Conditions Precedent and Subsequent. 8.1 Initial conditions precedent (a) The Sellers may not deliver the first Payment Notice unless the Buyers have received all the documents and other evidence listed in Part I (Initial conditions precedent) of Schedule 1 (Conditions precedent and subsequent) hereto in form and substance satisfactory to the Buyers. (b) The Buyers shall only be obliged to make a payment in respect of the Payment Notice referred to in paragraph (a) above if: (i) no Potential MOA Termination Event or MOA Termination Event has occurred and is continuing or would result from such payment; (ii) the Repeating Representations are true in all material respects as if made on the date of the relevant Payment Notice and the actual date of payment; and (iii) the Buyers have not received any notice referred to under Clause 12. (c) The Buyers shall, no later than 3 Business Days after the date of this Agreement, provide the Sellers with: (i) evidence that all necessary corporate, shareholder and other action has been taken by the Buyers to authorise the execution, delivery and performance of this Agreement; and (ii) if applicable, power of attorney of the Buyers appointing one or more representatives to act on behalf of the Buyers in the performance of this Agreement, duly notarially attested and legalised or apostilled (as applicable). (d) The Buyers shall, on or before the Scheduled Delivery Date, provide the Sellers with any documents as may be required by the Flag State for the purpose of registering the title of the Vessel in the name of the Buyers.
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Samples: Memorandum of Agreement (Himalaya Shipping Ltd.), Memorandum of Agreement (Himalaya Shipping Ltd.), Memorandum of Agreement (Himalaya Shipping Ltd.)
Conditions Precedent and Subsequent. 8.1 Initial conditions precedent
(a) The Sellers may not deliver the first Payment Notice unless the Buyers have received all the documents and other evidence listed in Part I (Initial conditions precedent) of Schedule 1 (Conditions precedent and subsequent) hereto in form and substance satisfactory to the Buyers.
(b) The Buyers shall only be obliged to make a payment in respect of the Payment Notice referred to in paragraph (a) above if:
(i) no Potential MOA Termination Event or MOA Termination Event has occurred and is continuing or would result from such payment; and
(ii) the Repeating Representations are true in all material respects as if made on the date of the relevant Payment Notice and the actual date of payment.
8.2 Instalment conditions precedent
(a) on or before the Sellers' delivery of the relevant Payment Notice, the Buyers have received all the documents and other evidence listed in Part II (Instalment conditions precedent) of Schedule 1 (Conditions precedent and subsequent) hereto in form and substance satisfactory to the Buyers (or evidence satisfactory to the Buyers that they shall, on the date of such payment, receive such documents or evidence);
(iib) no MOA Termination Event has occurred and is continuing or would result from the payment of that Instalment;
(c) the Repeating Representations are true in all material respects as if made on the date of the relevant Payment Notice and the actual date of payment; and
(iii) the Buyers have not received any notice referred to under Clause 12.
(c) The Buyers shall, no later than 3 Business Days after the date of this Agreement, provide the Sellers with:
(i) evidence that all necessary corporate, shareholder and other action has been taken by the Buyers to authorise the execution, delivery and performance of this Agreement; and
(ii) if applicable, power of attorney of the Buyers appointing one or more representatives to act on behalf of the Buyers in the performance of this Agreement, duly notarially attested and legalised or apostilled (as applicable).
(d) The Buyers shallno event of default (however described) has occurred under the Building Contract, on the Refund Guarantee, any Sub-Charter or before the Scheduled Delivery Date, provide the Sellers with any documents as may be required by the Flag State for the purpose of registering the title of the Vessel in the name of the Buyersother Project Documents.
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Conditions Precedent and Subsequent. 8.1 Initial conditions precedent
(a) The Sellers may not deliver the first Payment Notice unless the Buyers have received all the documents and other evidence listed in Part I (Initial conditions precedent) of Schedule 1 (Conditions precedent and subsequent) hereto in form and substance satisfactory to the Buyers.
(b) The Buyers shall only be obliged to make a payment in respect of the Payment Notice referred to in paragraph (a) above if:
(i) no Potential MOA Termination Event or MOA Termination Event has occurred and is continuing or would result from such payment; and
(ii) the Repeating Representations are true in all material respects as if made on the date of the relevant Payment Notice and the actual date of payment.
8.2 Instalment conditions precedent The Buyers will only be obliged to make a payment in respect of an Instalment (other than the Delivery Instalment and the Extra Amount Instalment) if:
(a) on or before the Sellers' delivery of the relevant Payment Notice, the Buyers have received all the documents and other evidence listed in Part II (Instalment conditions precedent) of Schedule 1 (Conditions precedent and subsequent) hereto in form and substance satisfactory to the Buyers (or evidence satisfactory to the Buyers that they shall, on the date of such payment, receive such documents or evidence);
(iib) no MOA Termination Event has occurred and is continuing or would result from the payment of that Instalment;
(c) the Repeating Representations are true in all material respects as if made on the date of the relevant Payment Notice and the actual date of payment; and
(iii) the Buyers have not received any notice referred to under Clause 12.
(c) The Buyers shall, no later than 3 Business Days after the date of this Agreement, provide the Sellers with:
(i) evidence that all necessary corporate, shareholder and other action has been taken by the Buyers to authorise the execution, delivery and performance of this Agreement; and
(ii) if applicable, power of attorney of the Buyers appointing one or more representatives to act on behalf of the Buyers in the performance of this Agreement, duly notarially attested and legalised or apostilled (as applicable).
(d) The Buyers shallno event of default (however described) has occurred under the Building Contract, on the Refund Guarantee, any Sub-Charter or before the Scheduled Delivery Date, provide the Sellers with any documents as may be required by the Flag State for the purpose of registering the title of the Vessel in the name of the Buyersother Project Documents.
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