Common use of Assignments of Earnings and Insurances Clause in Contracts

Assignments of Earnings and Insurances. On the Closing Date, each Credit Party which owns a Mortgaged Vessel on such date shall have duly authorized, executed and delivered an Assignment of Earnings in form and substance satisfactory to the Administrative Agent (as modified, supplemented or amended from time to time, the “Assignments of Earnings”) and an Assignment of Insurances in form and substance satisfactory to the Administrative Agent (as modified, supplemented or amended from time to time, the “Assignments of Insurances”), together covering all of such Credit Party’s present and future Earnings and Insurance Collateral, in each case together with: (a) proper Financing Statements (Form UCC-1) fully executed for filing under the UCC or in other appropriate filing offices of each jurisdiction as may be necessary or, in the opinion of the Collateral Agent, desirable to perfect the security interests purported to be created by the Assignment of Earnings and the Assignment of Insurances; (b) certified copies of Requests for Information or Copies (Form UCC-11), or equivalent reports, listing all effective financing statements that name any Credit Party as debtor and that are filed in the jurisdictions referred to in Section 5.14(a) above, together with copies of such other financing statements (none of which shall cover the Collateral except to the extent evidencing Permitted Liens unless in respect of which the Collateral Agent shall have received Form UCC-3 Termination Statements (or such other termination statements as shall be required by local law) fully executed for filing if required by applicable laws); and (c) evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable to perfect and protect the security interests purported to be created by the Assignment of Earnings and the Assignment of Insurances have been taken.

Assignments of Earnings and Insurances. On the Closing each Borrowing Date, each Credit Party which owns is consummating a Mortgaged Vessel Acquisition on such date shall have duly authorized, executed and delivered an (x) a Primary Assignment of Earnings in the form and substance satisfactory to the Administrative Agent of Exhibit I-1 (as modified, supplemented or amended from time to time, the “"Primary Assignments of Earnings”") and an a Primary Assignment of Insurances in the form and substance satisfactory to the Administrative Agent of Exhibit I-2 (as modified, supplemented or amended from time to time, the “"Primary Assignments of Insurances”"), together covering all of such Credit Party’s 's present and future Primary Earnings and Insurance Collateral, and, if such Borrowing Date occurs on or after the SPTL Initial Borrowing Date, (y) a Second Priority Assignment of Earnings and Second Priority Assignment of Insurances, together covering all of such Credit Party's present and future Second Priority Earnings and Insurance Collateral, in each case together with: (ai) proper Financing Statements (Form UCC-1) fully executed for filing under the UCC or in other appropriate filing offices of each jurisdiction as may be necessary or, in the reasonable opinion of the Collateral Agent, desirable to perfect the security interests purported to be created by (x) the Primary Assignment of Earnings and the Primary Assignment of Insurances and (y) to the extent applicable, the Second Priority Assignment of Earnings and Second Priority Assignment of Insurances; (bii) certified copies of Requests for Information or Copies (Form UCC-11), or equivalent reports, listing all effective financing statements that name any Credit Party as debtor and that are filed in the jurisdictions referred to in Section 5.14(a5.02(c)(i) above, Section 5B.03(i) of the $165MM Credit Agreement and Section 5.09(i) of the $300MM Credit Agreement, together with copies of such other financing statements (none of which shall cover (x) the Secondary Collateral, as applicable, except to the extent evidencing Permitted Liens (as defined in each of the Existing Credit Agreements) or (y) the Primary Collateral except to the extent evidencing Permitted Liens unless in respect of which the Collateral Agent shall have received Form UCC-3 Termination Statements (or such other termination statements as shall be required by local law) fully executed for filing if required by applicable laws); and (ciii) evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable to perfect and protect the security interests purported to be created by (x) the Primary Assignment of Earnings and the Primary Assignment of Insurances and (y) to the extent applicable, the Second Priority Assignment of Earnings and Second Priority Assignment of Insurances have been taken.

Assignments of Earnings and Insurances. On the Closing Date, each Credit Party which owns a Mortgaged Vessel on such date shall have duly authorized, executed and delivered an Assignment of Earnings in form and substance satisfactory to the Administrative Agent Lenders (as modified, supplemented or amended from time to time, the “Assignments of Earnings”) and an Assignment of Insurances in form and substance satisfactory to the Administrative Agent Lenders (as modified, supplemented or amended from time to time, the “Assignments of Insurances”), together covering all of such Credit Party’s present and future Earnings and Insurance Collateral, in each case together with: (a) proper Financing Statements (Form UCC-1) fully executed (if applicable) for filing under the UCC or in other appropriate filing offices of each jurisdiction as may be necessary or, in the opinion of the Collateral Agent, or desirable to perfect the security interests purported to be created by the Assignment of Earnings and the Assignment of Insurances; (b) certified copies of Requests for Information or Copies (Form UCC-11), or equivalent reports, listing all effective financing statements that name any Credit Party as debtor and that are filed in the jurisdictions referred to in Section 5.14(a) above, together with copies of such other financing statements (none of which shall cover the Collateral except to the extent evidencing Permitted Liens unless in respect of which the Collateral Agent shall have received Form UCC-3 Termination Statements (or such other termination statements as shall be required by local law) fully executed for filing if required by applicable laws); and (c) evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, or desirable to perfect and protect the security interests purported to be created by the Assignment of Earnings and the Assignment of Insurances have been taken.

Assignments of Earnings and Insurances. On the Closing Initial Borrowing Date, each Credit Party which owns a Mortgaged Vessel on such date shall have duly authorized, executed and delivered an Assignment of Earnings in the form and substance satisfactory to the Administrative Agent of Exhibit G (as modified, supplemented or amended from time to time, the “Assignments of Earnings”) and an Assignment of Insurances in the form and substance satisfactory to the Administrative Agent of Exhibit H (as modified, supplemented or amended from time to time, the “Assignments of Insurances”), together covering all of such Credit Party’s present and future Earnings and Insurance Collateral, in each case together with: (a) proper Financing Statements (Form UCC-1) fully executed for filing under the UCC or in other appropriate filing offices of each jurisdiction as may be necessary or, in the reasonable opinion of the Collateral Agent, desirable to perfect the security interests purported to be created by the Assignment of Earnings and the Assignment of Insurances; (b) certified copies of Requests for Information or Copies (Form UCC-11), or equivalent reports, listing all effective financing statements that name any Credit Party as debtor and that are filed in the jurisdictions referred to in Section 5.14(a) above, together with copies of such other financing statements (none of which shall cover the Collateral except to the extent evidencing Permitted Liens unless in respect of which the Collateral Agent shall have received Form UCC-3 Termination Statements (or such other termination statements as shall be required by local law) fully executed for filing if required by applicable laws); and (c) evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable to perfect and protect the security interests purported to be created by the Assignment of Earnings and the Assignment of Insurances have been taken.

Assignments of Earnings and Insurances. On the Closing Initial Borrowing Date, each Credit Party which owns a Mortgaged Vessel on such date shall have duly authorized, executed and delivered an Assignment of Earnings in the form and substance satisfactory to the Administrative Agent of Exhibit H (as modified, supplemented or amended from time to time, the “Assignments of Earnings”) and an a Assignment of Insurances in the form and substance satisfactory to the Administrative Agent of Exhibit I (as modified, supplemented or amended from time to time, the “Assignments of Insurances”), together covering all of such Credit Party’s present and future Earnings and Insurance Collateral, in each case together with: (a) proper Financing Statements (Form UCC-1) fully executed for filing under the UCC or in other appropriate filing offices of each jurisdiction as may be necessary or, in the reasonable opinion of the Collateral Agent, desirable to perfect the security interests purported to be created by the Assignment of Earnings and the Assignment of Insurances; (b) certified copies of Requests for Information or Copies (Form UCC-11), or equivalent reports, listing all effective financing statements that name any Credit Party as debtor and that are filed in the jurisdictions referred to in Section 5.14(a) above, together with copies of such other financing statements (none of which shall cover the Collateral except to the extent evidencing Permitted Liens unless in respect of which the Collateral Agent shall have received Form UCC-3 Termination Statements (or such other termination statements as shall be required by local law) fully executed for filing if required by applicable laws); and (c) evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable to perfect and protect the security interests purported to be created by the Assignment of Earnings and the Assignment of Insurances have been taken.

Assignments of Earnings and Insurances. On the Closing Effective Date, each Credit Party which owns a Mortgaged Vessel on such date shall have duly authorized, executed and delivered an Assignment of Earnings in the form and substance satisfactory to the Administrative Agent of Exhibit G (as modified, supplemented or amended from time to time, the “Assignments of Earnings”) and an Assignment of Insurances in the form and substance satisfactory to the Administrative Agent of Exhibit H (as modified, supplemented or amended from time to time, the “Assignments of Insurances”), together covering all of such Credit Party’s present and future Earnings and Insurance Collateral, in each case together with: (a) proper an authorization to the Administrative Agent to file Financing Statements (Form UCC-1) fully executed for filing under the UCC or in other appropriate filing offices of each jurisdiction as may be necessary or, in the reasonable opinion of the Collateral Agent, desirable to perfect the security interests purported to be created by the Assignment of Earnings and the Assignment of Insurances; (b) certified copies of Requests for Information or Copies (Form UCC-11), or equivalent reports, listing all effective financing statements that name any Credit Party as debtor and that are filed in the jurisdictions referred to in Section 5.14(a) above, together with copies of such other financing statements (none of which shall cover the Collateral except to the extent evidencing Permitted Liens unless in respect of which the Collateral Agent shall have received been authorized by the secured party thereunder to file Form UCC-3 Termination Statements (or such other termination statements as shall be required by local law) fully executed for filing if required by applicable laws); and (c) evidence that all other actions necessary or, in the reasonable opinion of the Collateral Agent, desirable to perfect and protect the security interests purported to be created by the Assignment of Earnings and the Assignment of Insurances have been taken.