Common use of Sale of Vessel Interest; Termination Payment Clause in Contracts

Sale of Vessel Interest; Termination Payment. If Charterer shall -------------------------------------------- have made a Termination Election, Charterer shall, subject to Article 18(f) as agent for Owner, use reasonable efforts to solicit bids for the cash purchase of the Vessel Interest on the Termination Date. Owner may also solicit bids for the cash purchase of the Vessel Interest on the Termination Date independent of Charterer. Charterer and Owner, as the case may be, shall certify to the other in writing the amount and terms of each bid received by it and the name and address of the Person submitting such bid. Subject to Article 18(e), in the event that Charterer or Owner shall have obtained any such bids from any Person other than Charterer or an Affiliate of Charterer, Owner shall sell the Vessel Interest on the Termination Date to such Person which shall have submitted the highest bona fide cash bid. Upon payment to Owner of the purchase ---- ---- price in immediately available funds (and all other amounts due pursuant to the next sentence) on the Termination Date, Owner shall sell to the highest bona ---- fide bidder all right, title and interest of Owner in and to the Vessel Interest ---- as is and where is, free and clear of Owner's Liens and Owner Participant's Liens but otherwise without representation or warranty. This Charter Party and the obligations of Charterer hereunder shall terminate concurrently with such sale and such payment. As a condition to the sale of the Vessel Interest pursuant to the second preceding sentence, Charterer shall pay on the Termination Date to Owner, in immediately available funds, (i) an amount equal to the excess, if any, of (A) the Termination Value as of the Termination Date over (B) the proceeds of such sale net of the reasonable out-of-pocket expenses incurred by Owner and the Owner Participant in connection with such sale, (ii) all Bareboat Hire due and owing prior to the Termination Date (iii) if the Termination Date is a Base Hire Payment Date, Base Hire payable on the Termination Date, (iv) all Supplemental Hire due and owing on or prior to the Termination Date, including any premium payable with respect to the redemption of the Secured Notes and (v) all Excess Hire or Additional Excess Hire secured through the Termination Date. On the Termination Date, Owner shall, at Charterer's expense, execute and deliver to such Person a xxxx of sale or assignment and such other instruments, documents and opinions as such Person or Charterer may reasonably request to evidence the valid consummation of such transfer and shall, at Charterer's expense, take such actions under Article 6.03 of the Indenture as Charterer may reasonably request.

Sale of Vessel Interest; Termination Payment. If Charterer shall -------------------------------------------- have made a Termination Election, Charterer shall, subject to Article 18(f) as agent for Owner, use reasonable efforts to solicit bids for the cash purchase of the Vessel Interest on the Termination Date. Owner may also solicit bids for the cash purchase of the Vessel Interest on the Termination Date independent of Charterer. Charterer and Owner, as the case may be, shall certify to the other in writing the amount and terms of each bid received by it and the name and address of the Person submitting such bid. Subject to Article 18(e), in the event that Charterer or Owner shall have obtained any such bids from any Person other than Charterer or an Affiliate of Charterer, Owner shall sell the Vessel Interest on the Termination Date to such Person which shall have submitted the highest bona fide cash bid. Upon payment to Owner of the purchase price in ---- ---- price in immediately available funds (and all other amounts due pursuant to the next sentence) on the Termination Date, Owner shall sell to the highest bona fide ---- fide ---- bidder all right, title and interest of Owner in and to the Vessel Interest ---- as is and where is, free and clear of Owner's Liens and Owner Participant's Liens but otherwise without representation or warranty. This Charter Party and the obligations of Charterer hereunder shall terminate concurrently with such sale and such payment. As a condition to the sale of the Vessel Interest pursuant to the second preceding sentence, Charterer shall pay on the Termination Date to Owner, in immediately available funds, (i) an amount equal to the excess, if any, of (A) the Termination Value as of the Termination Date over (B) the proceeds of such sale net of the reasonable out-of-pocket expenses incurred by Owner and the Owner Participant in connection with such sale, (ii) all Bareboat Hire due and owing prior to the Termination Date (iii) if the Termination Date is a Base Hire Payment Date, Base Hire payable on the Termination Date, (iv) all Supplemental Hire due and owing on or prior to the Termination Date, including any premium payable with respect to the redemption of the Secured Notes and (v) all Excess Hire or Additional Excess Hire secured through the Termination Date. On the Termination Date, Owner shall, at Charterer's expense, execute and deliver to such Person a xxxx of sale or assignment and such other instruments, documents and opinions as such Person or Charterer may reasonably request to evidence the valid consummation of such transfer and shall, at Charterer's expense, take such actions under Article 6.03 of the Indenture as Charterer may reasonably request.

Sale of Vessel Interest; Termination Payment. If Charterer shall have -------------------------------------------- have made a Termination Election, Charterer shall, subject to Article 18(f) as agent for Owner, use reasonable efforts to solicit bids for the cash purchase of the Vessel Interest on the Termination Date. Owner may also solicit bids for the cash purchase of the Vessel Interest on the Termination Date independent of Charterer. Charterer and Owner, as the case may be, shall certify to the other in writing the amount and terms of each bid received by it and the name and address of the Person submitting such bid. Subject to Article 18(e), in the event that Charterer or Owner shall have obtained any such bids from any Person other than Charterer or an Affiliate of Charterer, Owner shall sell the Vessel Interest on the Termination Date to such Person which shall have submitted the highest bona fide cash bid. Upon payment to Owner of the purchase ---- ---- price in immediately available funds (and all other amounts due pursuant to the next sentence) on the Termination Date, Owner shall sell to the highest bona fide ---- fide ---- bidder all right, title and interest of Owner in and to the Vessel Interest ---- as is and where is, free and clear of Owner's Liens and Owner Participant's Liens but otherwise without representation or warranty. This Charter Party and the obligations of Charterer hereunder shall terminate concurrently with such sale and such payment. As a condition to the sale of the Vessel Interest pursuant to the second preceding sentence, Charterer shall pay on the Termination Date to Owner, in immediately available funds, (i) an amount equal to the excess, if any, of (A) the Termination Value as of the Termination Date over (B) the proceeds of such sale net of the reasonable out-of-pocket expenses incurred by Owner and the Owner Participant in connection with such sale, (ii) all Bareboat Hire due and owing prior to the Termination Date (iii) if the Termination Date is a Base Hire Payment Date, Base Hire payable on the Termination Date, (iv) all Supplemental Hire due and owing on or prior to the Termination Date, including any premium payable with respect to the redemption of the Secured Notes and (v) all Excess Hire or Additional Excess Hire secured accrued through the Termination Date. On the Termination Date, Owner shall, at Charterer's expense, execute and deliver to such Person a xxxx of sale or assignment and such other instruments, documents and opinions as such Person or Charterer may reasonably request to evidence the valid consummation of such transfer and shall, at Charterer's expense, shall take such actions under Article 6.03 of the Indenture as Charterer may reasonably request.

Sale of Vessel Interest; Termination Payment. If Charterer shall -------------------------------------------- have made a Termination Election, Charterer shall, subject to Article 18(f) as agent for Owner, use reasonable efforts to solicit bids for the cash purchase of the Vessel Interest on the Termination Date. Owner may also solicit bids for the cash purchase of the Vessel Interest on the Termination Date independent of Charterer. Charterer and Owner, as the case may be, shall certify to the other in writing the amount and terms of each bid received by it and the name and address of the Person submitting such bid. Subject to Article 18(e), in the event that Charterer or Owner shall have obtained any such bids from any Person other than Charterer or an Affiliate of Charterer, Owner shall sell the Vessel Interest on the Termination Date to such Person which shall have submitted the highest bona fide cash bid. Upon payment ---- ---- to Owner of the purchase ---- ---- price in immediately available funds (and all other amounts due pursuant to the next sentence) on the Termination Date, Owner shall sell to the highest bona ---- fide bidder all right, title and interest of Owner in ---- ---- and to the Vessel Interest ---- as is and where is, free and clear of Owner's Liens and Owner Participant's Liens but otherwise without representation or warranty. This Charter Party and the obligations of Charterer hereunder shall terminate concurrently with such sale and such payment. As a condition to the sale of the Vessel Interest pursuant to the second preceding sentence, Charterer shall pay on the Termination Date to Owner, in immediately available funds, (i) an amount equal to the excess, if any, of (A) the Termination Value as of the Termination Date over (B) the proceeds of such sale net of the reasonable out-of-pocket expenses incurred by Owner and the Owner Participant in connection with such sale, (ii) all Bareboat Hire due and owing prior to the Termination Date (iii) if the Termination Date is a Base Hire Payment Date, Base Hire payable on the Termination Date, (iv) all Supplemental Hire due and owing on or prior to the Termination Date, including any premium payable with respect to the redemption of the Secured Notes and (v) all Excess Hire or Additional Excess Hire secured through the Termination Date. On the Termination Date, Owner shall, at Charterer's expense, execute and deliver to such Person a xxxx of sale or assignment and such other instruments, documents and opinions as such Person or Charterer may reasonably request to evidence the valid consummation of such transfer and shall, at Charterer's expense, take such actions under Article 6.03 of the Indenture as Charterer may reasonably request.

Sale of Vessel Interest; Termination Payment. If Charterer shall -------------------------------------------- have made a Termination Election, Charterer shall, subject to Article 18(f) as agent for Owner, use reasonable efforts to solicit bids for the cash purchase of the Vessel Interest on the Termination Date. Owner may also solicit bids for the cash purchase of the Vessel Interest on the Termination Date independent of Charterer. Charterer and Owner, as the case may be, shall certify to the other in writing the amount and terms of each bid received by it and the name and address of the Person submitting such bid. Subject to Article 18(e), in the event that Charterer or Owner shall have obtained any such bids from any Person other than Charterer or an Affiliate of Charterer, Owner shall sell the Vessel Interest on the Termination Date to such Person which shall have submitted the highest bona fide cash bid. Upon payment to Owner of the purchase price in ---- ---- price in immediately available funds (and all other amounts due pursuant to the next sentence) on the Termination Date, Owner shall sell to the highest bona fide ---- fide ---- bidder all right, title and interest of Owner in and to the Vessel Interest ---- as is and where is, free and clear of Owner's Liens and Owner Participant's Liens but otherwise without representation or warranty. This Charter Party and the obligations of Charterer hereunder shall terminate concurrently with such sale and such payment. As a condition to the sale of the Vessel Interest pursuant to the second preceding sentence, Charterer shall pay on the Termination Date to Owner, in immediately available funds, (i) an amount equal to the excess, if any, of (A) the Termination Value as of the Termination Date over (B) the proceeds of such sale net of the reasonable out-of-pocket expenses incurred by Owner and the Owner Participant in connection with such sale, (ii) all Bareboat Hire due and owing prior to the Termination Date (iii) if the Termination Date is a Base Hire Payment Date, Base Hire payable on the Termination Date, (iv) all Supplemental Hire due and owing on or prior to the Termination Date, including any premium payable with respect to the redemption of the Secured Notes and (v) all Excess Hire or Additional Excess Hire secured accrued through the Termination Date. On the Termination Date, Owner shall, at Charterer's expense, execute and deliver to such Person a xxxx of sale or assignment and such other instruments, documents and opinions as such Person or Charterer may reasonably request to evidence the valid consummation of such transfer and shall, at Charterer's expense, shall take such actions under Article 6.03 of the Indenture as Charterer may reasonably request.