the Train 3 Liquefaction Facility, Owner shall
obtain, or cause to be obtained, the Permits listed below.
[***]
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ATTACHMENT R
FORM OF IRREVOCABLE STANDBY LETTER OF CREDIT
[To be issued on letterhead of Issuing Bank]
IRREVOCABLE STANDBY LETTER OF CREDIT NO. ________
DATE: ______________, 20____
AMOUNT OF: U.S.$
[ _______________ ]
ISSUING BANK:
[INSERT ISSUING BANK'S NAME AND ADDRESS]
BENEFICIARY:
APPLICANT AND ACCOUNT PARTY:
RIO GRANDE LNG, LLC
BECHTEL OIL, GAS AND CHEMICALS, INC.
1000 LOUISIANA STREET
3000 POST OAK BOULEVARD
39TH FLOOR
HOUSTON, TEXAS 77056
HOUSTON, TEXAS 77002
FACSIMILE: [ ________________ ]
FACSIMILE: [ _______________ ]
ATTN: [ _____________________ ]
ATTN: [ ____________________ ]
WE HEREBY ISSUE OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. __________ (THIS
"LETTER OF CREDIT") IN FAVOR OF RIO GRANDE LNG, LLC, AS BENEFICIARY, FOR AN
INITIAL AMOUNT OF [ ______________________DOLLARS (U.S.$______________ )
(e.g.
INSERT AMOUNT EQUAL TO TEN PERCENT (10%) OF THE CONTRACT PRICE UNDER THE
AGREEMENT (AS DEFINED BELOW))] (THE "STATED AMOUNT") AT THE REQUEST AND FOR THE
ACCOUNT OF BECHTEL OIL, GAS AND CHEMICALS, INC., AS APPLICANT.
WE ARE INFORMED THAT THIS LETTER OF CREDIT IS ISSUED ON BEHALF OF THE APPLICANT
TO SUPPORT APPLICANT'S OBLIGATIONS UNDER THAT CERTAIN FIXED PRICE TURNKEY
AGREEMENT FOR THE ENGINEERING, PROCUREMENT AND CONSTRUCTION OF TRAIN 3 OF THE
RIO GRANDE NATURAL GAS LIQUEFACTION FACILITY ("PROJECT"), DATED AS OF MAY 24TH,
2019, BY AND BETWEEN APPLICANT AND BENEFICIARY (AS AMENDED, RESTATED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE "AGREEMENT").
"CONTRACTOR" AS USED HEREIN MEANS BECHTEL OIL, GAS AND CHEMICALS, INC. AND ITS
PERMITTED SUCCESSORS AND ASSIGNS UNDER THE AGREEMENT. "BENEFICIARY" AS USED
HEREIN MEANS RIO GRANDE LNG, LLC AND ITS PERMITTED SUCCESSORS AND ASSIGNS UNDER
THE AGREEMENT.
FUNDS UNDER THIS LETTER OF CREDIT ARE AVAILABLE BY PAYMENT IN U.S. DOLLARS IN
IMMEDIATELY AVAILABLE FUNDS AGAINST THE PRESENTATION OF YOUR WRITTEN DEMAND TO
[INSERT ISSUING BANK'S NAME] (THE "ISSUING BANK") AT [INSERT ISSUING BANK'S
ADDRESS AND FACSIMILE NUMBER], IN PERSON, IN THE FORM OF ANNEX I ATTACHED HERETO
APPROPRIATELY COMPLETED AND ACCOMPANIED BY A DRAWING CERTIFICATE DULY SIGNED BY
BENEFICIARY IN THE FORM OF ANNEX II OR ANNEX VII ATTACHED HERETO APPROPRIATELY
COMPLETED.
MULTIPLE AND PARTIAL DRAWINGS ARE PERMITTED.
THE STATED AMOUNT SHALL BE
AUTOMATICALLY AND PERMANENTLY REDUCED BY THE AMOUNT OF ANY DRAWING RECEIVED BY
BENEFICIARY PURSUANT TO THIS LETTER OF CREDIT.
ALL BANKING CHARGES UNDER THIS
LETTER OF CREDIT ARE FOR ACCOUNT OF THE APPLICANT.
THIS LETTER OF CREDIT IS TRANSFERABLE IN ITS ENTIRETY AND NOT IN PART TO A
PERMITTED
R-1
ASSIGNEE AS SPECIFIED IN THE AGREEMENT.
BENEFICIARY'S DRAWING RIGHTS UNDER THIS
LETTER OF CREDIT SHALL BE TRANSFERRED IN THEIR ENTIRETY BY PRESENTATION TO
ISSUING BANK (AT THE ABOVE-STATED PLACE FOR PRESENTATION) OF A DEMAND FOR
TRANSFER, SUBSTANTIALLY IN THE FORM OF ANNEX III ATTACHED HERETO APPROPRIATELY
COMPLETED.
UPON PRESENTATION OF A COMPLYING DEMAND FOR TRANSFER, THE PERSON
IDENTIFIED AS THE TRANSFEREE SHALL BECOME THE BENEFICIARY, WHOSE NAME AND
ADDRESS SHALL BE SUBSTITUTED FOR THAT OF THE TRANSFEROR ON ANY DEMANDS,
REQUESTS,