Title; negative pledge. The Borrower will: (a) hold the legal title to, and own the entire beneficial interest in each Owner free from all Security Interests and other interests and rights of every kind, except for those created by the Finance Documents; and (b) procure that each Owner will not create or permit to arise any Security Interest over any other asset, present or future other than Permitted Security Interests or in the normal course of its business of acquiring, financing and operating the Ship which is owned by such Owner and, in the case of the Borrower, will not create or permit to arise any Security Interest over any rights against the Swap Banks under any Master Agreement (other than under the Finance Documents); and (c) procure that its liabilities under the Finance Documents to which it is a party and the Master Agreement and the liabilities of each Owner under the Finance Documents to which it is a party do and will rank at least pari passu with all their other present and future unsecured liabilities, except for liabilities which are mandatorily preferred by law.
Appears in 2 contracts
Samples: Loan Agreement (Paragon Shipping Inc.), Loan Agreement (Paragon Shipping Inc.)
Title; negative pledge. The Borrower shall procure that each Guarantor will:
(a) hold the legal title to, to and own the entire beneficial interest in each Owner the Ship owned by it, such Ship’s Insurances and Earnings, free from all Security Interests and other interests and rights of every kind, except for those created by the Finance Documents; andDocuments and the effect of assignments contained in the Finance Documents and except for Permitted Security Interests;
(b) procure that each Owner will not create or permit to arise any Security Interest (except for Permitted Security Interests) over any asset which is the subject matter of a Finance Document or over any of its shares;
(c) not create or permit to arise, any Security Interest (except for Permitted Security Interests) over any other asset, present or future other than Permitted Security Interests or in the normal course of its business of acquiring, financing and operating the Ship which is owned by such Owner and, in the case of the Borrower, will not create or permit to arise any Security Interest over any rights against the Swap Banks under any Master Agreement (other than under the Finance Documents)future; and
(cd) procure that its liabilities under the Finance Documents to which it is a party and the Master Agreement and the liabilities of each Owner under the Finance Documents to which it is a party do and will rank at least pari passu with all their its other present and future unsecured liabilities, except for liabilities which are mandatorily preferred by law.
Appears in 2 contracts
Samples: Facility Agreement (Navios Maritime Partners L.P.), Facility Agreement (Navios Maritime Partners L.P.)
Title; negative pledge. The Each Borrower will:
(a) as from the relevant Delivery Date, hold the legal title to, and own the entire beneficial interest in each Owner the Ship owned by it, her Insurances and Earnings, free from all Security Interests and other interests and rights of every kind, except for those created by the Finance Documents; andDocuments and the effect of assignments contained in the Finance Documents and except for Permitted Security Interests;
(b) procure that each Owner will not create or permit to arise any Security Interest (except for Permitted Security Interests) over any other asset, present or future other than Permitted Security Interests or in the normal course of its business of acquiring(including, financing and operating the Ship which is owned by such Owner andbut not limited to, in the case of the that Borrower, will not create or permit to arise any Security Interest over any ’s rights against the Swap Banks Bank under any the Master Agreement (other than or all or any part of that Borrower’s interest in any amount payable to that Borrower by the Swap Bank under the Finance DocumentsMaster Agreement); and
(c) procure that its liabilities under the Finance Documents to which it is a party and the Master Agreement and the liabilities of each Owner under the Finance Documents to which it is a party do and will rank at least pari passu with all their its other present and future unsecured and unsubordinated liabilities, except for liabilities which are mandatorily preferred by law.
Appears in 1 contract
Samples: Amending and Restating Agreement (Poseidon Containers Holdings Corp.)
Title; negative pledge. The Each Borrower will:
(a) hold the legal title to, and own the entire beneficial interest in each Owner the Ship owned by it, her Insurances and Earnings, free from all Security Interests (except during the Existing Indebtedness Grace Period Security Interests created under the Existing Facility Agreement) and other interests and rights of every kind, except for those created by the Finance Documents; andDocuments and the effect of assignments contained in the Finance Documents and except for Permitted Security Interests;
(b) procure that each Owner will not create or permit to arise any Security Interest (except for Permitted Security Interests) over any other asset, present or future other than Permitted Security Interests or in the normal course of its business of acquiring(including, financing and operating the Ship which is owned by such Owner andbut not limited to, in the case of the that Borrower, will not create or permit to arise any Security Interest over any ’s rights against the Swap Banks Bank under any the Master Agreement (other than or all or any part of that Borrower’s interest in any amount payable to that Borrower by the Swap Bank under the Finance DocumentsMaster Agreement); and
(c) procure that its liabilities under the Finance Documents to which it is a party and the Master Agreement and the liabilities of each Owner under the Finance Documents to which it is a party do and will rank at least pari passu with all their its other present and future unsecured and unsubordinated liabilities, except for liabilities which are mandatorily preferred by law.
Appears in 1 contract
Title; negative pledge. The Each Borrower will:
(a) hold the legal title to, and own the entire beneficial interest in each Owner the Ship owned by it, her Insurances and Earnings, free from all Security Interests (except during the Existing Indebtedness Grace Period—, Security Interests created under the Existing Facility Agreement) and other interests and rights of every kind, except for those created by the Finance Documents; andDocuments and the effect of assignments contained in the Finance Documents and except for Permitted Security Interests;
(b) procure that each Owner will not create or permit to arise any Security Interest (except for Permitted Security Interests) over any other asset, present or future other than Permitted Security Interests or in the normal course of its business of acquiring(including, financing and operating the Ship which is owned by such Owner andbut not limited to, in the case of the Borrower, will not create or permit to arise any Security Interest over any that Xxxxxxxx’s rights against the Swap Banks Bank under any the Master Agreement (other than or all or any part of that Borrower’s interest in any amount payable to that Borrower by the Swap Bank under the Finance DocumentsMaster Agreement); and
(c) procure that its liabilities under the Finance Documents to which it is a party and the Master Agreement and the liabilities of each Owner under the Finance Documents to which it is a party do and will rank at least pari passu with all their its other present and future unsecured and unsubordinated liabilities, except for liabilities which are mandatorily preferred by law.
Appears in 1 contract
Samples: Amending and Restating Deed (Global Ship Lease, Inc.)