Common use of Transfers by Banks Clause in Contracts

Transfers by Banks. any Lender (the “Transferor Lender”) may at any time cause all or any part of its rights, benefits and/or obligations under this Agreement and the other Security Documents to be transferred to another first class international bank or financial institution (in either case a “Transferee Lender”) (i) if such transfer is to another branch, a subsidiary or affiliate of such Lender and (ii) otherwise reasonably acceptable to the Borrowers, in each case by delivering to the Agent a Transfer Certificate duly completed and duly executed by the Transferor Lender and the Transferee Lender provided that any Transferee Lender shall, before transferring its right, benefits and obligations to any other bank or financial institution, give notice thereof to the other Lenders, who shall have the option, to be exercised by notice in writing, to acquire all its part of the rights, benefits and obligations of the Transferee Lender, in which case the Transferor Lender shall transfer the same to that Lender or Lenders in accordance with this Clause 15.3. No such transfer is binding on, or effective in relation to, the Borrowers or the Agent unless (i) it is effected or evidenced by a Transfer Certificate which complies with the provisions of this clause 15.3 and is signed by or on behalf of the Transferor Lender, the Transferee Lender and the Agent (on behalf of itself, the Borrowers and the other Banks) and (ii) such transfer of rights under the other Security Documents has been effected and registered. Upon signature of any such Transfer Certificate by the Agent, which signature shall be effected as promptly as is practicable after such Transfer Certificate has been delivered to the Agent, and subject to the terms of such Transfer Certificate, such Transfer Certificate shall have effect as set out below. The following further provisions shall have effect in relation to any Transfer Certificate:

Transfers by Banks. Subject to the prior written consent of the Borrowers (which consent shall not be unreasonably withheld and the request for which shall be promptly responded to), any Lender Bank (the “Transferor LenderBank”) may at any time time, cause all or any part of its rights, benefits and/or obligations under this Agreement and the other Security Documents to be transferred to another first class international any other bank or financial institution (in either case a “Transferee LenderBank”) (i) if such transfer is to another branch, a subsidiary or affiliate of such Lender and (ii) otherwise reasonably acceptable to the Borrowers, in each case by delivering to the Agent a Transfer Certificate duly completed and duly executed by the Transferor Lender Bank and the Transferee Lender provided that any Transferee Lender shall, before transferring its right, benefits and obligations to any other bank or financial institution, give notice thereof to the other Lenders, who shall have the option, to be exercised by notice in writing, to acquire all its part of the rights, benefits and obligations of the Transferee Lender, in which case the Transferor Lender shall transfer the same to that Lender or Lenders in accordance with this Clause 15.3Bank. No such transfer is binding on, or effective in relation to, the Borrowers or the Agent or the other Creditors unless (i) it is effected or evidenced by a Transfer Certificate which complies with the provisions of this clause 15.3 and is signed by or on behalf of the Transferor LenderBank, the Transferee Lender Bank and the Agent (on behalf of itself, the Borrowers and the other BanksCreditors) and (ii) such transfer of rights under the other Security Documents has been effected and registeredregistered to the satisfaction of the Agent. The Borrowers’ consent referred to above shall not be required in respect of a transfer if (1) the relevant Transferee Bank is a Related Company of the Transferor Bank and provided that the Borrowers would not pay additional amounts under Clause 6.6 and Clause 12.2 compared to the amounts payable by the Borrowers under such Clauses immediately before such transfer or (2) an Event of Default has occurred which is continuing at the time of the relevant transfer. Upon signature of any such Transfer Certificate by the Agent, which signature shall be effected as promptly as is practicable after such Transfer Certificate has been delivered to the Agent, and subject to the terms of such Transfer Certificate, such Transfer Certificate shall have effect as set out below. The following further provisions shall have effect in relation to any Transfer Certificate:

Transfers by Banks. any Lender Subject to the prior written consent of (a) the Agent and (b) provided no Default has occurred at such time, the Borrowers (the “Borrowers' consent not to be unreasonably withheld or delayed), any Bank (the "Transferor Lender”Bank") may at any time cause all or any part of its rights, benefits and/or obligations under this Agreement and the other Security Documents to be transferred to another first class international any other bank or financial institution (in either case a “Transferee Lender”) (i) if such transfer is to another branch, a subsidiary or affiliate of such Lender and (ii) otherwise reasonably acceptable to the Borrowerswhich, in each case the reasonable opinion of the Agent, has experience in ship finance (a "Transferee Bank") by delivering to the Agent a Transfer Certificate duly completed and duly executed by the Transferor Lender Bank and the Transferee Lender provided Bank Provided however that any Transferee Lender shall, before transferring its right, benefits and obligations to any other bank or financial institution, give notice thereof (a) the Transferor Bank shall pay to the other Lenders, who shall have the option, to be exercised by notice Agent a transfer fee of Three thousand Dollars ($3,000) in writing, to acquire all its part respect of any such transfer and (b) the rights, benefits and and/or obligations to be transferred under any such transfer shall be in respect of a minimum amount of Ten million Dollars ($10,000,000) of the Transferor Bank's Commitment and/or (as the case may be) Contribution. The consent of the Borrowers referred to above shall not be required in relation to any transfer where the relevant Transferee Lender, in which case Bank is another Bank or a Related Company of the relevant Transferor Lender shall transfer the same to that Lender Bank or Lenders in accordance with this Clause 15.3of another Bank. No such transfer is binding on, or effective in relation to, the Borrowers Borrowers, the Agent or the Agent other Creditors unless (i) it is effected or evidenced by a Transfer Certificate which complies with the provisions of this clause 15.3 and is signed by or on behalf of the Transferor LenderBank, the Transferee Lender Bank and the Agent (on behalf of itself, the Borrowers and the other BanksCreditors) and (ii) such transfer of rights under the other Security Documents as the Agent or the Transferee Bank may deem necessary has been effected and registeredregistered to the satisfaction of the Agent. Upon signature of any such Transfer Certificate by the Agent, which signature shall be effected as promptly as is practicable after such Transfer Certificate has been delivered to the Agent, and subject to the terms of such Transfer Certificate, such Transfer Certificate shall have effect as set out below. The following further provisions shall have effect in relation to any Transfer Certificate:

Transfers by Banks. Subject to the prior written consent of (a) the Agent and (b) provided no Default has occurred at such time, the Borrower (such consent not to be unreasonably withheld or delayed), any Lender Bank (the “"Transferor Lender”Bank") may at any time cause all or any part of its rights, benefits and/or obligations under this Agreement and the other Security Documents to be transferred to another first class international any other bank or financial institution (in either case a “Transferee Lender”) (i) if such transfer is to another branch, a subsidiary or affiliate of such Lender and (ii) otherwise reasonably acceptable to the Borrowerswhich, in each case the reasonable opinion of the Agent, has experience in ship finance (a "Transferee Bank") by delivering to the Agent a Transfer Certificate duly completed and duly executed by the Transferor Lender Bank and the Transferee Lender provided Bank Provided however that any Transferee Lender shall, before transferring its right, benefits and obligations to any other bank or financial institution, give notice thereof (a) the Transferor Bank shall pay to the other Lenders, who shall have the option, to be exercised by notice Agent a transfer fee of Three thousand Dollars ($3,000) in writing, to acquire all its part respect of any such transfer and (b) the rights, benefits and and/or obligations to be transferred under any such transfer shall be in respect of a minimum amount of Ten million Dollars ($10,000,000) of the Transferor Bank's Commitment and/or (as the case may be) Contribution. The consent of the Borrower referred to above shall not be required in relation to any transfer where the relevant Transferee Lender, in which case Bank is a Related Company of the relevant Transferor Lender shall transfer the same to that Lender or Lenders in accordance with this Clause 15.3Bank. No such transfer is binding on, or effective in relation to, the Borrowers Borrower or the Agent or the other Creditors unless (i) it is effected or evidenced by a Transfer Certificate which complies with the provisions of this clause 15.3 and is signed by or on behalf of the Transferor LenderBank, the Transferee Lender Bank and the Agent (on behalf of itself, the Borrowers Borrower and the other BanksCreditors) and (ii) such transfer of rights under the other Security Documents as the Agent or the Transferee Bank may deem necessary has been effected and registeredregistered to the satisfaction of the Agent. Upon signature of any such Transfer Certificate by the Agent, which signature shall be effected as promptly as is practicable after such Transfer Certificate has been delivered to the Agent, and subject to the terms of such Transfer Certificate, such Transfer Certificate shall have effect as set out below. The following further provisions shall have effect in relation to any Transfer Certificate:

Transfers by Banks. Subject to the prior written consent of (a) the Borrowers (such consent not to be unreasonably withheld or delayed) and (b) the Agent, any Lender Bank (the “Transferor LenderBank”) may at any time cause all or any part of its rights, benefits and/or obligations under this Agreement and the other Security Documents to be transferred to another first class international any other bank or financial institution (in either case a “Transferee LenderBank”) (i) if such transfer is to another branch, a subsidiary or affiliate of such Lender and (ii) otherwise reasonably acceptable to the Borrowers, in each case by delivering to the Agent a Transfer Certificate duly completed and duly executed by the Transferor Lender Bank and the Transferee Lender provided Bank Provided however that any Transferee Lender shall, before transferring its right, benefits and obligations to any other bank or financial institution, give notice thereof (a) the Transferor Bank shall pay to the other Lenders, who shall have the option, to be exercised by notice Agent a transfer fee of Three thousand Dollars ($3,000) in writing, to acquire all its part respect of any such transfer and (b) the rights, benefits and and/or obligations to be transferred under any such transfer shall be in respect of a minimum amount of Ten million Dollars ($10,000,000) of the Transferor Bank’s Commitment and/or (as the case may be) Contribution. The consent of the Borrower referred to above shall not be required in relation to any transfer if (1) a Default has occurred and is continuing or (2) the relevant Transferee Lender, in which case Bank is (A) another Bank or (B) a Related Company of the relevant Transferor Lender shall transfer the same to that Lender Bank or Lenders in accordance with this Clause 15.3of another Bank. No such transfer is binding on, or effective in relation to, the Borrowers Borrowers, the Agent or the Agent other Creditors unless (i) it is effected or evidenced by a Transfer Certificate which complies with the provisions of this clause 15.3 and is signed by or on behalf of the Transferor LenderBank, the Transferee Lender Bank and the Agent (on behalf of itself, the Borrowers and the other BanksCreditors) and (ii) such transfer of rights under the other Security Documents as the Agent or the Transferee Bank may deem necessary has been effected and registeredregistered to the satisfaction of the Agent. Upon signature of any such Transfer Certificate by the Agent, which signature shall be effected as promptly as is practicable after such Transfer Certificate has been delivered to the Agent, and subject to the terms of such Transfer Certificate, such Transfer Certificate shall have effect as set out below. below The following further provisions shall have effect in relation to any Transfer Certificate:

Transfers by Banks. Subject to the prior written consent of (a) the Borrower (such consent not to be unreasonably withheld or delayed) and (b) the Agent, any Lender Bank (the “Transferor LenderBank”) may at any time cause all or any part of its rights, benefits and/or and obligations under this Agreement and the other Security Documents to be transferred to another first class international any other bank or financial institution or trust, fund or other entity which is regularly engaged in or established for the purpose of making, purchasing or investing loans, securities or other financial assets or to any special purpose vehicle (including, without limitation, by way or for the purpose of securitisation or other similar transaction in either case relation to this Agreement) (a “Transferee LenderBank”) (i) if such transfer is to another branch, a subsidiary or affiliate of such Lender and (ii) otherwise reasonably acceptable to the Borrowers, in each case by delivering to the Agent a Transfer Certificate duly completed and duly executed by the Transferor Lender Bank and the Transferee Lender provided that any Transferee Lender shall, before transferring its right, benefits and obligations Bank. The consent of the Borrower referred to above shall not be required in relation to any other bank transfer if (1) a Default has occurred or financial institution, give notice thereof to (2) where the other Lenders, who shall have the option, to be exercised by notice in writing, to acquire all its part relevant Transferee Bank is (A) another Bank or (B) a Related Company of the rights, benefits and obligations relevant Transferor Bank or of another Bank or (3) such transfer is made by the Transferee Lender, Bank for the purposes of a securitisation or other similar transaction in which case the Transferor Lender shall transfer the same relation to that Lender or Lenders in accordance with this Clause 15.3Agreement. No such transfer is binding on, or effective in relation to, the Borrowers Borrower or the Agent or the other Creditors, unless (i) it is effected or evidenced by a Transfer Certificate which complies with the provisions of this clause 15.3 and is signed by or on behalf of the Transferor LenderBank, the Transferee Lender Bank and the Agent (on behalf of itself, the Borrowers Borrower and the other BanksCreditors) and (ii) such transfer of rights under the other Security Documents as the Agent or the Transferee Bank may deem necessary has been effected and registeredregistered to the satisfaction of the Agent. Upon signature of any such Transfer Certificate by the Agent, which signature shall be effected as promptly as is practicable after such Transfer Certificate has been delivered to the Agent, and subject to the terms of such Transfer Certificate, such Transfer Certificate shall have effect as set out below. The following further provisions shall have effect in relation to any Transfer Certificate: