IRREVOCABLE STANDBY LETTER OF CREDIT
Letter of Credit No.:   

Dated:   MONTH XX, 2022
City and County of San Francisco (“Beneficiary”)
Office of the Controller, Room 316
1 Dr Carlton B Goodlett Place			
San Francisco, CA  94102     

City & County of San Francisco Controller:
At the request and for the account of (INSERT PROJECT OWNER) (“Project Owner(s)/Applicant”), we hereby establish in your favor our Irrevocable Standby Letter of Credit in an aggregate amount not to exceed (INSERT $ AMOUNT) available for payment by your draft upon presentation to us of the following:
1.    This original Letter of Credit together with all executed written amendments hereto.
2.    An original signed and dated drawing certificate from you addressed to us in the form annexed hereto as Exhibit A (after complying with all instructions in brackets contained therein).
Drawing certificates shall be drawn on us and presented to us at the…(INSERT BANK’S PROCEDURES).
All drawing certificates drawn under this Letter of Credit shall contain the above-referenced letter of credit number. We agree that all drawing certificates drawn on us under and in compliance with the terms of this Letter of Credit will be duly honored by us not later than three (3) Business Days following presentation to the (INSERT BANK’S OFFICE). Our obligation hereunder is our individual obligation and is not contingent upon reimbursement. We will pay all drawings under this Letter of Credit with our own funds and not with funds derived from Project Owner(s)/Applicant or a subsidiary or affiliate thereof.
The Project Owner(s)/Applicant has sought this Letter of Credit because the Project Owner(s)/Applicant desires to obtain building permits for a Project (as defined in San Francisco Police Code Section 3300O.3) covered by the Residential Construction Wage Theft Prevention Ordinance, San Francisco Police Code Article 33O (“RCWTPO”). The RCWTPO requires the Project Owner(s)/Applicant to obtain this Letter of Credit naming the City and County of San Francisco (“City”) as the exclusive beneficiary (“Beneficiary”) and requiring the Project Owner(s)/Applicant to fully comply with all provisions of the RCWTPO and acknowledge that portions of the obligation may become payable to the City to be used to satisfy a determination of a violation of City labor protection laws for work on the Project.
This Standby Letter of Credit expires on the date that the Project Owner(s)/Applicant receives notice from the City & County of San Francisco Controller’s Office (“Controller”) releasing the Project Owner(s)/Applicant’s obligation under the RCWTPO. Not less than 90 days after the Project has been issued a certificate of final completion and occupancy or an amended certificate of final completion and occupancy under San Francisco Building Code Section 109A, the Project Owner(s)/Applicant may file a request with the Controller to release or reduce the obligation. Until the Controller releases the obligation, the obligation shall otherwise remain in full force and effect.
Partial and multiple drawings under this Letter of Credit are permitted. If a partial drawing is made, we will promptly return the original Letter of Credit to Beneficiary to facilitate subsequent drawings; we at our option may note on the Letter of Credit the amount of such partial drawing. The amount of this Letter of Credit shall be automatically and permanently reduced, without amendment by the amount of each drawing paid hereunder.
This Letter of Credit is not transferable.
Standard fees apply for each renewal and/or partial draw of this Letter of Credit (in each of the foregoing circumstances, solely to the extent expressly permitted hereby), which fees are payable by Project Owner(s)/Applicant. Project Owner(s)/ Applicant’s failure to pay such fees shall not delay or impede any of the above actions.
We may accept documents which appear on their face to be in order without responsibility for further investigation (even as regards any purported default by Project Owner(s)/Applicant) regardless of any notice or information to the contrary.
This Letter of Credit is subject to and governed by the International Standby Practices 1998 of the International Chamber of Commerce, Publication 590 or to any subsequent version of such publication as in effect on the date hereof (“ISP98”) and, as to matters not covered therein and not inconsistent therewith, the internal laws of California, including, without limitation, the Uniform Commercial Code as from time to time in effect in such jurisdiction.
This Letter of Credit is being issued in connection with the RCWTPO requirement as an acceptable security, in lieu of a bond, which may become payable to the Beneficiary to be used to satisfy a determination of a violation of City labor protection for work on a project under the conditions set forth in San Francisco Police Code Section 3300O.5(d). The Letter of Credit is subject to the following conditions and provisions:

1.	The Letter of Credit is continuous until cancelled or released as provided above.
2.	First Republic Bank (“Bank”) shall be liable only for any loss up to the cancellation or release of this Letter of Credit. Bank is not liable for any indirect loss or costs by the Project Owner(s)/Applicant or any beneficiary of the RCWTPO other than the amounts set forth in San Francisco Police Code Section 3300O.5.
3.	Neither failure nor inability of the Project Owner(s)/Applicant to file a replacement bond or other acceptable security as determined by the Controller shall constitute loss by the City recoverable under this Letter of Credit.
4.	The aggregate liability for any and all claims which may arise under such Letter of Credit shall in no event exceed the face amount stated above regardless of the amount due and owing under a determination of violation.
5.	No right of action shall accrue on this Letter of Credit to anyone other than the City.
6.	The Project Owner(s)/Applicant must fully comply with the RCWTPO, and the Project Owner(s)/Applicant acknowledges that pursuant to the RCWTPO, portions of the obligation may become payable to the City to satisfy a final determination against the Project Owner(s)/Applicant or the Project Owner(s)/Applicant’s contractor of a violation of City labor protection laws for work under the building permit for the Project.

(INSERT BANK NAME)

By: 	

Name: 	

Title: 	
Exhibit A to (INSERT BANK NAME)
Irrevocable Standby Letter of Credit No. ________

[EXHIBIT TO BE TYPED ON BENEFICIARY’S LETTERHEAD]
IRREVOCABLE STANDBY LETTER OF CREDIT DRAWING CERTIFICATE

(Insert Bank Address)
Attn:  

Re:	Irrevocable Standby Letter of Credit No. [insert Letter of Credit No.], dated [insert date], issued by (Insert Bank)
 (the “Letter of Credit”) for the account of [insert name of Project Owners/Applicant] (“Project Owner(s)/Applicant”)

To whom it may concern:
The undersigned, being the beneficiary (“Beneficiary”) (or a duly authorized representative thereof) of the Letter of Credit, hereby:
(a)	demands payment from you in the amount of [insert amount in words] US Dollars (US$[insert amount in figures]) under the Letter of Credit, and
(b)	certifies to you that the amount demanded represents funds due and owing from Project Owner(s)/Applicant to Beneficiary under one or more transactions and/or agreements/leases with Project Owner(s)/Applicant.
Each capitalized term used but not otherwise defined herein has the meaning ascribed thereto in the Letter of Credit.
IN WITNESS WHEREOF, the undersigned has executed and delivered this original certificate as of [insert date].
Very truly yours,

	City and County of San Francisco
[Insert date of this Drawing Certificate]

By:	[insert signature]
Name:	[insert name]
Title:	[insert title]
Date:	[insert date]