ____________, INC., A DELAWARE CORPORATION, AS TENANT AND THE MULTI- EMPLOYER PROPERTY TRUST, A TRUST ORGANIZED UNDER 12 C.F.R. SECTION 9.18, AS LANDLORD."; OR

Irrecovable , Amendment , Receipt , Transferer , Transferee , Endorsers , Drawers , Tenants