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WHAT IS AN SBLC (STANDBY LETTER OF CREDIT) ?
A standby letter of credit (SBLC) is a guarantee of payment issued by a bank on behalf of a client that is used as "payment of last resort" should the client fail to fulfill a contractual commitment with a third party. Standby letters of credit are created as a sign of good faith in business transactions and are proof of a buyer's credit quality and repayment abilities. The bank issuing the SBLC performs brief underwriting duties to ensure the credit quality of the party seeking the letter of credit, then sends notification to the bank of the party requesting the letter of credit (typically a seller or creditor).
A standby letter of credit shows a company’s credit quality and ability to repay loans. Although a SBLC is not intended for use, it helps fulfill business obligations in case the business stops operations, cannot pay its vendors or becomes insolvent.
Small businesses often face difficulty when securing financing. For this reason, standby letters of credit may be especially beneficial for encouraging investors to lend money to a company. In case of default, investors are assured they will be paid principal and interest from the bank through which the SBLC is secured.
Standby Letters of Credit are issued for use in a wide variety of commercial and financial operations. Standby letters of credit are very much alike documentary letters of credit, their main difference is that unlike DLC’s, they only become operative in case the applicant defaults, then the beneficiary in whose favor the SBLC was issued, can draw on the SBLC and demand payment.
Historically, Standby letters of credit were developed because the US regulator legally limited US bank’s authority to issue guarantees.
SBLC’s are very similar to demand guarantees, which also require that the presentation of stipulated documents be compliant with the terms and conditions of the guarantee. SBLC’s and guarantees are different in terms of protection, they both serve the primary purpose of making sure that sellers get paid, but while a standby letter of credit protects the seller, a bank guarantee protects both sides, since it also protects the buyer in case the supplier never ships the goods or ships them in a damaged condition.
When requesting a SBLC, a business owner proves to the bank he is capable of repaying the loan. Collateral may be required to protect the bank in case of default. The bank typically provides a letter to the business owner within one week of receiving documentation. The business owner must pay a SBLC fee for each year that the letter is valid. The fee is typically 1-10% of the SBLC value. If the business owner meets the criteria outlined in the contract before the due date, the business owner can cancel the SBLC without further charges.
Standby Letters of Credit (SBLC) are a very flexible tool, making them a suitable product for securing a wide range of payment scenarios. A financial SBLC, the most common type, is typically used in international trade or other high-value purchase contracts where litigation or other non-payment actions may not be feasible. A financial SBLC guarantees payment to the beneficiary if criteria outlined in the contract are left unfulfilled. For example, an exporter sells goods to an overseas buyer who guarantees payment in 30 days. When the payment does not appear by the deadline, the exporter presents the SBLC to the importer’s bank and receives the payment.
A performance SBLC ensures the time, cost, amount, quality of work and other criteria are fulfilled in a manner acceptable to the client. The bank pays the beneficiary if any of the written obligations are unmet. For example, a contractor guarantees a construction project will be finished in 90 days. If work remains incomplete after the 90-day period, the client can present the SBLC to the contractor’s bank and receive the payment due.
HOW DOES IT WORK?
A breakdown of SBLC types is provided below:
1. A performance standby – backs a commitment to perform other than to pay money/funds and includes an obligation to pay for loses occurring from a default of the buyer in the process of completing an underlying transaction.
2. An advance-payment standby – supports an obligation to account for an advance payment made by the supplier to the buyer.
3. A bid-bond or tender-bond standby – backs an obligation of the buyer to execute a contract if the buyer is awarded a bid.
4. A counter standby – backs the issuance of another, separate standby letter of credit or other undertaking by the supplier of the counter standby.
5. A financial standby – supports an obligation to pay funds, including any instrument evidencing an obligation to repay borrowed money.
6. An insurance standby – supports an insurance obligation of the applicant.
7. A commercial standby – backs the commitment of a buyer to pay for goods or services in the event of non-payment by other methods.
8. A direct-pay standby – intended to be the primary method of payment. It may or may not be linked to a default in performance or payment.
TRANSACTION PROCEDURE (Non Negotiable)
NO UP-FRONT CHARGES OR FEE REQUIRED FOR EITHER BUYING OR LEASING
Instrument & Service Description
A Bank Guarantee (BG) is the name used mostly in Europe and Standby Letter of Credit (SBLC) is exactly the same, but used in the USA. Since we are working globally you will see the expression BG/SBLC in our documents.
Our Purchased Bank Guarantees – Owned, are issued by World's Top 25 Banks. We use the Bank SWIFT Network to have clients' Owned Bank Guarantees (BG) delivered Bank to Bank using SWIFT MT799 followed by SWIFT MT760. We operate a reliable, efficient delivery and authentication process.
1. BENEFICIARY SUBMITS TO PRINCIPAL A SIGNED BG-SBLC LOI TOGETHER WITH COMPLIANCE DOCUMENTS:
1.1 CLIENT INFORMATION SHEET (CIS)
1.2 STATEMENT OF NON-SOLICITATION OF FUNDS
1.3 IRREVOCABLE FEE PROTECTION AGREEMENT COVERING ALL IDENTIFIED BENEFICIARIES FOR BOTH SIDES
1.4 CLEAR COLOR COPY OF THE BENEFICIARY SIGNATORY’S PASSPORT
1.5 CERTIFICATE OF INCORPORATION
1.6 PROOF OF FUND (POF). There must be availability of cash funds (not credit line) in the beneficiary's bank account which must be sufficient to cover the price of the first tranche of the Instrument. This can be in the form of a Bank Comfort Letter (BCL) or RWA (Ready, Willing, and Able) Letter issued by the beneficiary's bank and signed by at least two bank officers or a Screen Shot of the Account Statement no older than three days from the date of filling the CIS.
2. AFTER DUE-DILIGENCE APPROVAL, BENEFICIARY WILL FIRST RECEIVE A WRITTEN EMAIL FROM LONDON BASED SBLC PROVIDER CONFIRMING WHAT THE SBLC CONTRACT AMOUNT HAS BEEN APPROVED FOR AND TRANCHE SCHEDULE. THE SBLC TRANCHES WILL START FROM 50M - 250M EURO.
3. AFTER DUE-DILIGENCE APPROVAL, THE BENEFICIARY WILL SECONDLY RECEIVE FROM THE INVESTMENT BANKER WHO IS PART OF THE PROVIDER GROUP AN SBLC APPLICATION TEMPLATE CONTAINING: a. THE APPROVED CONTRACT AMOUNT b. SBLC TRANCHE SCHEDULE c. THE BENEFICIARY CIS AND PASSPORT.
4. THE BENEFICIARY COMPLETES THE REST OF THE BG-SBLC APPLICATION STATEMENTS:
a. ACCEPTING THE SBLC PRICE.
b. MY BANK WILL ACCEPT THE CORPORATE INVOICE ACCEPTANCE COMING
c. MT799 BPU DECLARATIONS. The SBLC APPLICATION TEMPLATE MUST BE RETURNED ON BENEFICIARY’S LETTERHEAD & SENT TO THE INVESTMENT BANKER VIA E-MAIL.
5. AFTER SUCCESSFUL BENEFICIARY DUE-DILIGENCE AND BG-SBLC APPLICATION SUBMISSION TO THE PRINCIPAL GROUP, THE PROVIDER WILL PREPARE A FUNDING DEED OF AGREEMENT OR DOA FOR COUNTERSIGNING.
6. AFTER DOA SIGNING, BOTH PARTIES MAY LODGE THE FUNDING DOA WITH THEIR RESPECTIVE BANKS. THIS SIGNED DOA BECOMES THE LEGALLY BINDING CONTRACT (DEED OF AGREEMENT) BETWEEN THE PARTIES.
7. THE PRINCIPAL WILL ISSUE A CORPORATE INVOICE TO THE BENEFICIARY’S BANK SHOWING THE ALL-INCLUSIVE AMOUNT OF THE BG-SBLC PRICE AND COMMISSION TO BE PAID AFTER THE BG-SBLC HAS BEEN DELIVERED VIA SWIFT. THE BENEFICIARY’S BANK WILL SEND A WRITTEN CONFIRMATION BY MT199 TO THE PRINCIPAL BANK STATING THAT “IT IS RWA TO RECEIVE THE BG-SBLC MT799 PRE-ADVISE FROM PRINCIPAL AND WILL SEND BACK MT799 BPU VERBIAGE TO PRINCIPAL TO GUARANTEE PAYMENT FOR THE CORPORATE INVOICE AFTER DELIVERY OF BG-SBLC.”
8. WITHIN THREE (3) BANKING DAYS, THE PRINCIPAL’S BANK WILL ISSUE THE PRE-ADVICE VIA SWIFT MT799 CONFIRMING THAT THE INSTRUMENT WILL BE DELIVERED AGAINST THE ISSUANCE OF BPU (BANK PAYMENT UNDERTAKING) VIA SWIFT MT799 BY THE BENEFICIARY'S BANK AND PROVIDING SWIFT COPY VIA BANK EMAIL.
9. WITHIN FIVE (5) BANKING DAYS AFTER PRINCIPAL’S BANK RECEIVES AND AUTHENTICATES BPU SWIFT MT799, THE PRINCIPAL’S BANK DELIVERS THE SBLC VIA SWIFT MT760 PROVIDING THE COPY VIA BANK E-MAIL.
10. WITHIN SEVEN (7) BANKING DAYS AFTER THE SBLC IS DELIVERED AND RECEIVED BY SWIFT MT760 AND IS AUTHENTICATED, THE BENEFICIARY’S BANK WILL ACTIVATE THE BANK PAYMENT UNDERTAKING (XX% BPU) AND PAY THE PRINCIPAL VIA SWIFT MT103. THE HARD COPIES OF THE SBLC TO BE DELIVERED VIA BANK BONDED COURIER TO THE BENEFICIARY’S BANK WITHIN SEVEN (7) DAYS AFTER THE PAYMENT BEING RECEIVED BY PRINCIPAL’S BANK.
11. THE BENEFICIARY PAYS XXXXXXX PERCENT ALL INCLUSIVE (XX% + 2%) OF FACE VALUE OF EACH TRANCHE, AS PER THE RELEVANT IRREVOCABLE FEE PROTECTION AGREEMENT (ANNEX 4).
12. ALL SUBSEQUENT TRANCHES WILL BE BASED ON THE SAME PROCEDURE, UNTIL THE AGREED AMOUNT OF THE CONTRACT WITH PRINCIPAL WILL BE COMPLETED, OR THE COLLATERAL OR FUNDS BECOME EXHAUSTED.
13. ANY UNAUTHORIZED BANK CALLS WITHOUT AGREEMENT BETWEEN PARTIES, PROBES OR COMMUNICATIONS, OR AN IMPROPER SOLICITATION OR DISCLOSURE INVOLVING ANY OF THE BANKS CONCERNED IN THIS TRANSACTION WILL RESULT IMMEDIATE CANCELLATION OF THIS TRANSACTION AND SUBJECT THE VIOLATING PARTY TO DAMAGES.
GENERAL PROVISIONS & CONDITIONS:
The BENEFICIARY and the PRINCIPAL do hereby agree and mutually acknowledge to each other as follows:
1. Parties are not allowed to contact the other Party’s bank without express written permission. Any Party attempting to do so will lead to cancellation of this Agreement and invoke the penalties described in Paragraph 16, below. For greater clarity, any telephone calls, facsimile or other prohibited forms of communication shall cause the immediate cancellation of this transaction and incur a liability for damages on the part of the breaching Party.
2. After the PRINCIPAL countersigns the Funding DOA, the DOA becomes a legally binding Contract (Deed of Agreement) between both parties and delivers it to the PRINCIPAL’s Bank’s coordinates indicated in this document according to the mentioned procedure. If the BENEFICIARY’s bank does not issue this aforementioned SWIFT within Seven (7) calendar days after date of countersigned DOA by the PRINCIPAL, the result will be an immediate cancellation of this transaction as well as subject the violating party to damages as mentioned in Paragraph 3 below.
3. As mentioned in the Procedures above, should the BENEFICIARY default to pay the BG/SBLC purchase price to the PRINCIPAL as agreed upon confirmation of BG MT760 in the BENEFICIARY’s bank account, the PRINCIPAL will instruct the issuing bank to place a claim on the BG/SBLC thereby obliging the BENEFICIARY’s Bank to return the BG/SBLC to the Issuing Bank
4. Each Party warrants and represents that it has full power and authority to enter into this Agreement and to perform the transaction as per the terms stated herein.
5. The Parties agree that the Non-Circumvention / Non-Disclosure rules of all issues from the (International Chamber of Commerce) ICC up to and including the latest edition apply and shall remain effective for a period of five years from the date of execution of this Agreement. All information contained herein including banking information and codes are privileged information and represent the sole property of the Party from which they originate.
6. The terms of this Agreement are binding upon the Parties whose signatures appear herein. The Parties to this Agreement and their respective employees, agents, associates/affiliates, transferees, assignees or designees agree to be bound by the Non-Circumvention / Non-Disclosure and Force Majeure provisions of the ICC as mentioned in Paragraph 5 above.
7. This Agreement is subject to the domestic laws of any country properly having jurisdiction over the subject-matter of this Agreement. The Parties agree that they will strive to resolve all disputes amicably. All disputes arising out of or in connection with the present Agreement that cannot be resolved amicably shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce in Paris, France, by one or more arbitrators appointed in accordance with the said Rules. The language of Arbitration shall be English and the governing law shall be the law of United Kingdom (England). The arbitration award shall be considered as final and shall be binding upon both Parties. The arbitration fee shall be paid by the losing Party.
8. Neither Party may assign, transfer or delegate its interest or duties without prior written consent of the other Party. No modification, amendment or supplement of this Agreement shall be binding unless it is in writing and signed by both the BENEFICIARY and the PRINCIPAL.
9. If any provision of this Agreement shall be or becomes prohibited or invalid under any applicable law, rule or regulation, then such provision shall be deemed ineffective to the extent of such prohibition or invalidity only, without thereby invalidating any of the remaining terms or provisions of this Agreement.
10, Neither Party hereto is making any representation regarding the tax consequences, if any, of the transactions envisaged herein. It is understood that the BENEFICIARY and the PRINCIPAL individually accept responsibility and liability for any/all taxes, imposts, levies, duties or charges that may be applicable in the execution of their respective roles and the discharge of this Agreement.
11. The BENEFICIARY and the PRINCIPAL shall be responsible only for those commissions/fees that they have respectively agreed, in writing, to pay.
12. Each Party shall indemnify and hold harmless the other Party against any and all claims, demands, damages or expenses of any nature arising out of the execution or implementation of this Agreement for a period beginning with the execution of this Agreement and ending three (3) years after the date of the completion of all acts contemplated in this Agreement.
13. The Parties hereby agree that the Parties have entered into this private transaction at their sole discretion and no one Party has solicited the other Party in any way; neither can it be considered as solicitation of funds. This transaction is strictly of a private nature between the private Parties which is being defined by this private Agreement. This transaction does not and shall not be interpreted as the sale of securities as defined by the Securities Act of 1933/34 of the United States of America as amended and/or any other laws of any other nation related to the securities transaction. This transaction/Agreement is exempted from the Securities Act and would not be required to be registered with any authority or with any government body department.
14. This Agreement embodies the entire understanding of the Parties hereto. There is no other Agreement, understandings, representations or warranties, whether written or oral, in effect between the Parties. The Parties acknowledge that this Agreement is the sole governing document between the Parties. The Parties agree that this Agreement supersedes any and all prior correspondence, Agreements or drafts, which shall be null and void and of no further force and effect.
15, All terms, condition and closing procedures of this Agreement shall be binding upon and inure to the benefit of the Parties hereto, and their respective heirs, legal representative, successor and assigns.
16. These documents may be signed in counterparts, which when taken together shall constitute an original. This document may also be transmitted by facsimile or email and shall be deemed as original for the purposes of enforceability. The Parties declare that they have read this entire Agreement and have clearly understood the same to its fullest.
17. By signing this DOA, both parties agree under the laws and trading guidelines set forth by the ICC that they are ready willing and able to complete this transaction under the terms and conditions stated within this letter of intent.
18. EDT (Electronic document transmissions) shall be deemed valid and enforceable in respect of any provisions of this Contract. As applicable, this agreement shall be:
a)-Incorporate U.S. Public Law 106-229,” Electronic Signatures in Global and National Commerce Act” or such other applicable law conforming to the UNCITRAL Model Law on Electronic Signatures (2001) and;
b)-ELECTRONIC COMMERCE AGREEMENT (ECE/TRADE/257, Geneva, May 2000) adopted by the United Nations Centre for Trade Facilitation and Electronic Business (UN/CEFACT);
c)-EDT documents shall be subject to European Community Directive No. 95/46/EEC, as applicable.
Either Party may request hard copy of any document that has been previously transmitted by Electronic means provided however, that any such request shall in no manner delay the parties from performing their respective obligations and duties under EDT instruments.
19. The BENEFICIARY hereby acknowledges and confirms that neither the Collateral Provider nor their associates, nor any person on their behalf solicited him/her in any way whatsoever that can be construed to be a solicitation herein. Both parties hereby confirm with full authority that the above terms are agreed and acceptable.
IMPORTANT: THE TRANSACTION PROCEDURE AND THE TERMS AND CONDITIONS KEEP CHANGING. GET IN TOUCH WITH US FOR LATEST UPDATES