Facility Security Documents. As security for the payment of the Facility Secured Obligations, the Borrower shall execute and deliver to the Facility Security Trustee or cause to be executed and delivered to the Facility Security Trustee at the relevant time, the following documents in such forms and containing such terms and conditions as the Facility Security Trustee shall require: 10.1.1 a first priority statutory mortgage over the Vessel together with a collateral deed of covenants; 10.1.2 a first priority deed of assignment and charge over the Construction Contract, Framo Contract, Refund Guarantee and Insurance Proceeds and Total Loss Proceeds payable to the Borrower under the Construction Contract; 10.1.3 a first priority deed of assignment of the Insurances, Earnings, Bareboat Charter, Purchase Option Agreement and Requisition Compensation of the Vessel, and of the benefit of the Bareboat Charterer Assignment (which includes an assignment of earnings under the Charter); 10.1.4 an irrevocable, unconditional, first priority on demand guarantee and indemnity from TOO, Teekay and/or, as the case may be, the Additional Sponsor; 10.1.5 a first priority charge from the Shareholder over all the membership interests in the Borrower and all the shares in the Bareboat Charterer; 10.1.6 a first priority deed of charge over the Hedging Agreements; 10.1.7 a first priority account charge in respect of the Earnings Account; 10.1.8 a first priority account charge in respect of the Bareboat Charterer Earnings Account; and 10.1.9 a quiet enjoyment undertaking from the Charterer.
Appears in 3 contracts
Samples: Loan Agreement (Teekay Offshore Partners L.P.), Loan Agreement, Loan Agreement (Teekay Corp)