Mandatory prepayment on sale or Total Loss. The Borrower shall be obliged to prepay the Relevant Amount if a Ship:
(a) is sold, on or before the date on which the sale is completed by delivery of that Ship to the buyer; or
(b) becomes a Total Loss, on the earlier of the date falling 150 days after the Total Loss Date and the date of receipt by the Security Trustee of the proceeds of insurance relating to such Total Loss.
Mandatory prepayment on sale or Total Loss. (a) If a Ship is sold (without prejudice to paragraph (a) of Clause 23.12 (Disposals)), refinanced by the Lenders or another bank or financial institution or becomes a Total Loss, the Borrowers shall, on the Relevant Date, prepay the Relevant Amount.
(b) In this Clause 7.4 (Mandatory prepayment on sale or Total Loss):
Mandatory prepayment on sale or Total Loss. (a) If a Ship is sold or becomes a Total Loss, the Borrowers shall unless otherwise agreed with the Agent on the Relevant Date prepay the Tranche applicable to that Ship.
(b) On the Relevant Date, the Borrowers shall also prepay such part of the Loan as shall eliminate any shortfall arising if the ratio set out in Clause 27 (Security Cover) were applied immediately following the payment referred to in paragraph (a) above but on the basis that the ratio must either (i) be maintained at the Level at which it was immediately prior to such sale or Total Loss or (ii) if, Borrower D (or another Borrower in accordance with Clause 18.6 (Release of Borrower D)) has been released, at 175 per cent.
(c) Provided that no Default has occurred and is continuing, any remaining proceeds of the sale or Total Loss of a Ship after the prepayments referred to in paragraph (a) and paragraph (b) above have been made together with all other amounts that are payable on any such prepayment pursuant to the Finance Documents shall be paid to the Borrower that owned the relevant Ship.
(d) In this Clause 7.5 (Mandatory prepayment on sale or Total Loss):
Mandatory prepayment on sale or Total Loss. If a Ship is sold or becomes a Total Loss, the Borrower shall prepay the Tranche related to that Ship and comply with Clause 8.14:
(a) in the case of a sale, on the earlier of (i) the date on which the sale is completed by delivery of the Ship to the relevant buyer and (ii) the date of receipt by the Security Trustee of the proceeds of the sale; or
(b) in the case of a Total Loss, on the earlier of (i) the date falling 180 days after the Total Loss Date and (ii) the date of receipt by the Security Trustee of the proceeds of insurance relating to such Total Loss.
Mandatory prepayment on sale or Total Loss. 7.6.1 If a Vessel is sold by an Owner, the Borrowers shall, simultaneously with any such sale, prepay the Loan with an amount equal to the Appropriate Amount for such Vessel immediately prior to completion of such sale. Any such prepayment shall be applied first against the Tranche made available to finance that Vessel (and reduce the instalments of such Tranche (including any balloon payment) on a pro rata basis) and secondly in prepayment of such other Tranche and reduce the instalments of such other Tranche (including any balloon payment) on a pro rata basis) as determined by the Borrowers. Any balance shall, unless a Default has occurred and is continuing, be at the free disposal of the Borrowers. If a Default or an Event of Default has occurred, all proceeds from a sale of a Vessel shall be applied towards prepayment of the Loan.
7.6.2 If a Vessel becomes a Total Loss, the Borrowers shall on the earlier of (i) 30 days after the date of the Total Loss if the Agent believes, acting reasonably, that the relevant insurer has rightfully refused to meet or rightfully disputes the claim in respect of a Total Loss; (ii) the date falling 180 days after any such Total Loss (which the Agent may extend by a further 180 days if it is satisfied, acting reasonably, that the insurers have accepted liability) and (iii) the date on which the proceeds of any such Total Loss are realised, make a prepayment of the Loan to the extent necessary in an amount equal to the Appropriate Amount for such Vessel immediately prior to such Total Loss. Any such prepayment shall be applied first against the Tranche made available to finance that Vessel (and reduce the instalments of such Tranche (including any balloon payment) on a pro rata basis) and secondly in prepayment of such other Tranche and reduce the instalments of such Tranche (including any balloon payment) on a pro rata basis) as determined by the Borrowers. Any balance shall, unless a Default has occurred and is continuing, be at the free disposal of the Borrowers. If a Default has occurred, all insurance proceeds from a Total Loss of a Vessel shall be applied towards prepayment of the Loan.
7.6.3 The Borrowers shall promptly notify the Agent in writing if a Vessel becomes a Total Loss.
Mandatory prepayment on sale or Total Loss. (a) If a Ship is sold or becomes a Total Loss, the Borrowers shall on the Relevant Date prepay the Tranche applicable to that Ship.
(b) On the Relevant Date, the Borrowers shall also prepay such part of the Loan as shall eliminate any shortfall arising if the ratio set out in Clause 27 (Security Cover) were applied immediately following the payment referred to in paragraph (a) above.
(c) Provided that no Default has occurred and is continuing, any remaining proceeds of the sale or Total Loss of a Ship after the prepayments referred to in paragraph (a) and paragraph (b) above have been made together with all other amounts that are payable on any such prepayment pursuant to the Finance Documents shall be paid to the Borrower that owned the relevant Ship.
(d) In this Clause 7.4 (Mandatory prepayment on sale or Total Loss):
Mandatory prepayment on sale or Total Loss. If a Ship is sold or becomes a Total Loss, the Borrower shall on the Relevant Date prepay the Loan in an amount equal to 100% of the proceeds of the sale or Total Loss, less, in the case of a sale, reasonable brokers’ commissions.
Mandatory prepayment on sale or Total Loss. 7.5.1 In this Agreement, "Prepayment Date" means:
Mandatory prepayment on sale or Total Loss. (a) If a Ship is sold (without prejudice to paragraph (a) of Clause 22.12 (Disposals)) or becomes a Total Loss, the Borrowers shall on the Relevant Date prepay all outstanding amounts under the Tranche applicable to such Ship.
(b) On the Relevant Date, the Borrowers shall also prepay :
(i) such part of the Loan as shall eliminate any shortfall arising if the ratio set out in Clause 25 (Security Cover) were applied immediately following the payment referred to in paragraph (a) above.; and
(ii) if applicable, such amount as may be required to maintain the Security Cover Ratio which applied immediately before the sale or Total Loss if such Security Cover Ratio was higher than that required under Clause 25 (Security Cover).
(c) In this Clause 7.5 (Mandatory prepayment on sale or Total Loss):
Mandatory prepayment on sale or Total Loss. If the Vessel is sold or becomes a Total Loss, the Borrower shall repay the Loan. Such repayment shall be made:
(a) in the case of a sale of the Vessel, on or before the date on which the sale is completed by delivery of the Vessel to the buyer;
(b) in the case of any arrest of the Vessel where the Vessel is not within 30 days redelivered to the full control of the Borrower, on or before the date falling 37 days after the date of the arrest of the Vessel; or
(c) in the case of any other Total Loss, on the earlier of (i) the date falling 90 days after the Total Loss Date and (ii) the date of receipt by the Security Agent of the proceeds of insurance relating to such Total Loss.
