Application for Transferable Letter of Credit - Terms and Conditions

Please take a moment to read through the Terms and Conditions and download the form at the bottom of the page.

1. By this transfer, we the first beneficiary indicated on the face of this application agree to waive and renounce our rights and interests as the beneficiary of the Master Documentary Credit (the “DC”) and transfer them to the extent indicated overleaf to the transferee.
2. Where all our rights and interests as the beneficiary of the DC are transferred to the Transferee, we agree that you may forward the documents which you receive from the Transferee directly to the issuing bank of the DC without further reference to us.
3. All your charges, commissions, costs and expenses in connection with the DC if unpaid by the applicant of the DC and/or the Transferee will be for our account, and will be payable upon your first demand or deducted from our share of any incoming proceeds under the DC at your sole discretion and without further reference to us.
4. (a) We agree to immediately deliver upon your first demand our invoices, drafts and any other documents to substitute for those of the Transferee or as required to obtain payment under the DC
   (b) Should we fail to deliver these documents to you in compliance with the terms of the DC within 1 working day of the demand or in the event that there is discrepancy among the documents presented by us and /or the transferee, we authorise you at your sole discretion:
   • to deliver any documents presented by the Transferee or received from us thus far to the issuing bank of the DC (hereinafter referred to as the “Issuing Bank”) without any responsibility to us, or
   • to return the documents received to the Transferee without further reference to us.
   (c) Any payment received from the Issuing Bank following our failure to present the required documents to obtain payment under the DC will be used to offset any of your charges, commissions, fees, costs and expenses still outstanding, after payment / settlement of which, you shall pay over to the Transferee the amount due to it. The balance, if any, will be paid to us in accordance with our instructions.
5. We further agree that agreement to all amendments in connection with the DC are subject to your express written consent, notwithstanding acceptance by us or the Transferee. In the event that amendments in connection with the DC is accepted by us but similar amendments to the transferred credit are not accepted by the Transferee, we authorize you at your sole discretion to deliver any or such documents presented by the Transferee or received from us to the Issuing Bank as you may deem fit without any responsibility to us.
6. We hereby agree and undertake to indemnify you against all claims, losses, payment, expenses, costs (including legal costs on an indemnity basis), consequences and/or liabilities of any kind whatsoever, directly or indirectly arising from, or relating to the transfer of the DC and against all payments made by you in respect of such consequences and/or liabilities, including cost as between solicitor and client and all or any sums demanded by you for the defence of any proceeding, action, suit or claim brought against you.
7. Except where we have otherwise stated in this application, we waive any right which we may have to refuse to allow you to advise subsequent amendments made under the DC (if any) to the Transferee.
8. In accordance with Uniform Customs and Practice for Documentary Credit, we retain the right to substitute our invoice(s) and/or draft(s) for those of the transferee, for amount not in excess of the original amount stipulated in the DC and for the original unit prices if that is stipulated in the DC. After such substitution of invoice(s) and/or draft(s), we can draw under the DC for the difference, if any, between such draft(s) and the Transferee’s draft(s) or between our invoice value and the Transferee’s invoice value, after deducting any charges, commissions, fees, costs and expenses due or owing to you.
9. The transfer of the DC and the transferred credit shall be governed by the provisions of the Uniform Customs & Practice for Documentary Credits.
10. You shall be entitled to transfer the DC on such additional terms as you consider appropriate and which you may separately advise. We agree to any term which you may set out in the advice of Transfer in consideration of you agreeing to transfer the DC at our instructions.
11. We agree that in the absence of your agreement to act as confirming bank or negotiating bank of the DC, documents received from the Transferee (including transport documents naming the Transferee as shipper) or substituted / provided by ourselves will be sent to the Issuing Bank for payment or acceptance to pay at a future date. We understand and agree that you have no obligation to negotiate, pay or claim reimbursement prior to the Issuing Bank taking up the documents and making payment. Payment will be effected by you only upon receipt of funds from the Issuing Bank.
12. We agree that in the event that you agree to act as confirming bank or negotiating bank of the DC upon our request, it will be subject to such additional terms and conditions imposed by you and we hereby undertake to execute any and all additional documents and to do such act as may be required by you in connection thereto.
13. We further agree that we shall not hold you responsible for any loss or damages suffered by us in the event that (a) the particulars of the applicant of the DC or the transaction between us and the said applicant underlying the DC; and / or (b) the particulars of the Transferee or the transaction between us and the Transferee underlying the transferred credit, were inadvertently disclosed to the Transferee and / or the said applicant (as applicable) whether or not pursuant to the fact that the documents submitted by us and / or the Transferee for presentation contain references to such particulars and was not identified by you, your servants, employees or agent, or otherwise and whether or not the disclosure was as a result of negligent act or omission on the part of you, your servants, employees or agent.
14. This application is subject to Singapore law and the parties agree to submit to the non-exclusive jurisdiction of the Singapore Courts.