FORM OF HEDGE COUNTERPARTY ACCESSION UNDERTAKING. THIS DEED dated [ ] is supplemental to (i) a senior facilities agreement (the “Agreement”) dated [—] 2007 between Melco Crown Gaming (Macau) Limited as the Company, the financial institutions named therein as Original Lenders, Deutsche Bank AG, Hong Kong Branch as facility agent and DB Trustees (Hong Kong) Limited as security agent (as amended, novated, supplemented, extended, replaced or retained from time to time) and (ii) each of the Transaction Security Documents to which the Secured Parties are expressed to be party (the “Security Documents”). Words and expressions defined in the Agreement have the same meaning when used in this Deed and the principles of construction and rules of interpretation set out therein shall also apply. [name of new Hedge Counterparty] (the “New Hedge Counterparty”) of [address] hereby agrees with each other person who is or who becomes a party to the Agreement that with effect on and from the date of this Deed it shall be bound by the Agreement and be entitled to exercise rights and be subject to obligations thereunder as a Hedge Counterparty. The New Hedge Counterparty hereto agrees with each other person who is or who becomes a party to the Security Documents that with effect on and from the date of this Deed it shall be bound by each of the Security Documents and be entitled to exercise rights and be subject to obligations thereunder as a Secured Party. The initial telephone number, fax number, address and person designated by the New Hedge Counterparty for the purposes of Clause 30 (Notices) of the Agreement are: Address: [ ] Fax: [ ] Telephone: [ ] Attention: [ ] This Deed is governed by and shall be construed in accordance with English law. Executed as a deed by ) [insert name of New Hedging ) Counterparty and execution ) clause appropriate thereto ) and to manner of execution] ) Accepted by the Agent: for and on behalf of [Insert name of Agent] Date: SCHEDULE 16
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Samples: And Restatement Agreement (Melco Crown Entertainment LTD)
FORM OF HEDGE COUNTERPARTY ACCESSION UNDERTAKING. To: [insert full name of current Agent] for itself and each of the other parties to the Facility Agreement referred to below. From: [Acceding Hedge Counterparty] THIS DEED dated [ UNDERTAKING is made on [date] is supplemental by [insert full name of person to (i) a senior facilities agreement become party to the Facility Agreement] (the “Agreement”"Acceding Hedge Counterparty") in relation to the facility agreement dated [—•] 2007 between Melco Crown Gaming (Macau) between, among others, FWD Group Limited as the Companyborrower, the financial institutions named therein as Original Lenders, Deutsche Bank AG, Hong Kong Branch as facility agent and DB Trustees (Hong Kong) Limited [•] as security agent and [•] as Agent (as amended, novated, supplemented, extended, replaced or retained amended and/or supplemented from time to time) and (ii) each of , the Transaction Security Documents to which the Secured Parties are expressed to be party (the “Security Documents”"Facility Agreement"). Words and expressions Terms defined in the Facility Agreement have shall, unless otherwise defined in this Undertaking, bear the same meaning meanings when used in this Deed and Undertaking. In consideration of the principles of construction and rules of interpretation set out therein shall also apply. [name of new Acceding Hedge Counterparty] (the “New Hedge Counterparty”) of [address] hereby agrees with each other person who is or who becomes a party to the Agreement that with effect on and from the date of this Deed it shall be bound by the Agreement and be entitled to exercise rights and be subject to obligations thereunder Counterparty being accepted as a Hedge Counterparty. The New Hedge Counterparty hereto agrees with each other person who is or who becomes a party to the Security Documents that with effect on and from the date of this Deed it shall be bound by each of the Security Documents and be entitled to exercise rights and be subject to obligations thereunder as a Secured Party. The initial telephone number, fax number, address and person designated by the New Hedge Counterparty for the purposes of Clause 30 (Notices) the Facility Agreement, the Acceding Hedge Counterparty confirms that, as from [date], it intends to be party to the Facility Agreement as a "Hedge Counterparty" and undertakes to perform all the obligations expressed in the Facility Agreement to be assumed by a Hedge Counterparty and agrees that it shall be bound by all the provisions of the Agreement are: Address: [ ] Fax: [ ] Telephone: [ ] Attention: [ ] Facility Agreement, as if it had been an original party to the Facility Agreement. This Deed Undertaking is governed by and shall be construed in accordance with English Hong Kong law. Executed This Undertaking may be executed in any number of counterparts, and this has the same effect as if the signatures and/or execution on such counterparts were on a deed by ) single copy of this Undertaking. This Undertaking has been entered into on the date stated above. Acceding Hedge Counterparty By: For and on behalf of [insert full name of New Hedging ) Counterparty and execution ) clause appropriate thereto ) and to manner of executionAcceding Hedge Counterparty] ) Address: Fax: Accepted by the Agent: Agent for and on behalf of [Insert full name of current Agent] Date: SCHEDULE 168 EXISTING SECURITY Name of member of the Group Security Total principal amount of indebtedness secured The Borrower Account charge over an Up to USD300,000,000 interest reserve account entered into in relation to the Existing Facility Agreement SCHEDULE 9 LENDERS' DETAILS HSBC BANK PLC Contact Details (for credit matters): [***] Address: 0 Xxxxxx Xxxxxx, Xxxxxx X00 0XX Attn: (Name / Department): Global Banking Tel: [***] Fax: E-mail address: [***] Contact Details (for operational matters): The Manager Address: HSBC Bank plc, 00xx Xxxxx, 0 Xxxxxx Xxxxxx, Xxxxxx X00 0XX Attn: (Name / Department): Loans Admin Operations Tel: [***] Fax: [***] E-mail address: [***] Payment Details (USD): Correspondent Bank: [***] ABA: [***] SWIFT Address: [***] Beneficiary: [***] SWIFT Address: [***] Account No: [***] Reference: [***] SUMITOMO MITSUI BANKING CORPORATION Contact Details (for credit matters): Address: 7/F, One International Finance Centre, 0 Xxxxxxx Xxxx Xxxxxx, Xxxxxxx, Xxxx Xxxx Attn: [***] Tel: [***] Fax: [***] E-mail address: [***] Contact Details (for operational matters): Address: 7/F, One International Finance Centre, 0 Xxxxxxx Xxxx Xxxxxx, Xxxxxxx, Xxxx Xxxx Attn: [***] Tel: [***] Fax: [***] E-mail address: [***] Payment Details (USD): Correspondent Bank: [***] SWIFT Address: [***] CHIPS UID: [***] Beneficiary: [***] Account No: [***] Under ref: [***] UNITED OVERSEAS BANK LIMITED Contact Details (for credit matters): Address: Xxxxx 00-00, 00/X., Xxxxxxxxxx Xxxx 5, 418 Xxxx Xxxx Road, Xxxx Xxxx, Kowloon, Hong Kong. Attn: [***] Tel: [***] Fax: [***] E-mail address: [***] Contact Details (for operational matters): Address: Xxxxx 00-00, 00/X., Xxxxxxxxxx Xxxx 5, 418 Xxxx Xxxx Road, Xxxx Xxxx, Kowloon, Hong Kong. Attn: [***] Tel: [***] Fax: [***] E-mail address: [***] Payment Details (USD): Correspondent Bank: [***] SWIFT Address of XX Xxxxxx: [***] Beneficiary / for the account of: [***] SWIFT Address of UOB HK: [***] Account No: [***] SIGNATURES THE BORROWER FWD GROUP LIMITED By: [***] Address: [***] Telephone: [***] Fax: [***] Attention: [***] Email: [***] FAClLITY AGREEMENT THE GUARANTOR FWD GROUP FINANCIAL SERVICES PTE. LTD. By: [***] Address: [***] Telephone: [***] Fax: [***] Attention: [***] Email: [***] MANDATED LEAD ARRANGER HSBC BANK PLC By: [***] ORIGINAL LENDERS HSBC BANK PLC By: [***] SUMITOMO MITSUI BANKING CORPORATION UNITED OVERSEAS BANK LIMITED ORIGINAL LENDERS HSBC BANK PLC By: SUMITOMO MITSUI BANKING CORPORATION By: [***] UNITED OVERSEAS BANK LIMITED By : ORIGINAL LENDERS HSBC BANK PLC By: SUMITOMO MITSUI BANKING CORPORATION By: UNITED OVERSEAS BANK LIMITED By: [***] [***] THE AGENT THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED By: [***] [***] Address: [***] Attention: [***] Fax: [***] THE SECURITY AGENT THE HONGKONG AND SHANGHAl BANKING CORPORATION LIMITED By: [***] [***] Address: [***] Attention: [***] Fax: [***]
Appears in 1 contract
Samples: Facility Agreement (PCGI Intermediate Holdings LTD)
FORM OF HEDGE COUNTERPARTY ACCESSION UNDERTAKING. THIS DEED dated [ [•] is supplemental to (i) a senior facilities agreement (the “Agreement”) dated [—•] 2007 between Melco Crown Gaming (Macau) Limited [•] as the CompanyBorrower, the financial institutions named therein as Original Lenders, Deutsche Bank AG, Hong Kong Branch [•] as facility agent and DB Trustees (Hong Kong) Limited [•] as security agent (as amended, novated, supplemented, extended, replaced or retained from time to time) and (ii) each of the Transaction Security Documents to which the Secured Parties are expressed to be party (the “Security Documents”). Words and expressions defined in the Agreement have the same meaning when used in this Deed and the principles of construction and rules of interpretation set out therein shall also apply. [name of new Hedge Counterparty] (the “New Hedge Counterparty”) of [address] hereby agrees with each other person who is or who becomes a party to the Agreement that with effect on and from the date of this Deed it shall be bound by the Agreement and be entitled to exercise rights and be subject to obligations thereunder as a Hedge Counterparty. The New Hedge Counterparty hereto agrees with each other person who is or who becomes a party to the Transaction Security Documents that with effect on and from the date of this Deed it shall be bound by each of the Transaction Security Documents and be entitled to exercise rights and be subject to obligations thereunder as a Secured Party. The initial telephone number, fax number, address and person designated by the New Hedge Counterparty for the purposes of Clause 30 39 (Notices) of the Agreement are: Address: [ [•] Fax: [ [•] Telephone: [ [•] Attention: [ [•] This Deed is governed by and shall be construed in accordance with English law. Executed EXECUTED as a deed DEED by ) [insert name of New Hedging ) Counterparty and execution ) clause appropriate thereto ) and to manner of execution] ) Accepted by the Agent: ) ) ) ) ) for and on behalf of [Insert name of Agent] Date: SCHEDULE 1616 PERMITS
Appears in 1 contract
Samples: Facilities Agreement (Melco Crown Entertainment LTD)
FORM OF HEDGE COUNTERPARTY ACCESSION UNDERTAKING. THIS DEED dated [ ] is supplemental to (i) a senior facilities agreement (the “Agreement”) dated [—] 2007 between Melco Crown Gaming (Macau) Limited as the Company, the financial institutions named therein as Original Lenders, Deutsche Bank AG, Hong Kong Branch as facility agent and DB Trustees (Hong Kong) Limited as security agent (as amended, novated, supplemented, extended, replaced or retained from time to time) and (ii) each of the Transaction Security Documents to which the Secured Parties are expressed to be party (the “Security Documents”). Words and expressions defined in the Agreement have the same meaning when used in this Deed and the principles of construction and rules of interpretation set out therein shall also apply. [name of new Hedge Counterparty] (the “New Hedge Counterparty”) of [address] hereby agrees with each other person who is or who becomes a party to the Agreement that with effect on and from the date of this Deed it shall be bound by the Agreement and be entitled to exercise rights and be subject to obligations thereunder as a Hedge Counterparty. The New Hedge Counterparty hereto agrees with each other person who is or who becomes a party to the Security Documents that with effect on and from the date of this Deed it shall be bound by each of the Security Documents and be entitled to exercise rights and be subject to obligations thereunder as a Secured Party. The initial telephone number, fax number, address and person designated by the New Hedge Counterparty for the purposes of Clause 30 41 (Notices) of the Agreement are: Address: [ ] Fax: [ ] Telephone: [ ] Attention: [ ] This Deed is governed by and shall be construed in accordance with English law. Executed as a deed by ) [insert name of New Hedging ) Counterparty and execution ) clause appropriate thereto ) and to manner of execution] ) Accepted by the Agent: for and on behalf of [Insert name of Agent] Date: SCHEDULE 1619
Appears in 1 contract
Samples: Restatement Agreement (Melco Crown Entertainment LTD)
FORM OF HEDGE COUNTERPARTY ACCESSION UNDERTAKING. To: [insert full name of current Agent] for itself and each of the other parties to the Facility Agreement referred to below. From: [Acceding Hedge Counterparty] THIS DEED UNDERTAKING is made on [date] by [insert full name of person to become party to the Facility Agreement] (the "Acceding Hedge Counterparty") in relation to the facility agreement dated [•] between, among others, FWD Group Limited as borrower, [•] as security agent and [•] as Agent (as amended and supplemented by an amendment agreement dated 18 July 2019, as further amended and supplemented by an amendment agreement dated 1 August 2019 and as further amended and restated pursuant to an amendment deed dated [ ] is supplemental to (i) a senior facilities agreement (the “Agreement”) dated [—] 2007 between Melco Crown Gaming (Macau) Limited and as the Company, the financial institutions named therein as Original Lenders, Deutsche Bank AG, Hong Kong Branch as facility agent and DB Trustees (Hong Kong) Limited as security agent (as amended, novated, supplemented, extended, replaced or retained may be further amended and/or supplemented from time to time) and (ii) each of , the Transaction Security Documents to which the Secured Parties are expressed to be party (the “Security Documents”"Facility Agreement"). Words and expressions Terms defined in the Facility Agreement have shall, unless otherwise defined in this Undertaking, bear the same meaning meanings when used in this Deed and Undertaking. In consideration of the principles of construction and rules of interpretation set out therein shall also apply. [name of new Acceding Hedge Counterparty] (the “New Hedge Counterparty”) of [address] hereby agrees with each other person who is or who becomes a party to the Agreement that with effect on and from the date of this Deed it shall be bound by the Agreement and be entitled to exercise rights and be subject to obligations thereunder Counterparty being accepted as a Hedge Counterparty. The New Hedge Counterparty hereto agrees with each other person who is or who becomes a party to the Security Documents that with effect on and from the date of this Deed it shall be bound by each of the Security Documents and be entitled to exercise rights and be subject to obligations thereunder as a Secured Party. The initial telephone number, fax number, address and person designated by the New Hedge Counterparty for the purposes of Clause 30 (Notices) the Facility Agreement, the Acceding Hedge Counterparty confirms that, as from [date], it intends to be party to the Facility Agreement as a "Hedge Counterparty" and undertakes to perform all the obligations expressed in the Facility Agreement to be assumed by a Hedge Counterparty and agrees that it shall be bound by all the provisions of the Agreement are: Address: [ ] Fax: [ ] Telephone: [ ] Attention: [ ] Facility Agreement, as if it had been an original party to the Facility Agreement. This Deed Undertaking is governed by and shall be construed in accordance with English Hong Kong law. Executed This Undertaking may be executed in any number of counterparts, and this has the same effect as if the signatures and/or execution on such counterparts were on a deed by ) single copy of this Undertaking. This Undertaking has been entered into on the date stated above. Acceding Hedge Counterparty By: For and on behalf of [insert full name of New Hedging ) Counterparty and execution ) clause appropriate thereto ) and to manner of executionAcceding Hedge Counterparty] ) Address: Fax: Accepted by the Agent: Agent for and on behalf of [Insert full name of current Agent] Date: SCHEDULE 168 EXISTING SECURITY Part A Security subsisting as at the date of the Original Facility Agreement (as defined in the Third Amendment Deed) Obligor Security Principal amount secured Borrower Account charge over an interest reserve account entered into in relation to the Existing Facility Agreement US$275,000,000 Part B Security to be granted after the date of the Original Facility Agreement (as defined in the Third Amendment Deed) Obligor Security Principal amount secured Borrower Security over a reserve account established for the purpose of the New Facility US$1,800,000,000 Guarantor Security over a Thai Baht account established for the purpose of the New Facility US$1,800,000,000 SCHEDULE 9 LENDERS' DETAILS HSBC BANK PLC (A COMPANY INCORPORATED UNDER THE LAWS OF ENGLAND AND WALES) Contact Details (for credit matters): [***] Address: 8 Xxxxxx Xxxxxx, Xxxxxx X00 0XX Attn: (Name / Department): Global Banking Tel: [***] Fax: E-mail address: [***] Contact Details (for operational matters): The Manager Address: HSBC Bank plc, 20xx Xxxxx, 0 Xxxxxx Xxxxxx, Xxxxxx X00 0XX Attn: (Name / Department): Loans Admin Operations Tel: [***] Fax: [***] E-mail address: [***] Payment Details (USD): Correspondent Bank: [***] ABA: [***] SWIFT Address: [***] Beneficiary: [***] SWIFT Address: [***] Account No: [***] Reference: [***] SUMITOMO MITSUI BANKING CORPORATION (INCORPORATED IN JAPAN WITH LIMITED LIABILITY) Contact Details (for credit matters): Address: 7/F, One International Finance Centre, 1 Xxxxxxx Xxxx Xxxxxx, Xxxxxxx, Xxxx Xxxx Attn: [***] Tel: [***] Fax: [***] E-mail address: [***] Contact Details (for operational matters): Address: 7/F, One International Finance Centre, 1 Xxxxxxx Xxxx Xxxxxx, Xxxxxxx, Xxxx Xxxx Attn: [***] Tel: [***] Fax: [***] E-mail address: [***] Payment Details (USD): Correspondent Bank: [***] SWIFT Address: [***] CHIPS UID: [***] Beneficiary: [***] Account No: [***] Under ref: Attn: [***] UNITED OVERSEAS BANK LIMITED (INCORPORATED IN SINGAPORE WITH LIMITED LIABILITY) ACTING THROUGH ITS HONG KONG BRANCH Contact Details (for credit matters): Address: [***] Attn: [***] Tel: [***] Fax: [***] E-mail address: [***] Contact Details (for operational matters): Address: [***] Attn: [***] Tel: [***] Fax: [***] E-mail address: [***] Payment Details (USD): Correspondent Bank: [***] SWIFT Address of JX Xxxxxx: [***] Beneficiary / for the account of: [***] SWIFT Address of UOB HK: [***] Account No: [***] Ref : [***]; Attn : [***] SIGNATURES [Intentionally left blank] SIGNATURES THE BORROWER SIGNED, SEALED and DELIVERED as a DEED by [***] as an authorised signatory of and for and on behalf of FWDGROUP LIMITED in the presence of: _[***]__ Signature of witness _[***] __Name of witness Address: [***] Telephone: [***] Fax: [***] Attention: [***] Email: [***] (2019 FINANCING) THE GUARANTOR The COMMON SEAL of )
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