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 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 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 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. The prior consent of the Borrower (such consent not to be unreasonably withheld, delayed or conditioned) is required for a syndication or, (in the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2.

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”” ) may at any 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 assumed by, another bank or assumed by any third party financial institution or, subject to there being an Event of Default, a trust, fund or other entity which 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 with any modifications approved or required by the Agent (a “Transfer Certificate”” ) executed by the Transferor Lender and the Transferee LenderLender provided; however, that the Borrowers shall not be responsible for any increased liability under Clause 22 due to a transfer under this Clause 26. 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. The A transfer pursuant to this Clause 26.2 shall: (d) be effected without the consent of any Borrower or any Security Party: (i) following the occurrence of an Event of Default; or (ii) if such transfer is to a Lender or an entity controlling, controlled by, or under common control with, a Transferor Lender or another Lender; or (iii) if such transfer is required by a banking authority; and (e) require the prior consent of the Borrower Borrowers (such consent not to be unreasonably withheld, delayed withheld or conditioneddelayed) is required for a syndication or, (in all other circumstances Provided that each Borrower will be deemed to have given its consent 5 Business Days following the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor LenderAgent’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2transfer.

Transfer by a Lender. Subject to Clause 26.427.4 and the other terms and conditions of this Clause 27.2, a Lender (the “Transferor Lender”) may at any 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 by, any 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. A transfer pursuant to this Clause 27.2 shall require the prior consent of the Borrowers, which shall not be unreasonably withheld or delayed Provided that the consent of the Borrowers shall not be required in the case of: (a) a transfer where the Transferee Lender is an affiliate of the Transferor lender; (b) an Event of Default which is continuing; and (c) a transfer to the first two Transferee Lenders (in which case only consultation with the Borrowers is required) Provided further that the aggregate of such right and/or obligation that may be transferred by the Lenders together with all such rights and/or obligations which may have been transferred to lenders other than the present Lenders (present Lenders means the Lenders on the date of execution of this Agreement) shall not exceed 50 per cent. of the total rights and/or obligations of the Total Commitments or, as the case may be, the Total Contributions. 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. The prior consent of the Borrower (such consent not to be unreasonably withheld, delayed or conditioned) is required for a syndication or, (in the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2.

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “"Transferor Lender”") may at any 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 assumed by, another bank or assumed by any third party financial institution or a trust, fund or other entity which 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 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. The prior A transfer pursuant to this Clause 26.2 shall be effected: (i) without the consent of the Borrower Borrowers: (A) following the occurrence of an Event of Default which is continuing; and/or (B) if such transfer is to another Lender or an Affiliate of a Lender; and (ii) in all other circumstances with the consent of the Borrowers (such consent not to be unreasonably withheld, delayed withheld or conditioneddelayed) is required for a syndication or, (in and the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall Borrowers will be deemed granted if to have given its consent 5 Business Days following the Borrower has failed to object to such request by written notice to of the Transferor Lender unless the consent is expressly refused by the Borrowers within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2that time.

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may may, at any time 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 by, any third party (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 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. The prior consent of the Borrower (such consent not All costs and expenses relating to be unreasonably withheld, delayed or conditioned) is required for a syndication or, (in the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption transfer effected pursuant to this Clause 26.2, unless26.2 shall be borne by the Transferee Lender. A transfer pursuant to this Clause 26.2 shall: (i) be effected without the Transferee Lender consent of the Borrower: (1) following the occurrence of an Event of Default; (2) if such transfer is another Lender to a subsidiary or an affiliate or a any other company or financial institution which is in the same ownership or control as one of the Lenders; orand (ii) an Event in all other circumstances, require the consent of Default has occurred at the relevant time. With respect Borrower (such consent not to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, be unreasonably withheld or delayed) which should be provided within 10 days otherwise such consent shall be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2have been provided.

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may at any time may, with the consent of the Borrower (which consent shall not be unreasonably withheld or delayed), 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 assumed by, another bank or assumed by any third party financial institution (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 the costs of effecting such a transfer shall be for the account of the Transferor Lender and the Transferee Lender and the Borrower shall no be liable for such costs. Notwithstanding the foregoing, no consent of, or consultation with, the Borrower will be required: (i) at any time in respect of any transfer to another Lender or to any person after the occurrence of an Event of Default which is continuing; or (ii) in respect of any transfer to a parent or subsidiary of the Transferee Lender; or (iii) in respect of any transfer imposed by a central bank or monetary or regulatory authority having jurisdiction over the Transferee Lender and in the circumstances referred to in subparagraphs (ii) and (iii) the Transferee Lender shall give prompt notice thereof to the Borrower. However any 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 agency provisions of this Agreement. The prior consent of the Borrower (such consent not to be unreasonably withheld, delayed or conditioned) is required for a syndication or, (in the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2.

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “"Transferor Lender”") may at any 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 assumed by, another bank or assumed by any third party financial institution or, subject to there being an Event of Default, a trust, fund or other entity which 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 with any modifications approved or required by the Agent (a “"Transfer Certificate”") executed by the Transferor Lender and the Transferee LenderLender provided; however, that the Borrowers shall not be responsible for any increased liability under Clause 22 due to a transfer under this Clause 26. 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. The A transfer pursuant to this Clause 26.2 shall: (a) be effected without the consent of any Borrower or any Security Party: (i) following the occurrence of an Event of Default; or (ii) if such transfer is to a Lender or an entity controlling, controlled by, or under common control with, a Transferor Lender or another Lender; or (iii) if such transfer is required by a banking authority; and (b) require the prior consent of the Borrower Borrowers (such consent not to be unreasonably withheld, delayed withheld or conditioneddelayed) is required for a syndication or, (in the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall all other circumstances Provided that each Borrower will be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five have given its consent 5 Business Days from following the Borrower’s receipt Agent's notice of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2transfer.

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may may, at any time 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 by, any third party (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 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. The prior consent of the Borrower (such consent not All costs and expenses relating to be unreasonably withheld, delayed or conditioned) is required for a syndication or, (in the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption transfer effected pursuant to this Clause 26.2, unless26.2 shall be borne by the Transferee Lender. A transfer pursuant to this Clause 26.2 shall: (i) be effected without the Transferee Lender consent of the Borrowers: (A) following the occurrence of an Event of Default; (B) if such transfer is another Lender to a subsidiary or an affiliate or a any other company or financial institution which is in the same ownership or control as one of the Lenders; orand (ii) an Event in all other circumstances, require the consent of Default has occurred at the relevant time. With respect Borrowers (such consent not to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2be unreasonably withheld, conditioned or delayed) which should be provided within 5 days otherwise such consent shall be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2have been provided.

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “"Transferor Lender”") may at any 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 assumed by, another bank or assumed by any third party financial institution or a trust, fund or other entity which 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 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. The prior A transfer pursuant to this Clause 26.2 shall be affected: (i) without the consent of the Borrower Borrowers: (A) following the occurrence of an Event of Default which is continuing; and/or (B) if such transfer is to another Lender or an affiliate of a Lender; (ii) in all other circumstances with the consent of the Borrowers (such consent not to be unreasonably withheld, delayed withheld or conditioneddelayed) is required for a syndication or, (in and the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall Borrowers will be deemed granted if to have given its consent 5 Business Days following the Borrower has failed to object to such request by written notice to of the Transferor Lender unless the consent is expressly refused by the Borrowers within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2that time.

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may may, at any time its own cost, with the prior written consent of the Borrower (not to be unreasonably withheld or delayed) or without the consent of the Borrower if an Event of Default or a Potential Event of Default has occurred and is continuing, cause: (a) its rights in respect of all or part pro rata parts of its Term Contribution and its Newbuilding Contribution; or (b) its obligations in respect of all or part pro rata parts of its Term Commitment and its Newbuilding 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 assumed by, another bank or assumed by any third party financial institution (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 LenderLender Provided that a Lender may make such transfer to any wholly owned subsidiary of it, to its parent company or to another subsidiary of its parent company without the consent of the Borrower and the fee referred to in Clause 26.11 shall not apply in relation to any such transfer. Without prejudice to the foregoing, any such transfer by a Lender shall be subject to the following further conditions: (i) the amount of the Contribution and/or Commitment of the Lender which is to be transferred shall not be less than $20,000,000 unless the Agent agrees otherwise; (ii) the Agent shall approve the transfer (such approval not to be unreasonably withheld); and (iii) payment of the fee in accordance with Clause 26.11. 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. The prior consent of the Borrower (such consent not to be unreasonably withheld, delayed or conditioned) is required for a syndication or, (in the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2Deed.

Transfer by a Lender. Subject to Clause 26.426.4 (Effective Date of Transfer Certificate), a Lender (the “Transferor Lender”) may may, at any time its own cost, with the prior written consent of the Borrowers (not to be unreasonably withheld or delayed) and the Agent or without the consent of the Borrowers if an Event of Default has occurred and is continuing, cause: (a) its rights in respect of all or part pro rata parts of its Contribution; or (b) its obligations in respect of all or part pro rata parts 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 third party by, another bank (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 (Transfer Certificate) with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee LenderLender Provided that a Lender may make such transfer to any wholly owned subsidiary of it, to its parent company or to another subsidiary of its parent company without the consent of the Borrowers or the Agent and the fee referred to in Clause 26.11 (Registration fee) shall not apply in relation to any such transfer. Without prejudice to the foregoing, any such transfer by a Lender shall be subject to the following further conditions: (i) the amount of the Contribution and/or Commitment of the Lender which is to be transferred shall not be less than $10,000,000 or, if less, the remaining amount of its Contribution and Commitment, unless the Agent agrees otherwise; (ii) where no Event of Default has occurred and is continuing, the Agent shall approve the transfer (such approval not to be unreasonably withheld); (iii) payment of the fee in accordance with Clause 26.11 (Registration fee). 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. The prior consent of the Borrower (such consent not to be unreasonably withheld, delayed or conditioned) is required for a syndication or, (in the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2Deed.

Transfer by a Lender. Subject to Clause 26.427.4 and the other terms and conditions of this Clause 27.2, a Lender (the “Transferor Lender”"TRANSFEROR LENDER") may at any 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 by, any third party (a “Transferee Lender”"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”"TRANSFER CERTIFICATE") executed by the Transferor Lender and the Transferee Lender. A transfer pursuant to this Clause 27.2 shall require the prior consent of the Borrowers, which shall not be unreasonably withheld or delayed PROVIDED THAT the consent of the Borrowers shall not be required in the case of: (a) a transfer where the Transferee Lender is an affiliate of the Transferor lender; (b) an Event of Default which is continuing; and (c) a transfer to the first two Transferee Lenders (in which case only consultation with the Borrowers is required) PROVIDED FURTHER THAT the aggregate of such right and/or obligation that may be transferred by the Lenders together with all such rights and/or obligations which may have been transferred to lenders other than the present Lenders (present Lenders means the Lenders on the date of execution of this Agreement) shall not exceed 50 per cent. of the total rights and/or obligations of the Total Commitments or, as the case may be, the Total Contributions. 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. The prior consent of the Borrower (such consent not to be unreasonably withheld, delayed or conditioned) is required for a syndication or, (in the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2.

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may may, with the prior written consent of the Borrowers acting on the instructions of the Corporate Guarantor (such consent not to be unreasonably withheld or delayed), at any time causeallow: (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 assumed by, another bank or assumed by any third party financial institution (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 LenderLender Provided that the consent of the Borrowers shall not be required: (i) if an Event of Default has occurred; or (ii) the Transferee Lender is an existing Lender or an affiliate of an existing Lender or a bank or financial institution which is regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities or other financial assets in the shipping sector. 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. The prior consent of the Borrower (such consent not to be unreasonably withheld, delayed or conditioned) is required for a syndication or, (in the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five Business Days from the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2Deed.

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “Transferor Lender”) may at any 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 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 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. The prior consent of the Borrower (such consent not to be unreasonably withheld, delayed or conditioned) is required for a syndication or, (in the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor LenderXxxxxx’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five Business Days from the Borrower’s receipt of the Transferor LenderXxxxxx’s notice. The Borrower shall not be liable for any costs or expenses of the Transferor Lender, the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2.

Transfer by a Lender. Subject to Clause 26.4, a Lender (the “"Transferor Lender”") may at any 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 assumed by, another bank or assumed by any third party financial institution or a trust, fund or other entity which 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 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. The prior A transfer pursuant to this Clause 26.2 shall be effected: (i) without the consent of the Borrower Borrowers: 842 EUROPE/66436786v5 (A) following the occurrence of an Event of Default which is continuing; and/or (B) if such transfer is to another Lender or an affiliate of a Lender; (ii) in all other circumstances with the consent of the Borrowers (such consent not to be unreasonably withheld, delayed withheld or conditioneddelayed) is required for a syndication or, (in and the case of its rights) assignment, pledge or transfer, or (in the case of its obligations) pledge or assumption pursuant to this Clause 26.2, unless: (i) the Transferee Lender is another Lender or an affiliate or a company or financial institution which is in the same ownership or control as one of the Lenders; or (ii) an Event of Default has occurred at the relevant time. With respect to the Transferor Lender’s notice requesting the Borrower’s consent under this Clause 26.2, such consent shall Borrowers will be deemed granted if the Borrower has failed to object to such request by written notice to the Transferor Lender within five have given their consent 5 Business Days from following the Borrower’s receipt of the Transferor Lender’s notice. The Borrower shall not be liable for any costs or expenses request of the Transferor Lender, unless the Transferee Lender or any other party under or in connection with any assignment or other transfer pursuant to this Clause 26.2consent is expressly refused by the Borrowers within that time.