Common use of Conditions Precedent and Subsequent Clause in Contracts

Conditions Precedent and Subsequent. The effectiveness of this First Amendatory Agreement shall be subject to the completion, to the satisfaction of the Agent, of the following conditions precedent and subsequent: (a) On or before 5:00 p.m. New York City time on December 30, 2011 (in the case of subparagraphs (i) and (ii) below) and January 10, 2012 (in the case of subparagraph (iii), (iv) and (v) below) (each, a “Conditions Precedent Deadline”), the Agent shall have received: (i) a copy (with the original to follow) of this First Amendatory Agreement, duly executed by the parties hereto; (ii) copies of certificates dated as of a date not more than five (5) Business Days prior to the Conditions Precedent Deadline, certifying that each of the Borrower and the Guarantor is duly incorporated or formed and in good standing under the laws of its jurisdiction of incorporation or formation; (iii) copies of resolutions of the directors of each of the Borrower and the Guarantor authorizing the execution of this First Amendatory Agreement and all other documents required hereby to which the Borrower or the Guarantor is to be a party, in each case certified as of a date not more than five (5) Business Days prior to the Conditions Precedent Deadline by an officer of such party as being a true and correct copy thereof; (iv) a copy (with the original to follow) of any power of attorney under which this First Amendatory Agreement and of all other documents required hereby is to be executed on behalf of the Borrower or the Guarantor; and (v) an amendment fee equal to 0.25% of the Loan as of the date of this First Amendatory Agreement. (b) On or before 5:00 p.m. New York City time on January 20, 2012 (the “Conditions Subsequent Deadline”), the Agent shall have received favorable legal opinions from lawyers appointed by the Borrower on such matters concerning the laws of such relevant jurisdictions as the Agent may require.

Conditions Precedent and Subsequent. The effectiveness of this First Amendatory Agreement shall be subject to the completion, to the satisfaction of the Agent, of the following conditions precedent and subsequent: (a) On or before 5:00 p.m. New York City time on December 30, 2011 (in the case of subparagraphs (i), (ii), (iv) and (iiv) below) and January 10, 2012 (in the case of subparagraph (iii), (iv) and (v) below) (each, a “Conditions Precedent Deadline”), the Agent shall have received: (i) a copy (with the original to follow) of this First Amendatory Agreement, duly executed by the parties hereto; (ii) copies of certificates dated as of a date not more than five (5) Business Days prior to the Conditions Precedent Deadline, certifying that the Borrower and each of the Borrower and the Guarantor Guarantors is duly incorporated or formed and in good standing under the laws of its jurisdiction of incorporation or formation; (iii) copies of resolutions of the directors of each and, if necessary, the shareholders of the Borrower and each of the Guarantor Guarantors authorizing the execution of this First Amendatory Agreement and all other documents required hereby to which the Borrower or the that Guarantor is to be a party, in each case certified as of a date not more than five (5) Business Days prior to the Conditions Precedent Deadline by an officer of such party as being a true and correct copy thereof; (iv) a copy (with the original to follow) of any power of attorney under which this First Amendatory Agreement and of all other documents required hereby is to be executed on behalf of the Borrower or the a Guarantor; and (v) an amendment fee equal to 0.25% of the Loan as of the date of this First Amendatory Agreement$332,428.29. (b) On or before 5:00 p.m. New York City time on January 10, 2012 (in the case of subparagraph (i) below) and January 20, 2012 (in the case of subparagraphs (ii) and (iii) below) (each, a “Conditions Subsequent Deadline”), the Agent shall have received received: (i) a valuation of the Fair Market Value of each Ship, dated not earlier than December 15, 2011, based on the average of two (2) valuations each prepared and addressed to the Agent by an Approved Broker; (ii) an original addendum to the Mortgage in respect of each of the Ships, each such addendum to be in form and substance satisfactory to the Agent and duly executed by the parties thereto, together with documentary evidence that such addendum has been duly recorded according to the laws of the Republic of The Xxxxxxxx Islands; and (iii) favorable legal opinions from lawyers appointed by the Borrower on such matters concerning the laws of such relevant jurisdictions as the Agent may require.

Conditions Precedent and Subsequent. The effectiveness of this First Second Amendatory Agreement shall be subject to the completion, to the satisfaction of the Agent, of the following conditions precedent and subsequent: (a) On or before 5:00 p.m. New York City time on December 30, 2011 (in the case of subparagraphs (i), (ii), (iv) and (iiv) below) and January 10, 2012 (in the case of subparagraph (iii), (iv) and (v) below) (each, a “Conditions Precedent Deadline”), the Agent shall have received: (i) a copy (with the original to follow) of this First Second Amendatory Agreement, duly executed by the parties hereto; (ii) copies of certificates dated as of a date not more than five (5) Business Days prior to the Conditions Precedent Deadline, certifying that the Borrower and each of the Borrower and the Guarantor Guarantors is duly incorporated or formed and in good standing under the laws of its jurisdiction of incorporation or formation; (iii) copies of resolutions of the directors of each and, if necessary, the shareholders of the Borrower and each of the Guarantor Guarantors authorizing the execution of this First Second Amendatory Agreement and all other documents required hereby to which the Borrower or the that Guarantor is to be a party, in each case certified as of a date not more than five (5) Business Days prior to the Conditions Precedent Deadline by an officer of such party as being a true and correct copy thereof; (iv) a copy (with the original to follow) of any power of attorney under which this First Second Amendatory Agreement and of all other documents required hereby is to be executed on behalf of the Borrower or the a Guarantor; and (v) an amendment fee equal to 0.25% of the Loan as of the date of this First Amendatory Agreement$373,294.71. (b) On or before 5:00 p.m. New York City time on January 10, 2012 (in the case of subparagraph (i) below) and January 20, 2012 (in the case of subparagraphs (ii) and (iii) below) (each, a “Conditions Subsequent Deadline”), the Agent shall have received received: (i) a valuation of the Fair Market Value of each Ship, dated not earlier than December 15, 2011, based on the average of two (2) valuations each prepared and addressed to the Agent by an Approved Broker; (ii) an original addendum to the Mortgage in respect of each of the Ships, each such addendum to be in form and substance satisfactory to the Agent and duly executed by the parties thereto, together with documentary evidence that such addendum has been duly recorded according to the laws of the Republic of The Xxxxxxxx Islands; and (iii) favorable legal opinions from lawyers appointed by the Borrower on such matters concerning the laws of such relevant jurisdictions as the Agent may require.