Security and related documents. Vessel documents In respect of each Tranche B Vessel photocopies, certified as true, accurate and complete by a duly authorised representative of the relevant Owner, of any relevant Management Agreement and any charter or other contract of employment if for a period in excess of three (3) years together in each case with all addenda, amendments or supplements.
Security and related documents. (a) A confirmation from Guarantor A confirming that it guarantees the obligations of the Collateral Transfer Borrower and the increased amount of Tranche A Indebtedness.
(b) Execution, delivery and (if applicable) registration of replacement Security Documents by the Collateral Transfer Borrower and, (with respect to the Share Pledge of any Collateral Transfer Borrower) Guarantor A (or, if requested by Guarantor A and accepted by the Agent, a sub holding company that owns the entire issued share capital of the relevant Collateral Transfer Borrower and which is itself a one hundred per cent Subsidiary (directly or indirectly) of Guarantor A) so that the Security Documents to which it is a party or which relate to it secure the Tranche A Indebtedness.
(c) Confirmation from the other Security Parties that (other than the release of the Collateral Transfer Borrower’s obligations as secured obligations under Guarantee B, the amendment to Guarantee A referred to above and the replacement of Security Documents referred to above) all of the other Security Documents remain in full force and effect.
Security and related documents. (a) Vessel documents Photocopies, certified as true, accurate and complete by a director or member or the secretary or the legal advisers of the Borrower, of:
(i) the Building Contract;
(ii) such documents as the Agent may reasonably require to evidence the nomination of the Borrower as purchaser of the Vessel pursuant to the Building Contract;
(iii) the builder’s certificate and/or xxxx of sale transferring title in the Vessel to the Borrower free of all encumbrances, maritime liens or other debts;
(iv) the protocol of delivery and acceptance evidencing the unconditional physical delivery of the Vessel by the Builder to the Borrower pursuant to the Building Contract;
(v) the commercial invoice issued by the Builder in respect of the final contract price of the Vessel;
(vi) the declaration of warranty issued by the Builder to the Borrower pursuant to the Building Contract;
(vii) the Initial Time Charter or other contract of employment of the Vessel which will be in force on the Delivery Date;
(viii) the Management Agreements;
(ix) the Vessel’s current Safety Construction, Safety Equipment, Safety Radio, Oil Pollution Prevention and Load Line Certificates;
(x) evidence of the Vessel’s current Certificate of Financial Responsibility issued pursuant to the United States Oil Pollution Xxx 0000;
(xi) the Vessel’s current SMC;
(xii) the ISM Company’s current DOC;
(xiii) the Vessel’s current ISSC;
(xiv) the Vessel’s current IAPPC;
(xv) the Vessel’s current Tonnage Certificate; in each case together with all addenda, amendments or supplements.
Security and related documents. (a) Finance Documents The Shares Pledge, the Account Security (other than that relating to the Vessel Earnings Accounts) and the Deed of Coordination and Trust, together with all other documents required by any of them, including, without limitation, all notices of assignment and/or charge and evidence that those notices will be duly acknowledged by the recipients, together with evidence of the authority of the signatories to the Deed of Coordination and Trust, and any perfection of Security Documents required by Danish law.
(b) Relevant Documents Certified copies of the SPA, the Marubeni Bank Loan Agreement and all security documents under the Marubeni Bank Loan Agreement (save for the Assignments, the Intercompany Loan Assignment, the Negative Pledges and the Target Shares Pledge), together with evidence of the authority of the signatories thereto.
(c) Evidence of insurance Evidence that each of the Vessels is insured in the manner required by the Security Documents and that letters of undertaking will be issued in the manner required by the Security Documents, together with the written approval of the Insurances by an insurance adviser appointed by the Agent.
Security and related documents. 8.1 Vessel documents
(a) the builder's certificate and/or bill of sale transferring title in the Newbuilding Vessel to the Collateral Owner free of all encumbrances, maritime liens or other debts;
(b) the protocol of delivery and acceptance evidencing the unconditional physical delivery of the Newbuilding Vessel by the Builder to the Collateral Owner pursuant to the Building Contract;
(c) the commercial invoice issued by the Builder in respect of the final contract price of the Newbuilding Vessel;
(d) the declaration of warranty issued by the Builder to the Collateral Owner pursuant to the Building Contract;
(e) any charterparty or other contract of employment of the Newbuilding Vessel which will be in force on the Delivery Date;
(f) the Management Agreements;
(g) the Vessel's current Safety Construction, Safety Equipment, Safety Radio and Load Line Certificates;
(h) evidence of the Vessel's current Certificate of Financial Responsibility issued pursuant to the United States Oil Pollution Act 1990;
(i) the Vessel's current SMC, or an application form submitted by the Borrower;
(j) the ISM Company's current DOC;
(k) the Vessel's current ISSC, or an application form submitted by the Borrower;
(l) the Vessel's current IAPPC, or any application form submitted by the Borrower;
(m) the Vessel's current Tonnage Certificate; in each case together with all addenda, amendments or supplements.
Security and related documents. Vessel Documents In respect of each Collateral Vessel photocopies, certified as true, accurate and complete by a duly authorised representative of the relevant Collateral Owner, of:
Security and related documents. (a) Vessel documents Photocopies, certified as true, accurate and complete by a director or member or the secretary or the legal advisers of the Borrower, of:
(i) the MOA;
(ii) the xxxx of sale transferring title in the Vessel to the Borrower free of all encumbrances, maritime liens or other debts;
(iii) the protocol of delivery and acceptance evidencing the unconditional physical delivery of the Vessel by the Seller to the Borrower pursuant to the MOA;
(iv) any charterparty or other contract of employment of the Vessel which will be in force on the Drawdown Date including, without limitation, the Initial Charter and/or any Charter;
(v) the Management Agreements;
(vi) the Vessel’s current Safety Construction, Safety Equipment, Safety Radio, Oil Pollution Prevention and Load Line Certificates;
(vii) evidence of the Vessel’s current Certificate of Financial Responsibility issued pursuant to the United States Oil Pollution Xxx 0000;
(viii) the Vessel’s current SMC;
(ix) the ISM Company’s current DOC;
(x) the Vessel’s current ISSC;
(xi) the Vessel’s current IAPPC;
(xii) the Vessel’s current Tonnage Certificate; in each case together with all addenda, amendments or supplements.
Security and related documents. (a) Vessel documents In respect of Drawings under the Buyer Credit only, photocopies, certified as true, accurate and complete by a director, the secretary or the legal advisers of the Owner, of:
(i) the Building Contract; and
(ii) in respect of the third and fourth instalments due under the Building Contract a copy of the fax notice issued by the Builder: (aa) in respect of Vessel A and Vessel B such notice to be accompanied with a copy of the certificate signed by the Classification Society; and
Security and related documents. (a) Finance Documents This Agreement, the Guarantee and any Fee Letter, together with all other documents required by any of them.
(b) Structure Chart A certified copy of the Structure Chart.
(a) Legal opinions of the legal advisers to the Lenders in each relevant jurisdiction in relation to those documents listed in paragraph 2(a) of this Schedule 2 Part 1, namely
(i) an opinion on matters of English law from Xxxxxxxxxx Xxxxxxx;
(ii) an opinion on matters of Xxxxxxxx Island law from Xxxxxx, Xxxxxx & Xxxxxxxx LLP, New York; and
(iii) an opinion on matters of Danish law from Kromann Reumert.
(b) In relation to the other Finance Documents, confirmation satisfactory to the Agent that legal opinions substantially in the form provided to the Agent prior to the acceptance of the Drawdown Notice will be given promptly following disbursement of the Loan, namely:
(i) an opinion on matters of English law from Xxxxxxxxxx Xxxxxxx;
(ii) an opinion on matters of Singapore law from Xxxxx & Xxxxxxxx LLP;
(iii) an opinion on matters of Xxxxxxxx Islands law from Xxxxxx, Xxxxxx & Xxxxxxxx LLP, New York; and
(iv) an opinion on matters of New York law from Xxxxxx & Xxxxxx LLP.
(v) an opinion on matters of Danish law from Kromann Reumert; and
(vi) an opinion on matters of Luxembourg law from Xxxxxx & Xxxxxxxxx.
Security and related documents. (a) Vessel documents In respect of the Collateral Vessel, photocopies, certified as true, accurate and complete by a duly authorised representative of the Collateral Owner of the Collateral Vessel, of:
(i) the MOA;
(ii) the xxxx of sale transferring title in the Collateral Vessel to the Collateral Owner free of all encumbrances maritime liens or other debts;
(iii) the protocol of delivery and acceptance evidencing the unconditional physical delivery of the Collateral Vessel by the Sellers to the Collateral Owner pursuant to the MOA;
(iv) any charterparty or other contract of employment of the Collateral Vessel which will be in force on the Drawdown Date and which (inclusive of any extension option) is capable of exceeding twelve (12) months;
(v) the Management Agreements (if any);
(vi) evidence of the Collateral Vessel’s current Certificate of Financial Responsibility issued pursuant to the United States Oil Pollution Act 1990 (if applicable);
(vii) the Collateral Vessel’s current SMC;
(viii) the ISM Company’s current Document of Compliance;
(ix) the Collateral Vessel’s current ISSC;
(x) the Collateral Vessel’s current IAPPC; in each case together with all addenda, amendments or supplements.
