Adventure Two S. A., established in Majuro, Mxxxxxxx Islands, Adventure Three S.A., established in Majuro, Mxxxxxxx Islands, hereinafter (together and individually) referred to as ‘the Borrower’,
Adventure Two S. A., established in Majuro, Marshall Islands, hereinafter referred to as 'the Borrower',
Adventure Two S. A., a company incorporated under the laws of the Xxxxxxxx Islands;
Adventure Two S. A. is the sole owner of the vessel known as the "Free Destiny" (the "FREE DESTINY"), free and clear of all Liens. The Free Destiny, (i) is a diesel motor vessel having 25,321 deadweight tons, 16,282 gross tons, official number 2077 built in Bulgaria, in 1982, (ii) has been documented in the name of Adventure Two S.A. under the name "Free Destiny" pursuant to the laws of the Republic of The Marshall Islands, with its port of documentation at Majuro, Marshall Islands, (iii) has been classified LRS + 100 A1 Xxxkcarrier Class 3 in Lloyds Register of Shipping and, as of the date hereof, is in class without recommendation; and (iv) is covered by hull and machinery, war risk and protection and indemnity insurance; and
Adventure Two S. A. has good title to Free Destiny and is duly documented in the name of Adventure Two S.A. under the laws and flag of the Xxxxxxxx Islands, and Adventure Two S.A. shall document the Free Destiny in its name under the laws and flag of Liberia on or about the Effective Date, such change in flag having been consented by the Lender;
Adventure Two S. A., a company incorporated and existing under the laws of the Mxxxxxxx Islands, having its registered office at Ajeltake Road, Ajeltake Island, Majuro, Mxxxxxxx Islands MH96960 (the “Assignor”); and
Adventure Two S. A. is the owner of the Free Destiny. As part of the security relating to the financing for the Free Destiny, Adventure is a party to a Pledge Agreement, pledging all of its shares of Adventure Two as security for the Note used to purchase the Free Destiny. SCHEDULE 3.3
Adventure Two S. A. Name of Insurer Type of Coverage Amount of Coverage(1) Premium(1) Expiration Date Hellenic War Risks War Risks 12/31/05 The American Club Protection & Indemnity 2/20/06 Wxxxxx Marine Risks 10/3/05 DSI Hull & Machinery 10/0/00 Xxxxxxxx Xxxxx Xxxx & Machinery 10/3/05 Adventure Three S.A. Name of Insurer Type of Coverage Amount of Coverage(1) Premium(1) Expiration Date Hellenic War Risks War Risks Hull 12/31/05 The American Club Protection & Indemnity 2/20/06 Wxxxxx Marine Risks 10/3/05 DSI Hull & Machinery 10/0/00 Xxxxxxxx Xxxxx Xxxx & Machinery 10/3/05
Adventure Two S. A. ____________________________ Xxxxxx X. Gourdomichalis (Director) ____________________________ Ion Varouxakis (Director) ACKNOWLEDGEMENT OF MORTGAGE REPUBLIC OF GREECE ) } )ss: ) CITY OF PIRAEUS )
Adventure Two S. A. (hereinafter referred to as the Assignor) hereby irrevocably assigns to Corner Bank Ltd. (hereinafter referred to as the Bank), by way of guarantee of all the obligations, direct and indirect, which the Assignor has undertaken or may undertake towards the Bank, for any reason or cause whatsoever (such as, for example, advances in current account, discounting of commercial paper, fidejussions, interest, commissions, purchase and sale of securities, charges, etc., without exclusion or exception, with express mention that the guarantee provided for as above shall also be extended to obligations which may already be otherwise guaranteed), the credits specified apart, according to the separate lists, together with all the rights which support them and with the relative accrued and accruing interest. The Assignor hereby represents that these credits are juridically legitimate and undertakes every guarantee relative to the amount and to the collectability thereof. For the afore-said irrevocable assignment of credits, the Bank shall be entitled to make claim upon such credits, to collect principal and interest upon maturity, grant deferments, as well as to proceed with any formality and take suitable measures to safeguard such credits, without the exercising of such rights involving any liability whatsoever for the Bank. The Assignor hereby undertakes to provide the Bank, upon request thereof, with other guarantees in the event the margin of coverage, at the sole discretion of the Bank, be insufficient, or if, on account of other reasons, the collection of the assigned credits should be compromised; should any of these circumstances arise, the Assignor hereby undertakes to inform the Bank. The Assignor hereby undertakes to notify the relative debtors, by registered mail, of the irrevocable assignment of their credits in favour of the Bank, to provide the Bank with proof of such notification and to pay to the Bank any and every sum which may be paid to the Assignor against the credits assigned hereunder. The Assignor hereby also authorizes the Bank to notify the relative debtors of the irrevocable assignment of their credits, warning them to pay their debt(s) solely into the hands of the Bank, and to receive partial or total payments from the debtors, issuing valid receipt and giving credit thereof to the customer. The Assignor shall immediately inform the Bank, by registered mail, of any change of address from the current one, in the absence of which the Bank s...
