obligations of prepayment, the events of default and the rights of
acceleration of the maturity in the event of default.
 
This note shall be governed by and construed in accordance with the laws of the
State of California, United States of America.
 
ABC COMPANY
BY________
 
EXHIBIT B Letter of Credit
XYZ BANK LIMLTED
[Address]
 
Credit Bank, N. A.
International Banking Facility
Los Angeles, California 90000 U.S.A.
Date:
Letter of Credit No.:
 
Gentlemen:
 
We hereby establish this irrevocable letter of credit in your favor for account
of ABC Company in the amount of U. S. $ _______ (amount in words), available
against your draft(s) drawn at sight on Credit Bank, N.A., Letter of Credit
Department, Los Angeles, California, accompanied by your signed and dated
statement as follows:
 
"The amount drawn under Letter of Credit No.[_________]dated[_______] issued by
XYZ Bank Limited on behalf of ABC Company is payable to the undersigned pursuant
to the terms of that certain Loan Agreement dated as of _________, 20 ___,
between ABC Company and Credit Bank. N.A."
 
All drafts drawn under this Letter of Credit must bear the clause "Drawn under
XYZ Bank Limited Letter of Credit Number_____, dated_______, 20 ___.
 
Partial drawings are permitted.
 
We hereby engage with the drawers, endorsers and bona fide holders of drafts
drawn under and in compliance with the terms of this Letter of Credit that the
drafts will be duly honored if drawn and presented to the above drawn in Los
Angeles, California, on or before [Expiry date 30 days after the final
Installment Payment Date].
 
This Letter of Credit is subject to the Uniform Customs and Practice for
Documentary Credits (1983 Revision), International Chamber of Commerce,
Publication No. 400.
 
Special Instructions to Drawee Bank
 
In reimbursement for any payment made by you hereunder, you may debit our
account with you.
 
 

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