Common use of Transfer by a Lender Clause in Contracts

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may at any time, without the consent of the Borrowers or any Security Party but after consultation with the Borrowers, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other bank or financial institution or to a trust, fund or other entity, provided such other entity is regularly engaged in, or established for the purpose of, making, purchasing or investing in loans, securities or other financial assets (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. However, any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.

Appears in 6 contracts

Samples: Loan Agreement (Navios Maritime Partners L.P.), Loan Agreement (Navios Maritime Acquisition CORP), Loan Agreement (Navios Maritime Partners L.P.)

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Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may at any time, without the consent of the Borrowers Borrower or any Security Party Party, but after consultation with the BorrowersBorrower, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other bank or financial institution or to a trust, fund or other entity, provided such other entity is regularly engaged in, or established for the purpose of, making, purchasing or investing in loans, securities or other financial assets (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. However, any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.

Appears in 3 contracts

Samples: Amending and Restating Agreement (Navios Maritime Acquisition CORP), Loan Agreement (Navios Maritime Acquisition CORP), Loan Agreement (Navios Maritime Holdings Inc.)

Transfer by a Lender. Subject to Clause 26.4, a Lender (the "Transferor Lender") may at any time, without needing the consent of the Borrowers Borrower or any Security Party but after consultation with the BorrowersParty, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other bank bank, or financial institution or to a trust, fund or other entity, provided such other entity which is regularly engaged in, in or established for the purpose of, of making, purchasing or investing in loans, securities or other financial assets (a "Transferee Lender") by delivering to the Agent a completed certificate in the form set out in Schedule 5 6 with any modifications approved or required by the Agent (a "Transfer Certificate") executed by the Transferor Lender and the Transferee Lender. However, However any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.

Appears in 3 contracts

Samples: Loan Agreement (EuroDry Ltd.), Loan Agreement (EuroDry Ltd.), Loan Agreement (Euroseas Ltd.)

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may at any time, with consultation with the Borrowers but without the consent of the Borrowers or any Security Party but after consultation with the BorrowersParty, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other another bank or financial institution or to a trust, fund or other entity, provided such other entity which is regularly engaged in, in or established for the purpose of, of making, purchasing or investing in loans, securities or other financial assets (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. HoweverThe Transferee Lender shall be selected by the Transferor Lender with prior consultation with the Borrowers. No Borrower, Security Party or any other member of the Group or shareholder of any such party shall be entitled to become a Transferee Lender. However any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.

Appears in 3 contracts

Samples: Amending and Restating Deed, Amending and Restating Deed (Global Ship Lease, Inc.), Loan Agreement (Global Ship Lease, Inc.)

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may may, at any timeits own cost, with the prior written consent of the Borrower (not to be unreasonably withheld or delayed) or without the consent of the Borrowers Borrower if an Event of Default or any Security Party but after consultation with the Borrowersa Potential Event of Default has occurred and is continuing, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other another bank or financial institution or to a trust, ; fund or other entity, provided such other the entity which is regularly engaged in, in or established for the purpose of, of making, purchasing or investing in loans, securities or other financial assets (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 4 with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender, Provided that a Lender may cause such transfer without needing the consent of the Borrower or any Security Party if an Event of Default has occurred and is continuing or if the Transferee Lender is: (a) another branch of the Transferor Lender; (b) a direct or indirect subsidiary or affiliate of the Transferor Lender; (c) a company of which the Transferor Lender is a subsidiary; or (d) a company which is under the same control as the Lender. However, However any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.

Appears in 2 contracts

Samples: Loan Agreement (Euronav NV), Loan Agreement (Euronav NV)

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may may, without the prior written consent of, but in consultation with, the Borrowers, at any time, without the consent of the Borrowers or any Security Party but after consultation with the BorrowersParty, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other bank or financial institution or to a trust, fund or other entity, provided such other entity is regularly engaged in, or established for the purpose of, making, purchasing or investing in loans, securities or other financial assets third party (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. However, However any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.

Appears in 1 contract

Samples: Loan Agreement (Navios Maritime Acquisition CORP)

Transfer by a Lender. Subject to Clause 26.425.4, a Lender (the “Transferor Lender”) may at any time, without the consent of the Borrowers or any Security Party but after consultation having previously consulted with the BorrowersBorrower, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other another first class bank or financial institution which has experience in ship financing or to a trust, fund or other entity, provided such other entity which is regularly engaged in, in or established for the purpose of, of making, purchasing or investing in loans, securities or other financial assets (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 4 with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. However, Provided that at all times the aggregate of the Commitment of Danish Ship Finance A/S (Danmarks Skibskredit A/S) and its Contribution shall not be less than 50 per cent. of the Total Commitments. However any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.

Appears in 1 contract

Samples: Loan Agreement (GasLog Ltd.)

Transfer by a Lender. Subject to Clause 26.425.4, a Lender (the “Transferor Lender”) may at any time, with the prior written consent of the Borrowers (not to be unreasonably withheld or delayed) or without the consent of the Borrowers if an Event of Default or any Security Party but after consultation with Potential Event of Default has occurred and is continuing or if such transfer is to a wholly owned subsidiary, the Borrowersparent company or another subsidiary of the parent company of the Transferor Lender, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other another bank or financial institution or to a trust, fund or other entity, provided such other entity which is regularly engaged in, in or established for the purpose of, of making, purchasing or investing in loans, securities or other financial assets (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 4 with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. However, However any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee LenderDeed.

Appears in 1 contract

Samples: Loan Agreement (Euronav NV)

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may may, without the consent of, but in consultation with, the Borrowers, at any time, without the consent of the Borrowers or any Security Party but after consultation with the BorrowersParty, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other bank or financial institution or to a trust, fund or other entity, provided such other entity is regularly engaged in, or established for the purpose of, making, purchasing or investing in loans, securities or other financial assets third party (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. However, However any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.

Appears in 1 contract

Samples: Loan Agreement (Navios Maritime Partners L.P.)

Transfer by a Lender. Subject to Clause 26.426.4 and the other terms and conditions of this Clause 26.2, a Lender (the “Transferor Lender”) may at any time, without the consent of the Borrowers or any Security Party but after consultation with the Borrowers, time cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other bank third party, another bank, financial institution, pension scheme or financial institution or to a trust, fund or other entity, provided such other entity is regularly engaged in, or established for the single purpose of, making, purchasing or investing in loans, securities or other financial assets vehicle (a “Transferee Lender”) by delivering to the Facility Agent a completed certificate in the form set out in Schedule 5 4 with any modifications approved or required by the Facility Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. However, However any rights and obligations of the Transferor Lender in its capacity as Facility Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a A transfer effected pursuant to this Clause 26.2 shall be borne shall: (i) require the prior written consent of the Facility Agent (except in the case of a transfer to a subsidiary of a Lender); Index (ii) the Contribution or Commitment (or the combination of the two) being transferred by the Transferor Lender to the Transferee Lender.Lender shall not be less than $30,000,000; (iii) be effected without the consent of, but with notice to, the Borrower and without any cost to the Borrower:

Appears in 1 contract

Samples: Loan Agreement (Capital Product Partners L.P.)

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Transfer by a Lender. Subject to Clause 26.426.4 (Effective Date of Transfer certificate), a Lender (the “Transferor Lender”) may at any time, without the consent of the Borrowers Borrower or any Security Party but after consultation with the BorrowersBorrower, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other bank or financial institution or to a trust, fund or other entity, provided such other entity is regularly engaged in, or established for the purpose of, making, purchasing or investing in loans, securities or other financial assets (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. However, any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 (Transfer by a Lender) shall be borne by the Transferee Lender.

Appears in 1 contract

Samples: Loan Agreement (Navios Maritime Acquisition Corp)

Transfer by a Lender. Subject to Clause 26.4, a Lender (the "Transferor Lender") may at any time, without needing the consent of the Borrowers or any Security Party but after consultation with the BorrowersParty, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other bank bank, or financial institution or to a trust, fund or other entity, provided such other entity which is regularly engaged in, in or established for the purpose of, of making, purchasing or investing in loans, securities or other financial assets (a "Transferee Lender") by delivering to the Agent a completed certificate in the form set out in Schedule 5 6 with any modifications approved or required by the Agent (a "Transfer Certificate") executed by the Transferor Lender and the Transferee Lender. However, However any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.,

Appears in 1 contract

Samples: Loan Agreement (Star Bulk Carriers Corp.)

Transfer by a Lender. Subject to Clause 26.4, a Lender (the "Transferor Lender") may at any time, and Provided that no Default or Event of Default has occurred with the consent of the Borrower (such consent not to be unreasonably withheld or delayed and such consent being deemed to have been given if no refusal or approval is received by the Transferor Lender within 10 Business Days of a request for consent) but without the consent of the Borrowers or any other Security Party but after consultation with the BorrowersParty, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part , but subject always to a minimum amount of its credit risk under this Agreement $10,000,000 and the other Finance Documentsapproval of the Agent, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other bank or another bank, financial institution or to a trust, fund or other entity, provided such other entity (whose assets are managed by a Lender) which is regularly engaged in, in or established for the purpose of, of making, purchasing or investing in loans, securities or other financial assets (a "Transferee Lender") by delivering to the Agent a completed certificate in the form set out in Schedule 5 4 with any modifications approved or required by the Agent (a "Transfer Certificate") executed by the Transferor Lender and the Transferee Lender. However, However any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.

Appears in 1 contract

Samples: Loan Agreement (Paragon Shipping Inc.)

Transfer by a Lender. Subject to Clause 26.426.4 (Effective Date of Transfer Certificate), a Lender (the “Transferor Lender”) may at any time, without the consent of the Borrowers Borrower or any Security Party but after consultation with the BorrowersBorrower, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other bank or financial institution or to a trust, fund or other entity, provided such other entity is regularly engaged in, or established for the purpose of, making, purchasing or investing in loans, securities or other financial assets (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 4 (Transfer Certificate) with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. However, any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust AgreementDeed. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 (Transfer by a Lender) shall be borne by the Transferee Lender.

Appears in 1 contract

Samples: Loan Agreement (Navios Maritime Partners L.P.)

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may at any time, without the consent of the Borrowers or any Security Party but after consultation having previously consulted with the BorrowersBorrower, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other another first class bank or financial institution which has experience in ship financing or to a trust, fund or other entity, provided such other entity which is regularly engaged in, in or established for the purpose of, of making, purchasing or investing in loans, securities or other financial assets (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 4 with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. However, Provided that at all times the aggregate of the Commitment of Danish Ship Finance A/S (Danmarks Skibskredit A/S) and its Contribution shall not be less than 50 per cent. of the Total Commitments. However any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.

Appears in 1 contract

Samples: Loan Agreement (GasLog Ltd.)

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