ALL STANDBY LETTERS OF CREDIT SHALL BE SUBJECT TO THE LAWS OR
RULES DESIGNATED IN SUCH STANDBY LETTER OF CREDIT, OR IF NO LAWS OR RULES ARE
DESIGNATED, THE INTERNATIONAL STANDBY PRACTICES (ISP98 - INTERNATIONAL CHAMBER
OF COMMERCE PUBLICATION NUMBER 590) (THE "ISP98 RULES") AND, AS TO MATTERS NOT
GOVERNED BY THE ISP98 RULES, THE LAWS OF THE STATE OF NEW YORK.
(C)
SUBJECT TO THE BORROWER'S ACCEPTANCE INTO THE HSBC L/C PROGRAM,
ALL DOCUMENTARY LETTERS OF CREDIT TO BE ISSUED BY HSBC SHALL BE ISSUED IN HONG
KONG.
(D)
AGENT SHALL USE ITS REASONABLE EFFORTS TO NOTIFY LENDERS OF THE
REQUEST BY BORROWER FOR ISSUANCE OF A LETTER OF CREDIT OR AIR RELEASE/STEAMSHIP
GUARANTEE.
(E)
SUBJECT TO TERMS SET BY AGENT FROM TIME TO TIME IN ITS DISCRETION
WITH RESPECT TO THE ISSUANCE OF AIR RELEASES AND STEAMSHIP GUARANTEES GENERALLY,
BORROWER MAY REQUEST AIR RELEASE/STEAMSHIP GUARANTEES ON ANY BUSINESS DAY BY
DELIVERING TO AGENT A REQUEST THEREFOR IN FORM REASONABLY ACCEPTABLE TO AGENT
AND, UPON DEMAND, COPIES OF ALL INVOICES, DELIVERY RECEIPTS AND RELATED
DOCUMENTS RELATING TO THAT REQUEST THAT AGENT MIGHT REQUIRE.
PROVIDED THAT THE
REQUEST FOR AN AIR RELEASE/STEAMSHIP GUARANTY IS RECEIVED PRIOR TO 10:30 A.M. ON
A BUSINESS DAY AND APPROVED BY AGENT, AGENT SHALL ISSUE, OR CAUSE TO BE ISSUED,
AN AIR RELEASE/STEAMSHIP GUARANTEE ON THE SAME BUSINESS DAY.
(F)
TO THE EXTENT EACH AIR RELEASE/STEAMSHIP GUARANTEE HAS NOT BEEN
TERMINATED OR BEEN RETURNED TO AGENT ON THE DAY PRECEDING THE EXPIRATION OF THE
TERM, BORROWER
28
SHALL PROVIDE CASH COLLATERAL EQUAL TO NOT LESS THAN ONE HUNDRED FIVE PERCENT
(105%) OF THE FACE AMOUNT THEREOF PLUS ANY VARIANCES ALLOWED THEREUNDER TO BE
HELD BY AGENT PURSUANT TO A CASH COLLATERAL AGREEMENT IN FORM AND SUBSTANCE
SATISFACTORY TO AGENT.
(G)
SCHEDULE 2.10(G) HERETO CONTAINS A DESCRIPTION OF EACH LETTER OF
CREDIT AND AIR RELEASE/STEAMSHIP GUARANTEE ISSUED BY HSBC FOR THE ACCOUNT OF
BORROWER, AND OUTSTANDING AS OF THE BUSINESS DAY IMMEDIATELY PRECEDING THE DATE
HEREOF (AND SETTING FORTH, WITH RESPECT TO EACH SUCH LETTER OF CREDIT AND AIR
RELEASE/STEAMSHIP GUARANTY (IF APPLICABLE), (I) THE NAME OF THE ISSUING LENDER,
(II) THE LETTER OF CREDIT NUMBER, (III) THE NAME(S) OF THE ACCOUNT PARTY OR
ACCOUNT PARTIES, (IV) THE STATED AMOUNT, (V) THE NAME OF THE BENEFICIARY,
(VI) THE EXPIRY DATE, AND (VII) WHETHER SUCH LETTER OF CREDIT CONSTITUTES A
STANDBY LETTER OF CREDIT OR A DOCUMENTARY LETTER OF CREDIT).
EACH SUCH LETTER
OR CREDIT AND/OR AIR RELEASE/STEAMSHIP GUARANTEE, INCLUDING ANY EXTENSION OR
RENEWAL THEREOF (EACH, AN "EXISTING LETTER OF CREDIT", OR AN "EXISTING AIR
RELEASE/STEAMSHIP GUARANTEE", AS THE CASE MAY BE), (X) IN THE CASE OF EACH
EXISTING LETTER OF CREDIT SHALL BE DEEMED A "LETTER OF CREDIT" FOR ALL PURPOSES
UNDER THIS AGREEMENT, AND (Y) IN THE CASE OF EACH EXISTING AIR RELEASE/STEAMSHIP
GUARANTEE SHALL BE DEEMED AN "AIR RELEASE/STEAMSHIP GUARANTEE" FOR ALL PURPOSES
UNDER THIS AGREEMENT, IN EACH CASE AS IF ORIGINALLY ISSUED HEREUNDER FOR THE
ACCOUNT OF BORROWER.
2.11.
Requirements For Issuance