Common use of Negative undertakings Clause in Contracts

Negative undertakings. The Borrower will not: (a) change the nature of its business or carry on any type of business other than the ownership, chartering and operation of the Ship; or (b) pay any dividend or make any other form of distribution or effect any form of redemption, purchase or return of share capital if an Event of Default has occurred and is continuing at the relevant time or an Event of Default will result from the payment of a dividend or the making of any other form of distribution; or (c) provide any form of credit or financial assistance to: (i) a person who is directly or indirectly interested in the Borrower's share or loan capital; or (ii) any company in or with which such a person is directly or indirectly interested or connected, or enter into any transaction with or involving such a person or company on terms which are, in any respect, less favourable to the Borrower than those which it could obtain in a bargain made at arms' length; (d) open or maintain any account with any bank or financial institution except the Accounts with the Agent and the Security Trustee for the purposes of the Finance Documents; (e) issue, allot or grant any person a right to any shares in its capital or repurchase or reduce its issued share capital; (f) acquire any shares or other securities other than US or UK Treasury bills and certificates of deposit issued by major North American or European banks, or enter into any transaction in a derivative other than any Designated Transactions; or (g) enter into any form of amalgamation, merger or de-merger, acquisition, divesture, split-up or any form of reconstruction or reorganisation.

Negative undertakings. The Borrower will not: (a) change the nature of its business or carry on any type of business other than the ownership, chartering and operation of the Ship; or; (b) pay any dividend or make any other form of distribution or effect any form of redemption, purchase or return of share capital if an Event of Default has occurred and is continuing at the relevant time or an Event of Default will result from the payment of a dividend or the making of any other form of distribution; or; (c) provide any form of credit or financial assistance to: (i) a person who is directly or indirectly interested in the Borrower's ’s share or loan capital; or (ii) any company in or with which such a person is directly or indirectly interested or connected, or enter into any transaction with or involving such a person or company on terms which are, in any respect, less favourable to the Borrower than those which it could obtain in a bargain made at arms' ’ length; (d) open or maintain any account with any bank or financial institution except the Accounts accounts with the Agent Agent, the Account Bank and the Security Trustee for the purposes of the Finance Documents; (e) issue, allot or grant any person a right to any shares in its capital or repurchase or reduce its issued share capital; (f) acquire any shares or other securities other than US short term debt obligations or UK Treasury bills issued by the US, the UK or a Participating Member State and certificates of deposit issued by major North American or European banks, or enter into any transaction in a derivative other than any Designated Transactionsderivative; or (g) enter into any form of amalgamation, merger or de-merger, acquisition, divesture, split-up or any form of reconstruction or reorganisation; or (h) change its Financial Year.

Negative undertakings. The No Borrower will notwill: (a) change the nature of its business or carry on any type of business other than the ownership, chartering and operation of the ShipShip owned by it; or (b) pay at any dividend time when an Event of Default or make any other form of distribution or effect any form of redemption, purchase or return of share capital if an a Potential Event of Default has occurred and is continuing at the relevant time or an Event of Default will result from the payment of a dividend or the making of a distribution, pay any dividend or make any other form of distribution; or (c) effect any form of redemption, purchase or return of share capital; or (d) provide any form of credit or financial assistance to: (i) a person who is directly or indirectly interested in the that Borrower's ’s share or loan capital; or (ii) any company in or with which such a person is directly or indirectly interested or connected, or enter into any transaction with or involving such a person or company on terms which are, in any respect, less favourable to the that Borrower than those which it could obtain in a bargain made at arms' ’ length; (de) open or maintain any account with any bank or financial institution except the Accounts accounts with the Agent and the Security Trustee for the purposes of the Finance Documents; (ef) issue, allot or grant any person a right to any shares in its capital or repurchase or reduce its issued share capital; (fg) acquire any shares or other securities other than US or UK Treasury bills and certificates of deposit issued by major North American or European banks, or enter into any transaction in a derivative other than any Designated Transactions; or (gh) enter into any form of amalgamation, merger or de-merger, acquisition, divesture, split-up merger or any form of reconstruction or reorganisation.

Negative undertakings. The No Borrower will notwill: (a) change the nature of its business or carry on any type of business other than the ownership, chartering and operation of the Ship; orShip owned by it; (b) pay any dividend or make any other form of distribution or effect any form of redemption, purchase or return of share capital if an Event of Default has occurred and is continuing at the relevant time or an Event of Default will result from the payment of a dividend or the making of any other form of distribution; or; (c) provide any form of credit or financial assistance to: (i) a person who is directly or indirectly interested in the that Borrower's ’s share or loan capital; or (ii) any company in or with which such a person is directly or indirectly interested or connected, or enter into any transaction with or involving such a person or company on terms which are, in any respect, less favourable to the that Borrower than those which it could obtain in a bargain made at arms' ’ length; (d) open or maintain any account with any bank or financial institution except the Accounts accounts with the Agent Agent, the Account Bank and the Security Trustee for the purposes of the Finance Documents; (e) issue, allot or grant any person a right to any shares in its capital or repurchase or reduce its issued share capital; (f) acquire any shares or other securities other than US short term debt obligations or UK Treasury bills issued by the US, the UK or a Participating Member State and certificates of deposit issued by major North American or European banks, or enter into any transaction in a derivative other than any Designated Transactionsderivative; or (g) enter into any form of amalgamation, merger or de-merger, acquisition, divesture, split-up or any form of reconstruction or reorganisation.

Negative undertakings. The Each Borrower will not: (a) change the nature of its business or carry on any type of business other than the ownership, chartering and operation of the Shipbusiness; or (b) pay any dividend or make any other form of distribution or effect any form of redemption, purchase or return of share capital if an Event of Default has occurred and is continuing at the relevant time or an Event of Default will result from the payment of a dividend or the making of any other form of distribution; or (c) effect any form of redemption, purchase or return of share capital; or (d) provide any form of credit or financial assistance to: (i) a person who is directly or indirectly interested in the that Borrower's ’s share or loan capital; or (ii) any company in or with which such a person is directly or indirectly interested or connected, or enter into any transaction with or involving such a person or company on terms which are, in any respect, less favourable to the that Borrower than those which it could obtain in a bargain made at arms' ’ length;; or (de) open or maintain any account with any bank or financial institution except the Accounts accounts with the Agent and the Security Trustee for the purposes of the Finance Documents;; or (ef) issue, allot or grant any person a right to any shares in of its capital limited liability company interests or repurchase or reduce its issued share capital;limited liability company interests; or (fg) acquire any shares or other securities other than US or UK Treasury bills and certificates of deposit issued by major North American or European banks, or enter into any transaction in a derivative other than any Designated Transactionsderivative; or (gh) enter into any form of amalgamation, merger or de-merger, acquisition, divesture, split-up merger or any form of reconstruction or reorganisationreorganisation (including, without limitation, any split-up or divestiture of the Borrowers).

Negative undertakings. The Neither Borrower will notwill: (a) change the nature of its business or carry on any type of business other than the ownership, chartering and operation of the Ship; orShip owned by it; (b) pay any dividend or make any other form of distribution or effect any form of redemption, purchase or return of share capital if an Event of Default has occurred and is continuing at the relevant time or an Event of Default will result from the payment of a dividend or the making of any other form of distribution; or; (c) provide any form of credit or financial assistance to: (i) a person who is directly or indirectly interested in the that Borrower's ’s share or loan capital; or (ii) any company in or with which such a person is directly or indirectly interested or connected, or enter into any transaction with or involving such a person or company on terms which are, in any respect, less favourable to the that Borrower than those which it could obtain in a bargain made at arms' ’ length; (d) open or maintain any account with any bank or financial institution except the Accounts accounts with the Agent Agent, the Account Bank and the Security Trustee for the purposes of the Finance Documents; (e) issue, allot or grant any person a right to any shares in its capital or repurchase or reduce its issued share capital; (f) acquire any shares or other securities other than US short term debt obligations or UK Treasury bills issued by the US, the UK or a Participating Member State and certificates of deposit issued by major North American or European banks, or enter into any transaction in a derivative other than any Designated Transactionsderivative; or (g) enter into any form of amalgamation, merger or de-merger, acquisition, divesture, split-up or any form of reconstruction or reorganisation; or (h) change its Financial Year; or (i) change its auditors.

Negative undertakings. The No Borrower will notwill: (a) change the nature of its business or carry on any type of business other than the ownership, chartering and operation of the ShipShip owned by it; or (b) pay any dividend or make any other form of distribution or effect any form of redemption, purchase or return of share capital if an Event of Default has occurred and is continuing at the relevant time or an Event of Default will result from the payment of a dividend or the making of any other form of distribution; or (c) provide any form of credit or financial assistance to: (i) a person who is directly or indirectly interested in the that Borrower's ’s share or loan capital; or (ii) any company in or with which such a person is directly or indirectly interested or connected, ; or enter into any transaction with or involving such a person or company on terms which are, in any respect, less favourable to the that Borrower than those which it could obtain in a bargain made at arms' ’ length;; or (dc) open or maintain any account with any bank or financial institution except the Accounts accounts with the Agent and the Security Trustee Lender for the purposes of the Finance Documents;Documents and an account with ABN Amro Bank N.V., Rotterdam. (ed) issue, allot or grant any person a right to any shares in its capital or repurchase or reduce its issued share capital;; or (fe) acquire any shares or other securities other than US or UK Treasury bills and certificates of deposit issued by major North American or European banks, or enter into any transaction in a derivative other than any Designated Transactionsderivative; or (gf) enter into any form of amalgamation, merger merger, sub-division or de-merger, acquisition, divesture, split-up merger or any form of reconstruction or reorganisation; or (g) be the creditor in respect of any loan or any form of credit to any person; or (h) give or allow to be outstanding any guarantee or indemnity to or for the benefit of any person in respect of any obligation of any other person or enter into any document under which that Borrower assumes any liability of any other person other than any guarantee or indemnity given under the Finance Documents.

Negative undertakings. The Borrower will not: (a) change the nature of its business or carry on any type of business other than the ownership, chartering and operation of the Shipbusiness; or (b) pay any dividend or make any other form of distribution or effect any form of redemption, purchase or return of share capital if an Event of Default has occurred and is continuing at the relevant time or an Event of Default will result from the payment of a dividend or the making of any other form of distributioncapital; or (c) provide any form of credit or financial assistance to: (i) a person who is directly or indirectly interested in the Borrower's share or loan capital; or (ii) any company in or with which such a person is directly or indirectly interested or connected, ; or enter into any transaction with or involving such a person or company on terms which are, in any respect, less favourable to the Borrower than those which it could obtain in a bargain made at arms' lengthlength Provided that this shall not prevent or restrict the Borrower from on-lending the Loan to the Owner or granting credit or financial assistance to its wholly-owned direct or indirect subsidiaries; (d) open or maintain any account with any bank or financial institution except the Accounts with the Agent and the Security Trustee for the purposes of the Finance Documents; (e) issue, allot or grant any person a right to any shares in its capital or repurchase or reduce its issued share capital; (fe) acquire any shares or other securities other than US or UK Treasury bills and certificates of deposit issued by major North American or European banks, or enter into any transaction in a derivative other than any Designated Transactions; or; (gf) enter into any form of amalgamation, merger or de-merger, acquisition, divesture, split-up merger or any form of reconstruction or reorganisation.

Negative undertakings. The No Borrower will notwill: (a) change the nature of its business or carry on any type of business other than the ownership, chartering and operation of the Ship; orShip owned by it; (b) pay any dividend or make any other form of distribution or effect any form of redemption, purchase or return of share capital if an Event of Default has occurred and is continuing at the relevant time or an Event of Default will result from the payment of a dividend or the making of any other form of distribution; or; (c) provide any form of credit or financial assistance to: (i) a person who is directly or indirectly interested in the that Borrower's ’s share or loan capital; or (ii) any company in or with which such a person is directly or indirectly interested or connected, or enter into any transaction with or involving such a person or company on terms which are, in any respect, less favourable to the that Borrower than those which it could obtain in a bargain made at arms' ’ length; (d) open or maintain any account with any bank or financial institution except the Accounts accounts with the Agent Agent, the Account Bank and the Security Trustee for the purposes of the Finance Documents; (e) issue, allot or grant any person a right to any shares in its capital or repurchase or reduce its issued share capital; (f) acquire any shares or other securities other than US short term debt obligations or UK Treasury bills issued by the US, the UK or a Participating Member State and certificates of deposit issued by major North American or European banks, or enter into any transaction in a derivative other than any Designated Transactionsderivative; or (g) enter into any form of amalgamation, merger or de-merger, acquisition, divesture, split-up or any form of reconstruction or reorganisation; or (h) change its Financial Year; or (i) change its auditors.

Negative undertakings. The Borrower will not: (a) change the nature of its business or carry on any type of business other than the ownership, chartering and operation of the Shipbusiness; or (b) declare or pay any dividend or make effect any other form of distribution except as permitted pursuant to clause 12.3(b) of the Existing Senior Loan Agreement or as approved by the Majority Lenders (as that term is defined in the Existing Senior Loan Agreement) pursuant to the Existing Senior Loan Agreement; (c) effect any form of redemption, purchase or return of share capital if an Event of Default has occurred and is continuing at the relevant time or an Event of Default will result from the payment of a dividend or the making of any other form of distributioncapital; or (cd) provide any form of credit or financial assistance to: (i) a person who is directly or indirectly interested in the Borrower's ’s share or loan capital; or (ii) any company in or with which such a person is directly or indirectly interested or connected, ; or enter into any transaction with or involving such a person or company on terms which are, in any respect, less favourable to the Borrower than those which it could obtain in a bargain made at arms' length; (d) open ’ length Provided that this shall not prevent or maintain any account with any bank restrict the Borrower from on-lending the Loan to the Buyers or granting credit or financial institution except the Accounts with the Agent and the Security Trustee for the purposes of the Finance Documentsassistance to its wholly-owned direct or indirect subsidiaries; (e) issue, allot or grant any person a right to any shares in its capital or repurchase or reduce its issued share capital; (f) acquire any shares or other securities other than US or UK Treasury bills and certificates of deposit issued by major North American or European banks, or enter into any transaction in a derivative other than any Designated Transactions; orTransactions (as defined in the Existing Loan Agreements); (g) enter into any form of amalgamation, merger or de-merger, acquisition, divesture, split-up merger or any form of reconstruction or reorganisation.