Common use of Other bank accounts Clause in Contracts

Other bank accounts. (A) Each Obligor (but excluding KEO for these purposes) shall not open or maintain any bank accounts other than: (i) the Project Accounts (including such other accounts established by KEG with the Account Bank which would be Project Accounts but for the execution of the Onshore Security Assignment and the Offshore Security Assignment by all the parties thereto in accordance with this Agreement), which shall not be overdrawn at any time and any withdrawals from such Project Accounts shall only be made out of cleared funds; (ii) the Distributions Reserve Accounts, which shall not be overdrawn at any time; and (iii) such accounts as may be necessary or appropriate for it to perform its obligations as an operator in relation to the Ghana Blocks and, except into which moneys received from, or for the account of, any other party may be paid as required (but any money being related to any carried interest (including in respect of the carried interest of EO) in relation to any Borrowing Base Asset shall be paid into an Offshore Proceeds Account) (an “Interested Third Party”), provided that in no event shall such accounts referred to in (ii) and (iii) above, or any moneys standing to the credit of such accounts referred to in (ii) and (iii) above, be available to the Lenders (except on an unsecured basis following the occurrence of any of the events described in clause 29.6 (Insolvency) and/or clause 29.7 (Insolvency proceedings)) or subject to any restrictions under the Finance Documents and shall not be subject to any Security Interest in favour of any Finance Party (but may be secured in favour of any other person other than the Finance Parties). (B) The Lenders will account to KEH and/or the relevant Obligor if and to the extent they receive any proceeds from any account of KEO (which is not a Project Account) as referred to in clause 20.1(A) or any other account referred to in 20.2(A)(ii) or (A)(iii) above, and shall hold any such moneys to the account of, and on trust for, KEH or, as the case may be, KEO. (C) Any Lender that is in receipt of proceeds as described in paragraph (B) above shall: (i) within five Business Days notify details of the receipt or recovery to Kosmos, KEH and the Facility Agent; and (ii) within five Business Days of demand by KEH or KEO, pay an amount equal to such receipt or recovery to KEH or, as the case may be, KEO.

Other bank accounts. (A) Each Obligor (but excluding KEO for these purposes) shall not open or maintain any bank accounts other than: (i) the Project Accounts (including such other accounts established by KEG with the Account Bank which would be Project Accounts but for the execution of the Onshore Security Assignment and the Offshore Security Assignment by all the parties thereto in accordance with this Agreement), which shall not be overdrawn at any time and any withdrawals from such Project Accounts shall only be made out of cleared funds; (ii) the Distributions Reserve Accounts, which shall not be overdrawn at any time; and (iii) such accounts as may be necessary or appropriate for it to perform its obligations as an operator in relation to the Ghana Blocks and, except into which moneys received from, or for the account of, any other party may be paid as required (but any money being related to any carried interest (including in respect of the carried interest of EO) in relation to any Borrowing Base Asset shall be paid into an Offshore Proceeds Account) (an “Interested Third Party”), provided that in no event shall such accounts referred to in (ii) and (iii) above, or any moneys standing to the credit of such accounts referred to in (ii) and (iii) above, be available to the Lenders (except on an unsecured basis following the occurrence of any of the events described in clause 29.6 37.6 (Insolvency) and/or clause 29.7 37.7 (Insolvency proceedings)) or subject to any restrictions under the Finance Documents and shall not be subject to any Security Interest in favour of any Finance Party (but may be secured in favour of any other person other than the Finance Parties). (B) The Lenders will account to KEH and/or the relevant Obligor if and to the extent they receive any proceeds from any account of KEO (which is not a Project Account) as referred to in clause 20.1(A) or any other account referred to in 20.2(A)(ii28.2(A)(ii) or (A)(iii) above, and shall hold any such moneys to the account of, and on trust for, KEH or, as the case may be, KEOKEH. (C) Any Lender that is in receipt of proceeds as described in paragraph (B) above shall: (i) within five Business Days notify details of the receipt or recovery to Kosmos, KEH and the Facility Agent; and (ii) within five Business Days of demand by KEH or KEOKEH, pay an amount equal to such receipt or recovery to KEH or, as the case may be, KEOKEH.

Other bank accounts. (A) Each Obligor (but excluding KEO for these purposes) shall not open or maintain any bank accounts other than: (i) the Project Accounts (including such other accounts established by KEG and KEG Investments with the Account Bank which would be Project Accounts but for the execution of the KEG Onshore Security Assignment Assignment, the KEG Offshore Security Assignment, the KEG Offshore Accounts Security Agreement and the KEG Investments Offshore Accounts Security Assignment Agreement by all the parties thereto in accordance with this Agreement), which shall not be overdrawn at any time and any withdrawals from such Project Accounts shall only be made out of cleared funds; (ii) the Distributions Reserve Accounts, which shall not be overdrawn at any time; and (iii) such accounts as may be necessary or appropriate for it to perform its obligations as an operator (including, in relation to the Ghana Blocks andcase of KEEG, except the two accounts it maintains with Bank of America N.A. in Dallas as operator in respect of exploration licences in Equatorial Guinea) or accounts into which moneys received from, or for the account of, any other party may be paid as required (but any money being related to any carried interest (including in respect of the carried interest of EO) in relation to any Borrowing Base Asset shall be paid into an Offshore Proceeds Account) (an “Interested Third Party”); and (iv) the CEMAC Accounts, provided that in no event shall such accounts referred to in (ii) and (iii) above, or any moneys standing to the credit of such accounts referred to in (ii) and (iii) above, be available to the Lenders (except on an unsecured basis following the occurrence of any of the events described in clause Clause 29.6 (Insolvency) and/or clause Clause 29.7 (Insolvency proceedings)) or subject to any restrictions under the Finance Documents and shall not be subject to any Security Interest in favour of any Finance Party (but may be secured in favour of any other person other than the Finance Parties). (B) The Lenders will account to KEH the Intermediate Holding Company and/or the relevant Obligor if and to the extent they receive any proceeds from any account of KEO (which is not a Project Account) as referred to in clause Clause 20.1(A) or any other account referred to in 20.2(A)(ii20.2(A)(i) or (A)(iii) above, and shall hold any such moneys to the account of, and on trust for, KEH the Intermediate Holding Company or, as the case may be, KEO. (C) Any Lender that is in receipt of proceeds as described in paragraph (B) above shall: (i) within five Business Days notify details of the receipt or recovery to Kosmosthe Original Borrower, KEH the Intermediate Holding Company and the Facility Agent; and (ii) within five Business Days of demand by KEH the Intermediate Holding Company or KEO, pay an amount equal to such receipt or recovery to KEH the Intermediate Holding Company or, as the case may be, KEO.

Other bank accounts. (A) Each Obligor (but excluding KEO for these purposes) shall not open or maintain any bank accounts other than: (i) the Project Accounts (including such other accounts established by KEG with the Account Bank which would be Project Accounts but for the execution of the KEG Onshore Security Assignment and the KEG Offshore Security Assignment by all the parties thereto in accordance with this Agreement), which shall not be overdrawn at any time and any withdrawals from such Project Accounts shall only be made out of cleared funds; (ii) the Distributions Reserve Accounts, which shall not be overdrawn at any time; and (iii) such accounts as may be necessary or appropriate for it to perform its obligations as an operator in relation to the Ghana Blocks and, except into which moneys received from, or for the account of, any other party may be paid as required (but any money being related to any carried interest (including in respect of the carried interest of EO) in relation to any Borrowing Base Asset shall be paid into an Offshore Proceeds Account) (an “Interested Third Party”), provided that in no event shall such accounts referred to in (ii) and (iii) above, or any moneys standing to the credit of such accounts referred to in (ii) and (iii) above, be available to the Lenders (except on an unsecured basis following the occurrence of any of the events described in clause 29.6 (Insolvency) and/or clause 29.7 (Insolvency proceedings)) or subject to any restrictions under the Finance Documents and shall not be subject to any Security Interest in favour of any Finance Party (but may be secured in favour of any other person other than the Finance Parties). (B) The Lenders will account to KEH and/or the relevant Obligor if and to the extent they receive any proceeds from any account of KEO (which is not a Project Account) as referred to in clause 20.1(A) or any other account referred to in 20.2(A)(ii) or (A)(iii) above, and shall hold any such moneys to the account of, and on trust for, KEH or, as the case may be, KEO. (C) Any Lender that is in receipt of proceeds as described in paragraph (B) above shall: (i) within five Business Days notify details of the receipt or recovery to Kosmosthe Original Borrower, KEH and the Facility Agent; and (ii) within five Business Days of demand by KEH or KEO, pay an amount equal to such receipt or recovery to KEH or, as the case may be, KEO.

Other bank accounts. (A) Each Obligor (but excluding KEO for these purposes) shall not open or maintain any bank accounts other than: (i) the Project Accounts (including such other accounts established by KEG with the Account Bank which would be Project Accounts but for the execution of the Onshore Security Assignment and the Offshore Security Assignment by all the parties thereto in accordance with this Agreement), which shall not be overdrawn at any time and any withdrawals from such Project Accounts shall only be made out of cleared funds; (ii) the Distributions Reserve Accounts, which shall not be overdrawn at any time; and (iii) such accounts as may be necessary or appropriate for it to perform its obligations as an operator in relation to the Ghana Blocks and, except into which moneys received from, or for the account of, any other party may be paid as required (but any money being related to any carried interest (including in respect of the carried interest of EO) in relation to any Borrowing Base Asset shall be paid into an Offshore Proceeds Account) (an “Interested Third Party”), provided that in no event shall such accounts referred to in (ii) and (iii) above, or any moneys standing to the credit of such accounts referred to in (ii) and (iii) above, be available to the Lenders (except on an unsecured basis following the occurrence of any of the events described in clause 29.6 (Insolvency) and/or clause 29.7 (Insolvency proceedings)) or subject to any restrictions under the Finance Documents and shall not be subject to any Security Interest in favour of any Finance Party (but may be secured in favour of any other person other than the Finance Parties). (B) The Lenders will account to KEH the Sponsor and/or the relevant Obligor if and to the extent they receive any proceeds from any account of KEO (which is not a Project Account) as referred to in clause 20.1(A) or any other account referred to in Clause 20.2(A)(ii) or (A)(iii) above, and shall hold any such moneys to the account of, and on trust for, KEH or, as the case may be, KEOSponsor. (C) Any Lender that is in receipt of proceeds as described in paragraph (B) above shall: (i) within five Business Days notify details of the receipt or recovery to Kosmos, KEH the Sponsor and the Facility AgentAgents; and (ii) within five Business Days of demand by KEH or KEOthe Sponsor, pay an amount equal to such receipt or recovery to KEH or, as the case may be, KEOSponsor.

Other bank accounts. (A) Each Obligor (but excluding KEO for these purposes) shall not open or maintain any bank accounts other than: (i) the Project Accounts (including such other accounts established by KEG with the Account Bank which would be Project Accounts but for the execution of the Onshore Security Assignment and the Offshore Security Assignment by all the parties thereto in accordance with this Agreement), which shall not be overdrawn at any time and any withdrawals from such Project Accounts shall only be made out of cleared funds; (ii) the Distributions Reserve Accounts, which shall not be overdrawn at any time; and (iii) such accounts as may be necessary or appropriate for it to perform its obligations as an operator in relation to the Ghana Blocks and, except into which moneys received from, or for the account of, any other party may be paid as required (but any money being related to any carried interest (including in respect of the carried interest of EO) in relation to any Borrowing Base Asset shall be paid into an Offshore Proceeds Account) (an “Interested Third Party”), provided that in no event shall such accounts referred to in (ii) and (iii) above, or any moneys standing to the credit of such accounts referred to in (ii) and (iii) above, be available to the Lenders (except on an unsecured basis following the occurrence of any of the events described in clause 29.6 (Insolvency) and/or clause 29.7 (Insolvency proceedings)) or subject to any restrictions under the Finance Documents and shall not be subject to any Security Interest in favour of any Finance Party (but may be secured in favour of any other person other than the Finance Parties). (B) The Lenders will account to KEH and/or the relevant Obligor if and to the extent they receive any proceeds from any account of KEO (which is not a Project Account) as referred to in clause 20.1(A) or any other account referred to in 20.2(A)(ii) or (A)(iii) above, and shall hold any such moneys to the account of, and on trust for, KEH or, as the case may be, KEOKEH. (C) Any Lender that is in receipt of proceeds as described in paragraph (B) above shall: (i) within five Business Days notify details of the receipt or recovery to Kosmos, KEH and the Facility Agent; and (ii) within five Business Days of demand by KEH or KEOKEH, pay an amount equal to such receipt or recovery to KEH or, as the case may be, KEOKEH.

Other bank accounts. (A) Each Obligor (but excluding KEO for these purposes) shall not open or maintain any bank accounts other than: (i) the Project Accounts (including such other accounts established by KEG and KEG Investments with the Account Bank which would be Project Accounts but for the execution of the KEG Onshore Security Assignment Assignment, the KEG Offshore Security Assignment, the KEG Offshore Accounts Security Agreement and the KEG Investments Offshore Accounts Security Assignment Agreement by all the parties thereto in accordance with this Agreement), which shall not be overdrawn at any time and any withdrawals from such Project Accounts shall only be made out of cleared funds; (ii) the Distributions Reserve Accounts, which shall not be overdrawn at any time; and (iii) such accounts as may be necessary or appropriate for it to perform its obligations as an operator (including, in relation to the Ghana Blocks andcase of KEEG, except the two accounts it maintains with Bank of America N.A. in Dallas as operator in respect of exploration licences in Equatorial Guinea) or accounts into which moneys received from, or for the account of, any other party may be paid as required (but any money being related to any carried interest (including in respect of the carried interest of EO) in relation to any Borrowing Base Asset shall be paid into an Offshore Proceeds Account) (an “"Interested Third Party”"); (iv) the Cameroon Accounts; and (v) the KEEG EG Account, provided that in no event shall such accounts referred to in (ii) and (iii) above, or any moneys standing to the credit of such accounts referred to in (ii) and (iii) above, be available to the Lenders (except on an unsecured basis following the occurrence of any of the events described in clause 29.6 (Insolvency) and/or clause 29.7 (Insolvency proceedings)) or subject to any restrictions under the Finance Documents and shall not be subject to any Security Interest in favour of any Finance Party (but may be secured in favour of any other person other than the Finance Parties). (B) The Lenders will account to KEH and/or the relevant Obligor if and to the extent they receive any proceeds from any account of KEO (which is not a Project Account) as referred to in clause 20.1(A) or any other account referred to in 20.2(A)(ii) or (A)(iii) above, and shall hold any such moneys to the account of, and on trust for, KEH or, as the case may be, KEO. (C) Any Lender that is in receipt of proceeds as described in paragraph (B) above shall: (i) within five Business Days notify details of the receipt or recovery to Kosmosthe Original Borrower, KEH and the Facility Agent; and (ii) within five Business Days of demand by KEH or KEO, pay an amount equal to such receipt or recovery to KEH or, as the case may be, KEO.