Common use of Determinations Relating to Collateral Clause in Contracts

Determinations Relating to Collateral. In the event (i) the Trustee or the Collateral Trustee shall receive any written request from the Co-Issuers or any Mortgaged Vessel Guarantor under any Security Document for consent or approval with respect to any matter or thing relating to any Collateral or the obligations of the Co-Issuers or such Mortgaged Vessel Guarantor with respect thereto or (ii) there shall be required from the Collateral Trustee under the provisions of any Security Document any performance or the delivery of any instrument or (iii) the Trustee or the Collateral Trustee shall become aware of any nonperformance by the Co-Issuers or any Mortgaged Vessel Guarantor of any covenant or any breach of any representation or warranty of the Co-Issuers or such Mortgaged Vessel Guarantor set forth in any Security Document, then, in each such event, the Collateral Trustee shall be entitled (but not obligated) (upon notice to the Trustee) at the expense of the Co-Issuers to hire experts, consultants, agents and attorneys (including, without limitation, those with appropriate experience and qualifications in all aspects of shipping, including operations and finance) to advise the Collateral Trustee on the manner in which the Collateral Trustee should respond to such request or render any requested performance or response to such nonperformance or breach or to act on its behalf, including without limitation, in connection with Collateral located outside the United States. The Collateral Trustee shall be fully protected in the taking of any action recommended or approved by any such expert, consultant, agent or attorney or agreed to by a majority of Holders pursuant to Section 6.05 and for any action taken by such consultant, agent or attorney.

Determinations Relating to Collateral. In the event (i) the Trustee or the Collateral Trustee shall receive any written request from the Co-Issuers or any Mortgaged Vessel Secured Guarantor under any Security Document for consent or approval with respect to any matter or thing relating to any Collateral or the obligations of the Co-Issuers or such Mortgaged Vessel Secured Guarantor with respect thereto or (ii) there shall be required from the Collateral Trustee under the provisions of any Security Document any performance or the delivery of any instrument or (iii) the Trustee or the Collateral Trustee shall become aware of any nonperformance by the Co-Issuers or any Mortgaged Vessel Secured Guarantor of any covenant or any breach of any representation or warranty of the Co-Issuers or such Mortgaged Vessel Secured Guarantor set forth in any Security Document, then, in each such event, the Collateral Trustee shall be entitled (but not obligated) (upon notice to the Trustee) at the expense of the Co-Issuers to hire experts, consultants, agents and attorneys (including, without limitation, those with appropriate experience and qualifications in all aspects of shipping, including operations and finance) to advise the Collateral Trustee on the manner in which the Collateral Trustee should respond to such request or render any requested performance or response to such nonperformance or breach or to act on its behalf, including without limitation, in connection with Collateral located outside the United States. The Collateral Trustee shall be fully protected in the taking of any action recommended or approved by any such expert, consultant, agent or attorney or agreed to by a majority of Holders pursuant to Section 6.05 and for any action taken by such consultant, agent or attorney.

Determinations Relating to Collateral. In the event (i) the Trustee Collateral Agent or the Collateral Indenture Trustee shall receive any written request from the Co-Issuers Issuer or any Mortgaged Vessel Guarantor under any Security Document other obligor for consent or approval with respect to any matter or thing relating to any Collateral or the Issuer's or any other obligor's obligations of the Co-Issuers or such Mortgaged Vessel Guarantor with respect thereto or (ii) there shall be required due to or from the Collateral Agent or the Indenture Trustee under the provisions of any Security Document hereof any performance or the delivery of any instrument or (iii) the Trustee Collateral Agent or the Collateral Indenture Trustee shall become aware of any nonperformance by the Co-Issuers Issuer or any Mortgaged Vessel Guarantor other obligor of any covenant or any breach of any representation or warranty of the Co-Issuers Issuer or such Mortgaged Vessel Guarantor any other obligor set forth in any Security Documentthis Asset Pool One Supplement, then, in each such event, the Collateral Trustee Agent or the Indenture Trustee, as applicable, shall be entitled (but not obligated) (upon notice to the Trustee) at the expense of the Co-Issuers to hire experts, consultants, agents and attorneys (including, without limitation, those with appropriate experience and qualifications in all aspects of shipping, including operations and finance) to advise the Collateral Trustee Agent or the Indenture Trustee, as applicable, on the manner in which the Collateral Trustee Agent or the Indenture Trustee, as applicable, should respond to such request or render any requested performance or response to such nonperformance or breach (the expenses of which will be reimbursed to the Collateral Agent or the Indenture Trustee, as applicable pursuant to act on its behalf, including without limitation, in connection with Section 4.6). Each of the Collateral located outside Agent and the United States. The Collateral Indenture Trustee shall will be fully protected in the taking of any action recommended or approved by any such expert, consultant, agent or attorney or agreed to by a majority Holders of Holders pursuant to Section 6.05 and for any action taken by such consultant, agent or attorneymore than 662/3% of the Outstanding Dollar Principal Amount of the Outstanding Asset Pool One Notes.

Determinations Relating to Collateral. In the event (i) the Trustee or the Collateral Trustee shall receive any written request from the Co-Issuers or any Mortgaged Vessel Secured Guarantor under any Security Document for consent or approval with respect to any matter or thing relating to any Collateral or the obligations of the Co-Issuers or such Mortgaged Vessel Secured Guarantor with respect thereto or (ii) there shall be required from the Collateral Trustee under the provisions of any Security Document any performance or the delivery of any instrument or (iii) the Trustee or the Collateral Trustee shall become aware of any nonperformance by the Co-Issuers or any Mortgaged Vessel Secured Guarantor of any covenant or any breach of any representation or warranty of the Co-Issuers or such Mortgaged Vessel Secured Guarantor set forth in any Security Document, then, in each such event, the Collateral Trustee shall be entitled (but not obligated) (upon notice to the Trustee) at the expense of the Co-Issuers to hire experts, consultants, agents and attorneys (including, without limitation, those with appropriate experience and qualifications in all aspects of shipping, including operations and finance) to advise the Collateral Trustee on the manner in which the Collateral Trustee should respond to such request or render any requested performance or response to such nonperformance or breach or to act on its behalf, including without limitation, in connection with Collateral located outside the United States. The Collateral Trustee shall be fully protected in the taking of any action recommended or approved by any such expert, consultant, agent or attorney or agreed to by a majority of Holders pursuant to Section 6.05 and for any action taken by such consultant, agent or attorney. Notwithstanding the grant of authority under this Section 11.10, neither the Trustee nor the Collateral Trustee has any obligation to hire any such experts, consultants, agents or attorneys and neither the Trustee nor the Collateral Trustee shall have any liability to any Person, including any Holder, for failing to do so.

Determinations Relating to Collateral. In the event (i) the Trustee Collateral Agent or the Collateral Indenture Trustee shall receive any written request from the Co-Issuers Issuing Entity or any Mortgaged Vessel Guarantor under any Security Document other obligor for consent or approval with respect to any matter or thing relating to any Collateral or the Issuing Entity’s or any other obligor’s obligations of the Co-Issuers or such Mortgaged Vessel Guarantor with respect thereto or (ii) there shall be required due to or from the Collateral Agent or the Indenture Trustee under the provisions of any Security Document hereof any performance or the delivery of any instrument or (iii) the Trustee Collateral Agent or the Collateral Indenture Trustee shall become aware of any nonperformance by the Co-Issuers Issuing Entity or any Mortgaged Vessel Guarantor other obligor of any covenant or any breach of any representation or warranty of the Co-Issuers Issuing Entity or such Mortgaged Vessel Guarantor any other obligor set forth in any Security Documentthis Asset Pool One Supplement, then, in each such event, the Collateral Trustee Agent or the Indenture Trustee, as applicable, shall be entitled (but not obligated) (upon notice to the Trustee) at the expense of the Co-Issuers to hire experts, consultants, agents and attorneys (including, without limitation, those with appropriate experience and qualifications in all aspects of shipping, including operations and finance) to advise the Collateral Trustee Agent or the Indenture Trustee, as applicable, on the manner in which the Collateral Trustee Agent or the Indenture Trustee, as applicable, should respond to such request or render any requested performance or response to such nonperformance or breach (the expenses of which will be reimbursed to the Collateral Agent or the Indenture Trustee, as applicable, pursuant to act on its behalf, including without limitation, in connection with Section 4.6). Each of the Collateral located outside Agent and the United States. The Collateral Indenture Trustee shall will be fully protected in the taking of any action recommended or approved by any such expert, consultant, agent or attorney or agreed to by a majority Holders of Holders pursuant to Section 6.05 and for any action taken by such consultant, agent or attorneymore than 66⅔% of the Outstanding Dollar Principal Amount of the Outstanding Asset Pool One Notes.

Determinations Relating to Collateral. In the event (i) the Trustee Collateral Agent or the Collateral Indenture Trustee shall receive any written request from the Co-Issuers Issuing Entity or any Mortgaged Vessel Guarantor under any Security Document other obligor for consent or approval with respect to any matter or thing relating to any Collateral or the Issuing Entity’s or any other obligor’s obligations of the Co-Issuers or such Mortgaged Vessel Guarantor with respect thereto or (ii) there shall be required due to or from the Collateral Agent or the Indenture Trustee under the provisions of any Security Document hereof any performance or the delivery of any instrument or (iii) the Trustee Collateral Agent or the Collateral Indenture Trustee shall become aware of any nonperformance by the Co-Issuers Issuing Entity or any Mortgaged Vessel Guarantor other obligor of any covenant or any breach of any representation or warranty of the Co-Issuers Issuing Entity or such Mortgaged Vessel Guarantor any other obligor set forth in any Security Documentthis Asset Pool One Supplement, then, in each such event, the Collateral Trustee Agent or the Indenture Trustee, as applicable, shall be entitled (but not obligated) (upon notice to the Trustee) at the expense of the Co-Issuers to hire experts, consultants, agents and attorneys (including, without limitation, those with appropriate experience and qualifications in all aspects of shipping, including operations and finance) to advise the Collateral Trustee Agent or the Indenture Trustee, as applicable, on the manner in which the Collateral Trustee Agent or the Indenture Trustee, as applicable, should respond to such request or render any requested performance or response to such nonperformance or breach (the expenses of which will be reimbursed to the Collateral Agent or the Indenture Trustee, as applicable, pursuant to act on its behalf, including without limitation, in connection with Section 4.06). Each of the Collateral located outside Agent or the United States. The Collateral Indenture Trustee shall be fully protected in the taking of any action recommended or approved by any such expert, consultant, agent or attorney or agreed to by a majority Holders of Holders pursuant to Section 6.05 and for any action taken by such consultant, agent or attorneymore than 662⁄3% of the Outstanding Dollar Principal Amount of the Outstanding Asset Pool One Notes.

Determinations Relating to Collateral. In the event (i) the Trustee Collateral Agent or the Collateral Indenture Trustee shall receive any written request from the Co-Issuers Issuer or any Mortgaged Vessel Guarantor under any Security Document other obligor for consent or approval with respect to any matter or thing relating to any Collateral or the Issuer's or any other obligor's obligations of the Co-Issuers or such Mortgaged Vessel Guarantor with respect thereto or (ii) there shall be required due to or from the Collateral Agent or the Indenture Trustee under the provisions of any Security Document hereof any performance or the delivery of any instrument or (iii) the Trustee Collateral Agent or the Collateral Indenture Trustee shall become aware of any nonperformance by the Co-Issuers Issuer or any Mortgaged Vessel Guarantor other obligor of any covenant or any breach of any representation or warranty of the Co-Issuers Issuer or such Mortgaged Vessel Guarantor any other obligor set forth in any Security Documentthis Asset Pool One Supplement, then, in each such event, the Collateral Trustee Agent or the Indenture Trustee, as applicable, shall be entitled (but not obligated) (upon notice to the Trustee) at the expense of the Co-Issuers to hire experts, consultants, agents and attorneys (including, without limitation, those with appropriate experience and qualifications in all aspects of shipping, including operations and finance) to advise the Collateral Trustee Agent or the Indenture Trustee, as applicable, on the manner in which the Collateral Trustee Agent or the Indenture Trustee, as applicable, should respond to such request or render any requested performance or response to such nonperformance or breach (the expenses of which will be reimbursed to the Collateral Agent or the Indenture Trustee, as applicable pursuant to act on its behalf, including without limitation, in connection with Section 4.6). Each of the Collateral located outside Agent and the United States. The Collateral Indenture Trustee shall will be fully protected in the taking of any action recommended or approved by any such expert, consultant, agent or attorney or agreed to by a majority Holders of Holders pursuant to Section 6.05 and for any action taken by such consultant, agent or attorneymore than 66 2/3% of the Outstanding Dollar Principal Amount of the Outstanding Asset Pool One Notes.

Determinations Relating to Collateral. In the event (i) the Trustee or the Collateral Trustee shall receive any written request from the Co-Issuers or any Mortgaged Vessel Secured Guarantor under any Security Document for consent or approval with respect to any matter or thing relating to any Collateral or the obligations of the Co-Issuers or such Mortgaged Vessel Secured Guarantor with respect thereto or (ii) there shall be required from the Collateral Trustee under the provisions of any Security Document any performance or the delivery of any instrument or (iii) the Trustee or the Collateral Trustee shall become aware of any nonperformance by the Co-Issuers or any Mortgaged Vessel Secured Guarantor of any covenant or any breach of any representation or warranty of the Co-Issuers or such Mortgaged Vessel Secured Guarantor set forth in any Security Document, then, in each such event, the Collateral Trustee shall be entitled (but not obligated) (upon notice to the Trustee) at the expense of the Co-Issuers to hire experts, consultants, agents and attorneys (including, without limitation, those with appropriate experience and qualifications in all aspects of shipping, including operations and finance) to advise the Collateral Trustee on the manner in which the Collateral Trustee should respond to such request or render any requested performance or response to such nonperformance or breach or to act on its behalf, including without limitation, in connection with Collateral located outside the United States. The Collateral Trustee shall be fully protected in the taking of any action recommended or approved by any such expert, consultant, agent or attorney or agreed to by a majority of Holders pursuant to Section 6.05 and for any action taken by such consultant, agent or attorney. Notwithstanding the grant of authority in this Section 11.10, neither the Trustee nor the Collateral Trustee has any obligation to hire any such experts, consultants, agents or attorneys and neither the Trustee nor Collateral Trustee shall have any liability to any Person, including any Holder, for failing to do so.