THE STATE OF TEXAS.
THIS LETTER OF CREDIT SETS FORTH IN FULL THE TERMS OF OUR UNDERTAKING AND SUCH
UNDERTAKING SHALL NOT IN ANY WAY BE MODIFIED OR AMPLIFIED BY REFERENCE TO ANY
DOCUMENT, INSTRUMENT OR AGREEMENT REFERRED TO HEREIN OTHER THAN THE U.C.P. OR
OTHER THAN BY AGREEMENT IN WRITING BETWEEN BENEFICIARY AND APPLICANT AND
CONSENTED TO BY US.
[NAME OF ISSUING BANK]
BY:
NAME:
TITLE:
4
ANNEX I
STANDBY LETTER OF CREDIT NUMBER
DRAFT
DATE:
PAY AT SIGHT TO ORDER OF OURSELVES
AND
/100 U.S. DOLLARS (U.S.$
). THIS DRAFT IS
PRESENTED UNDER STANDBY LETTER OF CREDIT NO.
DATED
, ISSUED FOR THE ACCOUNT OF CHENIERE CREOLE TRAIL
PIPELINE, L.P.
TO: [ISSUING BANK NAME]
[ISSUING BANK ADDRESS]
ILVA S.P.A.
BY:
NAME:
TITLE:
5
ANNEX II
STANDBY LETTER OF CREDIT NUMBER
DRAWING CERTIFICATE
DATE:
TO: [ISSUING BANK NAME]
[ISSUING BANK ADDRESS]
RE: STANDBY LETTER OF CREDIT NO.
GENTLEMEN:
REFERENCE IS MADE TO THAT CERTAIN STANDBY LETTER OF CREDIT NO.
(THE "LETTER OF CREDIT") ISSUED BY YOU IN FAVOR OF ILVA
S.P.A. ("BENEFICIARY").
IN ACCORDANCE WITH THAT CERTAIN PURCHASE ORDER, DATED AS OF AUGUST 3, 2006, AS
AMENDED, BY AND BETWEEN BENEFICIARY AND CHENIERE CREOLE TRAIL PIPELINE, L.P.
("APPLICANT") (THE "PURCHASE ORDER"), THE UNDERSIGNED, AN OFFICER OF
BENEFICIARY, DOES HEREBY CERTIFY THAT:
1. APPLICANT HAS FAILED TO PAY AMOUNTS FOR GOODS AND SERVICES (A) OWED TO
BENEFICIARY FOR LOTS 4 AND 5 WITHIN THE TIME ALLOWED UNDER THE PURCHASE ORDER,
AND (B) FOR WHICH BENEFICIARY HAS SUBMITTED TO APPLICANT AN INVOICE (ATTACHED
HERETO) IN ACCORDANCE WITH THE PURCHASE ORDER; AND
2. BENEFICIARY HAS SHIPPED SUCH GOODS, AS EVIDENCED BY THE ATTACHED BILL OF
LADING OR BENEFICIARY HAS COATED THE GOODS, AS EVIDENCED BY THE ATTACHED TALLY
LIST, WHICHEVER IS APPLICABLE; AND
3. BENEFICIARY HAS PROVIDED WRITTEN NOTICE TO APPLICANT IN THE FORM OF ANNEX III
TO THE LETTER OF CREDIT, DATED AT LEAST THIRTY (30) DAYS AFTER THE DATE OF THE
ATTACHED INVOICE AND AT LEAST FIVE (5) CALENDAR DAYS PRIOR TO THE DATE OF THIS
DRAWING CERTIFICATE, STATING BENEFICIARY'S INTENT TO DRAW AGAINST THE LETTER OF
CREDIT AND THE AMOUNT TO BE DRAWN. A COPY OF SUCH NOTICE IS ATTACHED HERETO; AND
4. APPLICANT HAS FAILED TO CURE SUCH FAILURE TO PAY PRIOR TO THE DATE OF THIS
CERTIFICATE; AND
5. BENEFICIARY IS ENTITLED TO PAYMENT OF
U.S. DOLLARS
(U.S.$
), WHICH REPRESENTS NO MORE THAN THE AMOUNTS OWED FOR
THOSE GOODS AND SERVICES FOR WHICH PAYMENT IS OWED UNDER THE PURCHASE ORDER FOR
LOTS 4 AND 5 BUT WHICH HAVE NOT BEEN PAID.
YOU ARE REQUESTED TO REMIT PAYMENT OF THIS DRAWING IN IMMEDIATELY AVAILABLE
FUNDS BY WIRE TRANSFER TO THE FOLLOWING ACCOUNT:
[ACCOUNT INFORMATION]
6
IN WITNESS WHEREOF, THE UNDERSIGNED HAS EXECUTED AND DELIVERED THIS CERTIFICATE
AS OF THIS
DAY OF
, 20
.
ILVA S.P.A.
BY:
NAME:
TITLE:
7
ANNEX III
STANDBY LETTER OF CREDIT NUMBER
FORM OF NOTICE TO APPLICANT
DATE:
TO: CHENIERE CREOLE TRAIL PIPELINE, L.P.
717 TEXAS AVENUE, SUITE