Common use of Earnings Accounts Clause in Contracts

Earnings Accounts. withdrawals 14.3.1 to pay all unpaid fees and expenses which may be owning to the Agent under any of the Finance Documents; 14.3.2 to transfer to the Retention Account on each Retention Date all or part of the Retention Amount for such Retention Date; 14.3.3 to pay any amount to the Swap Banks of net amounts then payable pursuant to section 2 of either Master Swap Agreement and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.4 to pay any amount to the Agent and/or the other Finance Parties in or towards payments of any instalments of interest payable pursuant to this Agreement and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.5 to pay any amount to the Agent and/or the other Finance Parties in or towards payments of any principal or any other amounts then payable pursuant to the cash sweep obligation contained in clause 4.8 and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.6 to pay any amount to the Agent and/or the other Finance Parties any other amounts then payable pursuant to the Finance Documents (including any other amounts owing to either Swap Bank under the relevant Master Swap Agreement) and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.7 to pay the proper and reasonable operating expenses (including costs of insuring, repairing and maintaining each Ship) of each Ship and the proper and reasonable expenses of administering the affairs of the relevant Owner; 14.3.8 to pay any Approved Manager’s remuneration under any Management Agreement in the amounts and at the times therein stated; 14.3.9 to pay or discharge liabilities or obligations to third parties not exceeding the aggregate of any deductible under a Ship’s Insurances applicable to such liabilities or obligations and the amount of any insurance moneys in respect of such liabilities or obligations which have been paid by such Ship’s insurers to the relevant Earnings Account with the knowledge and approval of the Agent; and 14.3.10 to pay for the making good and/or repair of any loss or damage resulting from a casualty to a Ship not exceeding the aggregate of any deductible under such Ship’s Insurances applicable to such casualty and the amount of any insurance moneys in respect of such casualty and not exceeding the costs of making good and/or repairing any such loss or damage which have been paid by such Ship’s insurers to the relevant Earnings Account with the knowledge and approval of the Agent.

Earnings Accounts. withdrawals 14.3.1 to pay all unpaid fees (a) The Borrower shall, and expenses any Upstream Guarantor may, be the holder of one or more Accounts with an Account Bank which may shall each be owning to designated as an Earnings Account for the Agent under any purposes of the Finance Documents;. 14.3.2 (b) The Earnings of the Mortgaged Ships and all moneys payable to transfer any Obligor with respect to a Mortgaged Ship under the Ship’s Insurances shall be paid by the persons from whom they are due to an Earnings Account or, if applicable, to the Retention Earnings Account on each Retention Date all or part of the Retention Amount for such Retention Date; 14.3.3 Mortgaged Ship, unless required to pay any amount be paid to the Swap Banks of net amounts then payable pursuant to section 2 of either Master Swap Agreement and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.4 to pay any amount to the Security Agent and/or the other Finance Parties in or towards payments of any instalments of interest payable pursuant to this Agreement and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.5 to pay any amount to the Agent and/or the other Finance Parties in or towards payments of any principal or any other amounts then payable pursuant to the cash sweep obligation contained in clause 4.8 and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.6 to pay any amount to the Agent and/or the other Finance Parties any other amounts then payable pursuant to the Finance Documents (including any other amounts owing to either Swap Bank under the relevant Master Swap AgreementFinance Documents. (c) and At all times prior to the New Financial Covenants Effective Date, as a condition precedent to each Utilization, the Borrower hereby irrevocably and unconditionally instructs shall ensure that the amount standing to the credit of an Earnings Account is (or will be upon such Utilization) at least equal to the Minimum Earnings Account Balance immediately after such Utilization. (d) If there is no continuing Event of Default: (i) at all times prior to the New Financial Covenants Effective Date, provided that there remains at all times in an Earnings Account an amount equal to the Minimum Earnings Account Balance, the Borrower or relevant Account Bank Upstream Guarantor (as the case may be) shall be entitled to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.7 to pay the proper and reasonable operating expenses (including costs of insuring, repairing and maintaining each Ship) of each Ship and the proper and reasonable expenses of administering the affairs of the relevant Owner; 14.3.8 to pay withdrawals from any Approved Manager’s remuneration under any Management Agreement in the amounts and at the times therein stated; 14.3.9 to pay or discharge liabilities or obligations to third parties not exceeding the aggregate of any deductible under a Ship’s Insurances applicable to such liabilities or obligations and the amount of any insurance moneys in respect of such liabilities or obligations which have been paid by such Ship’s insurers to the relevant Earnings Account with the knowledge and approval of the AgentAccount; and 14.3.10 (ii) at all times from and including the New Financial Covenants Effective Date, the Borrower or relevant Upstream Guarantor (as the case may be) shall be entitled to pay make withdrawals from any Earnings Account. (e) If there is a continuing Event of Default, neither the Borrower nor any Upstream Guarantor shall be entitled to make withdrawals from any Earnings Account other than for the making good and/or repair payment of any loss amounts required to be paid under the Management Agreements, and provided that: (i) the Borrower or damage resulting from a casualty the relevant Upstream Guarantor (as the case may be) has notified the Administrative Agent of the amount(s) to a Ship not exceeding the aggregate of any deductible under such Ship’s Insurances applicable to such casualty be withdrawn and the amount of any insurance moneys in respect of such casualty Management Agreement(s) to which the withdrawal relates; (ii) the Borrower or relevant Upstream Guarantor (as the case may be) has provided the Administrative Agent with the relevant commercial invoice, payment request, fee notice or other document from the relevant Approved Manager stipulating that the amount(s) to be withdrawn are due and not exceeding the costs of making good and/or repairing any such loss or damage which have been paid by such Ship’s insurers payable; and (iii) at all times prior to the relevant New Financial Covenants Effective Date, there remains at all times in an Earnings Account with an amount equal to the knowledge and approval of the AgentMinimum Earnings Account Balance.

Earnings Accounts. withdrawals 14.3.1 to pay all unpaid fees and expenses which may be owning to the Agent under any of the Finance Documents; 14.3.2 to transfer to the Retention Account Accounts on each Retention Date all or part of the Retention Amount for such Retention Date; 14.3.3 14.3.2 to pay any amount to the Swap Banks Agent and/or the other Finance Parties in or towards payments of net any instalments of interest or principal or any other amounts then payable pursuant to section 2 of either the Security Documents (including any amounts owing to the Swap Bank under the Master Swap Agreement Agreement) and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.4 to pay any amount 14.3.3 prior to the Agent and/or the other Finance Parties in or towards payments Delivery Date of a Ship to apply any instalments of interest payable pursuant sums deposited to this Agreement and the Borrower hereby irrevocably and unconditionally instructs the relevant Earnings Account Bank to make by the Agent as Expected Project Costs for such payments on their due date if Ship in full and final payment of such Expected Project Costs subject always to the extent relevant Owner applying no more than the Borrower does not issue sum deposited to the appropriate instructions on or before such due daterelevant Earnings Account by the Agent; 14.3.5 to pay any amount to 14.3.4 following the Agent and/or the other Finance Parties in or towards payments Delivery of any principal or any other amounts then payable pursuant to the cash sweep obligation contained in clause 4.8 and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.6 to pay any amount to the Agent and/or the other Finance Parties any other amounts then payable pursuant to the Finance Documents (including any other amounts owing to either Swap Bank under the relevant Master Swap Agreement) and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.7 a Ship to pay the proper and reasonable operating expenses (including costs of insuring, repairing and maintaining each such Ship) of each such Ship and the proper and reasonable expenses of administering the affairs of the relevant Owner; 14.3.8 14.3.5 to pay any Approved Manager’s remuneration under any Management Agreement in the amounts and at the times therein stated; 14.3.9 14.3.6 to pay or discharge liabilities or obligations to third parties not exceeding the aggregate of any deductible under a Ship’s Insurances insurances applicable to such liabilities or obligations and the amount of any insurance moneys in respect of such liabilities or obligations which have been paid by such Ship’s insurers to the relevant Earnings Account with the knowledge and approval of the Agent; and 14.3.10 14.3.7 to pay for the making good and/or repair of any loss or damage resulting from a casualty to a Ship not exceeding the aggregate of any deductible under such Ship’s Insurances insurances applicable to such casualty and the amount of any insurance moneys in respect of such casualty and not exceeding the costs of making good and/or repairing any such loss or damage which have been paid by such Ship’s insurers to the relevant Earnings Account with the knowledge and approval of the Agent.

Earnings Accounts. withdrawals 14.3.1 to pay all unpaid fees 22.1 The Lender acknowledges that the Borrowers shall, unless and expenses until an Event of Default (or any event which only with the giving of notice or passage of time or a determination by the Lender and/or satisfaction of any condition or any combination of the foregoing may be owning become an Event of Default) shall occur and the Lender shall direct to the Agent under contrary, be entitled from time to time, to require that moneys for the time being standing to the credit of the Earnings Accounts or any of them be transferred in such amounts and for such periods as the Borrowers select to fixed-term deposit accounts (“deposit accounts”) opened in the name of the Borrowers with the Lender. None of the Borrowers shall be entitled to withdraw moneys standing to the credit of the Earnings Accounts or any of them which are the relevant subject of a fixed term deposit until the expiry of the period of such deposit unless the Borrowers shall, on withdrawing such moneys pay to the Lender on demand any loss or expense which the Lender shall certify that it has sustained or incurred as a result of such withdrawal being made prior to the expiry of the period of the relevant deposit and the Lender shall be entitled to debit the Earnings Accounts for the amount so certified prior to such withdrawal being made. Without prejudice to the foregoing in the event that any moneys so deposited are to be applied pursuant to Clause 12, the Borrowers shall, on such application being made, pay to the Lender on demand any loss or expense which the Lender shall certify that it has sustained or incurred as a result of such application being made prior to the expiry of the period of the relevant deposit and the Lender shall be entitled to debit the relevant Earnings Account for the amount so certified prior to such application being made. Any deposit accounts shall, for all the purposes of the Finance Documents; 14.3.2 , be deemed to transfer to the Retention Account on each Retention Date all or part be sub-accounts of the Retention Amount for such Retention Date; 14.3.3 to pay any amount to relevant Earnings Account from which the Swap Banks of net amounts then payable pursuant to section 2 of either Master Swap Agreement moneys deposited in the deposit accounts were transferred and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.4 to pay any amount to the Agent and/or the other Finance Parties all references in or towards payments of any instalments of interest payable pursuant to this Agreement and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.5 to pay any amount to the Agent and/or the other Finance Parties in or towards payments of any principal or any other amounts then payable pursuant to the cash sweep obligation contained in clause 4.8 and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.6 to pay any amount to the Agent and/or the other Finance Parties any other amounts then payable pursuant to the Finance Documents (including any other amounts owing to either Swap Bank under the relevant Master Swap Agreement) and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.7 to pay the proper and reasonable operating expenses (including costs of insuring, repairing and maintaining each Ship) of each Ship and the proper and reasonable expenses of administering the affairs of the relevant Owner; 14.3.8 to pay any Approved Manager’s remuneration under any Management Agreement in the amounts and at the times therein stated; 14.3.9 to pay or discharge liabilities or obligations to third parties not exceeding the aggregate of any deductible under a Ship’s Insurances applicable to such liabilities or obligations and the amount of any insurance moneys in respect of such liabilities or obligations which have been paid by such Ship’s insurers to the relevant Earnings Account with shall be deemed to include the knowledge and approval deposit accounts deemed as aforesaid to be sub-accounts thereof. 22.2 The Rodosi Borrower (without prejudice to the terms of the AgentGeneral Assignment) hereby undertakes to pay all the Earnings of the Ship to the Earnings Accounts or any of them. Unless and until the Lender gives notice to the Borrowers that it requires that all Earnings be paid directly to the Lender (which notice may only be given by the Lender if an Event of Default has occurred), all amounts in the Earnings Accounts shall be applied as follows: (i) first, towards the payment of fees and costs that are due and payable by the Borrowers to the Lender under the Finance Documents; and 14.3.10 to pay for (ii) second, any balance thereafter remaining in the making good and/or repair Earnings Accounts or any of any loss or damage resulting from a casualty to a Ship not exceeding the aggregate of any deductible under such Ship’s Insurances applicable to such casualty and the amount of any insurance moneys in respect of such casualty and not exceeding the costs of making good and/or repairing any such loss or damage which have been paid by such Ship’s insurers them shall be available to the relevant Earnings Account with the knowledge and approval of the AgentRodosi Borrower.

Earnings Accounts. withdrawalswithdrawals Unless the Majority Banks otherwise agree in writing, neither the Borrower nor the Owners shall be entitled to withdraw any moneys from the Earnings Accounts at any time during the Security Period save that, unless and until a Default shall occur and the Agent shall direct to the contrary, the Borrower and each of the Owners may, subject to clause 14.2, withdraw moneys from the Earnings Accounts: 14.3.1 to pay all unpaid fees and expenses which may be owning to the Agent under any of the Finance Documents; 14.3.2 to transfer to the Retention Account on each Retention Date all or part of the Retention Amount for such Retention Date; 14.3.3 14.3.2 to pay any amount to the Swap Banks Agent and/or the other Finance Parties in or towards payments of net any instalments of interest or principal or any other amounts then payable pursuant to section 2 of either the Security Documents (including any amounts owing to the Swap Banks under the Master Swap Agreement Agreements) and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.4 to pay any amount 14.3.3 prior to the Agent and/or the other Finance Parties in or towards payments Delivery Date of a Ship to apply any instalments of interest payable pursuant sums deposited to this Agreement and the Borrower hereby irrevocably and unconditionally instructs the relevant Earnings Account Bank to make by the Agent as Expected Project Costs for such payments on their due date if Ship in full and final payment of such Expected Project Costs subject always to the extent relevant Owner applying no more than the Borrower does not issue sum deposited to the appropriate instructions on or before such due daterelevant Earnings Account by the Agent; 14.3.5 to pay any amount to 14.3.4 following the Agent and/or the other Finance Parties in or towards payments Delivery of any principal or any other amounts then payable pursuant to the cash sweep obligation contained in clause 4.8 and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.6 to pay any amount to the Agent and/or the other Finance Parties any other amounts then payable pursuant to the Finance Documents (including any other amounts owing to either Swap Bank under the relevant Master Swap Agreement) and the Borrower hereby irrevocably and unconditionally instructs the relevant Account Bank to make such payments on their due date if and to the extent the Borrower does not issue the appropriate instructions on or before such due date; 14.3.7 a Ship to pay the proper and reasonable operating expenses (including costs of insuring, repairing and maintaining each such Ship) of each such Ship and the proper and reasonable expenses of administering the affairs of the relevant Owner; 14.3.8 14.3.5 to pay any Approved Manager’s 's remuneration under any Management Agreement in the amounts and at the times therein stated; 14.3.9 14.3.6 to pay or discharge liabilities or obligations to third parties not exceeding the aggregate of any deductible under a Ship’s Insurances 's insurances applicable to such liabilities or obligations and the amount of any insurance moneys in respect of such liabilities or obligations which have been paid by such Ship’s 's insurers to the relevant Earnings Account with the knowledge and approval of the Agent; and; 14.3.10 14.3.7 to pay for the making good and/or repair of any loss or damage resulting from a casualty to a Ship not exceeding the aggregate of any deductible under such Ship’s Insurances 's insurances applicable to such casualty and the amount of any insurance moneys in respect of such casualty and (not exceeding the costs of making good and/or repairing any such loss or damage damage) which have been paid by such Ship’s 's insurers to the relevant Earnings Account with the knowledge and approval of the Agent; and 14.3.8 to pay any dividends to any of its shareholders to the extent that it is permitted to do so in accordance with the provisions of clause 8.3.12.