Liquefaction. Clearance granted 11/29/10 (part of coastal use permit) Coastal Use Permit Louisiana Department of Natural Resources (LDNR) P20101481 Construction in coastal management zone • Solicitation of Views • Same as for USACOE permit, and additional information on CY of disturbance in all land types. NTP or as specified in FERC Authorization Liquefaction: Received 03/28/11 PERMIT OR APPROVAL REGULATORY REFERENCE RESPONSIBLE AGENCY REGULATED ACTIVITY TECHNICAL INFORMATION NEEDED FOR APPLICATION DATE REQUIRED COMMENTS Historic Preservation Approval - Section 106 Environmental Review (applies to entire site) Louisiana Division of Historic Preservation (LDHP) Federal oversight requires compliance with Section 106 • Phase I Survey Report • Unanticipated Discoveries Plan review • Dredged Material Placement Area Plan review • Updated Unanticipated Discoveries Plan • Final Phase I Survey Report (terminal and pipeline combined) • Consultation for approval of revised construction dock NTP or as specified in FERC Authorization Phase I: Final Approval 01/12/05 Phase II: Final Approval 07/16/05 Liquefaction Clearance granted 07/02/10 Traffic data for SH82 NEPA/FERC Louisiana Department of Transportation and Development request for traffic information for XX 00 XXX or as specified in FERC Authorization No permit required; informational purposes only. Permit for Construction in a Zone “VE” or Variance as: functionality dependent use, Floodplain Development Permit Cameron Parish Floodplain Administrator Construction of facilities and buildings • Submit Individual Permit application package • Indemnification and Roadway Easement permits/approvals NTP or as specified in FERC Authorization Permit for new buildings in Liquefaction Occupancy authorization for buildings Office of the State Fire Xxxxxxxx Occupancy authorization for buildings Submittal of building plans, fire suppression diagrams, and facility inspection. Prior to occupancy Permit for new buildings in Liquefaction Letter Order Authorizing Start-up of Liquefaction Train U.S. Federal Energy Regulatory Commission (FERC) LNG Facility Environmental Resource Reports 1-13 submitted with FERC Application and subsequent environmental info requests. Prior to Start-up Liquefaction: Execution Version ATTACHMENT R FORM OF IRREVOCABLE, STANDBY LETTER OF CREDIT [to be issued on letterhead of Issuing Bank] IRREVOCABLE STANDBY LETTER OF CREDIT NO. DATE: [ ] AMOUNT OF: U.S.$ 376,900,000 BENEFICIARY: APPLICANT AND ACCOUNT PARTY: SABINE PASS LIQUEFACTION, LLC XXXXXXX OIL, GAS AND CHEMICALS, INC. 000 XXXXX, SUITE 800 0000 XXXX XXX XXXXXXXXX XXXXXXX, XXXXX 00000 XXXXXXX, XXXXX 00000 FACSIMILE: (000) 000-0000 FACSIMILE: 713-235-4222 ATTN: TREASURER ATTN: XXXXXX X. XXXXXXXXX WE HEREBY ISSUE OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. (THIS “LETTER OF CREDIT”) IN FAVOR OF SABINE PASS LIQUEFACTION, LLC, AS BENEFICIARY, FOR AN INITIAL AMOUNT OF THREE HUNDRED SEVENTY SIX MILLION NINE HUNDRED THOUSAND U.S. DOLLARS ($376,900,000)(THE “STATED AMOUNT”) AT THE REQUEST AND FOR THE ACCOUNT OF XXXXXXX 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 LUMP SUM TURNKEY AGREEMENT FOR THE ENGINEERING, PROCUREMENT AND CONSTRUCTION OF THE SABINE PASS LNG STAGE 2 LIQUEFACTION FACILITY, DATED AS OF [ ], 20[ ], BY AND BETWEEN APPLICANT AND BENEFICIARY (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “AGREEMENT”). FUNDS UNDER THIS LETTER OF CREDIT ARE AVAILABLE BY PAYMENT AGAINST THE PRESENTATION OF YOUR DRAFT(S) DRAWN AT SIGHT ON [INSERT ISSUING BANK’S NAME AND ADDRESS] (THE “ISSUING BANK”) IN SUBSTANTIALLY THE FORM OF ANNEX I ATTACHED HERETO AND ACCOMPANIED BY A DRAWING CERTIFICATE DULY SIGNED IN SUBSTANTIALLY THE FORM OF ANNEX II OR ANNEX VI ATTACHED HERETO APPROPRIATELY COMPLETED. DOCUMENTS MUST BE PRESENTED TO ISSUING BANK IN ONE LOT. PARTIAL DRAWINGS ARE PERMITTED. 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, UPON NOTICE BY BENEFICIARY TO ISSUER, IN THE FORM OF ANNEX III ATTACHED HERETO APPROPRIATELY COMPLETED; PROVIDED, HOWEVER, THAT THIS LETTER OF CREDIT MAY NOT BE TRANSFERRED TO ANY PERSON IF SUCH TRANSFER TO, OR DRAWING UNDER THIS LETTER OF CREDIT BY, SUCH PERSON WOULD BE PROHIBITED OR BLOCKED UNDER ANY U.S. EXECUTIVE ORDER, LAW OR ANY RULE OR REGULATION OF THE OFFICE OF FOREIGN ASSETS CONTROL OF THE U.S. TREASURY DEPARTMENT OR THE U.S. COMMERCE DEPARTMENT, AND ANY ATTEMPTED TRANSFER WHICH VIOLATES THIS PROVISION SHALL BE NULL AND VOID. THE STATED AMOUNT SHALL BE AUTOMATICALLY AND PERMANENTLY REDUCED BY THE AMOUNT OF ANY DRAWING RECEIVED BY BENEFICIARY PURSUANT TO THIS LETTER OF CREDIT [INSERT ENTIRE LETTER OF CREDIT REFERENCE, ALL NUMBERS AND LETTERS]. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF TWO HUNDRED SIXTY THREE MILLION EIGHT HUNDRED THIRTY THOUSAND U.S. DOLLARS ($263,830,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY OF WRITTEN NOTICE THAT (A) SUBSTANTIAL COMPLETION OF SUBPROJECT 3 HAS OCCURRED, (B) CONTRACTOR HAS PAID ALL DELAY LIQUIDATED DAMAGES OWED FOR SUBPROJECT 3, AND (C) CONTRACTOR HAS ACHIEVED THE PERFORMANCE GUARANTEE FOR SUBPROJECT 3 OR PAID ALL PERFORMANCE LIQUIDATED DAMAGES FOR SUBPROJECT 3, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX IV ATTACHED HERETO APPROPRIATELY COMPLETED. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF ONE HUNDRED FIFTY MILLION SEVEN HUNDRED SIXTY THOUSAND U.S. DOLLARS ($150,760,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY OF WRITTEN NOTICE THAT (A) SUBSTANTIAL COMPLETION OF SUBPROJECT 4 HAS OCCURRED, (B) CONTRACTOR HAS PAID ALL DELAY LIQUIDATED DAMAGES OWED FOR SUBPROJECT 4, AND (C) CONTRACTOR HAS ACHIEVED THE PERFORMANCE GUARANTEE FOR SUBPROJECT 4 OR PAID ALL PERFORMANCE LIQUIDATED DAMAGES FOR SUBPROJECT 2, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX IV ATTACHED HERETO APPROPRIATELY COMPLETED. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF SEVENTY FIVE MILLION THREE HUNDRED EIGHTY THOUSAND U.S. DOLLARS ($75,380,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY WRITTEN NOTICE OF THE EXPIRATION OF THE DEFECT CORRECTION PERIOD FOR SUBPROJECT 3, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX VII ATTACHED HERETO APPROPRIATELY COMPLETED. THIS LETTER OF CREDIT SHALL EXPIRE ON [ ,] 20[ ] BUT SUCH EXPIRATION DATE SHALL BE AUTOMATICALLY EXTENDED FOR A PERIOD OF ONE YEAR ON [ ], 20[ ], AND ON EACH SUCCESSIVE EXPIRATION DATE THEREAFTER, UNLESS (A) AT LEAST 120 CALENDAR DAYS BEFORE THE THEN CURRENT EXPIRATION DATE WE NOTIFY BOTH BENEFICIARY AND APPLICANT, BY CERTIFIED MAIL, AT THEIR RESPECTIVE ADDRESSES SET FORTH ABOVE, THAT WE HAVE DECIDED NOT TO EXTEND THIS LETTER OF CREDIT BEYOND THE THEN CURRENT EXPIRATION DATE, OR (B) BEFORE THE THEN CURRENT EXPIRATION DATE, BENEFICIARY PROVIDES WRITTEN NOTICE TO US IN SUBSTANTIALLY THE FORM OF ANNEX V (I) OF THE EXPIRATION OF THE “DEFECT CORRECTION PERIOD FOR SUBPROJECT 4” (AS DEFINED IN THE AGREEMENT), OR (II) THAT THE AGREEMENT HAS OTHERWISE EXPIRED. IN THE EVENT BENEFICIARY IS SO NOTIFIED BY US PURSUANT TO CLAUSE (A) OF THE IMMEDIATELY PRECEDING SENTENCE, ANY UNUSED PORTION OF THIS LETTER OF CREDIT SHALL BE IMMEDIATELY AVAILABLE FOR PAYMENT TO BENEFICIARY UPON BENEFICIARY’S PRESENTMENT OF DRAFTS DRAWN AT SIGHT IN SUBSTANTIALLY THE FORM OF ANNEX I AND ANNEX VI ATTACHED HERETO APPROPRIATELY COMPLETED NO EARLIER THAN THIRTY (30) CALENDAR DAYS PRIOR TO THE THEN CURRENT EXPIRATION DATE.
Appears in 3 contracts
Samples: Escrow Agreement (Sabine Pass Liquefaction, LLC), Escrow Agreement (Cheniere Energy Partners LP Holdings, LLC), Escrow Agreement (Cheniere Energy Partners, L.P.)
Liquefaction. Clearance granted 11/29/10 (part of coastal use permit) Coastal Use Permit Louisiana Department of Natural Resources (LDNR) P20101481 Construction in coastal management zone • Solicitation of Views • Same as for USACOE permit, and additional information on CY of disturbance in all land types. NTP or as specified in FERC Authorization Liquefaction: Received 03/28/11 PERMIT OR APPROVAL REGULATORY REFERENCE RESPONSIBLE AGENCY REGULATED ACTIVITY TECHNICAL INFORMATION NEEDED FOR APPLICATION DATE REQUIRED COMMENTS Historic Preservation Approval - Section 106 Environmental Review (applies to entire site) Louisiana Division of Historic Preservation (LDHP) Federal oversight requires compliance with Section 106 • Phase I Survey Report • Unanticipated Discoveries Plan review • Dredged Material Placement Area Plan review • Updated Unanticipated Discoveries Plan • Final Phase I Survey Report (terminal and pipeline combined) • Consultation for approval of revised construction dock NTP or as specified in FERC Authorization Phase I: Final Approval 01/12/05 Phase II: Final Approval 07/16/05 Liquefaction Clearance granted 07/02/10 Traffic data for SH82 NEPA/FERC Louisiana Department of Transportation and Development request for traffic information for XX 00 XXX or as specified in FERC Authorization No permit required; informational purposes only. Permit for Construction in a Zone “VE” or Variance as: functionality dependent use, Floodplain Development Permit Cameron Parish Floodplain Administrator Construction of facilities and buildings • Submit Individual Permit application package • Indemnification and Roadway Easement permits/approvals NTP or as specified in FERC Authorization Permit for new buildings in Liquefaction Occupancy authorization for buildings Office of the State Fire Xxxxxxxx Occupancy authorization for buildings Submittal of building plans, fire suppression diagrams, and facility inspection. Prior to occupancy Permit for new buildings in Liquefaction PERMIT OR APPROVAL REGULATORY REFERENCE RESPONSIBLE AGENCY REGULATED ACTIVITY TECHNICAL INFORMATION NEEDED FOR APPLICATION DATE REQUIRED COMMENTS SH82, Construction permit, for connecting Road and Additional Turning Lane NEPA/FERC Louisiana Department of Transportation and Development Construction Permit 9 Months after NTP Construction Permit, Ash Road and Plant Fence Construction Permit 30 Days after NTP If necessary Duck Blind Road, Construction permit, for connecting Road to SH82 Construction Permit 60 Days after NTP If necessary Letter Order Authorizing Start-up of Liquefaction Train U.S. Federal Energy Regulatory Commission (FERC) LNG Facility Environmental Resource Reports 1-13 submitted with FERC Application and subsequent environmental info requests. Prior to Start-up Liquefaction: Execution Version ATTACHMENT R FORM OF IRREVOCABLE, STANDBY LETTER OF CREDIT [to be issued on letterhead of Issuing Bank] IRREVOCABLE STANDBY LETTER OF CREDIT NO. DATE: [ ] AMOUNT OF: U.S.$ 376,900,000 390,000,000 BENEFICIARY: APPLICANT AND ACCOUNT PARTY: SABINE PASS LIQUEFACTION, LLC XXXXXXX OIL, GAS AND CHEMICALS, INC. 000 XXXXX, SUITE 800 0000 XXXX XXX XXXXXXXXX XXXXXXX, XXXXX 00000 XXXXXXX, XXXXX 00000 FACSIMILE: (000) 000-0000 FACSIMILE: 713-235-4222 ATTN: TREASURER ATTN: XXXXXX X. XXXXXXXXX WE HEREBY ISSUE OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. (THIS “LETTER OF CREDIT”) IN FAVOR OF SABINE PASS LIQUEFACTION, LLC, AS BENEFICIARY, FOR AN INITIAL AMOUNT OF THREE HUNDRED SEVENTY SIX NINETY MILLION NINE HUNDRED THOUSAND U.S. DOLLARS ($376,900,000)(THE 390,000,000) (THE “STATED AMOUNT”) AT THE REQUEST AND FOR THE ACCOUNT OF XXXXXXX 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 LUMP SUM TURNKEY AGREEMENT FOR THE ENGINEERING, PROCUREMENT AND CONSTRUCTION OF THE SABINE PASS LNG STAGE 2 LIQUEFACTION FACILITY, DATED AS OF [ ]NOVEMBER 11, 20[ ]2011, BY AND BETWEEN APPLICANT AND BENEFICIARY (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “AGREEMENT”). FUNDS UNDER THIS LETTER OF CREDIT ARE AVAILABLE BY PAYMENT AGAINST THE PRESENTATION OF YOUR DRAFT(S) DRAWN AT SIGHT ON [INSERT ISSUING BANK’S NAME AND ADDRESS] (THE “ISSUING BANK”) IN SUBSTANTIALLY THE FORM OF ANNEX I ATTACHED HERETO AND ACCOMPANIED BY A DRAWING CERTIFICATE DULY SIGNED IN SUBSTANTIALLY THE FORM OF ANNEX II OR ANNEX VI ATTACHED HERETO APPROPRIATELY COMPLETED. DOCUMENTS MUST BE PRESENTED TO ISSUING BANK IN ONE LOT. PARTIAL DRAWINGS ARE PERMITTED. 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, UPON NOTICE BY BENEFICIARY TO ISSUERISSUER HEREUNDER, SUBSTANTIALLY IN THE FORM OF ANNEX III ATTACHED HERETO APPROPRIATELY COMPLETED; PROVIDED, HOWEVER, THAT THIS LETTER OF CREDIT MAY NOT BE TRANSFERRED TO ANY PERSON IF SUCH TRANSFER TO, OR DRAWING UNDER THIS LETTER OF CREDIT BY, SUCH PERSON WOULD BE PROHIBITED OR BLOCKED UNDER ANY U.S. EXECUTIVE ORDER, LAW OR ANY RULE OR REGULATION OF THE OFFICE OF FOREIGN ASSETS CONTROL OF THE U.S. TREASURY DEPARTMENT OR THE U.S. COMMERCE DEPARTMENT, AND ANY ATTEMPTED TRANSFER WHICH VIOLATES THIS PROVISION SHALL BE NULL AND VOID. THE STATED AMOUNT SHALL BE AUTOMATICALLY AND PERMANENTLY REDUCED BY THE AMOUNT OF ANY DRAWING RECEIVED BY BENEFICIARY PURSUANT TO THIS LETTER OF CREDIT [INSERT ENTIRE LETTER OF CREDIT REFERENCE, ALL NUMBERS AND LETTERS]. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF TWO HUNDRED SIXTY SEVENTY THREE MILLION EIGHT HUNDRED THIRTY THOUSAND U.S. DOLLARS ($263,830,000273,000,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY OF WRITTEN NOTICE THAT (A) SUBSTANTIAL COMPLETION OF SUBPROJECT 3 1 HAS OCCURRED, (B) CONTRACTOR HAS PAID ALL DELAY LIQUIDATED DAMAGES OWED FOR SUBPROJECT 31, AND (C) CONTRACTOR HAS ACHIEVED THE PERFORMANCE GUARANTEE FOR SUBPROJECT 3 1 OR PAID ALL PERFORMANCE LIQUIDATED DAMAGES FOR SUBPROJECT 31, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX IV ATTACHED HERETO APPROPRIATELY COMPLETED. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF ONE HUNDRED FIFTY SIX MILLION SEVEN HUNDRED SIXTY THOUSAND U.S. DOLLARS ($150,760,000156,000,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY OF WRITTEN NOTICE THAT (A) SUBSTANTIAL COMPLETION OF SUBPROJECT 4 2 HAS OCCURRED, (B) CONTRACTOR HAS PAID ALL DELAY LIQUIDATED DAMAGES OWED FOR SUBPROJECT 42, AND (C) CONTRACTOR HAS ACHIEVED THE PERFORMANCE GUARANTEE FOR SUBPROJECT 4 2 OR PAID ALL PERFORMANCE LIQUIDATED DAMAGES FOR SUBPROJECT 2, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX IV ATTACHED HERETO APPROPRIATELY COMPLETED. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF SEVENTY FIVE EIGHT MILLION THREE HUNDRED EIGHTY THOUSAND U.S. DOLLARS ($75,380,00078,000,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY WRITTEN NOTICE OF THE EXPIRATION OF THE DEFECT CORRECTION PERIOD FOR SUBPROJECT 31, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX VII ATTACHED HERETO APPROPRIATELY COMPLETED. THIS LETTER OF CREDIT SHALL EXPIRE ON [ ,] 20[ [__] BUT SUCH EXPIRATION DATE SHALL BE AUTOMATICALLY EXTENDED FOR A PERIOD OF ONE YEAR ON [ ], 20[ [__], AND ON EACH SUCCESSIVE EXPIRATION DATE THEREAFTER, UNLESS (A) AT LEAST 120 CALENDAR DAYS BEFORE THE THEN CURRENT EXPIRATION DATE WE NOTIFY BOTH BENEFICIARY AND APPLICANT, BY CERTIFIED MAIL, AT THEIR RESPECTIVE ADDRESSES SET FORTH ABOVE, THAT WE HAVE DECIDED NOT TO EXTEND THIS LETTER OF CREDIT BEYOND THE THEN CURRENT EXPIRATION DATE, OR (B) BEFORE THE THEN CURRENT EXPIRATION DATE, BENEFICIARY PROVIDES WRITTEN NOTICE TO US IN SUBSTANTIALLY THE FORM OF ANNEX V (I) OF THE EXPIRATION OF THE “DEFECT CORRECTION PERIOD FOR SUBPROJECT 42” (AS DEFINED IN THE AGREEMENT), OR (II) THAT THE AGREEMENT HAS OTHERWISE EXPIRED. IN THE EVENT BENEFICIARY IS SO NOTIFIED BY US PURSUANT TO CLAUSE (A) OF THE IMMEDIATELY PRECEDING SENTENCE, ANY UNUSED PORTION OF THIS LETTER OF CREDIT SHALL BE IMMEDIATELY AVAILABLE FOR PAYMENT TO BENEFICIARY UPON BENEFICIARY’S PRESENTMENT OF DRAFTS DRAWN AT SIGHT IN SUBSTANTIALLY THE FORM OF ANNEX I AND ANNEX VI ATTACHED HERETO APPROPRIATELY COMPLETED NO EARLIER THAN THIRTY (30) CALENDAR DAYS PRIOR TO THE THEN CURRENT EXPIRATION DATE.
Appears in 3 contracts
Samples: Escrow Agreement (Sabine Pass Liquefaction, LLC), Escrow Agreement (Cheniere Energy Partners LP Holdings, LLC), Escrow Agreement (Cheniere Energy Partners, L.P.)
Liquefaction. Stage 1-2 Clearance granted 11/29/10 (part of coastal use permit) ). Liquefaction Stage 31 Application: 09/30/13 Received: 06/27/14. Coastal Use Permit Louisiana Department of Natural Resources (LDNR) P20101481 Construction in coastal management zone • Solicitation of Views • Same as for USACOE permit, and additional information on CY of disturbance in all land types. NTP or as specified in FERC Authorization LiquefactionLiquefaction Stage 1-2 Received: Received 03/28/11 03/28/11. Liquefaction Stage 31 Application: 09/30/13 Received: 06/27/14. Execution Version OWNER PERMITS FOR SUBPROJECT 6(a) PERMIT OR APPROVAL REGULATORY REFERENCE RESPONSIBLE AGENCY REGULATED ACTIVITY TECHNICAL INFORMATION NEEDED FOR APPLICATION DATE REQUIRED COMMENTS Historic Preservation Approval - Section 106 Environmental Review (applies to entire site) Louisiana Division of Historic Preservation (LDHP) Federal oversight requires compliance with Section 106 • Phase I Survey Report • Unanticipated Discoveries Plan review • Dredged Material Placement Area Plan review • Updated Unanticipated Discoveries Plan • Final Phase I Survey Report (terminal and pipeline combined) • Consultation for approval of revised construction dock NTP or as specified in FERC Authorization Phase I: Final Approval 01/12/05 Phase II: Final Approval 07/16/05 Liquefaction Stage 1-2 Clearance granted 07/02/10 07/02/10. Liquefaction Stage 31 Clearance granted 10/22/13. Traffic data for SH82 NEPA/FERC Louisiana Department of Transportation and Development request for traffic information for XX 00 XXX or as specified in FERC Authorization No permit required; informational purposes only. Permit for Construction in a Zone “VE” or Variance as: functionality dependent use, Floodplain Development Permit Cameron Parish Floodplain Administrator Construction of facilities and buildings • Submit Individual Permit application package • Indemnification and Roadway Easement permits/approvals NTP or as specified in FERC Authorization Permit for new buildings in Liquefaction - Permit is not required, as Stage 31 Scope of Work does not include any buildings. Occupancy authorization for buildings Office of the State Fire Xxxxxxxx Occupancy authorization for buildings Submittal of building plans, fire suppression diagrams, and facility inspection. Prior to occupancy Permit for new buildings in Liquefaction is not required, as Stage 31 Scope of Work does not include any buildings. Execution Version OWNER PERMITS FOR SUBPROJECT 6(a) PERMIT OR APPROVAL REGULATORY REFERENCE RESPONSIBLE AGENCY REGULATED ACTIVITY TECHNICAL INFORMATION NEEDED FOR APPLICATION DATE REQUIRED COMMENTS Letter Order Authorizing Start-up of Liquefaction Train U.S. Federal Energy Regulatory Commission (FERC) LNG Facility Environmental Resource Reports 1-13 submitted with FERC Application and subsequent environmental info requests. Prior to Start-up LiquefactionLiquefaction Stage 1-2 Train 1: 05/03/16 Train 2: 10/12/16 Train 3: 03/21/17 Train 4: 10/05/17 Liquefaction Stage 31 Train 5: Pending Execution Version OWNER PERMITS FOR SUBPROJECT 6(b) Agency and Agency Contact Permit/Approval/Consultation Anticipated Submittal Anticipated Receipt FEDERAL FERC Natural Gas Act Section 3 Application September 2018 1st Quarter 2020 USACE Clean Water Act Section 404 Permit September 0000 0xx Xxxxxxx 0000 X.X. Fish and Wildlife Service Section 7 Endangered Species Act Consultation/Clearance; Migratory Bird Consultation; Fish and Wildlife Coordination Act September 2018 1st Quarter 2020 NOAA Fisheries Essential Fish Habitat; Endangered Species Act Aquatic Threatened and Endangered Species; Marine Mammal Protection Act; Fish and Wildlife Coordination Act September 0000 0xx Xxxxxxx 0000 XXXX Xxxxxxxx Suitability Assessment September 0000 0xx Xxxxxxx 0000 X.X. Xxxxxxxxxxxxx Protection Agency (“EPA”) Hydrostatic Discharge Permit September 0000 0xx Xxxxxxx 0000 Xxxxxx of Indian Affairs Section 106 – National Historic Preservation Act (“NHPA”) September 0000 0xx Xxxxxxx 0000 XXXXX Xxxxxxxxx Department of Environmental Quality Water Quality Certification under Section 401 September 2018 1st Quarter 2020 Louisiana Department of Environmental Quality Part 70 Operating and prevention of significant deterioration (“PSD”) Air Permit revisions September 2018 1st Quarter 2020 LDNR Coastal Management Plan Consistency Determination September 2018 1st Quarter 2020 Louisiana Department of Wildlife and Fisheries Sensitive Species/Habitats Consultation September 0000 0xx Xxxxxxx 0000 Xxxxxxxxx Xxxxx Historic Preservation Office Section 106 - NHPA September 0000 0xx Xxxxxxx 0000 Xxxxx Xxxxxxxxxx Commission Section 106 - NHPA September 0000 0xx Xxxxxxx 0000 Xxxxx Xxxxx and Wildlife Department Sensitive Species/Habitats Consultation September 2018 1st Quarter 2020 Execution Version OWNER PERMITS FOR SUBPROJECT 6(b) Agency and Agency Contact Permit/Approval/Consultation Anticipated Submittal Anticipated Receipt Texas General Land Office State Land Use Agreement September 0000 0xx Xxxxxxx 0000 XXXXX Xxxxxxx Xxxxxx Floodplain Administrator Floodplain Development Permit September 2018 1st Quarter 2020 NATIVE AMERICAN TRIBES Caddo Nation Section 106 - NHPA September 2018 1st Quarter 2020 Tunica-Biloxi Tribe of Louisiana Section 106 - NHPA September 2018 1st Quarter 2020 Coushatta Tribe of Louisiana Section 106 - NHPA September 2018 1st Quarter 2020 Chitimacha Tribe of Louisiana Section 106 - NHPA September 2018 1st Quarter 2020 Jena Band of Choctaw Section 106 - NHPA September 2018 1st Quarter 2020 Execution Version ATTACHMENT R FORM OF IRREVOCABLE, STANDBY LETTER OF CREDIT R-1 Execution Version SCHEDULE R-1 FORM OF IRREVOCABLE, STANDBY LETTER OF CREDIT FOR SUBPROJECT 6(a) [to be issued on letterhead of Issuing Bank] IRREVOCABLE STANDBY LETTER OF CREDIT NO. FOR SUBPROJECT 6(a) DATE: [ ] AMOUNT OF: U.S.$ 376,900,000 201,689,257 BENEFICIARY: APPLICANT AND ACCOUNT PARTY: SABINE PASS LIQUEFACTION, LLC XXXXXXX OIL, GAS AND CHEMICALS, INC. 000 XXXXX700 MILAM, SUITE 800 1900 0000 XXXX XXX XXXXXXXXX XXXXXXX, XXXXX 00000 XXXXXXX, XXXXX 00000 FACSIMILE: (000) 000-0000 :*** FACSIMILE: 713-235-4222 :*** ATTN: TREASURER :*** ATTN: XXXXXX X. XXXXXXXXX :*** WE HEREBY ISSUE OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. FOR SUBPROJECT 6(a) (THIS “LETTER OF CREDIT”) IN FAVOR OF SABINE PASS LIQUEFACTION, LLC, AS BENEFICIARY, FOR AN INITIAL AMOUNT OF THREE TWO HUNDRED SEVENTY ONE MILLION SIX MILLION HUNDRED EIGHTY NINE THOUSAND TWO HUNDRED THOUSAND FIFTY SEVEN U.S. DOLLARS ($376,900,000)(THE 201,689,257) (THE “STATED AMOUNT”) AT THE REQUEST AND FOR THE ACCOUNT OF XXXXXXX 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 LUMP SUM TURNKEY AGREEMENT FOR THE ENGINEERING, PROCUREMENT AND CONSTRUCTION OF THE SABINE PASS LNG STAGE 2 4 LIQUEFACTION FACILITY, DATED AS OF [ ], 20[ 20 ], BY AND BETWEEN APPLICANT AND BENEFICIARY (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “AGREEMENT”) INCLUDING BUT NOT LIMITED TO THOSE OBLIGATIONS RELATED TO SUBPROJECT 6(a) AND SUBPROJECT 6(b). FUNDS UNDER THIS LETTER OF CREDIT ARE AVAILABLE BY PAYMENT AGAINST THE PRESENTATION OF YOUR DRAFT(S) DRAWN AT SIGHT ON [INSERT ISSUING BANK’S NAME AND ADDRESS] (THE “ISSUING BANK”) IN SUBSTANTIALLY THE FORM OF ANNEX I ATTACHED HERETO AND ACCOMPANIED BY A DRAWING CERTIFICATE DULY SIGNED IN SUBSTANTIALLY THE FORM OF ANNEX II OR ANNEX VI ATTACHED HERETO APPROPRIATELY COMPLETED. DOCUMENTS MUST BE PRESENTED TO ISSUING BANK IN ONE LOT. PARTIAL DRAWINGS ARE PERMITTED. 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, UPON NOTICE BY BENEFICIARY TO ISSUER, IN THE FORM OF ANNEX III ATTACHED HERETO APPROPRIATELY COMPLETED; PROVIDED, HOWEVER, THAT THIS LETTER OF CREDIT MAY NOT BE TRANSFERRED TO ANY PERSON IF SUCH TRANSFER TO, OR DRAWING UNDER THIS LETTER OF CREDIT BY, SUCH PERSON WOULD BE PROHIBITED OR BLOCKED UNDER ANY U.S. EXECUTIVE ORDER, LAW OR ANY RULE OR REGULATION OF THE OFFICE OF FOREIGN ASSETS CONTROL OF THE U.S. TREASURY DEPARTMENT OR THE U.S. COMMERCE DEPARTMENT, AND ANY ATTEMPTED TRANSFER WHICH VIOLATES THIS PROVISION SHALL BE NULL AND VOID. Execution Version THE STATED AMOUNT SHALL BE AUTOMATICALLY AND PERMANENTLY REDUCED BY THE AMOUNT OF ANY DRAWING RECEIVED BY BENEFICIARY PURSUANT TO THIS LETTER OF CREDIT [INSERT ENTIRE LETTER OF CREDIT REFERENCE, ALL NUMBERS AND LETTERS]. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF TWO EIGHTY MILLION SIX HUNDRED SIXTY SEVENTY FIVE THOUSAND SEVEN HUNDRED THREE MILLION EIGHT HUNDRED THIRTY THOUSAND U.S. DOLLARS ($263,830,00080,675,703) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY OF WRITTEN NOTICE THAT (A) SUBSTANTIAL COMPLETION OF SUBPROJECT 3 6(a) HAS OCCURRED, (B) CONTRACTOR HAS PAID ALL DELAY LIQUIDATED DAMAGES OWED FOR SUBPROJECT 36(a), AND (C) CONTRACTOR HAS ACHIEVED THE PERFORMANCE GUARANTEE FOR SUBPROJECT 3 6(a) OR PAID ALL PERFORMANCE LIQUIDATED DAMAGES FOR SUBPROJECT 36(a), WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX IV ATTACHED HERETO APPROPRIATELY COMPLETED. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF ONE HUNDRED FIFTY MILLION SEVEN HUNDRED SIXTY THOUSAND ZERO U.S. DOLLARS ($150,760,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY OF WRITTEN NOTICE THAT (A) SUBSTANTIAL COMPLETION OF SUBPROJECT 4 HAS OCCURRED, (B) CONTRACTOR HAS PAID ALL DELAY LIQUIDATED DAMAGES OWED FOR SUBPROJECT 4, AND (C) CONTRACTOR HAS ACHIEVED THE PERFORMANCE GUARANTEE FOR SUBPROJECT 4 OR PAID ALL PERFORMANCE LIQUIDATED DAMAGES FOR SUBPROJECT 2, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX IV ATTACHED HERETO APPROPRIATELY COMPLETED. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF SEVENTY FIVE MILLION THREE HUNDRED EIGHTY THOUSAND U.S. DOLLARS ($75,380,000U.S.$0) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY WRITTEN NOTICE OF THE EXPIRATION OF THE DEFECT CORRECTION PERIOD FOR SUBPROJECT 36(a), WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX VII ATTACHED HERETO APPROPRIATELY COMPLETED. THIS LETTER OF CREDIT SHALL EXPIRE ON [ ,] 20[ , 20 ] BUT SUCH EXPIRATION DATE SHALL BE AUTOMATICALLY EXTENDED FOR A PERIOD OF ONE YEAR ON [ ], 20[ 20 ], AND ON EACH SUCCESSIVE EXPIRATION DATE THEREAFTER, UNLESS (A) AT LEAST 120 NINETY (90) CALENDAR DAYS BEFORE THE THEN CURRENT EXPIRATION DATE WE NOTIFY BOTH BENEFICIARY AND APPLICANT, BY CERTIFIED MAIL, AT THEIR RESPECTIVE ADDRESSES SET FORTH ABOVE, THAT WE HAVE DECIDED NOT TO EXTEND THIS LETTER OF CREDIT BEYOND THE THEN CURRENT EXPIRATION DATE, OR (B) BEFORE THE THEN CURRENT EXPIRATION DATE, BENEFICIARY PROVIDES WRITTEN NOTICE TO US IN SUBSTANTIALLY THE FORM OF ANNEX V (I) OF THE EXPIRATION OF THE “DEFECT CORRECTION PERIOD PERIOD” FOR SUBPROJECT 4” 6(a) (AS DEFINED IN THE AGREEMENT), OR (II) THAT THE AGREEMENT HAS OTHERWISE EXPIRED. IN THE EVENT BENEFICIARY IS SO NOTIFIED BY US PURSUANT TO CLAUSE (A) OF THE IMMEDIATELY PRECEDING SENTENCE, ANY UNUSED PORTION OF THIS LETTER OF CREDIT SHALL BE IMMEDIATELY AVAILABLE FOR PAYMENT TO BENEFICIARY UPON BENEFICIARY’S PRESENTMENT OF DRAFTS DRAWN AT SIGHT IN SUBSTANTIALLY THE FORM OF ANNEX I AND ANNEX VI ATTACHED HERETO APPROPRIATELY COMPLETED NO EARLIER THAN THIRTY (30) CALENDAR DAYS PRIOR TO THE THEN CURRENT EXPIRATION DATE.
Appears in 1 contract
Liquefaction. Clearance granted 11/29/10 (part of coastal use permit) Coastal Use Permit Louisiana Department of Natural Resources (LDNR) P20101481 Construction in coastal management zone • Solicitation of Views • Same as for USACOE permit, and additional information on CY of disturbance in all land types. NTP or as specified in FERC Authorization Liquefaction: Received 03/28/11 PERMIT OR APPROVAL REGULATORY REFERENCE RESPONSIBLE AGENCY REGULATED ACTIVITY TECHNICAL INFORMATION NEEDED FOR APPLICATION DATE REQUIRED COMMENTS Historic Preservation Approval - Section 106 Environmental Review (applies to entire site) Louisiana Division of Historic Preservation (LDHP) Federal oversight requires compliance with Section 106 • Phase I Survey Report • Unanticipated Discoveries Plan review • Dredged Material Placement Area Plan review • Updated Unanticipated Discoveries Plan • Final Phase I Survey Report (terminal and pipeline combined) • Consultation for approval of revised construction dock NTP or as specified in FERC Authorization Phase I: Final Approval 01/12/05 Phase II: Final Approval 07/16/05 Liquefaction Clearance granted 07/02/10 Traffic data for SH82 NEPA/FERC Louisiana Department of Transportation and Development request for traffic information for XX 00 XXX or as specified in FERC Authorization No permit required; informational purposes only. Permit for Construction in a Zone “VE” or Variance as: functionality dependent use, Floodplain Development Permit Cameron Parish Floodplain Administrator Construction of facilities and buildings • Submit Individual Permit application package • Indemnification and Roadway Easement permits/approvals NTP or as specified in FERC Authorization Permit for new buildings in Liquefaction Occupancy authorization for buildings Office of the State Fire Xxxxxxxx Occupancy authorization for buildings Submittal of building plans, fire suppression diagrams, and facility inspection. Prior to occupancy Permit for new buildings in Liquefaction PERMIT OR APPROVAL REGULATORY REFERENCE RESPONSIBLE AGENCY REGULATED ACTIVITY TECHNICAL INFORMATION NEEDED FOR APPLICATION DATE REQUIRED COMMENTS SH82, Construction permit, for connecting Road and Additional Turning Lane NEPA/FERC Louisiana Department of Transportation and Development Construction Permit 9 Months after NTP Construction Permit, Ash Road and Plant Fence Construction Permit 30 Days after NTP If necessary Duck Blind Road, Construction permit, for connecting Road to SH82 Construction Permit 60 Days after NTP If necessary Letter Order Authorizing Start-up of Liquefaction Train U.S. Federal Energy Regulatory Commission (FERC) LNG Facility Environmental Resource Reports 1-13 submitted with FERC Application and subsequent environmental info requests. Prior to Start-up Liquefaction: Execution Version ATTACHMENT R FORM OF IRREVOCABLE, STANDBY LETTER OF CREDIT [to be issued on letterhead of Issuing Bank] IRREVOCABLE STANDBY LETTER OF CREDIT NO. DATE: [ ] AMOUNT OF: U.S.$ 376,900,000 390,000,000 BENEFICIARY: APPLICANT AND ACCOUNT PARTY: SABINE PASS LIQUEFACTION, LLC XXXXXXX OIL, GAS AND CHEMICALS, INC. 000 XXXXX, SUITE 800 XXXXX 000 0000 XXXX XXX XXXXXXXXX XXXXXXX, XXXXX 00000 XXXXXXX, XXXXX 00000 FACSIMILE: (000) 000-0000 FACSIMILE: 713-235-4222 ATTN: TREASURER ATTN: XXXXXX X. XXXXXXXXX WE HEREBY ISSUE OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. (THIS “LETTER OF CREDIT”) IN FAVOR OF SABINE PASS LIQUEFACTION, LLC, AS BENEFICIARY, FOR AN INITIAL AMOUNT OF THREE HUNDRED SEVENTY SIX NINETY MILLION NINE HUNDRED THOUSAND U.S. DOLLARS ($376,900,000)(THE 390,000,000) (THE “STATED AMOUNT”) AT THE REQUEST AND FOR THE ACCOUNT OF XXXXXXX 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 LUMP SUM TURNKEY AGREEMENT FOR THE ENGINEERING, PROCUREMENT AND CONSTRUCTION OF THE SABINE PASS LNG STAGE 2 LIQUEFACTION FACILITY, DATED AS OF [ ]NOVEMBER 11, 20[ ]2011, BY AND BETWEEN APPLICANT AND BENEFICIARY (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “AGREEMENT”). FUNDS UNDER THIS LETTER OF CREDIT ARE AVAILABLE BY PAYMENT AGAINST THE PRESENTATION OF YOUR DRAFT(S) DRAWN AT SIGHT ON [INSERT ISSUING BANK’S NAME AND ADDRESS] (THE “ISSUING BANK”) IN SUBSTANTIALLY THE FORM OF ANNEX I ATTACHED HERETO AND ACCOMPANIED BY A DRAWING CERTIFICATE DULY SIGNED IN SUBSTANTIALLY THE FORM OF ANNEX II OR ANNEX VI ATTACHED HERETO APPROPRIATELY COMPLETED. DOCUMENTS MUST BE PRESENTED TO ISSUING BANK IN ONE LOT. PARTIAL DRAWINGS ARE PERMITTED. 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, UPON NOTICE BY BENEFICIARY TO ISSUERISSUER HEREUNDER, SUBSTANTIALLY IN THE FORM OF ANNEX III ATTACHED HERETO APPROPRIATELY COMPLETED; PROVIDED, HOWEVER, THAT THIS LETTER OF CREDIT MAY NOT BE TRANSFERRED TO ANY PERSON IF SUCH TRANSFER TO, OR DRAWING UNDER THIS LETTER OF CREDIT BY, SUCH PERSON WOULD BE PROHIBITED OR BLOCKED UNDER ANY U.S. EXECUTIVE ORDER, LAW OR ANY RULE OR REGULATION OF THE OFFICE OF FOREIGN ASSETS CONTROL OF THE U.S. TREASURY DEPARTMENT OR THE U.S. COMMERCE DEPARTMENT, AND ANY ATTEMPTED TRANSFER WHICH VIOLATES THIS PROVISION SHALL BE NULL AND VOID. THE STATED AMOUNT SHALL BE AUTOMATICALLY AND PERMANENTLY REDUCED BY THE AMOUNT OF ANY DRAWING RECEIVED BY BENEFICIARY PURSUANT TO THIS LETTER OF CREDIT [INSERT ENTIRE LETTER OF CREDIT REFERENCE, ALL NUMBERS AND LETTERS]. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF TWO HUNDRED SIXTY SEVENTY THREE MILLION EIGHT HUNDRED THIRTY THOUSAND U.S. DOLLARS ($263,830,000273,000,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY OF WRITTEN NOTICE THAT (A) SUBSTANTIAL COMPLETION OF SUBPROJECT 3 1 HAS OCCURRED, (B) CONTRACTOR HAS PAID ALL DELAY LIQUIDATED DAMAGES OWED FOR SUBPROJECT 31, AND (C) CONTRACTOR HAS ACHIEVED THE PERFORMANCE GUARANTEE FOR SUBPROJECT 3 1 OR PAID ALL PERFORMANCE LIQUIDATED DAMAGES FOR SUBPROJECT 31, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX IV ATTACHED HERETO APPROPRIATELY COMPLETED. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF ONE HUNDRED FIFTY SIX MILLION SEVEN HUNDRED SIXTY THOUSAND U.S. DOLLARS ($150,760,000156,000,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY OF WRITTEN NOTICE THAT (A) SUBSTANTIAL COMPLETION OF SUBPROJECT 4 2 HAS OCCURRED, (B) CONTRACTOR HAS PAID ALL DELAY LIQUIDATED DAMAGES OWED FOR SUBPROJECT 42, AND (C) CONTRACTOR HAS ACHIEVED THE PERFORMANCE GUARANTEE FOR SUBPROJECT 4 2 OR PAID ALL PERFORMANCE LIQUIDATED DAMAGES FOR SUBPROJECT 2, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX IV ATTACHED HERETO APPROPRIATELY COMPLETED. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF SEVENTY FIVE EIGHT MILLION THREE HUNDRED EIGHTY THOUSAND U.S. DOLLARS ($75,380,00078,000,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY WRITTEN NOTICE OF THE EXPIRATION OF THE DEFECT CORRECTION PERIOD FOR SUBPROJECT 31, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX VII ATTACHED HERETO APPROPRIATELY COMPLETED. THIS LETTER OF CREDIT SHALL EXPIRE ON [ ,] 20[ [__] BUT SUCH EXPIRATION DATE SHALL BE AUTOMATICALLY EXTENDED FOR A PERIOD OF ONE YEAR ON [ ], 20[ [__], AND ON EACH SUCCESSIVE EXPIRATION DATE THEREAFTER, UNLESS (A) AT LEAST 120 CALENDAR DAYS BEFORE THE THEN CURRENT EXPIRATION DATE WE NOTIFY BOTH BENEFICIARY AND APPLICANT, BY CERTIFIED MAIL, AT THEIR RESPECTIVE ADDRESSES SET FORTH ABOVE, THAT WE HAVE DECIDED NOT TO EXTEND THIS LETTER OF CREDIT BEYOND THE THEN CURRENT EXPIRATION DATE, OR (B) BEFORE THE THEN CURRENT EXPIRATION DATE, BENEFICIARY PROVIDES WRITTEN NOTICE TO US IN SUBSTANTIALLY THE FORM OF ANNEX V (I) OF THE EXPIRATION OF THE “DEFECT CORRECTION PERIOD FOR SUBPROJECT 42” (AS DEFINED IN THE AGREEMENT), OR (II) THAT THE AGREEMENT HAS OTHERWISE EXPIRED. IN THE EVENT BENEFICIARY IS SO NOTIFIED BY US PURSUANT TO CLAUSE (A) OF THE IMMEDIATELY PRECEDING SENTENCE, ANY UNUSED PORTION OF THIS LETTER OF CREDIT SHALL BE IMMEDIATELY AVAILABLE FOR PAYMENT TO BENEFICIARY UPON BENEFICIARY’S PRESENTMENT OF DRAFTS DRAWN AT SIGHT IN SUBSTANTIALLY THE FORM OF ANNEX I AND ANNEX VI ATTACHED HERETO APPROPRIATELY COMPLETED NO EARLIER THAN THIRTY (30) CALENDAR DAYS PRIOR TO THE THEN CURRENT EXPIRATION DATE.
Appears in 1 contract
Samples: Escrow Agreement (Cheniere Energy Partners LP Holdings, LLC)
Liquefaction. Clearance granted 11/29/10 (part of coastal use permit) Coastal Use Permit Louisiana Department of Natural Resources (LDNR) P20101481 Construction in coastal management zone • Solicitation of Views • Same as for USACOE permit, and additional information on CY of disturbance in all land types. NTP or as specified in FERC Authorization Liquefaction: Received 03/28/11 PERMIT OR APPROVAL REGULATORY REFERENCE RESPONSIBLE AGENCY REGULATED ACTIVITY TECHNICAL INFORMATION NEEDED FOR APPLICATION DATE REQUIRED COMMENTS Historic Preservation Approval - Section 106 Environmental Review (applies to entire site) Louisiana Division of Historic Preservation (LDHP) Federal oversight requires compliance with Section 106 • Phase I Survey Report • Unanticipated Discoveries Plan review • Dredged Material Placement Area Plan review • Updated Unanticipated Discoveries Plan • Final Phase I Survey Report (terminal and pipeline combined) • Consultation for approval of revised construction dock NTP or as specified in FERC Authorization Phase I: Final Approval 01/12/05 Phase II: Final Approval 07/16/05 Liquefaction Clearance granted 07/02/10 Traffic data for SH82 NEPA/FERC Louisiana Department of Transportation and Development request for traffic information for XX 00 XXX or as specified in FERC Authorization No permit required; informational purposes only. Permit for Construction in a Zone “VE” or Variance as: functionality dependent use, Floodplain Development Permit Cameron Parish Floodplain Administrator Construction of facilities and buildings • Submit Individual Permit application package • Indemnification and Roadway Easement permits/approvals NTP or as specified in FERC Authorization Permit for new buildings in Liquefaction Occupancy authorization for buildings Office of the State Fire Xxxxxxxx Occupancy authorization for buildings Submittal of building plans, fire suppression diagrams, and facility inspection. Prior to occupancy Permit for new buildings in Liquefaction Letter Order Authorizing Start-up of Liquefaction Train U.S. Federal Energy Regulatory Commission (FERC) LNG Facility Environmental Resource Reports 1-13 submitted with FERC Application and subsequent environmental info requests. Prior to Start-up Liquefaction: Execution Version ATTACHMENT R FORM OF IRREVOCABLE, STANDBY LETTER OF CREDIT [to be issued on letterhead of Issuing Bank] IRREVOCABLE STANDBY LETTER OF CREDIT NO. DATE: [ ] AMOUNT OF: U.S.$ 376,900,000 BENEFICIARY: APPLICANT AND ACCOUNT PARTY: SABINE PASS LIQUEFACTION, LLC XXXXXXX OIL, GAS AND CHEMICALS, INC. 000 XXXXX, SUITE 800 0000 XXXX XXX XXXXXXXXX XXXXXXX, XXXXX 00000 XXXXXXX, XXXXX 00000 FACSIMILE: (000) 000-0000 FACSIMILE: 713-235-4222 ATTN: TREASURER ATTN: XXXXXX X. XXXXXXXXX WE HEREBY ISSUE OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. (THIS “LETTER OF CREDIT”) IN FAVOR OF SABINE PASS LIQUEFACTION, LLC, AS BENEFICIARY, FOR AN INITIAL AMOUNT OF THREE HUNDRED SEVENTY SIX MILLION NINE HUNDRED THOUSAND U.S. DOLLARS ($376,900,000)(THE “STATED AMOUNT”) AT THE REQUEST AND FOR THE ACCOUNT OF XXXXXXX 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 LUMP SUM TURNKEY AGREEMENT FOR THE ENGINEERING, PROCUREMENT AND CONSTRUCTION OF THE SABINE PASS LNG STAGE 2 LIQUEFACTION FACILITY, DATED AS OF [ ], 20[ ], BY AND BETWEEN APPLICANT AND BENEFICIARY (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “AGREEMENT”). FUNDS UNDER THIS LETTER OF CREDIT ARE AVAILABLE BY PAYMENT AGAINST THE PRESENTATION OF YOUR DRAFT(S) DRAWN AT SIGHT ON [INSERT ISSUING BANK’S NAME AND ADDRESS] (THE “ISSUING BANK”) IN SUBSTANTIALLY THE FORM OF ANNEX I ATTACHED HERETO AND ACCOMPANIED BY A DRAWING CERTIFICATE DULY SIGNED IN SUBSTANTIALLY THE FORM OF ANNEX II OR ANNEX VI ATTACHED HERETO APPROPRIATELY COMPLETED. DOCUMENTS MUST BE PRESENTED TO ISSUING BANK IN ONE LOT. PARTIAL DRAWINGS ARE PERMITTED. 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, UPON NOTICE BY BENEFICIARY TO ISSUER, IN THE FORM OF ANNEX III ATTACHED HERETO APPROPRIATELY COMPLETED; PROVIDED, HOWEVER, THAT THIS LETTER OF CREDIT MAY NOT BE TRANSFERRED TO ANY PERSON IF SUCH TRANSFER TO, OR DRAWING UNDER THIS LETTER OF CREDIT BY, SUCH PERSON WOULD BE PROHIBITED OR BLOCKED UNDER ANY U.S. EXECUTIVE ORDER, LAW OR ANY RULE OR REGULATION OF THE OFFICE OF FOREIGN ASSETS CONTROL OF THE U.S. TREASURY DEPARTMENT OR THE U.S. COMMERCE DEPARTMENT, AND ANY ATTEMPTED TRANSFER WHICH VIOLATES THIS PROVISION SHALL BE NULL AND VOID. THE STATED AMOUNT SHALL BE AUTOMATICALLY AND PERMANENTLY REDUCED BY THE AMOUNT OF ANY DRAWING RECEIVED BY BENEFICIARY PURSUANT TO THIS LETTER OF CREDIT [INSERT ENTIRE LETTER OF CREDIT REFERENCE, ALL NUMBERS AND LETTERS]. R-1 THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF TWO HUNDRED SIXTY THREE MILLION EIGHT HUNDRED THIRTY THOUSAND U.S. DOLLARS ($263,830,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY OF WRITTEN NOTICE THAT (A) SUBSTANTIAL COMPLETION OF SUBPROJECT 3 HAS OCCURRED, (B) CONTRACTOR HAS PAID ALL DELAY LIQUIDATED DAMAGES OWED FOR SUBPROJECT 3, AND (C) CONTRACTOR HAS ACHIEVED THE PERFORMANCE GUARANTEE FOR SUBPROJECT 3 OR PAID ALL PERFORMANCE LIQUIDATED DAMAGES FOR SUBPROJECT 3, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX IV ATTACHED HERETO APPROPRIATELY COMPLETED. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF ONE HUNDRED FIFTY MILLION SEVEN HUNDRED SIXTY THOUSAND U.S. DOLLARS ($150,760,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY OF WRITTEN NOTICE THAT (A) SUBSTANTIAL COMPLETION OF SUBPROJECT 4 HAS OCCURRED, (B) CONTRACTOR HAS PAID ALL DELAY LIQUIDATED DAMAGES OWED FOR SUBPROJECT 4, AND (C) CONTRACTOR HAS ACHIEVED THE PERFORMANCE GUARANTEE FOR SUBPROJECT 4 OR PAID ALL PERFORMANCE LIQUIDATED DAMAGES FOR SUBPROJECT 2, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX IV ATTACHED HERETO APPROPRIATELY COMPLETED. THE STATED AMOUNT OF THIS LETTER OF CREDIT SHALL DECREASE TO AN AGGREGATE AMOUNT OF SEVENTY FIVE MILLION THREE HUNDRED EIGHTY THOUSAND U.S. DOLLARS ($75,380,000) THIRTY (30) DAYS AFTER ISSUING BANK’S RECEIPT FROM BENEFICIARY WRITTEN NOTICE OF THE EXPIRATION OF THE DEFECT CORRECTION PERIOD FOR SUBPROJECT 3, WHICH SHALL BE IN SUBSTANTIALLY THE FORM OF ANNEX VII ATTACHED HERETO APPROPRIATELY COMPLETED. THIS LETTER OF CREDIT SHALL EXPIRE ON [ ,] 20[ ] BUT SUCH EXPIRATION DATE SHALL BE AUTOMATICALLY EXTENDED FOR A PERIOD OF ONE YEAR ON [ ], 20[ ], AND ON EACH SUCCESSIVE EXPIRATION DATE THEREAFTER, UNLESS (A) AT LEAST 120 CALENDAR DAYS BEFORE THE THEN CURRENT EXPIRATION DATE WE NOTIFY BOTH BENEFICIARY AND APPLICANT, BY CERTIFIED MAIL, AT THEIR RESPECTIVE ADDRESSES SET FORTH ABOVE, THAT WE HAVE DECIDED NOT TO EXTEND THIS LETTER OF CREDIT BEYOND THE THEN CURRENT EXPIRATION DATE, OR (B) BEFORE THE THEN CURRENT EXPIRATION DATE, BENEFICIARY PROVIDES WRITTEN NOTICE TO US IN SUBSTANTIALLY THE FORM OF ANNEX V (I) OF THE EXPIRATION OF THE “DEFECT CORRECTION PERIOD FOR SUBPROJECT 4” (AS DEFINED IN THE AGREEMENT), OR (II) THAT THE AGREEMENT HAS OTHERWISE EXPIRED. IN THE EVENT BENEFICIARY IS SO NOTIFIED BY US PURSUANT TO CLAUSE (A) OF THE IMMEDIATELY PRECEDING SENTENCE, ANY UNUSED PORTION OF THIS LETTER OF CREDIT SHALL BE IMMEDIATELY AVAILABLE FOR PAYMENT TO BENEFICIARY UPON BENEFICIARY’S PRESENTMENT OF DRAFTS DRAWN AT SIGHT IN SUBSTANTIALLY THE FORM OF ANNEX I AND ANNEX VI ATTACHED HERETO APPROPRIATELY COMPLETED NO EARLIER THAN THIRTY (30) CALENDAR DAYS PRIOR TO THE THEN CURRENT EXPIRATION DATE.. IF WE RECEIVE YOUR DRAFT AND DRAWING CERTIFICATE IN FULL COMPLIANCE WITH THE TERMS AND CONDITIONS OF THIS LETTER OF CREDIT AT OR BEFORE 12:00 NOON NEW YORK TIME ON A BUSINESS DAY, WE WILL HONOR YOUR DEMAND FOR PAYMENT NO LATER THAN THE CLOSE OF BUSINESS ON THE NEXT FOLLOWING BUSINESS DAY. IF WE RECEIVE YOUR DRAFT AND DRAWING CERTIFICATE IN FULL COMPLIANCE WITH THE TERMS AND CONDITIONS OF THIS LETTER OF CREDIT AFTER 12:00 NOON NEW YORK TIME ON A BUSINESS DAY, WE WILL HONOR YOUR DEMAND FOR PAYMENT NO LATER THAN THE CLOSE OF BUSINESS ON THE SECOND BUSINESS DAY FOLLOWING SUCH RECEIPT. “BUSINESS DAY” MEANS ANY DAY OTHER THAN A SATURDAY, A SUNDAY OR ANY OTHER DAY COMMERCIAL BANKS IN THE UNITED STATES OF AMERICA ARE AUTHORIZED OR REQUIRED TO BE CLOSED, AND A DAY ON WHICH PAYMENTS CAN BE EFFECTED ON THE FEDWIRE SYSTEM. IF A DEMAND FOR PAYMENT MADE BY BENEFICIARY HEREUNDER DOES NOT, IN ANY INSTANCE, CONFORM TO THE TERMS AND CONDITIONS OF THIS LETTER OF CREDIT, THE ISSUER SHALL GIVE BENEFICIARY AND APPLICANT PROMPT NOTICE THAT THE DEMAND FOR PAYMENT WAS NOT EFFECTED IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THIS LETTER OF CREDIT, STATING THE REASONS THEREFORE AND THAT THE ISSUER WILL HOLD ANY DOCUMENTS AT BENEFICIARY’S DISPOSAL OR UPON BENEFICIARY’S INSTRUCTIONS RETURN THE SAME TO BENEFICIARY. UPON BEING NOTIFIED THAT THE DEMAND FOR PAYMENT WAS NOT EFFECTED IN CONFORMITY WITH THIS LETTER OF CREDIT, BENEFICIARY MAY ATTEMPT TO CORRECT ANY SUCH NON-CONFORMING DEMAND FOR PAYMENT. WE WILL PROMPTLY NOTIFY BENEFICIARY AND APPLICANT OF ANY NOTICE RECEIVED OR ACTION FILED ALLEGING THE INSOLVENCY OR BANKRUPTCY OF THE ISSUING BANK, OR ALLEGING ANY VIOLATIONS OF REGULATORY REQUIREMENTS WHICH COULD RESULT IN SUSPENSION OR REVOCATION OF OUR CHARTER OR LICENSE TO DO BUSINESS. IN THE EVENT WE BECOME UNABLE TO FULFILL OUR OBLIGATIONS UNDER THIS LETTER OF CREDIT FOR ANY REASON, NOTICE SHALL BE GIVEN IMMEDIATELY TO EACH OF YOU. FOR THE WRITTEN NOTICE SPECIFIED IN PARAGRAPH 2 OF ANNEX II, THE CONTENTS OF SUCH NOTICE OR INVOICE, AS THE CASE MAY BE, SHALL NOT BE CONSIDERED AS A TERM OF DRAWING. THE ONLY PURPOSE FOR PRESENTATION OF SUCH NOTICE OR INVOICE IS TO NOTE THE DATE ON SUCH NOTICE OR INVOICE AND TO VERIFY THAT AT LEAST TEN (10) CALENDAR DAYS HAVE ELAPSED SINCE ISSUANCE OF THE NOTICE OR RECEIPT OF THE INVOICE. EXCEPT AS OTHERWISE EXPRESSLY STATED HEREIN, THIS LETTER OF CREDIT IS SUBJECT TO THE INTERNATIONAL STANDBY PRACTICES (1998), INTERNATIONAL CHAMBER OF COMMERCE PUBLICATION NO. 590 (“ISP98”), WHICH SHALL IN ALL RESPECTS BE DEEMED A PART HEREOF AS FULLY AS IF INCORPORATED IN FULL HEREIN, EXCEPT AS MODIFIED HEREBY. THIS LETTER OF CREDIT IS ALSO SUBJECT TO THE LAWS OF THE STATE OF TEXAS AND SHALL, AS TO MATTERS NOT GOVERNED BY ISP98, BE GOVERNED AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF SUCH STATE, WITHOUT REGARD TO PRINCIPLES OF CONFLICTS OF LAW THAT WOULD REQUIRE THE APPLICATION OF THE LAW OF ANOTHER JURISDICTION. THE UNCITRAL CONVENTION ON INDEPENDENT GUARANTEES AND STANDBY LETTERS OF CREDIT DOES NOT APPLY TO THIS LETTER OF CREDIT. 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 ISP98. [NAME OF ISSUING U.S. BANK] BY: NAME: TITLE: BY: NAME: TITLE: ANNEX I IRREVOCABLE STANDBY LETTER OF CREDIT NUMBER DRAFT , 20 PAY AT SIGHT TO ORDER OF OURSELVES AND /100 U.S. DOLLARS (U.S.$ ). THIS DRAFT IS PRESENTED UNDER IRREVOCABLE STANDBY LETTER OF CREDIT NO. DATED , ISSUED FOR THE ACCOUNT OF XXXXXXX OIL, GAS AND CHEMICALS, INC. TO: [ISSUING BANK NAME] [ISSUING BANK ADDRESS] SABINE PASS LIQUEFACTION, LLC By: Name: Title: ANNEX II IRREVOCABLE STANDBY LETTER OF CREDIT NUMBER DRAWING CERTIFICATE TO: [ISSUING BANK NAME] [ISSUING BANK ADDRESS] RE: IRREVOCABLE STANDBY LETTER OF CREDIT NO. GENTLEMEN: REFERENCE IS MADE TO THAT CERTAIN IRREVOCABLE STANDBY LETTER OF CREDIT NO. (THE “LETTER OF CREDIT”) ISSUED BY YOU IN FAVOR OF SABINE PASS LIQUEFACTION, LLC (“BENEFICIARY”). IN ACCORDANCE WITH THAT CERTAIN LUMP SUM TURNKEY AGREEMENT FOR THE ENGINEERING, PROCUREMENT AND CONSTRUCTION OF THE SABINE PASS LNG STAGE 2 LIQUEFACTION FACILITY, DATED AS OF [ ], 20[ ] BY AND BETWEEN BENEFICIARY AND XXXXXXX OIL, GAS AND CHEMICALS, INC. (“APPLICANT”) (AS AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME, THE “AGREEMENT”), THE UNDERSIGNED, AN OFFICER OF BENEFICIARY, DOES HEREBY CERTIFY THAT:
Appears in 1 contract
Samples: Escrow Agreement
