Third Party Vessel Exchange Sample Clauses

Third Party Vessel Exchange. The parties recognize that, in lieu of delivery of APL THAILAND or APL PHILIPPINES to an Original Owner, the Transferor may wish to acquire title to such Vessel from the applicable Builder following or incident to a vessel exchange involving the Transferor and an unaffiliated third party, whereupon (i) APL THAILAND or APL PHILIPPINES, as the case may be, would be transferred by the Transferor to APL Shipholdings, Ltd. (formerly named APL M.V. Philippines, Ltd.), a Delaware corporation ("Shipholdings"), which is one of the "Transferees" party to the Loan Agreement, and (ii) following transfer of that Vessel to Shipholdings, the Subportion applicable to that Vessel would be drawn down by Shipholdings. As part of such vessel exchange the Shipbuilding Agreement or the Daewoo Shipbuilding Agreement, as applicable, may be partially assigned (insofar as the Agreement relates to the Vessel in question) to a financial institution acting as a qualified intermediary, provided that, notwithstanding such partial assignment, the Vessel shall be delivered by the applicable Builder directly to the Transferor. Notwithstanding anything herein or in the Loan Agreement to the contrary, it shall be a condition precedent to the right of Shipholdings to draw down the Subportion applicable to APL THAILAND or APL PHILIPPINES (following consummation by the Transferor of a vessel exchange transaction involving an unaffiliated third party and the subsequent transfer of the Vessel in question by the Transferor to Shipholdings) that each of the Lenders shall have consented to such vessel exchange transaction and each of the Lenders, the Transferor and the Transferees shall have entered into any amendments to this Acquisition Agreement and/or the other Operative Documents as may reasonably be required by the Lenders, and the Transferor and the Transferees shall have furnished to the Lenders (subject to confidentiality agreements, as the Transferor or such unaffiliated third party may reasonably require) copies of documents relating to such vessel exchange transaction as may reasonably be requested by the Lenders or their counsel.
Sample 1
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Related to Third Party Vessel Exchange

  • State Approval of Replacement Personnel The Engineer may not replace the project manager or key personnel without prior consent of the State. The State must be satisfied that the new project manager or other key personnel is qualified to provide the authorized services. If the State determines that the new project manager or key personnel is not acceptable, the Engineer may not use that person in that capacity and shall replace him or her with one satisfactory to the State within forty-five (45) days.

  • Obtaining Stock Exchange Listings The Company will from time to time take all action which may be necessary so that the Warrant Shares, immediately upon their issuance upon the exercise of Warrants, will be listed on the principal securities exchanges and markets within the United States of America, if any, on which other shares of Common Stock are then listed.

  • Shift Exchange The Employer and the Union agree that shift exchanges are a useful process to allow employees more flexibility and improved work/life balance. Employees within an institution who have the same job classification will be allowed to exchange full shifts for positions in which they are qualified. The shift exchange process will not be used to circumvent the bid system or the supervisory chain of command. Shift exchanges will be in accordance with the following: A. Request for shift exchanges will be submitted seven (7) calendar days in advance of the exchange, when practicable. B. Requests for shift exchanges will be considered on a case-by-case basis. The requested shift exchange is voluntary, and is agreed to in writing by both employees, and approved in writing by the supervisor(s). Requests for shift exchanges will be submitted to the appropriate Appointing Authority or designee for approval. X. Xxxxx exchanges may be denied. If denied, the employee will be provided the reason(s) in writing. D. Employees will not submit requests for shift exchanges which would result in overtime. Each employee will be considered to have worked their regular schedule. E. For shift exchanges that occur on an employee’s designated holiday, the employee who is regularly scheduled to work on that holiday will receive the holiday compensation, regardless of who physically worked on that day. F. The failure of an employee who has exchanged shifts to work the agreed upon shift without appropriate cause may be a basis for disciplinary action.

  • Open Market Transactions We agree to abide by Regulation M under the Exchange Act and we agree not to bid for, purchase, attempt to purchase, or sell, directly or indirectly, any Securities, any other Reference Securities (as defined in Regulation M) of the issuer, or any other securities of such issuer as you may designate, except as brokers pursuant to unsolicited orders and as otherwise provided in this Agreement. If the Securities are common stock or securities convertible into common stock, we agree not to effect, or attempt to induce others to effect, directly or indirectly, any transactions in or relating to any stock of such issuer, except to the extent permitted by Rule 101 of Regulation M under the Exchange Act.

  • Stock Exchange De-listing Prior to the Closing Date, the Company shall cooperate with Parent and use reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable Laws and rules and policies of the NYSE to enable the delisting by the Surviving Corporation of the Shares from the NYSE and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

  • Required Procurement Procedures for Obtaining Goods and Services The Grantee shall provide maximum open competition when procuring goods and services related to the grant- assisted project in accordance with Section 287.057, Florida Statutes.

  • Data Exchange Each Party shall furnish to the other Party real-time and forecasted data as required by ERCOT Requirements. The Parties will cooperate with one another in the analysis of disturbances to either the Plant or the TSP’s System by gathering and providing access to any information relating to any disturbance, including information from oscillography, protective relay targets, breaker operations, and sequence of events records.

  • Unlisted/Non-Published Subscribers <<customer_name>> will be required to provide to BellSouth the names, addresses and telephone numbers of all <<customer_name>> customers that wish to be omitted from directories.

  • Disturbance Analysis Data Exchange The Parties will cooperate with one another and the NYISO in the analysis of disturbances to either the Large Generating Facility or the New York State Transmission System by gathering and providing access to any information relating to any disturbance, including information from disturbance recording equipment, protective relay targets, breaker operations and sequence of events records, and any disturbance information required by Good Utility Practice.

  • Stock Exchange Delisting Prior to the Closing Date, the Company shall cooperate with Parent and use reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable Laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

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