Restricted Vessels Sample Clauses

Restricted Vessels. For Vessels that are subject to Charter Parties that require the Charterer’s consent to transfer ownership of the underlying Vessel and to novate the rights and obligations of the applicable Charter Party (a “Restricted Vessel”), the Sellers and the Buyers agree to use their best efforts to obtain the requisite consents from the Charterers under the Charter Parties (i) to agree to the transfer of the ownership of the applicable Restricted Vessel to the Buyers and (ii) to execute a Novation Agreement, novating all rights and obligations of the Seller under the Charter Party to the Buyers, in each case free and clear of any Encumbrances. Set forth on Schedule 13 are the Restricted Vessels as of the date of this Agreement. If, prior to Closing, the applicable Charterer provides the requisite consent under the applicable Charter Party to both the transfer of the ownership of the applicable Restricted Vessel to the Buyers free and clear of any Encumbrances and to the novation of the Charter Party to the Buyers free and clear of any Encumbrances, then such Restricted Vessel shall become an Unrestricted Vessel and treated in accordance with clause 4.2. If, prior to Closing, the applicable Charterer provides the requisite consent under the applicable Charter Party to the transfer of the ownership of the applicable Restricted Vessel to the Buyers free and clear of any Encumbrances but not to the novation of the Charter Party to the Buyers free and clear of any Encumbrances, then such Restricted Vessel shall become an Unassigned Charter Vessel and treated in accordance with clause 4.3. If, prior to Closing, the applicable Charterer fails to provide the requisite consent to the transfer of the ownership of the applicable Restricted Vessels to the Buyers free and clear of any Encumbrances, then such Restricted Vessel shall be deemed to be a “Buyer Mortgaged Vessel” from and after Closing until the requisite consent is obtained or until the Charter Party terminates and will be subject to the remainder of this Section 4.4 for as long as it remains a Buyer Mortgaged Vessel.
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Related to Restricted Vessels

  • Restricted Business For all purposes under this Agreement, “Restricted Business” shall mean the design, development, marketing or sales of software, or any other process, system, product, or service marketed, sold or under development by the Company at the time Executive’s Employment with the Company ends.

  • Restricted Gifts During the period between the date of this Disaffiliation Agreement and Closing, the Parties shall work together to identify any restrictions or change of control provisions in gifts, grants, endowments, restricted accounts and similar funds available or pledged to the Local Church. The Parties shall cooperate to determine any actions that may be necessary, including without limitation any consent or acknowledgment from the grantor of such funds, in order that such funds, resources or pledges will not be adversely affected by the disaffiliation of the Local Church. The Local Church, after disaffiliation, shall treat such funds and any future bequests or other gifts received in the pre-disaffiliation name of the Local Church, consistent with requirements of law and such donor’s direction in the written gift instrument, as restricted for the church related operations and activities as conducted by the Local Church.

  • Restricted Payments; Restrictive Agreements (a) Declare or make, or agree to declare or make, directly or indirectly, any Restricted Payment (including pursuant to any Synthetic Purchase Agreement), or incur any obligation (contingent or otherwise) to do so; provided that (i) any Subsidiary may declare and pay dividends or make other distributions ratably to its equity holders and (ii) so long as no Default shall have occurred and be continuing or would result therefrom, the Borrower may repurchase its Equity Interests owned by employees of the Borrower or the Subsidiaries or make payments to employees of the Borrower or the Subsidiaries upon termination of employment in connection with the exercise of stock options, stock appreciation rights or similar equity incentives or equity-based incentives pursuant to management incentive plans or in connection with the death or disability of such employees in an aggregate amount not to exceed $300,000,000. (b) Enter into, incur or permit to exist any agreement or other arrangement that prohibits, restricts or imposes any condition upon (i) the ability of the Borrower or any Restricted Subsidiary to create, incur or permit to exist any Lien upon any of its property or assets or (ii) the ability of any Restricted Subsidiary to pay dividends or other distributions with respect to any of its Equity Interests or to make or repay loans or advances to the Borrower or any other Subsidiary or to Guarantee Indebtedness of the Borrower or any other Subsidiary; provided that (A) the foregoing shall not apply to restrictions and conditions existing on the Closing Date, (B) the foregoing shall not apply to restrictions and conditions imposed by law or by any Loan Document, (C) the foregoing shall not apply to customary restrictions and conditions contained in agreements relating to the sale of a Subsidiary pending such sale; provided that such restrictions and conditions apply only to the Subsidiary that is to be sold and such sale is permitted hereunder, (D) the foregoing shall not apply to restrictions and conditions imposed on any Foreign Subsidiary by the terms of any Indebtedness of such Foreign Subsidiary permitted to be incurred hereunder, (E) clause (i) of the foregoing shall not apply to restrictions or conditions imposed by any agreement relating to secured Indebtedness permitted by this Agreement if such restrictions or conditions apply only to the property or assets securing such Indebtedness and (F) clause (i) of the foregoing shall not apply to customary provisions in leases and other contracts restricting the assignment thereof.

  • Restricted Investments Make any Restricted Investment.

  • Statutory Indebtedness Restrictions Neither the Company nor any of its Subsidiaries is subject to regulation under the Federal Power Act, the Investment Company Act of 1940, or any other foreign, federal or state statute or regulation which limits its ability to incur indebtedness or its ability to consummate the transactions contemplated hereby.