judicial orders
(including economic sanctions, embargoes, anti-boycott, anti-money laundering,
anti-terrorism, and anti-drug trafficking laws and regulations) of the U.S. and
other countries that are enforceable under applicable law. We will not be liable
for our failure to make, or our delay in making, payment under this Letter of
Credit or for any other action we take or do not take, or any disclosure we
make, under or in connection with this Letter of Credit (including, without
limitation, any refusal to transfer this Letter of Credit) that is required by
such laws, regulations, or orders.
This Irrevocable Standby Letter of Credit is subject to the International
Standby Practices (ISP98) ICC Publication No. 590.
We hereby engage with you that each draft drawn under and in compliance with the
terms and conditions of this Letter of Credit will be duly honored if presented
together with the documents specified in this Letter of Credit at our office
located at [INSERT ISSUER'S PRESENTATION ADDRESS], Attention:
[
], on or before the above stated expiration date, or any
extended expiration date if applicable.
All communications to us with respect to this Irrevocable Standby Letter of
Credit must be addressed to our office located at
to the attention of
.
Very truly yours,
[name]
[title]
13
EXHIBIT A
TO
EXHIBIT G
919 EAST HILLSDALE BOULEVARD
FORM OF LETTER OF CREDIT
TRANSFER REQUEST OF [INSERT ISSUER NAME HERE]
IRREVOCABLE STANDBY LETTER OF CREDIT NUMBER: IS#######
TO:
[INSERT ISSUER NAME HERE]
DATE:
[INSERT ISSUER'S ADDRESS]
FOR VALUE RECEIVED, THE UNDERSIGNED BENEFICIARY OF THE ABOVE DESCRIBED LETTER OF
CREDIT (THE "TRANSFEROR") HEREBY IRREVOCABLY TRANSFERS ALL ITS RIGHTS UNDER THE
LETTER OF CREDIT AS AMENDED TO THIS DATE (THE "CREDIT") TO THE FOLLOWING
TRANSFEREE (THE "TRANSFEREE"):
NAME OF TRANSFEREE
ADDRESS
BY THIS TRANSFER, ALL RIGHTS OF TRANSFEROR IN THE LETTER OF CREDIT ARE
TRANSFERRED TO THE TRANSFEREE, AND THE TRANSFEREE SHALL BE THE SOLE BENEFICIARY
OF THE LETTER OF CREDIT, POSSESSING ALL RIGHTS PERTAINING THERETO, INCLUDING,
BUT NOT LIMITED TO, SOLE RIGHTS RELATING TO THE APPROVAL OF ANY AMENDMENTS,
WHETHER INCREASES OR EXTENSIONS OR OTHER AMENDMENTS, AND WHETHER NOW EXISTING OR
HEREAFTER MADE. YOU ARE HEREBY IRREVOCABLY INSTRUCTED TO ADVISE FUTURE
AMENDMENT(S) OF THE LETTER OF CREDIT TO THE TRANSFEREE WITHOUT THE TRANSFEROR'S
CONSENT OR NOTICE TO THE TRANSFEROR.
ENCLOSED ARE THE ORIGINAL LETTER OF CREDIT AND THE ORIGINAL(S) OF ALL AMENDMENTS
TO DATE.
THE TRANSFEROR WARRANTS TO YOU THAT THIS TRANSFER WILL NOT CONTRAVENE ANY
FEDERAL LAWS OR REGULATIONS OF THE UNITED STATES NOR THE LAWS OR REGULATIONS OF
ANY STATE THEREOF. PLEASE NOTIFY THE TRANSFEREE OF THIS TRANSFER AND OF THE
TERMS AND CONDITIONS OF THE LETTER OF CREDIT AS TRANSFERRED. THIS TRANSFER WILL
BECOME EFFECTIVE UPON [INSERT ISSUER NAME HERE] WRITTEN NOTIFICATION TO THE
TRANSFEREE THAT SUCH TRANSFER WAS EFFECTED.
(TRANSFEROR'S NAME)
BY:
PRINTED NAME:
TITLE:
PHONE NUMBER:
14
THE BANK SIGNING BELOW GUARANTEES THAT THE TRANSFEROR'S SIGNATURE IS GENUINE AND
THAT THE INDIVIDUAL SIGNING THIS TRANSFER REQUEST HAS THE AUTHORITY TO DO SO:
(BANK'S