80 FR 22642 - Ukraine Guarantees Issued Under the Department of State, Foreign Operations, and Related Programs Appropriations Act of 2015, and the Support for the Sovereignty, Integrity, Democracy, and Economic Stability of Ukraine Act of 2014-Standard Terms and Conditions

AGENCY FOR INTERNATIONAL DEVELOPMENT

Federal Register Volume 80, Issue 78 (April 23, 2015)

Page Range		22642-22645
FR Document		2015-09466
This regulation prescribes the procedures and standard terms and conditions applicable to loan guarantees to be issued for the benefit of Ukraine pursuant to Title III of the Department of State, Foreign Operations, and Related Programs Appropriations Act, 2015, and the Support for the Sovereignty, Integrity, Democracy, and Economic Stability of Ukraine Act of 2014.
Federal Register, Volume 80 Issue 78 (Thursday, April 23, 2015)
[Federal Register Volume 80, Number 78 (Thursday, April 23, 2015)]
[Rules and Regulations]
[Pages 22642-22645]
From the Federal Register Online  [www.thefederalregister.org]
[FR Doc No: 2015-09466]


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AGENCY FOR INTERNATIONAL DEVELOPMENT

22 CFR Part 237


Ukraine Guarantees Issued Under the Department of State, Foreign 
Operations, and Related Programs Appropriations Act of 2015, and the 
Support for the Sovereignty, Integrity, Democracy, and Economic 
Stability of Ukraine Act of 2014--Standard Terms and Conditions

AGENCY: Agency for International Development (USAID).

ACTION: Final rule.

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SUMMARY: This regulation prescribes the procedures and standard terms 
and conditions applicable to loan guarantees to be issued for the 
benefit of Ukraine pursuant to Title III of the Department of State, 
Foreign Operations, and Related Programs Appropriations Act, 2015, and 
the Support for the Sovereignty, Integrity, Democracy, and Economic 
Stability of Ukraine Act of 2014.

DATES: Effective April 24, 2015.

FOR FURTHER INFORMATION CONTACT: D. Bruce McPherson, Office of General 
Counsel, U.S. Agency for International Development, Washington, DC 
20523-6601; tel. 202-712-1611, fax 202-216-3055.

SUPPLEMENTARY INFORMATION: Pursuant to Title III of the Department of 
State, Foreign Operations, and Related Programs Appropriations Act, 
2015 (Div. J, Pub. L. 113-235) and the Support for the Sovereignty, 
Integrity, Democracy, and Economic Stability of Ukraine Act of 2014 
(Pub. L. 113-95), the United States of America, acting through the U.S. 
Agency for International Development, may issue certain loan guarantees 
applicable to sums borrowed by Ukraine (the ``Borrower''), not 
exceeding an aggregate total of U.S. $1 billion in principal amount. 
Upon issuance, the loan guarantees shall ensure the Borrower's 
repayment of 100% of principal and interest due under such borrowings 
and the full faith and credit of the United States of America shall be 
pledged for the full payment and performance of such guarantee 
obligations.
    This rulemaking document is not subject to rulemaking under 5 
U.S.C. 553 or to regulatory review under Executive Order 12866 because 
it involves a foreign affairs function of the United States. The 
provisions of the Paperwork Reduction Act (44 U.S.C. 3501 et seq.) do 
not apply.

List of Subjects in 22 CFR Part 237

    Foreign aid, Foreign relations, Guaranteed loans, Loan programs-
foreign relations.

Authority and Issuance

0
Accordingly, part 237 is added to title 22, chapter II, of the Code of 
Federal Regulations, to read as follows:

PART 237--UKRAINE LOAN GUARANTEES ISSUED UNDER THE DEPARTMENT OF 
STATE, FOREIGN OPERATIONS, AND RELATED PROGRAMS APPROPRIATIONS ACT 
OF 2015, AND THE SUPPORT FOR THE SOVEREIGNTY, INTEGRITY, DEMOCRACY, 
AND ECONOMIC STABILITY OF UKRAINE ACT OF 2014--STANDARD TERMS AND 
CONDITIONS

Sec.
237.01 Purpose.
237.02 Definitions.
237.03 The Guarantee.
237.04 Guarantee eligibility.
237.05 Non-impairment of the Guarantee.
237.06 Transferability of Guarantee; Note Register.
237.07 Fiscal Agent obligations.
237.08 Event of Default; Application for Compensation; payment.
237.09 No acceleration of Eligible Notes.
237.10 Payment to USAID of excess amounts received by a Noteholder.
237.11 Subrogation of USAID.
237.12 Prosecution of claims.
237.13 Change in agreements.
237.14 Arbitration.
237.15 Notice.
237.16 Governing law.
Appendix A to Part 237--Application for Compensation

    Authority: Title III of the Department of State, Foreign 
Operations, and Related Programs Appropriations Act, 2015 (Div. J, 
Pub. L. 113-235); and the Support for the Sovereignty, Integrity, 
Democracy, and Economic Stability of Ukraine Act of 2014 (Pub. L. 
113-95).


Sec.  237.01  Purpose.

    The purpose of the regulations in this part is to prescribe the 
procedures and standard terms and conditions applicable to loan 
guarantees issued for the benefit of the Borrower, pursuant to Title 
III of the Department of State, Foreign Operations, and Related 
Programs Appropriations Act, 2015 (Div. J, Pub. L. 113-235) and the 
Support for the Sovereignty, Integrity, Democracy, and Economic 
Stability of Ukraine Act of 2014 (Pub. L. 113-95). The loan guarantees 
will be issued as provided herein pursuant to a Loan Guarantee 
Agreement to be signed in April 2015, between the United States of 
America and Ukraine (the ``Loan Guarantee Agreement''). The loan 
guarantee will apply to sums borrowed during a period beginning on the 
date that the Loan Guarantee Agreement enters into force and ending 
thirty days after such date, not exceeding an aggregate total of one 
billion United States Dollars ($1,000,000,000) in principal amount. The 
loan guarantees shall ensure the Borrower's repayment of 100% of 
principal and interest due under such borrowings. The full faith and 
credit of the United States of America is pledged for the full payment 
and performance of such guarantee obligations.


Sec.  237.02  Definitions.

    Wherever used in the standard terms and conditions set out in this 
part:
    Applicant means a Noteholder who files an Application for 
Compensation with USAID, either directly or through

[[Page 22643]]

the Fiscal Agent acting on behalf of a Noteholder.
    Application for Compensation means an executed application in the 
form of Appendix A to this part which a Noteholder, or the Fiscal Agent 
on behalf of a Noteholder, files with USAID pursuant to Sec.  237.08.
    Borrower means Ukraine.
    Business Day means any day other than a day on which banks in New 
York, NY are closed or authorized to be closed or a day which is 
observed as a federal holiday in Washington, DC, by the United States 
Government.
    Date of Application means the date on which an Application for 
Compensation is actually received by USAID pursuant to Sec.  237.15.
    Defaulted Payment means, as of any date and in respect of any 
Eligible Note, any Interest Amount and/or Principal Amount not paid 
when due.
    Eligible Note(s) means [a] Note[s] meeting the eligibility criteria 
set out in Sec.  237.04.
    Fiscal Agency Agreement means the agreement among USAID, the 
Borrower and the Fiscal Agent pursuant to which the Fiscal Agent agrees 
to provide fiscal agency and trust services in respect of the Note[s], 
a copy of which Fiscal Agency Agreement shall be made available to 
Noteholders upon request to the Fiscal Agent.
    Fiscal Agent means the bank or trust company or its duly appointed 
successor under the Fiscal Agency Agreement which has been appointed by 
the Borrower with the consent of USAID to perform certain fiscal agency 
and trust services for specified Eligible Note[s] pursuant to the terms 
of the Fiscal Agency Agreement.
    Further Guaranteed Payments means the amount of any loss suffered 
by a Noteholder by reason of the Borrower's failure to comply on a 
timely basis with any obligation it may have under an Eligible Note to 
indemnify and hold harmless a Noteholder from taxes or governmental 
charges or any expense arising out of taxes or any other governmental 
charges relating to the Eligible Note in the country of the Borrower.
    Guarantee means the guarantee of USAID pursuant to this part 237, 
Title III of the Department of State, Foreign Operations, and Related 
Programs Appropriations Act, 2015 (Div. J, Pub. L. 113-235), and the 
Support for the Sovereignty, Integrity, Democracy, and Economic 
Stability of Ukraine Act of 2014 (Pub. L. 113-95).
    Guarantee Payment Date means a Business Day not more than three (3) 
Business Days after the related Date of Application.
    Interest Amount means for any Eligible Note the amount of interest 
accrued on the Principal Amount of such Eligible Note at the applicable 
Interest Rate.
    Interest Rate means the interest rate borne by an Eligible Note.
    Loss of Investment means, in respect of any Eligible Note, an 
amount in Dollars equal to the total of the:
    (1) Defaulted Payment unpaid as of the Date of Application,
    (2) Further Guaranteed Payments unpaid as of the Date of 
Application, and
    (3) Interest accrued and unpaid at the Interest Rate(s) specified 
in the Eligible Note(s) on the Defaulted Payment and Further Guaranteed 
Payments, in each case from the date of default with respect to such 
payment to and including the date on which full payment thereof is made 
to the Noteholder.
    Note[s] means any debt securities issued by the Borrower.
    Noteholder means the owner of an Eligible Note who is registered as 
such on the Note Register.
    Note Register means the register of Eligible Notes required to be 
maintained by the Fiscal Agent.
    Person means any legal person, including any individual, 
corporation, partnership, joint venture, association, joint stock 
company, trust, unincorporated organization, or government or any 
agency or political subdivision thereof.
    Principal Amount means the principal amount of the Eligible Notes 
issued by the Borrower. For purposes of determining the principal 
amount of the Eligible Notes issued by the Borrower, the principal 
amount of each Eligible Note shall be the stated principal amount 
thereof.
    USAID means the United States Agency for International Development 
or its successor.


Sec.  237.03  The Guarantee.

    Subject to the terms and conditions set out in this part, the 
United States of America, acting through USAID, guarantees to 
Noteholders the Borrower's repayment of 100 percent of principal and 
interest due on Eligible Notes. Under this Guarantee, USAID agrees to 
pay to any Noteholder compensation in Dollars equal to such 
Noteholder's Loss of Investment under its Eligible Note; provided, 
however, that no such payment shall be made to any Noteholder for any 
such loss arising out of fraud or misrepresentation for which such 
Noteholder is responsible or of which it had knowledge at the time it 
became such Noteholder. This Guarantee shall apply to each Eligible 
Note registered on the Note Register.


Sec.  237.04  Guarantee eligibility.

    (a) Eligible Notes only are guaranteed hereunder. Notes in order to 
achieve Eligible Note status:
    (1) Must be signed on behalf of the Borrower, manually or in 
facsimile, by a duly authorized representative of the Borrower;
    (2) Must contain a certificate of authentication manually executed 
by the Fiscal Agent whose appointment by the Borrower is consented to 
by USAID in the Fiscal Agency Agreement; and
    (3) Shall be approved and authenticated by USAID by either:
    (i) The affixing by USAID on the Notes of a guarantee legend 
incorporating these Standard Terms and Conditions signed on behalf of 
USAID by either a manual signature or a facsimile signature of an 
authorized representative of USAID or
    (ii) The delivery by USAID to the Fiscal Agent of a guarantee 
certificate incorporating these Standard Terms and Conditions signed on 
behalf of USAID by either a manual signature or a facsimile signature 
of an authorized representative of USAID.
    (b) The authorized USAID representatives for purposes of the 
regulations in this part whose signature(s) shall be binding on USAID 
shall include the USAID Chief and Deputy Chief Financial Officer; 
Assistant Administrator and Deputy, Bureau for Economic Growth, 
Education, and Environment; Director and Deputy Director, Office of 
Development Credit; and such other individual(s) designated in a 
certificate executed by an authorized USAID Representative and 
delivered to the Fiscal Agent. The certificate of authentication of the 
Fiscal Agent issued pursuant to the Fiscal Agency Agreement shall, when 
manually executed by the Fiscal Agent, be conclusive evidence binding 
on USAID that an Eligible Note has been duly executed on behalf of the 
Borrower and delivered.


Sec.  237.05  Non-impairment of the Guarantee.

    After issuance of a Guarantee, that Guarantee will be an 
unconditional, full faith and credit obligation of the United States of 
America, and will not be affected or impaired by any subsequent 
condition or event. This non-impairment of the guarantee provision 
shall not, however, be operative with respect to any loss arising out 
of fraud or misrepresentation for which the claiming Noteholder is 
responsible or of which it had knowledge at the time it

[[Page 22644]]

became a Noteholder. Moreover, the Guarantee shall not be affected or 
impaired by:
    (a) Any defect in the authorization, execution, delivery or 
enforceability of any agreement or other document executed by a 
Noteholder, USAID, the Fiscal Agent or the Borrower in connection with 
the transactions contemplated by this Guarantee or
    (b) The suspension or termination of the program pursuant to which 
USAID is authorized to guarantee the Eligible Notes.


Sec.  237.06  Transferability of Guarantee; Note Register.

    A Noteholder may assign, transfer or pledge an Eligible Note to any 
Person. Any such assignment, transfer or pledge shall be effective on 
the date that the name of the new Noteholder is entered on the Note 
Register. USAID shall be entitled to treat the Persons in whose names 
the Eligible Notes are registered as the owners thereof for all 
purposes of this Guarantee and USAID shall not be affected by notice to 
the contrary.


Sec.  237.07  Fiscal Agent obligations.

    Failure of the Fiscal Agent to perform any of its obligations 
pursuant to the Fiscal Agency Agreement shall not impair any 
Noteholder's rights under this Guarantee, but may be the subject of 
action for damages against the Fiscal Agent by USAID as a result of 
such failure or neglect. A Noteholder may appoint the Fiscal Agent to 
make demand for payment on its behalf under this Guarantee.


Sec.  237.08  Event of Default; Application for Compensation; payment.

    At any time after an Event of Default, as this term is defined in 
an Eligible Note, any Noteholder hereunder, or the Fiscal Agent on 
behalf of a Noteholder hereunder, may file with USAID an Application 
for Compensation in the form provided in Appendix A to this part. USAID 
shall pay or cause to be paid to any such Applicant any compensation 
specified in such Application for Compensation that is due to the 
Applicant pursuant to the Guarantee as a Loss of Investment not later 
than the Guarantee Payment Date. In the event that USAID receives any 
other notice of an Event of Default, USAID may pay any compensation 
that is due to any Noteholder pursuant to a Guarantee, whether or not 
such Noteholder has filed with USAID an Application for Compensation in 
respect of such amount.


Sec.  237.09  No acceleration of Eligible Notes.

    Eligible Notes shall not be subject to acceleration, in whole or in 
part, by USAID, the Noteholder or any other party. USAID shall not have 
the right to pay any amounts in respect of the Eligible Notes other 
than in accordance with the original payment terms of such Eligible 
Notes.


Sec.  237.10  Payment to USAID of excess amounts received by a 
Noteholder.

    If a Noteholder shall, as a result of USAID paying compensation 
under this Guarantee, receive an excess payment, it shall refund the 
excess to USAID.


Sec.  237.11  Subrogation of USAID.

    In the event of payment by USAID to a Noteholder under this 
Guarantee, USAID shall be subrogated to the extent of such payment to 
all of the rights of such Noteholder against the Borrower under the 
related Note.


Sec.  237.12  Prosecution of claims.

    After payment by USAID to an Applicant hereunder, USAID shall have 
exclusive power to prosecute all claims related to rights to receive 
payments under the Eligible Notes to which it is thereby subrogated. If 
a Noteholder continues to have an interest in the outstanding Eligible 
Notes, such a Noteholder and USAID shall consult with each other with 
respect to their respective interests in such Eligible Notes and the 
manner of and responsibility for prosecuting claims.


Sec.  237.13  Change in agreements.

    No Noteholder will consent to any change or waiver of any provision 
of any document contemplated by this Guarantee without the prior 
written consent of USAID.


Sec.  237.14  Arbitration.

    Any controversy or claim between USAID and any Noteholder arising 
out of this Guarantee shall be settled by arbitration to be held in 
Washington, DC in accordance with the then prevailing rules of the 
American Arbitration Association, and judgment on the award rendered by 
the arbitrators may be entered in any court of competent jurisdiction.


Sec.  237.15  Notice.

    Any communication to USAID pursuant to this Guarantee shall be in 
writing in the English language, shall refer to the Ukraine Loan 
Guarantee Number inscribed on the Eligible Note and shall be complete 
on the day it shall be actually received by USAID at the Office of 
Development Credit, Bureau for Economic Growth, Education and 
Environment, United States Agency for International Development, 
Washington, DC 20523-0030. Other addresses may be substituted for the 
above upon the giving of notice of such substitution to each Noteholder 
by first class mail at the address set forth in the Note Register.


Sec.  237.16  Governing law.

    This Guarantee shall be governed by and construed in accordance 
with the laws of the United States of America governing contracts and 
commercial transactions of the United States Government.

Appendix A to Part 237--Application for Compensation

United States Agency for International Development

Washington, DC 20523

    Ref: Guarantee dated as of ____, 20__:
    Gentlemen: You are hereby advised that payment of $___ 
(consisting of $___ of principal, $___ of interest and $___ in 
Further Guaranteed Payments, as defined in Sec.  237.02 of the 
Standard Terms and Conditions of the above-mentioned Guarantee) was 
due on ______, 20__, on $___ Principal Amount of Notes issued by 
Ukraine (the ``Borrower'') held by the undersigned. Of such amount 
$___ was not received on such date and has not been received by the 
undersigned at the date hereof. In accordance with the terms and 
provisions of the above-mentioned Guarantee, the undersigned hereby 
applies, under Sec.  237.08 of said Guarantee, for payment of $___, 
representing $___, the Principal Amount of the presently outstanding 
Note(s) of the Borrower held by the undersigned that was due and 
payable on ___ and that remains unpaid, and $___, the Interest 
Amount on such Note(s) that was due and payable by the Borrower on 
___ and that remains unpaid, and $___ in Further Guaranteed 
Payments,\1\ plus accrued and unpaid interest thereon from the date 
of default with respect to such payments to and including the date 
payment in full is made by you pursuant to said Guarantee, at the 
rate of __ % per annum, being the rate for such interest accrual 
specified in such Note. Such payment is to be made at [state payment 
instructions of Noteholder or Fiscal Agent, as applicable].
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    \1\ In the event the Application for Compensation relates to 
Further Guaranteed Payments, such Application must also contain a 
statement of the nature and circumstances of the related loss.
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    All capitalized terms herein that are not otherwise defined 
shall have the meanings assigned to such terms in the Standard Terms 
and Conditions of the above-mentioned Guarantee.

[Name of Applicant]
By:--------------------------------------------------------------------
Name:------------------------------------------------------------------
Title:-----------------------------------------------------------------
Dated:-----------------------------------------------------------------



[[Page 22645]]

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    Date: April 20, 2015.
D. Bruce McPherson,
Attorney Advisor, Office of the General Counsel, U.S. Agency for 
International Development.
[FR Doc. 2015-09466 Filed 4-22-15; 8:45 am]
 BILLING CODE P
22642 Federal Register / Vol. 80, No. 78 / Thursday, April 23, 2015 / Rules and Regulations

License License Federal Register
Country Entity requirement review policy citation

Kimya IC VE Dis Ticaret Ltd., 2nd
Floor, No. 2, Istanbul, Turkey;
and
Yesil Tulumba A, Istanbul, Turkey
34134.
* * * * * *

* * * * * * *

Dated: April 17, 2015. certain loan guarantees applicable to 237.11 Subrogation of USAID.
Kevin J. Wolf, sums borrowed by Ukraine (the 237.12 Prosecution of claims.
‘‘Borrower’’), not exceeding an aggregate 237.13 Change in agreements.
Assistant Secretary for Export
237.14 Arbitration.
Administration. total of U.S. $1 billion in principal 237.15 Notice.
[FR Doc. 2015–09442 Filed 4–22–15; 8:45 am] amount. Upon issuance, the loan 237.16 Governing law.
BILLING CODE 3510–33–P guarantees shall ensure the Borrower’s Appendix A to Part 237—Application for
repayment of 100% of principal and Compensation
interest due under such borrowings and Authority: Title III of the Department of
AGENCY FOR INTERNATIONAL the full faith and credit of the United State, Foreign Operations, and Related
DEVELOPMENT States of America shall be pledged for Programs Appropriations Act, 2015 (Div. J,
the full payment and performance of Pub. L. 113–235); and the Support for the
22 CFR Part 237 such guarantee obligations. Sovereignty, Integrity, Democracy, and
This rulemaking document is not Economic Stability of Ukraine Act of 2014
Ukraine Guarantees Issued Under the subject to rulemaking under 5 U.S.C. (Pub. L. 113–95).
Department of State, Foreign 553 or to regulatory review under § 237.01 Purpose.
Operations, and Related Programs Executive Order 12866 because it The purpose of the regulations in this
Appropriations Act of 2015, and the involves a foreign affairs function of the part is to prescribe the procedures and
Support for the Sovereignty, Integrity, United States. The provisions of the standard terms and conditions
Democracy, and Economic Stability of Paperwork Reduction Act (44 U.S.C. applicable to loan guarantees issued for
Ukraine Act of 2014—Standard Terms 3501 et seq.) do not apply. the benefit of the Borrower, pursuant to
and Conditions
List of Subjects in 22 CFR Part 237 Title III of the Department of State,
AGENCY: Agency for International Foreign aid, Foreign relations, Foreign Operations, and Related
Development (USAID). Guaranteed loans, Loan programs- Programs Appropriations Act, 2015
ACTION: Final rule. foreign relations. (Div. J, Pub. L. 113–235) and the
Support for the Sovereignty, Integrity,
SUMMARY: This regulation prescribes the Authority and Issuance Democracy, and Economic Stability of
procedures and standard terms and Ukraine Act of 2014 (Pub. L. 113–95).
conditions applicable to loan guarantees ■ Accordingly, part 237 is added to title
The loan guarantees will be issued as
to be issued for the benefit of Ukraine 22, chapter II, of the Code of Federal
provided herein pursuant to a Loan
pursuant to Title III of the Department Regulations, to read as follows:
Guarantee Agreement to be signed in
of State, Foreign Operations, and PART 237—UKRAINE LOAN April 2015, between the United States of
Related Programs Appropriations Act, GUARANTEES ISSUED UNDER THE America and Ukraine (the ‘‘Loan
2015, and the Support for the DEPARTMENT OF STATE, FOREIGN Guarantee Agreement’’). The loan
Sovereignty, Integrity, Democracy, and OPERATIONS, AND RELATED guarantee will apply to sums borrowed
Economic Stability of Ukraine Act of PROGRAMS APPROPRIATIONS ACT during a period beginning on the date
2014. OF 2015, AND THE SUPPORT FOR THE that the Loan Guarantee Agreement
DATES: Effective April 24, 2015. SOVEREIGNTY, INTEGRITY, enters into force and ending thirty days
DEMOCRACY, AND ECONOMIC after such date, not exceeding an
FOR FURTHER INFORMATION CONTACT: D.
STABILITY OF UKRAINE ACT OF aggregate total of one billion United
Bruce McPherson, Office of General
2014—STANDARD TERMS AND States Dollars ($1,000,000,000) in
Counsel, U.S. Agency for International
CONDITIONS principal amount. The loan guarantees
Development, Washington, DC 20523–
shall ensure the Borrower’s repayment
6601; tel. 202–712–1611, fax 202–216–
Sec. of 100% of principal and interest due
3055. 237.01 Purpose. under such borrowings. The full faith
SUPPLEMENTARY INFORMATION: Pursuant 237.02 Definitions. and credit of the United States of
to Title III of the Department of State, 237.03 The Guarantee. America is pledged for the full payment
Foreign Operations, and Related 237.04 Guarantee eligibility.
237.05 Non-impairment of the Guarantee.
and performance of such guarantee
Programs Appropriations Act, 2015 obligations.
237.06 Transferability of Guarantee; Note
rljohnson on DSK7TPTVN1PROD with RULES

(Div. J, Pub. L. 113–235) and the
Support for the Sovereignty, Integrity, Register. § 237.02 Definitions.
237.07 Fiscal Agent obligations.
Democracy, and Economic Stability of 237.08 Event of Default; Application for Wherever used in the standard terms
Ukraine Act of 2014 (Pub. L. 113–95), Compensation; payment. and conditions set out in this part:
the United States of America, acting 237.09 No acceleration of Eligible Notes. Applicant means a Noteholder who
through the U.S. Agency for 237.10 Payment to USAID of excess files an Application for Compensation
International Development, may issue amounts received by a Noteholder. with USAID, either directly or through

VerDate Sep<11>2014 17:15 Apr 22, 2015 Jkt 235001 PO 00000 Frm 00024 Fmt 4700 Sfmt 4700 E:\FR\FM\23APR1.SGM 23APR1
Federal Register / Vol. 80, No. 78 / Thursday, April 23, 2015 / Rules and Regulations 22643

the Fiscal Agent acting on behalf of a Interest Amount means for any Guarantee shall apply to each Eligible
Noteholder. Eligible Note the amount of interest Note registered on the Note Register.
Application for Compensation means accrued on the Principal Amount of
an executed application in the form of such Eligible Note at the applicable § 237.04 Guarantee eligibility.
Appendix A to this part which a Interest Rate. (a) Eligible Notes only are guaranteed
Noteholder, or the Fiscal Agent on Interest Rate means the interest rate hereunder. Notes in order to achieve
behalf of a Noteholder, files with USAID borne by an Eligible Note. Eligible Note status:
pursuant to § 237.08. Loss of Investment means, in respect (1) Must be signed on behalf of the
Borrower means Ukraine. of any Eligible Note, an amount in Borrower, manually or in facsimile, by
Business Day means any day other Dollars equal to the total of the: a duly authorized representative of the
than a day on which banks in New (1) Defaulted Payment unpaid as of Borrower;
York, NY are closed or authorized to be the Date of Application, (2) Must contain a certificate of
closed or a day which is observed as a (2) Further Guaranteed Payments authentication manually executed by
federal holiday in Washington, DC, by unpaid as of the Date of Application, the Fiscal Agent whose appointment by
the United States Government. and the Borrower is consented to by USAID
Date of Application means the date on (3) Interest accrued and unpaid at the in the Fiscal Agency Agreement; and
which an Application for Compensation Interest Rate(s) specified in the Eligible (3) Shall be approved and
is actually received by USAID pursuant Note(s) on the Defaulted Payment and authenticated by USAID by either:
to § 237.15. Further Guaranteed Payments, in each (i) The affixing by USAID on the
Defaulted Payment means, as of any case from the date of default with Notes of a guarantee legend
date and in respect of any Eligible Note, respect to such payment to and incorporating these Standard Terms and
any Interest Amount and/or Principal including the date on which full Conditions signed on behalf of USAID
Amount not paid when due. payment thereof is made to the by either a manual signature or a
Eligible Note(s) means [a] Note[s] Noteholder. facsimile signature of an authorized
meeting the eligibility criteria set out in Note[s] means any debt securities representative of USAID or
§ 237.04. issued by the Borrower. (ii) The delivery by USAID to the
Fiscal Agency Agreement means the Noteholder means the owner of an Fiscal Agent of a guarantee certificate
agreement among USAID, the Borrower Eligible Note who is registered as such incorporating these Standard Terms and
and the Fiscal Agent pursuant to which on the Note Register. Conditions signed on behalf of USAID
the Fiscal Agent agrees to provide fiscal Note Register means the register of by either a manual signature or a
agency and trust services in respect of Eligible Notes required to be maintained facsimile signature of an authorized
the Note[s], a copy of which Fiscal by the Fiscal Agent. representative of USAID.
Agency Agreement shall be made Person means any legal person, (b) The authorized USAID
available to Noteholders upon request to including any individual, corporation, representatives for purposes of the
the Fiscal Agent. partnership, joint venture, association, regulations in this part whose
Fiscal Agent means the bank or trust joint stock company, trust, signature(s) shall be binding on USAID
company or its duly appointed unincorporated organization, or shall include the USAID Chief and
successor under the Fiscal Agency government or any agency or political Deputy Chief Financial Officer;
Agreement which has been appointed subdivision thereof. Assistant Administrator and Deputy,
by the Borrower with the consent of Principal Amount means the Bureau for Economic Growth,
USAID to perform certain fiscal agency principal amount of the Eligible Notes Education, and Environment; Director
and trust services for specified Eligible issued by the Borrower. For purposes of and Deputy Director, Office of
Note[s] pursuant to the terms of the determining the principal amount of the Development Credit; and such other
Fiscal Agency Agreement. Eligible Notes issued by the Borrower, individual(s) designated in a certificate
Further Guaranteed Payments means the principal amount of each Eligible executed by an authorized USAID
the amount of any loss suffered by a Note shall be the stated principal Representative and delivered to the
Noteholder by reason of the Borrower’s amount thereof. Fiscal Agent. The certificate of
failure to comply on a timely basis with USAID means the United States authentication of the Fiscal Agent
any obligation it may have under an Agency for International Development issued pursuant to the Fiscal Agency
Eligible Note to indemnify and hold or its successor. Agreement shall, when manually
harmless a Noteholder from taxes or executed by the Fiscal Agent, be
governmental charges or any expense § 237.03 The Guarantee. conclusive evidence binding on USAID
arising out of taxes or any other Subject to the terms and conditions that an Eligible Note has been duly
governmental charges relating to the set out in this part, the United States of executed on behalf of the Borrower and
Eligible Note in the country of the America, acting through USAID, delivered.
Borrower. guarantees to Noteholders the
Guarantee means the guarantee of Borrower’s repayment of 100 percent of § 237.05 Non-impairment of the Guarantee.
USAID pursuant to this part 237, Title principal and interest due on Eligible After issuance of a Guarantee, that
III of the Department of State, Foreign Notes. Under this Guarantee, USAID Guarantee will be an unconditional, full
Operations, and Related Programs agrees to pay to any Noteholder faith and credit obligation of the United
Appropriations Act, 2015 (Div. J, Pub. L. compensation in Dollars equal to such States of America, and will not be
113–235), and the Support for the Noteholder’s Loss of Investment under affected or impaired by any subsequent
rljohnson on DSK7TPTVN1PROD with RULES

Sovereignty, Integrity, Democracy, and its Eligible Note; provided, however, condition or event. This non-
Economic Stability of Ukraine Act of that no such payment shall be made to impairment of the guarantee provision
2014 (Pub. L. 113–95). any Noteholder for any such loss arising shall not, however, be operative with
Guarantee Payment Date means a out of fraud or misrepresentation for respect to any loss arising out of fraud
Business Day not more than three (3) which such Noteholder is responsible or or misrepresentation for which the
Business Days after the related Date of of which it had knowledge at the time claiming Noteholder is responsible or of
Application. it became such Noteholder. This which it had knowledge at the time it

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22644 Federal Register / Vol. 80, No. 78 / Thursday, April 23, 2015 / Rules and Regulations

became a Noteholder. Moreover, the USAID, the Noteholder or any other giving of notice of such substitution to
Guarantee shall not be affected or party. USAID shall not have the right to each Noteholder by first class mail at
impaired by: pay any amounts in respect of the the address set forth in the Note
(a) Any defect in the authorization, Eligible Notes other than in accordance Register.
execution, delivery or enforceability of with the original payment terms of such
any agreement or other document Eligible Notes. § 237.16 Governing law.
executed by a Noteholder, USAID, the This Guarantee shall be governed by
Fiscal Agent or the Borrower in § 237.10 Payment to USAID of excess
amounts received by a Noteholder. and construed in accordance with the
connection with the transactions laws of the United States of America
contemplated by this Guarantee or If a Noteholder shall, as a result of
USAID paying compensation under this governing contracts and commercial
(b) The suspension or termination of transactions of the United States
the program pursuant to which USAID Guarantee, receive an excess payment, it
shall refund the excess to USAID. Government.
is authorized to guarantee the Eligible
Notes. Appendix A to Part 237—Application
§ 237.11 Subrogation of USAID.
for Compensation
§ 237.06 Transferability of Guarantee; Note In the event of payment by USAID to
Register. a Noteholder under this Guarantee, United States Agency for International
A Noteholder may assign, transfer or USAID shall be subrogated to the extent Development
pledge an Eligible Note to any Person. of such payment to all of the rights of Washington, DC 20523
Any such assignment, transfer or pledge such Noteholder against the Borrower
Ref: Guarantee dated as of llll,
shall be effective on the date that the under the related Note.
20ll:
name of the new Noteholder is entered
§ 237.12 Prosecution of claims. Gentlemen: You are hereby advised that
on the Note Register. USAID shall be
After payment by USAID to an payment of $lll (consisting of $lll of
entitled to treat the Persons in whose
Applicant hereunder, USAID shall have principal, $lll of interest and $lll in
names the Eligible Notes are registered
exclusive power to prosecute all claims Further Guaranteed Payments, as defined in
as the owners thereof for all purposes of § 237.02 of the Standard Terms and
this Guarantee and USAID shall not be related to rights to receive payments
under the Eligible Notes to which it is Conditions of the above-mentioned
affected by notice to the contrary. Guarantee) was due on llllll, 20ll,
thereby subrogated. If a Noteholder
§ 237.07 Fiscal Agent obligations. on $lll Principal Amount of Notes issued
continues to have an interest in the
Failure of the Fiscal Agent to perform by Ukraine (the ‘‘Borrower’’) held by the
outstanding Eligible Notes, such a
any of its obligations pursuant to the undersigned. Of such amount $lll was
Noteholder and USAID shall consult
Fiscal Agency Agreement shall not not received on such date and has not been
with each other with respect to their received by the undersigned at the date
impair any Noteholder’s rights under respective interests in such Eligible hereof. In accordance with the terms and
this Guarantee, but may be the subject Notes and the manner of and provisions of the above-mentioned
of action for damages against the Fiscal responsibility for prosecuting claims. Guarantee, the undersigned hereby applies,
Agent by USAID as a result of such
§ 237.13 Change in agreements. under § 237.08 of said Guarantee, for
failure or neglect. A Noteholder may payment of $lll, representing $lll,
appoint the Fiscal Agent to make No Noteholder will consent to any
the Principal Amount of the presently
demand for payment on its behalf under change or waiver of any provision of
outstanding Note(s) of the Borrower held by
this Guarantee. any document contemplated by this
the undersigned that was due and payable on
Guarantee without the prior written lll and that remains unpaid, and $lll,
§ 237.08 Event of Default; Application for consent of USAID.
Compensation; payment. the Interest Amount on such Note(s) that was
At any time after an Event of Default, § 237.14 Arbitration. due and payable by the Borrower on lll
as this term is defined in an Eligible Any controversy or claim between and that remains unpaid, and $lll in
Further Guaranteed Payments,1 plus accrued
Note, any Noteholder hereunder, or the USAID and any Noteholder arising out
and unpaid interest thereon from the date of
Fiscal Agent on behalf of a Noteholder of this Guarantee shall be settled by
default with respect to such payments to and
hereunder, may file with USAID an arbitration to be held in Washington, DC
including the date payment in full is made
Application for Compensation in the in accordance with the then prevailing
by you pursuant to said Guarantee, at the rate
form provided in Appendix A to this rules of the American Arbitration
of ll % per annum, being the rate for such
part. USAID shall pay or cause to be Association, and judgment on the award interest accrual specified in such Note. Such
paid to any such Applicant any rendered by the arbitrators may be payment is to be made at [state payment
compensation specified in such entered in any court of competent instructions of Noteholder or Fiscal Agent, as
Application for Compensation that is jurisdiction. applicable].
due to the Applicant pursuant to the All capitalized terms herein that are not
§ 237.15 Notice.
Guarantee as a Loss of Investment not otherwise defined shall have the meanings
later than the Guarantee Payment Date. Any communication to USAID
assigned to such terms in the Standard Terms
In the event that USAID receives any pursuant to this Guarantee shall be in
and Conditions of the above-mentioned
other notice of an Event of Default, writing in the English language, shall
Guarantee.
USAID may pay any compensation that refer to the Ukraine Loan Guarantee
Number inscribed on the Eligible Note [Name of Applicant]
is due to any Noteholder pursuant to a By: lllllllllllllllllll
Guarantee, whether or not such and shall be complete on the day it shall
Name: lllllllllllllllll
rljohnson on DSK7TPTVN1PROD with RULES

Noteholder has filed with USAID an be actually received by USAID at the
Title: llllllllllllllllll
Application for Compensation in Office of Development Credit, Bureau
Dated: lllllllllllllllll
respect of such amount. for Economic Growth, Education and
Environment, United States Agency for 1 In the event the Application for Compensation
§ 237.09 No acceleration of Eligible Notes. International Development, Washington, relates to Further Guaranteed Payments, such
Eligible Notes shall not be subject to DC 20523–0030. Other addresses may be Application must also contain a statement of the
acceleration, in whole or in part, by substituted for the above upon the nature and circumstances of the related loss.

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Document Created: 2015-12-16 08:41:29
Document Modified: 2015-12-16 08:41:29
Category		Regulatory Information
Collection		Federal Register
sudoc Class		AE 2.7: GS 4.107: AE 2.106:
Publisher		Office of the Federal Register, National Archives and Records Administration
Section		Rules and Regulations
Action		Final rule.
Dates		Effective April 24, 2015.
Contact		D. Bruce McPherson, Office of General Counsel, U.S. Agency for International Development, Washington, DC 20523-6601; tel. 202-712-1611, fax 202-216-3055.
FR Citation		80 FR 22642
CFR Associated		Foreign Aid; Foreign Relations; Guaranteed Loans and Loan Programs-Foreign Relations