Common use of IN WITNESS OF Clause in Contracts

IN WITNESS OF. which the parties to this Agreement have executed this Agreement the day and year first before written. SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) PERNLI MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) PERSECT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) FELOX MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) RESPENT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers and the Vessels Name of Bxxxxxxx (together the “Borrowers” and each a “Borrower”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000

Appears in 2 contracts

Samples: Supplemental Agreement (Cool Co Ltd.), Supplemental Agreement (Cool Co Ltd.)

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IN WITNESS OF. which this document has been executed as a deed on the parties to this Agreement have executed this Agreement the day and year first before writtendate which appears on page 1 above. SIGNED Executed as a deed by Kxxxxxx Xxxxxx ) as duly authorised attorney GSK PLC ) for and on behalf of ) PERNLI MARINE LTD ) (as Borrower) Director acting by a director ) in the presence of:- of: ) SIGNED Witness’s signature: Name (print): Occupation: Address: Executed as a deed by Kxxxxxx Xxxxxx ) as duly PFIZER INC. ) (Authorised signatory(ies)) acting by [name of authorised attorney signatory(ies)] ) for and on behalf who, in accordance with the laws of the ) territory in which PFIZER INC. is ) incorporated, [is][are] acting under the ) authority of ) PERSECT MARINE LTD PFIZER INC. ) (62 Executed as Borrowera deed by ) HALEON PLC ) Director acting by a director ) in the presence of:- of: ) SIGNED Witness’s signature: Name (print): Occupation: Address: Executed as a deed by Kxxxxxx Xxxxxx ) as duly authorised attorney GLAXOSMITHKLINE CONSUMER HEALTHCARE ) for and on behalf of Director HOLDINGS (NO.2) FELOX MARINE LTD LIMITED ) (as Borrower) acting by a director ) in the presence of:- of: ) SIGNED Witness’s signature: Name (print): Occupation: Address: Executed as a deed by Kxxxxxx Xxxxxx ) as duly authorised attorney GLAXOSMIT HKLINE CONSUMER ) for and on behalf of Director HEALTHCARE HOLDINGS LIMITED ) RESPENT MARINE LTD ) (as Borrower) acting by a director ) in the presence of:- of: ) SIGNED Witness’s signature: Name (print): Occupation: Address: Executed as a deed by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH PF CONSUMER HEALTHCARE ) (as a BankAuthorised signatory(ies)) HOLDINGS LLC ) acting by [name of authorised signatory(ies)] ) who, in accordance with the laws of the ) territory in which PF CONSUMER ) HEALTHCARE HOLDINGS LLC is ) incorporated, [is][are] acting under the ) authority of PF CONSUMER HEALTHCARE ) HOLDINGS LLC ) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers and the Vessels Name of Bxxxxxxx (together the “Borrowers” and each a “Borrower”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000)

Appears in 1 contract

Samples: Haleon PLC

IN WITNESS OF. which this agreement has been executed and delivered as a deed on the parties to date which first appears on page 1 of this Agreement have executed this Agreement the day and year first before writtenagreement. SIGNED Executed as a deed by Kxxxxxx Xxxxxx ) as duly authorised REUTERS HOLDINGS LIMITED ) /s/ Xxx Xxxxx acting by its attorney ) for Attorney Executed as a deed by ) /s/ Xxxxxxxx X. Xxxxxx CME FX MARKETPLACE INC. ) President acting by its president and on behalf its secretary ) /s/ Xxxxxxxx X. Xxxxxx in accordance with the laws of the territory in ) PERNLI MARINE LTD Secretary which CME FX Marketplace Inc. is incorporated ) (Executed as Borrowera deed by ) FXMARKETSPACE LIMITED ) in the presence of:- ) SIGNED /s/ Xxxx Xxxxxx acting by Kxxxxxx Xxxxxx ) as duly authorised its attorney ) for and on behalf of Attorney Executed as a deed by ) PERSECT MARINE LTD /s/ Xxx Xxxxx REUTERS GROUP PLC ) (as Borrower) ) in the presence of:- ) SIGNED Attorney acting by Kxxxxxx Xxxxxx ) as duly authorised its attorney ) for and on behalf of Executed as a deed by ) FELOX MARINE LTD REUTERS LIMITED ) (as Borrower) ) in the presence of:- ) SIGNED /s/ Xxx Xxxxx acting by Kxxxxxx Xxxxxx ) as duly authorised its attorney ) for and on behalf of ) RESPENT MARINE LTD ) (Attorney Executed as Borrower) ) in the presence of:- ) SIGNED a deed by ) as duly authorised /s/ Xxxxx X. Xxxxxxx CHICAGO MERCANTILE EXCHANGE ) Chief Executive Officer HOLDINGS INC. ) /s/ Xxxxxxxx X. Xxxxxx acting by its chief executive officer and corporate ) Managing Director, General Counsel and Corporate Secretary secretary in accordance with the laws of the ) territory in which Chicago Mercantile Exchange ) Holdings Inc. is incorporated ) Portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the Securities and on behalf of ) ING BANK N.V.Exchange Commission. The omissions have been indicated by asterisks (“*****”), SINGAPORE BRANCH ) (and the omitted text has been filed separately with the Securities and Exchange Commission. Executed as a Bank) ) in the presence of:- ) SIGNED deed by ) as duly authorised /s/ Xxxxx X. Xxxxxxx CHICAGO MERCANTILE EXCHANGE INC. ) Chief Executive Officer acting by its chief executive officer and corporate ) /s/ Xxxxxxxx X. Xxxxxx secretary in accordance with the laws of the ) Managing Director, General Counsel territory in which Chicago Mercantile ) and Corporate Secretary Exchange Inc. is incorporated ) Schedule 1 Ancillary Agreements Mutual Trademark License Agreement between the Company, Reuters Opco and CME Opco Mutual Patent License Agreement between the Company, Reuters Opco and CME Opco Data Distribution Agreement between the Company and Reuters Opco Development and Access Agreement between the Company and Reuters Opco Clearing Services Agreement between the Company and CME Opco Trading-Related Services Agreement between the Company and CME Opco Master Services Agreement between the Company, Reuters Opco and CME Opco Schedule 2 Form of Articles of Association See attached. Portions of this exhibit have been omitted pursuant to a request for confidential treatment filed with the Securities and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) Exchange Commission. The omissions have been indicated by asterisks (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP“*****”), FILIAL I NORGE ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers and the Vessels Name omitted text has been filed separately with the Securities and Exchange Commission. THE COMPANIES ACT 1985 (AS AMENDED) A PRIVATE COMPANY LIMITED BY SHARES ARTICLES OF ASSOCIATION OF RCFX LIMITED Portions of Bxxxxxxx (together this exhibit have been omitted pursuant to a request for confidential treatment filed with the “Borrowers” Securities and each a “Borrower”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd Exchange Commission. The omissions have been indicated by asterisks (“Borrower One*****) Liberia 80 Xxxxx Xxxxxx), Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and the omitted text has been filed separately with the Securities and Exchange Commission. 119 Table of contents 1. DEFINITIONS AND INTERPRETATION 2 2. CONDITIONALITY 22 3. WARRANTIES 25 4. INTERIM STEPS 29 5. BUSINESS OF THE COMPANY 32 6. RESERVED MATTERS 34 7. DEADLOCK RESOLUTION 42 8. MANAGEMENT APPOINTMENTS 44 9. PROCEEDINGS OF DIRECTORS 46 10. ACCESS TO INFORMATION AND ACCOUNTS 51 11. BUSINESS PLAN 54 12. FUNDING AND PERFORMANCE TESTS 55 13. ISSUE OF SHARES 64 14. DIVIDEND POLICY 65 15. PROFIT SHARING 65 16. RESTRICTIONS ON DEALING WITH SHARES 73 17. VOLUNTARY TRANSFERS 73 18. TRANSFER OF SHARES ON XXXXXXX 00 00. EXERCISE OF OPTIONS AND TRANSFER RIGHTS 81 20. INELIGIBLE PERSONS 83 21. COMPLETION OF SHARE TRANSFERS 84 Portions of this exhibit have been omitted pursuant to be renamed Kool Baltic on delivery a request for confidential treatment filed with the Securities and Exchange Commission. The omissions have been indicated by asterisks (“Vessel One*****) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx), Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of omitted text has been filed separately with the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan Securities and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000Exchange Commission.

Appears in 1 contract

Samples: Chicago Mercantile Exchange Holdings Inc

IN WITNESS OF. which the parties to this Agreement have executed this Agreement the day and year first before written. SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf ) of ) PERNLI MARINE LTD DNB NOR BANK ASA ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) PERSECT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) FELOX MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) RESPENT MARINE LTD ) (as BorrowerAgent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of CITIBANK N.A. ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of DNB NOR BANK ASA ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of FORTIS CAPITAL CORP ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of THE GOVERNOR AND COMPANY ) OF THE BANK OF SCOTLAND ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of HSBC BANK PLC ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of HSH NORDBANK AG ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of ING BANK N.V., SINGAPORE N.V. ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of LLOYDS TSB BANK PLC ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of NIBC BANK N.V. ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of NORDEA BANK NORGE ASA ) GRAND CAYMAN BRANCH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of SCOTIABANK EUROPE PLC ) CREDIT AGRICOLE (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of CALYON CORPORATE & AND ) INVESTMENT BANK ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) KFW IPEX-BANK GMBH DANISH SHIP FINANCE A/S ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of BAYERISCHE HYPO-UND ) NORDEA BANK ABP, FILIAL I NORGE VEREINSBANK AG ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) ING DNB NOR BANK N.V., SINGAPORE BRANCH ASA ) (as a Mandated Lead an Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of CITIGROUP GLOBAL ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK MARKETS LIMITED ) (as a Mandated Lead an Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of NORDEA BANK FINLAND PLC, ) KFW IPEX-BANK GMBH NEW YORK BRANCH ) (as a Mandated Lead an Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) NORDEA DNB NOR BANK ABP, FILIAL I NORGE ASA ) (as a Mandated Lead ArrangerBook Runner) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of CITIGROUP GLOBAL ) ING BANK N.V., SINGAPORE BRANCH MARKETS LIMITED ) (as Agenta Book Runner) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) NORSK TEEKAY HOLDINGS LTD ) in the presence of:- ) SIGNED by DATED 26 JUNE 2003 NORSK TEEKAY HOLDINGS LTD (AS BORROWER) as duly authorised ) for and on behalf of ) ING CITIGROUP GLOBAL MARKETS LIMITED DNB NOR BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ASA AND NORDEA BANK ABP FINLAND PLC, NEW YORK BRANCH (AS MANDATED LEAD ARRANGERS) DNB NOR BANK ASA AND OTHERS (as Original Swap ProviderAS BANKS) CITIGROUP GLOBAL MARKETS LIMITED AND DNB NOR BANK ASA (AS BOOK RUNNERS) in the presence of:- DNB NOR BANK ASA (AS FACILITY AGENT AND SECURITY TRUSTEE) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V.---------- FURTHER AMENDED AND RESTATED US$550,000,000 SECURED REDUCING REVOLVING LOAN FACILITY AGREEMENT XXXXXXXXXX XXXXXXX XXX, SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers and the Vessels Name of Bxxxxxxx (together the “Borrowers” and each a “Borrower”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit FaxXX. XXXX'X XXXXXXXXXX XXXXXX XX0X 0XX TEL: +00 0000 0000/+00 000 0000 0000 AttnFAX: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 000 0000 0000 AttnREF: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000819/822 CONTENTS

Appears in 1 contract

Samples: Loan Facility Agreement (Teekay Offshore Partners L.P.)

IN WITNESS OF. which the parties to this Agreement Parties have executed this Agreement agreement as a deed by the day Specified Shareholders and year under hand by the Buyer and it is intended to be and is delivered on the date first before writtenmentioned above. EXECUTED AS A DEED by MANAGEMENT DIAGNOSTICS LIMITED D/B/A BOARDEX acting by , a director ) ) ) ) in the presence of: Witness signature: Name (print): Address: Occupation: EXECUTED AS A DEED by MDL ESOP LIMITED acting by___________________, a director ) ) ) ) in the presence of: Witness signature: Name (print): Address: Occupation: EXECUTED AS A DEED by GXXXXXX SXXXX STRATEGIC INVESTMENTS (U.K.) LIMITED acting by_______________, a director ) ) ) ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by AXXXXX XXXXXXXX ) ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by CAMERON IRELAND ) ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by CXXXXXXXXXX XXXXXXX-XXXX ) ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by DXXXX XXXXXXXX ) ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by EXXXX XXXX ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by JXXXX XXXX ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by JULIAN SAINTY ) ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by NXXX XXXXXX ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by RXXXX XXXXXXX ) ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by RXX XXXXXX ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by RXXXXXX XXXXXXXXXXX ) ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by SXXXX XXXXXX ) ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED AS A DEED by SXXXX XXXXXX ) ) in the presence of: Witness signature: Name (print): Address: Occupation: SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) PERNLI MARINE LTD ) (as BorrowerTHE DEAL, LLC ) ) in the presence of:- ) Title: SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) PERSECT MARINE LTD ) (as BorrowerTHESTREET, INC. ) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) FELOX MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) RESPENT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers and the Vessels Name of Bxxxxxxx (together the “Borrowers” and each a “Borrower”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000Title:

Appears in 1 contract

Samples: Thestreet, Inc.

IN WITNESS OF. which the parties to this Agreement have executed this Agreement document on the day and year first before writtenmentioned in the Agreement. SIGNED SIGNED, SEALED AND DELIVERED ) ! by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) PERNLI MARINE LTD ) (as Borrower) the Father, [full name] ) in the presence of:- of: ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) PERSECT MARINE LTD ! (Witness Signature) (as BorrowerPrint Full Name) (Witness Address) (Witness Occupation) SIGNED, SEALED AND DELIVERED ) ! by the Mother, [full name] ) in the presence of:- of: ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) FELOX MARINE LTD ! (Witness Signature) (as BorrowerPrint Full Name) (Witness Address) (Witness Occupation) ANNEXURE “A” CERTIFICATE OF INDEPENDENT LEGAL ADVICE PURSUANT TO SECTION 80C(2)(d) OF THE CHILD SUPPORT (ASSESSMENT) XXX 0000 I, [insert solicitor name] of [address] in the presence of:- State of [insert], Solicitor, hereby certify that: I am a solicitor licensed to practise in [State/Territory]. In relation to the binding child support agreement to which this annexure is attached, proposed to be entered into between [full name] and [full name], I advised [full name of client] independently of the other party and before the time at which [full name of client] signed the binding child support agreement as to the following matters:- the effect of the binding child support agreement on the rights of [full name of client]; and the advantages and disadvantages at the time that the advice was provided to [full name of client] of making the binding child support agreement. DATED the day of 20  SIGNED: ANNEXURE “B” CERTIFICATE OF INDEPENDENT LEGAL ADVICE PURSUANT TO SECTION 80C(2)(d) SIGNED by Kxxxxxx Xxxxxx OF THE CHILD SUPPORT (ASSESSMENT) as duly authorised attorney ) for and on behalf XXX 0000 I, [insert solicitor name] of ) RESPENT MARINE LTD ) (as Borrower) ) [address] in the presence of:- ) SIGNED by ) State of [insert], Solicitor, hereby certify that: I am a solicitor licensed to practise in [State/Territory]. In relation to the binding child support agreement to which this annexure is attached, proposed to be entered into between [full name] and [full name], I advised [full name of client] independently of the other party and before the time at which [full name of client] signed the binding child support agreement as duly authorised ) for and to the following matters:- the effect of the binding child support agreement on behalf the rights of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf [full name of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers client]; and the Vessels Name advantages and disadvantages at the time that the advice was provided to [full name of Bxxxxxxx (together client] of making the “Borrowers” and each a “Borrower”) Country binding child support agreement. DATED the day of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 00000020 

Appears in 1 contract

Samples: Support Agreement

IN WITNESS OF. which the parties to this Agreement have executed this Agreement the day and year first before written. SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf ) of ) PERNLI MARINE LTD ) (as Borrower) ) in the presence of:- PIRANEMA L.L.C. ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf ) of NORDEA BANK FINLAND PLC, ) PERSECT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) FELOX MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) RESPENT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE NEW YORK BRANCH ) (as a BankLender) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT DNB BANK ASA ) (as a BankLender) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) KFW IPEX-DNB BANK GMBH ASA ) (as a Bankthe Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) NORDEA DNB BANK ABP, FILIAL I NORGE ASA ) (as a Bankthe Security Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of NORDEA BANK FINLAND PLC, ) ING NEW YORK BRANCH ) (as an MLA) ) SIGNED by ) duly authorised for and on behalf ) of DNB BANK N.V.ASA ) (as an MLA) ) SIGNED by ) duly authorised for and on behalf ) of NORDEA BANK FINLAND PLC, SINGAPORE ) NEW YORK BRANCH ) (as a Mandated Swap Provider) ) SIGNED by ) duly authorised for and on behalf ) of DNB MARKETS INC. ) (as a Bookrunner) ) SIGNED by ) duly authorised for and on behalf ) of NORDEA BANK FINLAND PLC, ) NEW YORK BRANCH ) (as a Bookrunner) ) SIGNED by ) duly authorised for and on behalf ) of CREDIT SUISSE AG ) (as a Lender) ) SIGNED by ) duly authorised for and on behalf ) of CREDIT SUISSE AG ) (as a Lead Arranger) ) in the presence of:- SIGNED by ) duly authorised for and on behalf ) of ROYAL BANK OF CANADA ) (as a Lender) ) SIGNED by ) as duly authorised ) for and on behalf ) of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT ROYAL BANK OF CANADA ) (as a Mandated Lead Arranger) ) in the presence of:- SIGNED by ) duly authorised for and on behalf ) of SKANDINAVISKA ENSKILDA XXXXXX XX ) (as a Lender) ) SIGNED by ) as duly authorised ) for and on behalf ) of ) KFW IPEX-BANK GMBH SKANDINAVISKA ENSKILDA XXXXXX XX ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers and the Vessels Name of Bxxxxxxx (together the “Borrowers” and each a “Borrower”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000)

Appears in 1 contract

Samples: Loan Agreement (Teekay Offshore Partners L.P.)

IN WITNESS OF. which the parties to this Agreement Existing Parties, by their attorney the Administrator, and the Adhering Party have executed this Agreement instrument as a Deed and have delivered it upon dating it or it being dated. Executed as a deed by the Administrator (as attorney on behalf of the Existing Parties) as follows: the common seal of the Administrator was affixed to this Deed in the presence of [ ] as authorised by the board of directors of the Administrator …………………………………………………….. Authorised signatory [AFFIX SEAL] EXECUTED and DELIVERED as a DEED on behalf of [ADHERING PARTY] by: ………………………………………….. …………………………………………. Director Director/Secretary/Witness For witness only: Full name: Address: Occupation: SCHEDULE 5 Power of Attorney BY THIS POWER OF ATTORNEY made this day of [ ] [ ], a company organised and registered under the laws of [ ] under company number [ ] whose registered office is at [ ] (the “Company”) hereby appoints LOGIC (Leading Oil and Gas Industry Competitiveness), a company limited by guarantee (company number SC199292) and having its registered office at 3rd Floor, The Exchange 0, 00 Xxxxxx Xxxxxx, Xxxxxxxx XX00 0XX (the “Administrator”) to be its true and lawful attorney and representative for the sole purposes of entering into, on its behalf and in its name, one or more Deed of Adherence with New Parties pursuant to Clause 11 of the Flight Sharing Deed copy of which is attached hereto), and entering into, on its behalf and in its name, one or more Deed of Release with Released Parties pursuant to Clause 6 of the Flight Sharing Deed and to amend Schedule 1 to include the names of any New Party or remove the names of any Released Party. Terms defined in the Flight Sharing Deed shall (unless otherwise defined herein) have the same meaning in this Power of Attorney and Clause 16 (Governing Law) of the Flight Sharing Deed shall equally apply to this Power of Attorney. The Administrator shall have the right to delegate some or all of its powers under this Power of Attorney to a third party that the Vantage POB governance board may from time to time authorize. Subject to Clause 10.3 of the Flight Sharing Deed, the Administrator shall have no liability whatsoever in respect of any performance, misperformance or non-performance of its function as attorney hereunder and the Company shall defend, indemnify and hold harmless the Administrator against any and all Claims arising from, out of, or relating to any such performance, misperformance or non-performance, irrespective of the negligence or breach of duty (whether statutory or otherwise) of the Administrator or any person acting on its behalf. AND the Company hereby undertakes to ratify and confirm anything lawfully done or caused to be done by the said Administrator acting in good faith in the exercise of the powers hereby conferred whether done before or after the date hereof. For the purposes of this undertaking any revocation (by whatever means) of any of the powers hereby conferred shall be deemed ineffectual until such revocation becomes known to the Administrator purporting to exercise this Power of Attorney. AND the Company hereby declares that this Power of Attorney shall be irrevocable for the duration of the Flight Sharing Deed and any subsequent flight sharing agreement except in the event that the Administrator is replaced pursuant to the terms of the aforesaid Flight Sharing Deed. In witness whereof the Company has executed and delivered this Power of Attorney as a deed by its duly appointed corporate officers the date and year first before above written. SIGNED EXECUTED AND DELIVERED AS A DEED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and [ ] on behalf of ) PERNLI MARINE LTD ) (as Borrower) ) in being signed by: …………………………………… …………………………………… Director/Authorised Signatory In the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of: Signature of ) PERSECT MARINE LTD ) witness: …………………………………… Name: …………………………………… Address: …………………………………… …………………………………… Occupation: …………………………………… SCHEDULE 6 Deed of Release THIS DEED OF RELEASE is made the day of (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) FELOX MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) RESPENT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers and the Vessels Name of Bxxxxxxx (together the “Borrowers” and each a “BorrowerRelease Date”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000BETWEEN:

Appears in 1 contract

Samples: www.logic-oil.com

IN WITNESS OF. which the parties to this Agreement have executed this Agreement the day and year first before written. [SIGNED BY EACH PARTY'S AUTHORIZED REPRESENTATIVE ON 22 SEPTEMBER 2000] SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf ) of ) PERNLI MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) PERSECT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) FELOX MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) RESPENT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH OF AMERICA N.A. ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of THE BANK OF TOKYO- ) MITSUBISHI, LTD. ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of CHRISTIANIA BANK OG ) KREDITKASSE ASA ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of CITIBANK N.A. ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of CREDIT AGRICOLE CORPORATE & INDUSTRIEL ET ) INVESTMENT COMMERCIAL ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of CREDIT LYONNAIS ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of DEN NORSKE BANK ASA ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of DEUTSCHE SCHIFFSBANK ) AKTIENGESELLSCHAFT ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of FORTIS CAPITAL CORP` ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of HSBC BANK PLC ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of THE ING (U.S.) CAPITAL LLC ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of KBC FINANCE IRELAND ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of LANDESBANK SCHLESWIG- ) HOLSTEIN GIRONZENTRALE ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of NATEXIS BANQUES POPULAIRES ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of THE ROYAL BANK OF SCOTLAND ) PLC ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of SCOTIABANK EUROPE PLC ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of SPAREBANKEN ROGALAND ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of VEREINS-UND WESTBANK AG ) (as a Bank) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of WHITNEY NATIONAL BANK ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) KFW IPEX-DEN NORSKE BANK GMBH ASA ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for Agent and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) ING DEN NORSKE BANK N.V., SINGAPORE BRANCH ASA ) (as Coordinatoran Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of BANC OF AMERICA ) ING BANK N.V. SECURITIES LLC ) (as Original Swap Provideran Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of SALOMON BROTHERS ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK INTERNATIONAL LIMITED ) (as Original Swap Provideran Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) KFW IPEX-HSBC BANK GMBH Plc ) (as Original Swap Provideran Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) NORDEA BANK ABP ING BARINGS LLC ) (as Original Swap Provideran Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf ) of ) ING BANK N.V., SINGAPORE BRANCH OF AMERICA N.A. ) (as BookrunnerSyndication Agent) ) in the presence of:- ) SCHEDULE 1 The Borrowers SIGNED by ) duly authorised for and on behalf ) of CITIBANK N.A. ) (as Syndication Agent) ) in the Vessels Name presence of:- ) SIGNED by ) duly authorised for and on behalf ) of Bxxxxxxx SALOMON BROTHERS ) INTERNATIONAL LIMITED ) (together as Joint Book Manager) ) in the “Borrowers” presence of:- ) SIGNED by ) duly authorised for and each a “Borrower”on behalf ) Country of Incorporation Registered Office Vessel Name Flag BANC OF AMERICA ) SECURITIES LLC ) (as Joint Book Manager) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of Vessel Type ING BARINGS LLC ) (as Documentation Agent) ) in the presence of:- ) SIGNED by ) duly authorised for and on behalf ) of Vessel CBM (approx.XXXXX COMEX ) Year Built Purchase Price ($SEAWAY FINANCE B.V. ) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, in the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000presence of:- )

Appears in 1 contract

Samples: Loan Facility Agreement (Stolt Offshore S A)

IN WITNESS OF. which the parties to this Agreement have executed this Agreement the day and year first before written. SIGNATORIES SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf ) IAN MCMILLAN of ) PERNLI MARINE LTD HSBC BANK PLC ) (as BorrowerSENIOR MANAGER) (xx x Xxxx) ) in the presence of:- of: ) SIGNED by Kxxxxxx Xxxxxx ) as BERNARD LANDEAU duly authorised attorney ) for and on behalf ) (HEAD OF ADVIXXXX XXXXXXXX) of ) PERSECT MARINE LTD CREDIT LYONNAIS ) (as Borrowera Bank) ) MICHEL TOLILA in the presence of: ) (VICE PRESIDENT) XXXXXX xx ) duly authorised for and on behalf ) SANJIV NAYAR of DNB NOR BANK ASA ) (FIRST VICE PRESXXXXX) (xxxxerly DEN NORSKE BANK ) ASA ) ALFRED C. JONES, III (as a Bank) ) (SENIOR XXXX XXXXXXXXX in the presence of: Cathleen Buckley) AND GENERAL COUNSEL) SIGNED by ) xxxx authorised for and on behalf ) MICHAEL ZANDER of ING CAPITAL LLC ) (MANAGING DIREXXXX) (xx x Xxnk) ) in the presence of:- of: ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf ) BJOERN SCHILLING of VEREINS-UND ) FELOX MARINE LTD (VICE PRESIDXXX) XXXXXXXX XX ) (as Borrowera Bank) ) BIRGIT MARQUART in the presence of:- of: ) SIGNED (SENIOR VICE XXXXXXXXX) XXGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf ) ANNE ENGEN of ) RESPENT MARINE LTD NORDEA BANK FINLAND ) (as BorrowerVICE PRESIDENT) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V.PXX, SINGAPORE XXX XXRK BRANCH ) (as a Bank) ) HANS CHR. KJELSRUD in the presence of:- of: ) (SENIOR VICE PRESIDENT) SIGNED by ) as duly authorised ) for and on behalf ) STEVE DOBSON of SCOTIABANK EUROPE PLC ) CREDIT AGRICOLE CORPORATE & (DIRECTOR, (as a Xxxx) INVESTMENT BANK ) SPECIAL ACCOUNT MANAGEMENT) in the presence of: ) SIGNED by ) duly authorised for and on behalf ) ARNAUD STEVENS of NATEXIS BANQUES ) (DEPUTY HEAD, XXXXXXXXX XXXXING) POPULAIRES ) (as a Bank) ) GERARD FOHLEN-WEILL in the presence of:- of: ) (DEPUTY HXXX, UTILITIES, ENERGY & CONSTRUCTION) SIGNED by ) as duly authorised ) for and on behalf ) CHRIS D. MERRETT of HSBC BANK PLC ) KFW IPEX-(MANAGER) (ax xxx Xxxxx) ) in the presence of: Kate Garner ) SIGNED by ) duly authorisxx xxx xxx on behalf ) IAN MCMILLAN of HSBC BANK GMBH PLC ) (SENIOR MANAGER) (xx xxx Xxxanger) ) in the presence of: ) SIGNED by ) duly authorised for and on behalf ) IAN MCMILLAN of HSBC BANK PLC ) (SENIOR MANAGER) (xx xxx Xxxuing Bank) ) in the presence of: ) SIGNED by ) BERNARD LANDEAU duly authorised for and on behalf ) (HEAD OF ADVIXXXX XXXXXXXX) of CREDIT LYONNAIS ) (as the Issuing Bank) ) MICHEL TOLILA in the presence of: ) (VICE PRESIDENT) XXXXXX xx ) duly authorised for and on behalf ) SANJIV NAYAR of DNB NOR BANK ASA ) (FIRST VICE PRESXXXXX) (xxxxerly DEN NORSKE BANK ) ASA ) ALFRED C. JONES, III (as a Bank) ) (SENIOR XXXX XXXXXXXXX in the presence of:- of: Cathleen Buckley) AND GENERAL COUNSEL) SIGNED by ) as duly xxxx authorised ) for and on behalf ) JOHAN RASMUSSEN of ) NORDEA BANK ABP, FILIAL I NORGE STOLT OFFSHORE S.A. ) (as a BankGENERAL COUNXXX) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers and the Vessels Name of Bxxxxxxx (together the “Borrowers” and each a “Borrower”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Faxxx xxx xxxsencx xx: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000Marc Issacs )

Appears in 1 contract

Samples: Agreement (Stolt Offshore S A)

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IN WITNESS OF. which the parties to this Agreement Existing Parties, by their attorney the Administrator, and the Adhering Party have executed this Agreement instrument as a Deed and have delivered it upon dating it or it being dated. Executed as a deed by the Administrator (as attorney on behalf of the Existing Parties) as follows: the common seal of the Administrator was affixed to this Deed in the presence of [ ] as authorised by the board of directors of the Administrator …………………………………………………….. Authorised signatory [AFFIX SEAL] EXECUTED and DELIVERED as a DEED on behalf of [ADHERING PARTY] by: ………………………………………….. …………………………………………. Director Director/Secretary/Witness For witness only: Full name: Address: Occupation: SCHEDULE 5 Power of Attorney BY THIS POWER OF ATTORNEY made this day of [ ] [ ], a company organised and registered under the laws of [ ] under company number [ ] whose registered office is at [ ] (the “Company”) hereby appoints LOGIC (Leading Oil & Gas Industry Competitiveness), a company limited by guarantee (company number SC199292) and having its registered office at Xxxxx House 33-35 Palmerston Road 0xx Xxxxx, Xxxxxxxx, Xxxxxxxx, XX00 0XX (the “Administrator”) to be its true and lawful attorney and representative for the sole purposes of entering into, on its behalf and in its name, one or more Deed of Adherence with New Parties pursuant to Clause 10 of the Flight Sharing Deed copy of which is attached hereto) and to amend Schedule 1 to include the names of any New Party. Terms defined in the Flight Sharing Deed shall (unless otherwise defined herein) have the same meaning in this Power of Attorney and Clause 15 (Governing Law) of the Flight Sharing Deed shall equally apply to this Power of Attorney. The Administrator shall have the right to delegate some or all of its powers under this Power of Attorney to a third party that the LOGIC Board may from time to time authorize. Subject to Clause 9.3 of the Flight Sharing Deed, the Administrator shall have no liability whatsoever in respect of any performance, misperformance or non-performance of its function as attorney hereunder and the Company shall defend, indemnify and hold harmless the Administrator against any and all Claims arising from, out of, or relating to any such performance, misperformance or non-performance, irrespective of the negligence or breach of duty (whether statutory or otherwise) of the Administrator or any person acting on its behalf. AND the Company hereby undertakes to ratify and confirm anything lawfully done or caused to be done by the said Administrator acting in good faith in the exercise of the powers hereby conferred whether done before or after the date hereof. For the purposes of this undertaking any revocation (by whatever means) of any of the powers hereby conferred shall be deemed ineffectual until such revocation becomes known to the Administrator purporting to exercise this Power of Attorney. AND the Company hereby declares that this Power of Attorney shall be irrevocable for the duration of the Flight Sharing Deed except in the event that the Administrator is replaced pursuant to the terms of the aforesaid Flight Sharing Deed. In witness whereof the Company has executed and delivered this Power of Attorney as a deed by its duly appointed corporate officers the date and year first before above written. SIGNED EXECUTED AND DELIVERED AS A DEED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and [ ] on behalf of ) PERNLI MARINE LTD ) (as Borrower) ) in being signed by: …………………………………… …………………………………… Director/Authorised Signatory In the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of: Signature of ) PERSECT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) FELOX MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) RESPENT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) witness: …………………………………… Name: …………………………………… Address: …………………………………… …………………………………… Occupation: …………………………………… SCHEDULE 1 The Borrowers and the Vessels Name of Bxxxxxxx (together the “Borrowers” and each a “Borrower”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 0000006

Appears in 1 contract

Samples: www.logic-oil.com

IN WITNESS OF. which the parties to this Agreement have executed this Agreement the day and year first before written. SIGNED by Kxxxxxx Xxxxxx ) as ----------------------------------------- duly authorised attorney ) for and on behalf ) [signed] of TEEKAY OFFSHORE ) PERNLI MARINE LTD ) (as Borrower) ) in the presence of:- OPERATING L.P. ) SIGNED by Kxxxxxx Xxxxxx ) as ----------------------------------------- duly authorised attorney ) for and on behalf ) [signed] of ) PERSECT MARINE LTD ) DNB NOR BANK ASA (as Borrowera Lender) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as ----------------------------------------- duly authorised attorney ) for and on behalf ) [signed] of ) FELOX MARINE LTD NORDEA BANK NORGE ASA ) (as Borrowera Lender) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as ----------------------------------------- duly authorised attorney ) for and on behalf ) [signed] of ) RESPENT MARINE LTD FORTIS CAPITAL CORP. ) (as Borrowera Lender) ) in the presence of:- ) SIGNED by ) as ----------------------------------------- duly authorised ) for and on behalf ) [signed] of DEUTSCHE SCHIFFSBANK ) ING BANK N.V., SINGAPORE BRANCH AKTIENGESELLSCHAFT (as a Lender) ) 70 SIGNED by ) ----------------------------------------- duly authorised for and on behalf ) [signed] of LANDESBANK HESSEN-THURINGEN ) GIROZENTRALE ) (as a BankLender) ) in the presence of:- ) SIGNED by ) as ----------------------------------------- duly authorised ) for and on behalf ) [signed] of DNB NOR BANK ASA (as the Agent) CREDIT AGRICOLE CORPORATE & ) INVESTMENT SIGNED by ) ----------------------------------------- duly authorised for and on behalf ) [signed] of DEUTSCHE SCHIFFSBANK ) AKTIENGESELLSCHAFT ) (as the Security Agent) ) SIGNED by ) ----------------------------------------- duly authorised for and on behalf ) [signed] of DNB NOR BANK ASA (as an MLA) ) SIGNED by ) ----------------------------------------- duly authorised for and on behalf ) [signed] of NORDEA BANK NORGE ASA ) (as an MLA) ) SIGNED by ) ----------------------------------------- duly authorised for and on behalf ) [signed] of FORTIS CAPITAL CORP. ) (as an MLA) ) 71 SIGNED by ) ----------------------------------------- duly authorised for and on behalf ) [signed] of DNB NOR BANK ASA ) (as a Bankbookrunner) ) in the presence of:- ) SIGNED by ) as ----------------------------------------- duly authorised ) for and on behalf ) [signed] of ) KFW IPEX-NORDEA BANK GMBH NORGE ASA ) (as a Bankbookrunner) ) in the presence of:- CONFORMED COPY DATED 2ND OCTOBER 2006 TEEKAY OFFSHORE OPERATING L.P. (AS BORROWER) SIGNED by ) as duly authorised ) for and on behalf of ) - AND - DNB NOR BANK ASA NORDEA BANK ABP, FILIAL I NORGE ASA FORTIS CAPITAL CORP. AND OTHERS (AS LENDERS) - AND - DNB NOR BANK ASA (as a BankAS AGENT) - AND - DEUTSCHE SCHIFFSBANK AKTIENGESELLSCHAFT (AS SECURITY AGENT) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING - AND - DNB NOR BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ASA NORDEA BANK ABP, FILIAL I NORGE ASA FORTIS CAPITAL CORP. (AS MANDATED LEAD ARRANGERS) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING - AND - DNB NOR BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ASA NORDEA BANK ABP NORGE ASA (AS BOOKRUNNERS) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for ---------- US$940,000,000 SECURED LOAN AGREEMENT XXXXXXXXXX XXXXXXX XXX XX. XXXX'X XXXXXXXXXX XXXXXX XX0X 0XX TEL: 000 0000 0000 FAX: 000 0000 0000 REF: 819/1138 CONTENTS PAGE ---- 1 Definitions and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE Interpretation ....................................... 1 The Borrowers and the Vessels Name of Bxxxxxxx (together the “Borrowers” and each a “Borrower”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000its Purposes ............................................ 18

Appears in 1 contract

Samples: Loan Agreement (Teekay Offshore Partners L.P.)

IN WITNESS OF. which the parties to this Agreement have executed this Agreement the day and year first before written. SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf ) /s/ [ILLEGIBLE] of ) PERNLI MARINE LTD CITIBANK N.A. ) (as Borrowera Bank) ) ATTORNEY-IN-FACT in the presence of:- /s/ [ILLEGIBLE] ) [ILLEGIBLE] TRAINEE SOLICITOR XXX XX XXXX’X XXXXXXXXXX XX0X 0XX, XXXXXX SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf ) of DEUTSCHE BANK AG IN HAMBURG ) PERSECT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) FELOX MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) RESPENT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) /s/ [ILLEGIBLE] (as a Bank) ) in the presence of:- /s/ [ILLEGIBLE] ) ATTORNEY-IN-FACT (As above) SIGNED by ) as duly authorised ) for and on behalf ) of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK DEUTSCHE SCHIFFSBANK AG ) (as a Bank) ) /s/ [ILLEGIBLE] in the presence of:- /s/ [ILLEGIBLE] ) (As above) ATTORNEY-IN-FACT SIGNED by ) duly authorised for and on behalf ) of CITIBANK N.A. ) (as an Underwriter and the Bookrunner) ) /s/ [ILLEGIBLE] in the presence of:- /s/ [ILLEGIBLE] ) (As above) ATTORNEY-IN-FACT SIGNED by ) duly authorised for and on behalf ) of DEUTSCHE BANK AG IN HAMBURG ) (as an Underwriter) ) /s/ [ILLEGIBLE] in the presence of:- /s/ [ILLEGIBLE] ) (As above) ATTORNEY-IN-FACT SIGNED by ) duly authorised for and on behalf ) of DEUTSCHE SCHIFFSBANK AG ) (as an Underwriter) ) /s/ [ILLEGIBLE] in the presence of:- /s/ [ILLEGIBLE] ) (As above) ATTORNEY-IN-FACT SIGNED by ) duly authorised for and on behalf ) of CITIGROUP GLOBAL MARKETS ) /s/ [ILLEGIBLE] LIMITED ) (as a Mandated Lead Arranger) ) ATTORNEY-IN-FACT in the presence of:- /s/ [ILLEGIBLE] ) (As above) SIGNED by ) as duly authorised ) for and on behalf ) /s/ [ILLEGIBLE] of ) KFW IPEX-DEUTSCHE BANK GMBH AG IN HAMBURG ) (as a BankMandated Lead Arranger) ) ATTORNEY-IN-FACT in the presence of:- /s/ [ILLEGIBLE] ) (As above) SIGNED by ) as duly authorised ) for and on behalf ) of DEUTSCHE SCHIFFSBANK AG ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) /s/ [ILLEGIBLE] (as a Mandated Lead Arranger) ) in the presence of:- /s/ [ILLEGIBLE] ) ATTORNEY-IN-FACT (As above) SIGNED by ) as duly authorised ) for and on behalf ) of CITIBANK INTERNATIONAL PLC ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) /s/ [ILLEGIBLE] (as a Mandated Lead Arrangerthe Agent) ) in the presence of:- /s/ [ILLEGIBLE] ) ATTORNEY-IN-FACT [ILLEGIBLE] SIGNED by ) duly authorised for and on behalf ) of CITICORP TRUSTEE COMPANY ) /s/ Xxxxx Xxxxx LIMITED /s/ Xxxxx Xxxxxx ) Xxxxx Xxxxx (as the Security Trustee) XXXXX XXXXXX ) Director in the presence of:- ) SIGNED by /s/ Xxxxxx X. Lion ) as duly authorised ) for and on behalf ) of STOLT TANKERS ) KFW IPEX/s/ Xxxxxx X. Lion FINANCE III B.V. ) in the presence of:- /s/ [ILLEGIBLE] ) Attorney-BANK GMBH in-Fact [ILLEGIBLE] XxXxxxxxxx & Xxxxx LLP 000 Xxxxxxx Xxxxxx Xxx Xxxx, XX 00000 SIGNED by ) duly authorised for and on behalf ) /s/ Xxxxxx X. Lion of XXXXX XXXXXXX X.X. ) in the presence of:- /s/ [ILLEGIBLE] ) Attorney-in-Fact (as a Mandated Lead ArrangerAs above) SIGNED by ) duly authorised for and on behalf ) /s/ Xxxxxx X. Lion of XXXXX XXXXXXX ) TRANSPORTATION GROUP LTD ) Attorney-in-Fact (Liberia) ) in the presence of:- /s/ [ILLEGIBLE] ) (As above) SIGNED by ) as duly authorised ) for and on behalf ) /s/ Xxxxxx X. Lion of XXXXX XXXXXXX ) NORDEA BANK ABP, FILIAL I NORGE TRANSPORTATION GROUP LTD ) Attorney-in-Fact (as a Mandated Lead ArrangerBermuda) ) in the presence of:- /s/ [ILLEGIBLE] ) (As above) SIGNED by ) as duly authorised ) for and on behalf ) /s/ Xxxxxx X. Lion of XXXXX XXXXXXX ) ING BANK N.V., SINGAPORE BRANCH INVESTMENTS N.V. ) (as Agent) ) Attorney-in-Fact in the presence of:- /s/ [ILLEGIBLE] ) (As above) SIGNED by ) as duly authorised ) for and on behalf ) /s/ Xxxxxx X. Lion of XXXXX XXXXXXX ) ING BANK N.V., SINGAPORE BRANCH HOLDINGS B.V. ) (as Security Trustee) ) Attorney-in-Fact in the presence of:- /s/ [ILLEGIBLE] ) (As above) SIGNED by ) as duly authorised ) for and on behalf ) /s/ Xxxxxx X. Lion of XXXXX-XXXXXXX ) ING BANK N.V., SINGAPORE BRANCH TRANSPORTATION GROUP B.V. ) (as Coordinator) ) Attorney-in-Fact in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. /s/ [ILLEGIBLE] ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers and the Vessels Name of Bxxxxxxx (together the “Borrowers” and each a “Borrower”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000As above)

Appears in 1 contract

Samples: Amendment Agreement (Stolt Nielsen S A)

IN WITNESS OF. which the parties to this Agreement have executed this Agreement document on the day and year first before writtenmentioned in the Agreement. SIGNED SIGNED, SEALED AND DELIVERED ) ! by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) PERNLI MARINE LTD ) (as Borrower) the Father, [full name] ) in the presence of:- of: ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) PERSECT MARINE LTD ! (Witness Signature) (as BorrowerPrint Full Name) (Witness Address) (Witness Occupation) SIGNED, SEALED AND DELIVERED ) ! by the Mother, [full name] ) in the presence of:- of: ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) FELOX MARINE LTD ! (Witness Signature) (as BorrowerPrint Full Name) (Witness Address) (Witness Occupation) ANNEXURE “A” CERTIFICATE OF INDEPENDENT LEGAL ADVICE PURSUANT TO SECTION 80C(2)(d) OF THE CHILD SUPPORT (ASSESSMENT) ACT 1989 I, [insert solicitor name] of [address] in the presence of:- State of [insert], Solicitor, hereby certify that: I am a solicitor licensed to practise in [State/Territory]. In relation to the binding child support agreement to which this annexure is attached, proposed to be entered into between [full name] and [full name], I advised [full name of client] independently of the other party and before the time at which [full name of client] signed the binding child support agreement as to the following matters:- the effect of the binding child support agreement on the rights of [full name of client]; and the advantages and disadvantages at the time that the advice was provided to [full name of client] of making the binding child support agreement. DATED the day of 20  SIGNED: ANNEXURE “B” CERTIFICATE OF INDEPENDENT LEGAL ADVICE PURSUANT TO SECTION 80C(2)(d) SIGNED by Kxxxxxx Xxxxxx OF THE CHILD SUPPORT (ASSESSMENT) as duly authorised attorney ) for and on behalf ACT 1989 I, [insert solicitor name] of ) RESPENT MARINE LTD ) (as Borrower) ) [address] in the presence of:- ) SIGNED by ) State of [insert], Solicitor, hereby certify that: I am a solicitor licensed to practise in [State/Territory]. In relation to the binding child support agreement to which this annexure is attached, proposed to be entered into between [full name] and [full name], I advised [full name of client] independently of the other party and before the time at which [full name of client] signed the binding child support agreement as duly authorised ) for and to the following matters:- the effect of the binding child support agreement on behalf the rights of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf [full name of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers client]; and the Vessels Name advantages and disadvantages at the time that the advice was provided to [full name of Bxxxxxxx (together client] of making the “Borrowers” and each a “Borrower”) Country binding child support agreement. DATED the day of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 00000020 

Appears in 1 contract

Samples: Support Agreement

IN WITNESS OF. which this document has been executed as a deed on the parties to this Agreement have executed this Agreement the day and year first before writtendate which appears on page 1 above. SIGNED as a DEED by Kxxxxxx Xxxxxx XXXXX XXXXXXX as attorney for GSK PLC in the presence of: ) ) (Signature of attorney) ) XXXXX XXXXXXX as duly attorney for GSK PLC ) Witness’s signature: Name (print): Occupation: Address: Executed as a deed by ) PFIZER INC. ) (Authorised signatory) acting by [name of authorised attorney signatory] ) for and on behalf who, in accordance with the laws of the ) territory in which PFIZER INC. is ) incorporated, [is][are] acting under the ) authority of ) PERNLI MARINE LTD PFIZER INC. ) SIGNED as a DEED by XXXXXX XXXXXX as attorney for HALEON PLC in the presence of: ) ) (Signature of attorney) ) XXXXXX XXXXXX as Borrowerattorney for HALEON PLC ) Witness’s signature: Name (print): Occupation: Address: Executed as a deed by ) GLAXOSMITHKLINE CONSUMER HEALTHCARE ) Director HOLDINGS (NO.2) LIMITED ) acting by XXXXX XXXXXXX a director ) in the presence of:- of: ) Witness’s signature: Name (print): Occupation: Address: SIGNED as a DEED by Kxxxxxx Xxxxxx ) XXXXX XXXXXXX as duly authorised attorney ) for and on behalf of ) PERSECT MARINE LTD ) (Signature of attorney) GLAXOSMITHKLINE CONSUMER HEALTHCARE ) XXXXX XXXXXXX as Borrowerattorney for HOLDINGS LIMITED ) ) GLAXOSMITHKLINE CONSUMER HEALTHCARE in the presence of:- of: ) SIGNED HOLDINGS LIMITED Witness’s signature: Name (print): Occupation: Address: EXECUTED as a DEED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) FELOX MARINE LTD ANACOR PHARMACEUTICALS, INC. ) (Authorised signatory) acting by [name of authorised signatory] ) who, in accordance with the laws of the ) territory in which ANACOR PHARMACEUTICALS, INC. ) is incorporated, is acting under the ) authority of ANACOR PHARMACEUTICALS, INC. ) Executed as Borrowera deed by ) PF CONSUMER HEALTHCARE ) (Authorised signatory) HOLDINGS LLC ) acting by [name of authorised signatory] ) who, in accordance with the laws of the ) territory in which PF CONSUMER ) HEALTHCARE HOLDINGS LLC is ) incorporated, [is][are] acting under the ) authority of PF CONSUMER HEALTHCARE ) HOLDINGS LLC ) ) in the presence of:- ) SIGNED by Kxxxxxx Xxxxxx ) as duly authorised attorney ) for and on behalf of ) RESPENT MARINE LTD ) (as Borrower) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Bank) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP, FILIAL I NORGE ) (as a Mandated Lead Arranger) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Agent) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Security Trustee) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Coordinator) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V. ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) CREDIT AGRICOLE CORPORATE & ) INVESTMENT BANK ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) KFW IPEX-BANK GMBH ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) NORDEA BANK ABP ) (as Original Swap Provider) ) in the presence of:- ) SIGNED by ) as duly authorised ) for and on behalf of ) ING BANK N.V., SINGAPORE BRANCH ) (as Bookrunner) ) in the presence of:- ) SCHEDULE 1 The Borrowers and the Vessels Name of Bxxxxxxx (together the “Borrowers” and each a “Borrower”) Country of Incorporation Registered Office Vessel Name Flag of Vessel Type of Vessel CBM (approx.) Year Built Purchase Price ($) Pernli Marine Ltd (“Borrower One”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Melampus and to be renamed Kool Baltic on delivery (“Vessel One”) Liberia LNG Tanker (Ice 2) 170,200 Oct 2014 147,500,000 Persect Marine Ltd (“Borrower Two”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Mitre and to be named Kool Boreas on delivery (“Vessel Two”) Liberia LNG Tanker (Ice 2) 170,200 Jan 2015 150,000,000 Felox Marine Ltd (“Borrower Three”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Barents and to be renamed Kool Firn on delivery (“Vessel Three”) Liberia LNG Tanker 174,000 Sept 2020 175,000,000 Respent Marine Ltd (“Borrower Four”) Liberia 80 Xxxxx Xxxxxx, Xxxxxxxx, Xxxxxxx Currently named SCF Txxxxxxxx and to be named Kool Orca on delivery (“Vessel Four”) Liberia LNG Tanker 174,000 Feb 2021 177,500,000 SCHEDULE 2 The Banks, the Original Swap Providers and the Commitments The Banks Commitments ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx, Xxxxxxxxx 000000 * Credit Fax: +00 0000 0000/+00 0000 0000 Attn: Yxxx Xxxx Xxx/Mxxxxxxx Xxx Email: yxxx.xxxx.xxx@xxxx.xxx.xxx /Xxxxxxxx.Xxx@xxxx.xxx.xxx $209,375,971.92 in aggregate $47,512,239.79 in respect of the Vessel Loan for Vessel One $48,317,531.98 in respect of the Vessel Loan for Vessel Two $56,370,453.97 in respect of the Vessel Loan for Vessel Three $57,175,746.18 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 0000 0000 Attn: Deal Execution Team Email: Exxxxxxxx@XXX.xxx Credit Agricole Corporate & Investment Bank 10 Xxxxx xxx Xxxxx-Xxxx, CS 70052, 92547, Montrouge Cedex, France Credit Credit Agricole Asia Shipfinance Limited 20xx Xxxxx, Xxx Xxxxxxx Xxxxx 00 Xxxxxxxxx Xxxx Xxxx $96,496,366.74 in aggregate $21,897,252.45 in respect of the Vessel Loan for Vessel One $22,268,392.34 in respect of the Vessel Loan for Vessel Two $25,979,791.04 in respect of the Vessel Loan for Vessel Three $26,350,930.91 in respect of the Vessel Loan for Vessel Four Fax: +000 0000 0000 Attn: Hxxxxx Xxx/Axxx Xxxxx Email: Hxxxxx.xxx@xx-xxx.xxx /Xxxx.xxxxx@cx-xxx.xxx Operations 10 Xxxxx xxx Xxxxx-Xxxx, XX 00000, 00000, Xxxxxxxxx Xxxxx, Xxxxxx Fax: +00 (0)0 00 00 00 34 Attn: Cxxxxxxxxx Xxxxxx/Axxx Xxxxxxxxxxxxxxx KfW IPEX-Bank GmbH Pxxxxxxxxxxxxxxxxxx 0-0, 00000 Xxxxxxxxx Xxxxxxx Credit Fax: N/A Attn: Axxx Xxxxxxx/Mxxxxx Xxx Email: axxx.xxxxxxx@xxx.xx/xxxxxx.xxx@xxx.xx $173,333,333.33 in aggregate $39,333,333.33 in respect of the Vessel Loan for Vessel One $39,999,999.99 in respect of the Vessel Loan for Vessel Two $46,666,666.68 in respect of the Vessel Loan for Vessel Three $47,333,333.33 in respect of the Vessel Loan for Vessel Four Operations Fax: +00 00 0000 0000 Attn: Vxxxxxx Xxxxx Email: vxxxxxx.xxxxx@xxx.xxx Nordea Bank Abp, filial i Norge Essendrops gxxx 0, 0000 Xxxx, Xxxxxx Credit Fax: N/A Attn: Hxxxxx Xxxxxxx/Jxxx Xxxxxxxx Email: Hxxxxx.xxxxxxx@xxxxxx.xxx/ Jxxx.xxxxxxxx-0@xxxxxx .com $40,794,328.01 in aggregate $9,257,174.43 in respect of the Vessel Loan for Vessel One $9,414,075.69 in respect of the Vessel Loan for Vessel Two $10,983,088.31 in respect of the Vessel Loan for Vessel Three $11,139,989.58 in respect of the Vessel Loan for Vessel Four Operations Fax: N/A Attn: Structured Loan and Collateral Services Email: Sxx.xxxxxx@xxxxxx.xxx * Pursuant to a Transfer Certificate countersigned by the Agent on 4 July 2022, ING Bank N.V., Singapore Branch transferred the loan participations described below to SMBC Bank International Plc on 7 July 2022: $36,042,638.58 in aggregate $8,178,906.45 in respect of the Vessel Loan for Vessel One $8,317,531.98 in respect of the Vessel Loan for Vessel Two $9,703,787.31 in respect of the Vessel Loan for Vessel Three $9,842,412.84 in respect of the Vessel Loan for Vessel Four Original Swap Providers ING Bank N.V. Foppingadreef 7 P.X. Xxx 0000, XX-0000 XX Xxxxxxxxx Xxx Xxxxxxxxxxx Email:Txxxx.Xxxxxxxxxx.Xxxxxxxxxxx.XXX@XXXXxxx.xxx Fax: +00 00 000 0000 Attn: Operations/Derivatives/Location Code: TRC00.013 AND ING Bank N.V., Singapore Branch 1 Xxxxxxx Xxxxxx, #00-00 Xxxxx Xxxxx Xxxxxxxxx 000000)

Appears in 1 contract

Samples: Transitional Services Agreement (Haleon PLC)

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