Common use of PLEDGED EQUITY AND PLEDGED DEBT Clause in Contracts

PLEDGED EQUITY AND PLEDGED DEBT. All of the Pledged Shares pledged by such Pledgor have been duly authorized and validly issued and are fully paid and nonassessable. All of the Pledged Debt pledged by such Pledgor has been duly authorized, authenticated or issued and delivered, and is the legal, valid and binding obligation of the issuers thereof (except as may be limited by bankruptcy, reorganization, moratorium, or similar laws relating to or limiting creditors' rights generally or by general principles of equity relating to enforceability), and is not in default. The Pledged Shares constitute all of the issued and outstanding shares of capital stock of each issuer thereof (except that the Pledged Shares of Atlantic Gulf Asia Holdings N.V. ("AG ASIA") constitute 66% of its outstanding shares of capital stock) and there are no outstanding options, warrants, rights to subscribe, stock purchase rights or other agreements outstanding with respect to, or property that is now or hereafter convertible into, or that requires the issuance or sale of, any Pledged Shares. The Pledged Debt constitutes all of the issued and outstanding intercompany indebtedness owing to Pledgor by Company or any direct or indirect Subsidiary or direct Unrestricted Subsidiary of Company.

PLEDGED EQUITY AND PLEDGED DEBT. All of the Pledged Shares pledged by such Pledgor have been duly authorized and validly issued and are fully paid and nonassessable. All of the Pledged Debt pledged by such Pledgor has been duly authorized, authenticated or issued and delivered, and is the legal, valid and binding obligation of the issuers thereof (except as may be limited by bankruptcy, reorganization, moratorium, or similar laws relating to or limiting creditors' rights generally or by general principles of equity relating to enforceability), and is not in default. The Pledged Shares constitute all of the issued and outstanding shares of capital stock of each issuer thereof (except that the Pledged Shares of Atlantic Gulf Asia Holdings N.V. ("AG ASIA") constitute 66% of its outstanding shares of capital stock) thereof, and there are no outstanding options, warrants, rights to subscribe, stock purchase rights or other agreements outstanding with respect to, or property that is now or hereafter convertible into, or that requires the issuance or sale of, any Pledged Shares. The Pledged Debt constitutes all of the issued and outstanding intercompany indebtedness owing to Pledgor by Company or any direct or indirect Subsidiary or direct Unrestricted Subsidiary of Company.