Common use of Consummation of the Refinancing Clause in Contracts

Consummation of the Refinancing. (a) On or prior to the Initial Borrowing Date and concurrently with the incurrence of Loans, all Indebtedness (other than Indebtedness otherwise allowed pursuant to Section 10.04) of the U.S. Borrower and its Subsidiaries (including the Target and its Subsidiaries) shall have been repaid in full, together with all fees and other amounts owing thereon. (b) On the Initial Borrowing Date and concurrently with the incurrence of Loans on such date, all security interests in respect of, and Liens securing, the Indebtedness to be refinanced pursuant to the Refinancing created pursuant to the security documentation relating thereto shall be terminated and released, and the Administrative Agent shall have received all such releases as may have been reasonably requested by the Administrative Agent, which releases shall be in form and substance reasonably satisfactory to the Administrative Agent. (c) The Administrative Agent shall have received evidence in form, scope and substance reasonably satisfactory to it that the matters set forth in this Section 6.07 have been satisfied on the Initial Borrowing Date.

Consummation of the Refinancing. (a) On or prior to the Initial Borrowing Date and concurrently with the incurrence of Bridge Loans, all Indebtedness (and other than Indebtedness otherwise allowed pursuant to Section 10.04) amounts owing by certain of the U.S. Borrower Borrower’s Subsidiaries under that certain Loan Agreement, dated as of February 1, 2016, by and its Subsidiaries (including among Xxxxxxxxxxxx San Xxxx, LLC, certain guarantors party thereto, the Target financial institutions from time to time party thereto as lenders and its Subsidiaries) shall have been repaid in fullThe Bank of Tokyo-Mitsubishi UFJ, LTD as the administrative agent, together with all fees and other amounts owing thereonthereon shall be repaid and such agreement shall be terminated. (b) On the Initial Borrowing Date and concurrently with the incurrence of Bridge Loans on such date, all security interests in respect of, and Liens securing, the Indebtedness to be refinanced pursuant to the Refinancing created pursuant to the security documentation relating thereto shall be terminated and released, and the Administrative Agent shall have received all such releases as may have been reasonably requested by the Administrative Agent, which releases shall be in form and substance reasonably satisfactory to the Administrative Agent. (c) The Administrative Agent shall have received evidence in form, scope and substance reasonably satisfactory to it that the matters set forth in this Section 6.07 6.06 have been satisfied on the Initial Borrowing Date.

Consummation of the Refinancing. (a) On or prior to the Initial Borrowing Date and concurrently with the incurrence of Loans, all Indebtedness (other than Indebtedness otherwise allowed pursuant to Section 10.04) of the U.S. Borrower and in respect of its Subsidiaries 10.75% senior secured notes due 2018 (including the Target all fees and its Subsidiariesexpenses incurred in connection therewith) shall have been repaid in full, together with all fees and other amounts owing thereon. (b) On the Initial Borrowing Date and concurrently with the incurrence of Loans on such date, all security interests in respect of, and Liens securing, the Indebtedness to be refinanced pursuant to the Refinancing created pursuant to the security documentation relating thereto shall be terminated and released, and the Administrative Agent shall have received all such releases as may have been reasonably requested by the Administrative Agent, which releases shall be in form and substance reasonably satisfactory to the Administrative Agent. (c) The Administrative Agent shall have received evidence in form, scope and substance reasonably satisfactory to it that the matters set forth in this Section 6.07 6.06 have been satisfied on the Initial Borrowing Date.

Consummation of the Refinancing. (a) On The Administrative Agent shall have received satisfactory evidence that the Refinancing has been, or prior to the Initial Borrowing Date and concurrently substantially simultaneously with the incurrence of LoansEffective Date will be, all Indebtedness (other than Indebtedness otherwise allowed pursuant to Section 10.04) of the U.S. Borrower consummated and its Subsidiaries (including the Target and its Subsidiaries) shall have been repaid in full, together with all fees and other amounts owing thereon. (b) On the Initial Borrowing Date and concurrently with the incurrence of Loans on such date, that all security interests in respect of, and Liens securing, the Indebtedness to be refinanced pursuant to under the Refinancing PFA and/or the Temporary Importation Bond Facilities created pursuant to the security documentation relating thereto shall be have been terminated and releasedreleased (or releases in respect of such Liens shall have been delivered to the Administrative Agent), and the Administrative Agent shall have received all such releases as may have been reasonably requested by the Administrative Agent, which releases shall be in form and substance reasonably satisfactory to the Administrative Agent. (c) The . Without limiting the foregoing, there shall have been delivered to the Administrative Agent (i) the Form UCC-3 Termination Statements required pursuant to the definition of “Collateral and Guaranty Requirements”, (ii) terminations or releases of all mortgages and (iii) reassignments of insurances and charter hire, drilling contracts, revenues and earnings, as applicable, in each case, to secure the obligations under the Existing PFA, all of which shall have received evidence be in form, scope form and substance reasonably satisfactory to it that the matters set forth in this Section 6.07 have been satisfied on the Initial Borrowing DateAdministrative Agent.