UCP 600 [Article 3 and ISP98] Rule 2.02, and URDG 758 [Article 3(a), or (iii)])] affect which courts have or do not have personal jurisdiction over the issuing bank or beneficiary of any Letter of Credit or any advising bank, nominated bank or assignee of proceeds thereunder or proper venue with respect to any litigation arising out of or relating to such Letter of Credit with, or affecting the rights of, any Person not a party to this Agreement, whether or not such Letter of Credit contains its own jurisdiction submission clause.

“ISP98” means the International Standby Practices (1998 Revision, effective January 1, 1999), International Chamber of Commerce Publication No. ​.

THIS LETTER OF CREDIT IS SUBJECT TO THE INTERNATIONAL STANDBY PRACTICES (ISP98), INTERNATIONAL CHAMBER OF COMMERCE, PUBLICATION NO. 590.

Applicability of ISP and UCP. Unless otherwise expressly agreed by the L/C Issuer and the Borrower when a Letter of Credit is issued by it, # the rules of the ISP shall apply to each standby Letter of Credit, and # the rules of the UCP shall apply to each commercial Letter of Credit. Notwithstanding the foregoing, the L/C Issuer shall not be responsible to the Borrower for, and the L/C Issuer’s rights and remedies against the Borrower shall not be impaired by, any action or inaction of the L/C Issuer required or permitted under any law, order, or practice that is required or permitted to be applied to any Letter of Credit or this Agreement, including the Law or any order of a jurisdiction where the L/C Issuer or the beneficiary is located, the practice stated in the ISP or UCP, as applicable, or in the decisions, opinions, practice statements, or official commentary of the ICC Banking Commission, the Bankers Association for Finance and Trade – International Financial Services Association (BAFT-IFSA), or the Institute of International Banking Law & Practice, whether or not any Letter of Credit chooses such law or practice.

“ICC” has the meaning specified in the definition of “UCP”.

"UCP" shall have the meaning set forth in [Section 2.9(b)] hereof.

“L/C Obligations” means, as at any date of determination, the aggregate principal amount available to be drawn under all outstanding Letters of Credit plus the aggregate of all Unreimbursed Amounts, including all L/C Borrowings. For purposes of computing the amount available to be drawn under any Letter of Credit, the amount of such Letter of Credit shall be determined in accordance with [Section 2.03(l)]. For all purposes of this Agreement, if on any date of determination a Letter of Credit has expired by its terms but any amount may still be drawn thereunder by reason of the operation of Rule 3.14 of the ISP or Rule 36 of UCP 600, such Letter of Credit shall be deemed to be “outstanding” in the amount so remaining available to be drawn.

Applicability of [[Unknown Identifier]] and UCP. Unless otherwise expressly agreed by the applicable L/C Issuer and the Borrower when a Letter of Credit is issued, # either # the rules of the “International Standby Practices 1998” published by the Institute of International Banking Law & Practice (or such later version thereof as may be in effect at the time of issuance) or # the rules of the Uniform Customs and Practice for Documentary Credits, as most recently published by the International Chamber of Commerce, at the election of the applicable L/C Issuer, shall apply to each standby Letter of Credit and # the rules of the Uniform Customs and Practice for Documentary Credits, as most recently published by the International Chamber of Commerce at the time of issuance, shall apply to each commercial Letter of Credit.

Applicability of ISP; Limitation of Liability. Unless otherwise expressly agreed by the L/C Issuer and the ​ when a Letter of Credit is issued, the rules of the ISP shall apply to each Letter of Credit. Notwithstanding the foregoing, the L/C Issuer shall not be responsible to the ​ for, and the L/C Issuer’s rights and remedies against the ​ shall not be impaired by, any action or inaction of the L/C Issuer required or permitted under any law, order, or practice that is required or permitted to be applied to any Letter of Credit or this Agreement, including the Law or any order of a jurisdiction where the L/C Issuer or the beneficiary is located, the practice stated in the ISP or the UCP as applicable or in the decisions, opinions, practice statements, or official commentary of the ICC Banking Commission, the Bankers Association for Finance and Trade - International Financial Services Association (BAFT-IFSA), or the Institute of International Banking Law & Practice, whether or not any Letter of Credit chooses such law or practice.

If at any time during the Term, an Owing Party or its guarantor (if applicable) is not Investment Grade and the Receiving Party reasonably believes that the Owing Party will be unable to perform its net payment obligations under this Agreement, then the Receiving Party shall have the right to demand and receive a Letter of Credit at the Owing Party’s expense to cover any or all net deliveries of crude oil necessary for each outstanding delivery month and the Owing Party shall provide such Letter of Credit within five (5) business days following receipt by the Owing Party of written notice from the Receiving Party. “Letter of Credit” shall mean an irrevocable standby letter of credit with a term not to exceed sixty (60) days with customary industry terms in the form reasonably acceptable to the Receiving Party issued or confirmed by a bank reasonably acceptable to the Receiving Party, shall be denominated in U.S. Dollars (USD), shall be capable of being drawn in the United States, subject to ISP98, and acceptable to the Receiving Party. “Investment Grade” means a credit rating for senior unsecured debt of no lower than “BBB-” from Standard & Poor’s (a division of The McGraw-Hill Companies, Inc.) (“S&P”), and “Baa3” from Moody’s Investors Service, Inc. (“Moody’s”), or an equivalent rating from any of their respective successors in interest.

“LC Exposure” means, at any time, the sum of # the aggregate undrawn amount of all outstanding Letters of Credit at such time and # the aggregate principal amount of all LC Disbursements that have not yet been reimbursed by or on behalf of the Borrower at such time. The LC Exposure of any Revolving Lender at any time shall equal its Applicable Percentage of the aggregate LC Exposure at such time. For all purposes of this Agreement, if on any date of determination a Letter of Credit has expired by its terms but any amount may still be drawn thereunder by reason of the operation of Rule 3.14 of the International Standby Practices (ISP98), such Letter of Credit shall be deemed to be “outstanding” in the amount so remaining available to be drawn. Unless otherwise specified herein, the amount of a Letter of Credit at any time shall be deemed to be the Stated Amount of such Letter of Credit in effect at such time; provided that with respect to any Letter of Credit that, by its terms or the terms of any document related thereto, provides for one or more automatic increases in the stated amount thereof, the amount of such Letter of Credit shall be deemed to be the maximum stated amount of such Letter of Credit after giving effect to all such increases, whether or not such maximum stated amount is in effect at such time.

The Letter of Credit shall be governed by ISP98, as revised from time to time, issued by a commercial bank (“Issuer”) reasonably satisfactory to ​ with offices for banking purposes in the San Francisco Bay Area (or, alternatively, which accepts draw requests via overnight courier or facsimile), and drawable by sight draft presented by ​ from time to time. The Letter of Credit shall name ​ as beneficiary, permit multiple drawings, be fully transferable by ​, and otherwise be in form and substance reasonably satisfactory to ​. The Letter of Credit shall also provide that it shall be deemed automatically renewed, without amendment, for consecutive periods of one (1) year each during the Term plus one hundred twenty (120) days after the Lease Expiration Date (the “LC Expiration Date”), unless the Issuer delivers written notice (“Issuer Notice”) to ​ (with a simultaneous copy to ​) by any method specified for giving of notices under this Lease, as amended, not less than forty-five (45) days preceding the then-expiration date of a Letter of Credit that it elects not to have that Letter of Credit renewed. If ​ receives an Issuer Notice and, not later than fifteen (15) business days preceding the expiration date of the expiring Letter of Credit, ​ fails to furnish ​ with a replacement of the expiring Letter of Credit pursuant to and meeting the conditions of this [Section 22], then ​ shall have the right to draw the full amount of that Letter of Credit by delivering to the Issuer a statement that ​ has failed