Common use of Valuation of Mortgaged Vessels Clause in Contracts

Valuation of Mortgaged Vessels. each Vessel shall, for the purposes of this Agreement, be valued in USD by taking a valuation prepared by an Approved Broker appointed by the Borrowers, each such valuation to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Approved Broker gives a range of values, then the arithmetic mean of such values shall be used for the purposes of this clause, Provided that for the purpose of determining the Valuation Amounts of the Vessels prior to the Drawdown Date (as referred to in Schedule 2 Part B (j) (Valuation), each Vessel shall, for the purposes of this Agreement, be valued in USD by taking the arithmetic mean of valuations prepared by two Approved Brokers appointed by the Borrowers, each such valuation to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Approved Broker gives a range of values, then the arithmetic mean of such values shall be used for the purposes of this clause, provided that if such two valuations vary by more than 10% then the Bank shall appoint a third Approved Broker to provide a valuation and the Valuation Amount shall be the average of such three valuations Valuations shall be obtained and received by the Bank: (a) prior to (but dated no more than 30 days prior to) the Drawdown Date; (b) at quarterly intervals (on each date on which the Borrowers are required pursuant to Clause 8.1.7 to deliver a Compliance Certificate to the Bank); and (c) (in addition to (a) and (b) above) at any other time as the Bank shall require (in its absolute discretion). The Approved Brokers’ valuations for each Vessel on each such occasion shall constitute the Valuation Amount of that Vessel for the purposes of this Agreement until superseded by the next such valuation.

Valuation of Mortgaged Vessels. each Vessel (a) The Mortgaged Vessels shall, for the purposes of this Agreementclause 10.2.2, be valued in USD Dollars, on each Annual Valuation Date by taking a valuation prepared by an two (2) of the Approved Broker appointed Valuers selected by the Borrowers, Borrower (each such valuation to be made without without, unless required by the Facility Agent on behalf of the Lenders, physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, arms length on normal commercial terms, terms as between a willing buyer and a willing seller, seller without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Mortgaged Vessels). At any time when: (i) there are moneys outstanding under this Agreement on a Semi-Annual Valuation Date; and/or (ii) a drawdown is requested more than six (6) months after the most recent Annual Valuation Date when no valuations have been obtained on the most recent Semi-Annual Valuation Date, (a) The Borrower shall procure that each valuation obtained under this clause 10.2.2 shall be delivered by the Approved Broker gives a range of values, then Valuers to the arithmetic Facility Agent at the same time as they are delivered to the Borrower no later than four (4) days before each Valuation Date. Subject to clause 10.2.2 (b) the mean of such values the valuations of the Mortgaged Vessels attributed to the Borrower at any relevant time pursuant to clause 10.2.2 shall be used constitute the Security Value for the purposes of this clause, Provided that for clause 10.2. (b) If the purpose Facility Agent is not satisfied with the valuation of determining the Valuation Amounts any of the Vessels prior Mortgaged Vessels, the Facility Agent shall be entitled to request a valuation by a third Approved Valuer in respect of any such Mortgaged Vessel or Vessels, as the Drawdown Date case may be. The Facility Agent shall (as referred in its absolute discretion) be entitled to in Schedule 2 Part B (j) (Valuation), each Vessel shall, discard one of the earlier valuations and substitute the third valuation therefore and the mean of the remaining valuations shall constitute the Security Value for the purposes of this Agreement, be valued in USD by taking the arithmetic mean of valuations prepared by two Approved Brokers appointed by the Borrowers, each such valuation to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Approved Broker gives a range of values, then the arithmetic mean of such values shall be used for the purposes of this clause, provided that if such two valuations vary by more than 10% then the Bank shall appoint a third Approved Broker to provide a valuation and the Valuation Amount shall be the average of such three valuations Valuations shall be obtained and received by the Bank: (a) prior to (but dated no more than 30 days prior to) the Drawdown Date; (b) at quarterly intervals (on each date on which the Borrowers are required pursuant to Clause 8.1.7 to deliver a Compliance Certificate to the Bank); andclause 10.2. (c) (in addition to (a) and (b) above) If at any other time between valuations of any of the Mortgaged Vessels, the Lenders are reasonably of the opinion that the value of any Mortgaged Vessel may have materially deteriorated since its most recent valuation, the Facility Agent, on behalf of the Lenders, shall be entitled to request a new valuation by an Approved Valuer (an "Intermediate Valuation") of such Mortgaged Vessel or Vessels, as the Bank case may be. The Facility Agent shall require (in its absolute discretion). ) be entitled to discard the earlier valuations and substitute the Intermediate Valuation therefore. (d) The Approved Brokers’ valuations for each Vessel on each such occasion shall constitute value of the Valuation Amount of that Vessel for Mortgaged Vessels determined in accordance with the purposes provisions of this Agreement clause 10.2 shall be binding upon the parties hereto until superseded by the next such valuationtime as any further such valuations shall be obtained.

Valuation of Mortgaged Vessels. each Vessel (i) The Mortgaged Vessels shall, for the purposes of this Agreementclause 10.2(b), be valued in USD Dollars, on each Annual Valuation Date by taking a valuation prepared by an two (2) of the Approved Broker appointed Valuers selected by the Borrowers, Borrowers (each such valuation to be made without without, unless required by the Facility Agent on behalf of the Lenders, physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, arms length on normal commercial terms, terms as between a willing buyer and a willing seller, seller without taking into account the benefit or burden of any charterparty or other engagement concerning the Mortgaged Vessels). At any time when: (A) there are moneys outstanding under this Agreement on a Semi-Annual Valuation Date; and/or (B) a drawdown is requested more than six (6) months after the most recent Annual Valuation Date when no valuations have been obtained on the most recent Semi-Annual Valuation Date, the Mortgaged Vessels (and any Newbuilding the subject of an Advance (if an any)) shall be valued on the basis described in the preceding sentence of this clause 10.2(b)(i). The Borrowers shall procure that each valuation obtained under this clause 10.2(b) shall be delivered by the Approved Broker gives a range of values, then Valuers to the arithmetic Facility Agent at the same time as they are delivered to the relevant Borrower no later than four (4) days before each Valuation Date. Subject to clause 10.2(b)(ii) the mean of such values the valuations of the Mortgaged Vessels attributed to each Borrower at any relevant time pursuant to clause 4.1(e) shall be used constitute the Security Value applicable to that Borrower for the purposes of this clause, Provided that for clause 10.2. (ii) If the purpose Facility Agent is not satisfied with the valuation of determining the Valuation Amounts any of the Vessels prior Mortgaged Vessels, the Facility Agent shall be entitled to request a valuation by a third Approved Valuer in respect of any such Mortgaged Vessel or Vessels, as the Drawdown Date case may be. The Facility Agent shall (as referred in its absolute discretion) be entitled to in Schedule 2 Part B (j) (Valuation), discard one of the earlier valuations and substitute the third valuation therefore and the mean of the remaining valuations shall constitute the Security Value applicable to each Vessel shall, Borrower for the purposes of this Agreementclause 10.2. (iii) If at any time between valuations of any of the Mortgaged Vessels, be valued in USD by taking the arithmetic mean Lenders are reasonably of valuations prepared by two Approved Brokers appointed by the Borrowersopinion that the value of any Mortgaged Vessel may have materially deteriorated since its most recent valuation, each such valuation to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ lengthFacility Agent, on normal commercial termsbehalf of the Lenders, shall be entitled to request a new valuation by an Approved Valuer (an "Intermediate Valuation") of such Mortgaged Vessel or Vessels, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Approved Broker gives a range of values, then the arithmetic mean of such values case may be. The Facility Agent shall be used for the purposes of this clause, provided that if such two valuations vary by more than 10% then the Bank shall appoint a third Approved Broker to provide a valuation and the Valuation Amount shall be the average of such three valuations Valuations shall be obtained and received by the Bank: (a) prior to (but dated no more than 30 days prior to) the Drawdown Date; (b) at quarterly intervals (on each date on which the Borrowers are required pursuant to Clause 8.1.7 to deliver a Compliance Certificate to the Bank); and (c) (in addition to (a) and (b) above) at any other time as the Bank shall require (in its absolute discretion). ) be entitled to discard the earlier valuations and substitute the Intermediate Valuation therefore. (iv) The Approved Brokers’ valuations for each Vessel on each such occasion shall constitute value of the Valuation Amount of that Vessel for Mortgaged Vessels determined in accordance with the purposes provisions of this Agreement clause 10.2 shall be binding upon the parties hereto until superseded by the next such valuationtime as any further such valuations shall be obtained.

Valuation of Mortgaged Vessels. The Valuation Amount of each Mortgaged Vessel shall, for the purposes of this Agreement, be valued a valuation of the relevant Mortgaged Vessel, prepared (at the Borrowers’ expense) in USD by taking an Approved Broker appointed by the Borrowers (the “Borrowers’ Valuation”), unless the Agent, acting on the instructions of a Lender, has also requested a valuation prepared by an Approved Broker appointed by the Agent (the “Agent’s Valuation”), in which case the Valuation Amount shall be, if either: (A) the Borrowers’ Valuation and the Agent’s Valuation vary by 10% or more; or (B) the Agent determines in its sole discretion (acting on the instructions of the Lenders) that, based on the Agent’s Valuation alone, the Security Value is less than the Required Security Amount, the arithmetic mean of the Borrowers’ Valuation and the Agent’s Valuation, (and if neither (A) nor (B) apply, then the Valuation Amount of the relevant Vessel shall be the Borrowers’ Valuation). In each case such valuation to valuations must be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, seller without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and relevant Mortgaged Vessel, provided that, in each case, if an Approved Broker gives provides a range of valuesvaluations, then the arithmetic mean lowest of such values these figures shall be used deemed to be the valuation provided by that Approved Broker for the purposes of this clause, Provided that for the purpose of determining the Valuation Amounts of the Vessels prior to the Drawdown Date (as referred to in Schedule 2 Part B (j) (Valuation), each Vessel shall, for the purposes of this Agreement, be valued in USD by taking the arithmetic mean of valuations prepared by two Approved Brokers appointed by the Borrowers, each such valuation to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Approved Broker gives a range of values, then the arithmetic mean of such values shall be used for the purposes of this clause, provided that if such two valuations vary by more than 10% then the Bank shall appoint a third Approved Broker to provide a valuation and the Valuation Amount shall be the average of such three valuations . Valuations shall be obtained and received by the Bankobtained: (a) prior to (but dated no more than 30 days prior to) on the date falling three months after the last Drawdown Date; (b) at Date and quarterly intervals (on each date on which the Borrowers are required pursuant to Clause 8.1.7 to deliver a Compliance Certificate to the Bank)thereafter; and (cb) (in addition to (a) and (b) above) at any other time as the Bank Agent shall require (in its absolute discretion). The Approved Brokers’ valuations for each Mortgaged Vessel on each such occasion shall constitute the Valuation Amount of that such Mortgaged Vessel for the purposes of this Agreement until superseded superceded by the next such valuation.

Valuation of Mortgaged Vessels. each Each Mortgaged Vessel shall, for the purposes of this Agreement, be valued (at the Borrower’s expense) in USD by taking a either (i) the valuation prepared by an Approved Broker appointed by the BorrowersAgent (or, with the agreement of the Agent (to be given in its discretion), by the Borrower) or (ii) if requested by the Agent, the arithmetic mean of valuations prepared by the Approved Broker so appointed by the Agent or the Borrower (as aforesaid) and an Approved Broker appointed by the Agent (which shall be Maritime Strategies International Ltd. or such other Approved Broker as the Agent may notify to the Borrower), in each case such valuation valuations to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, seller without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels relevant Mortgaged Vessel and if an Approved Broker gives a range of values, then the arithmetic mean of such values shall to be used for the purposes of this clause, Provided that for the purpose of determining the Valuation Amounts of the Vessels dated no more than 2 months prior to the Drawdown Date (as referred to in Schedule 2 Part B (j) (Valuation), each Vessel shall, date the Valuation Amount is required for the purposes of this Agreement, be valued in USD by taking the arithmetic mean of valuations prepared by two Approved Brokers appointed by the Borrowers, each such valuation to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Approved Broker gives a range of values, then the arithmetic mean of such values shall be used for the purposes of this clause, provided that if such two valuations vary by 15% or more than 10% then the Bank shall appoint Agent may select a third Approved Broker to provide a valuation and the Valuation Amount shall be the average arithmetic mean of such three valuations valuations. Valuations shall be obtained and received by the Bankobtained: (a) prior to on the date falling six months after the second or (but dated no more than 30 days prior toor if Advance B is not drawn down, first) the Drawdown Date; (b) at quarterly intervals (on each date on which the Borrowers are required pursuant to Clause 8.1.7 to deliver a Compliance Certificate to the Bank)Date and semi-annually thereafter; and (cb) (in addition to (a) and (b) above) at any other time as the Bank Agent shall require (in its absolute discretion). The Approved Brokers’ valuations for each Mortgaged Vessel on each such occasion shall constitute the Valuation Amount of that such Mortgaged Vessel for the purposes of this Agreement until superseded superceded by the next such valuation.

Valuation of Mortgaged Vessels. The Valuation Amount of each Mortgaged Vessel shall, for the purposes of this Agreement, be valued a valuation of the relevant Mortgaged Vessel, prepared (at the Borrowers’ expense) in USD by taking an Approved Broker appointed by the Borrowers (the “Borrowers’ Valuation”), unless the Agent, acting on the instructions of a Lender, has also requested a valuation prepared by an Approved Broker appointed by the Agent (the “Agent’s Valuation”), in which case the Valuation Amount shall be, if either: (A) the Borrowers’ Valuation and the Agent’s Valuation vary by 10% or more; or (B) the Agent determines in its sole discretion (acting on the instructions of the Majority Lenders) that, based on the Agent’s Valuation alone, the Security Value is less than the Required Security Amount, the arithmetic mean of the Borrowers’ Valuation and the Agent’s Valuation, (and if neither (A) nor (B) apply, then the Valuation Amount of the relevant Vessel shall be the Borrowers’ Valuation). In each case such valuation to valuations must be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, seller without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and relevant Mortgaged Vessel, provided that, in each case, if an Approved Broker gives provides a range of valuesvaluations, then the arithmetic mean lowest of such values these figures shall be used deemed to be the valuation provided by that Approved Broker for the purposes of this clause, Provided that for the purpose of determining the Valuation Amounts of the Vessels prior to the Drawdown Date (as referred to in Schedule 2 Part B (j) (Valuation), each Vessel shall, for the purposes of this Agreement, be valued in USD by taking the arithmetic mean of valuations prepared by two Approved Brokers appointed by the Borrowers, each such valuation to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Approved Broker gives a range of values, then the arithmetic mean of such values shall be used for the purposes of this clause, provided that if such two valuations vary by more than 10% then the Bank shall appoint a third Approved Broker to provide a valuation and the Valuation Amount shall be the average of such three valuations . Valuations shall be obtained and received by the Bankobtained: (a) prior to (but dated no more than 30 days prior to) on the date falling three months after the last Drawdown Date; (b) at Date and quarterly intervals (on each date on which the Borrowers are required pursuant to Clause 8.1.7 to deliver a Compliance Certificate to the Bank)thereafter; and (cb) (in addition to (a) and (b) above) at any other time as the Bank Agent shall require (in its absolute discretion). The Approved Brokers’ valuations for each Mortgaged Vessel on each such occasion shall constitute the Valuation Amount of that such Mortgaged Vessel for the purposes of this Agreement until superseded superceded by the next such valuation.

Valuation of Mortgaged Vessels. The Valuation Amount of each Mortgaged Vessel shall, for the purposes of this Agreement, be valued a valuation of the relevant Mortgaged Vessel, prepared (at the Borrowers’ expense) in USD by taking an Approved Broker appointed by the Borrowers (the “Borrowers’ Valuation”), unless the Agent has also requested a valuation prepared by an Approved Broker appointed by the Agent (the “Agent’s Valuation”), in which case the Valuation Amount shall be, if either: (A) the Borrowers’ Valuation and the Agent’s Valuation vary by 10% or more; or (B) the Agent determines in its sole discretion that, based on the Agent’s Valuation alone, the Security Value is less than the Required Security Amount, the arithmetic mean of the Borrowers’ Valuation and the Agent’s Valuation, (and if neither (A) nor (B) apply, then the Valuation Amount of the relevant Vessel shall be the Borrowers’ Valuation). In each case such valuation to valuations must be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, seller without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and relevant Mortgaged Vessel, provided that, in each case, if an Approved Broker gives provides a range of valuesvaluations, then the arithmetic mean lowest of such values these figures shall be used deemed to be the valuation provided by that Approved Broker for the purposes of this clause, Provided that for the purpose of determining the Valuation Amounts of the Vessels prior to the Drawdown Date (as referred to in Schedule 2 Part B (j) (Valuation), each Vessel shall, for the purposes of this Agreement, be valued in USD by taking the arithmetic mean of valuations prepared by two Approved Brokers appointed by the Borrowers, each such valuation to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Approved Broker gives a range of values, then the arithmetic mean of such values shall be used for the purposes of this clause, provided that if such two valuations vary by more than 10% then the Bank shall appoint a third Approved Broker to provide a valuation and the Valuation Amount shall be the average of such three valuations . Valuations shall be obtained and received by the Bankobtained: (a) prior to (but dated no more than 30 days prior to) on the date falling three months after the last Drawdown Date; (b) at Date and quarterly intervals (on each date on which the Borrowers are required pursuant to Clause 8.1.7 to deliver a Compliance Certificate to the Bank)thereafter; and (cb) (in addition to (a) and (b) above) at any other time as the Bank Agent shall require (in its absolute discretion). The Approved Brokers’ valuations for each Mortgaged Vessel on each such occasion shall constitute the Valuation Amount of that such Mortgaged Vessel for the purposes of this Agreement until superseded superceded by the next such valuation.

Valuation of Mortgaged Vessels. each Each Mortgaged Vessel shall, for the purposes of this AgreementAgreement (including, but not limited to Clause 2.9), be valued (at the Borrower’s expense) in USD by taking a valuation prepared by an any Approved Broker appointed by the BorrowersBroker, each such valuation valuations to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Approved Broker gives a range of values, then the arithmetic mean of such values shall be used for the purposes of this clause, Provided that for the purpose of determining the Valuation Amounts of the Vessels prior to the Drawdown Date relevant Mortgaged Vessel: (as referred to in Schedule 2 Part B (ji) (Valuation), each Vessel shall, for the purposes of this Agreement, be valued in USD by taking the arithmetic mean of valuations prepared by two Approved Brokers appointed by the Borrowers, each such valuation to be made without physical inspectionno older than 3 months on the date on which it is provided to the Agent, and on to be provided to the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Approved Broker gives a range of values, then the arithmetic mean of such values shall be used for the purposes of this clause, provided that if such two valuations vary by more than 10% then the Bank shall appoint a third Approved Broker to provide a valuation and the Valuation Amount shall be the average of such three valuations Valuations shall be obtained and received by the Bank: (a) prior to (but dated Agent no more than 30 days prior to) 10 or fewer than 5 Banking Days before the end of the relevant Interest Period or, as the case may be, the relevant Drawdown Date; (b) at quarterly intervals (on each date on which the Borrowers are required pursuant to Clause 8.1.7 to deliver a Compliance Certificate to the Bank); and (cii) (in addition to (a) and (b) above) at any other time as the Agent (acting on the instructions of the Majority Lenders) shall additionally require, at the cost of the Lenders Provided that if any Bank or the Borrower do not agree with any valuation produced as hereinbefore referred to then each of the Agent (on the instructions of the Majority Lenders) and the Borrower shall require (nominate an Approved Broker, and the Valuation Amount for the relevant Mortgaged Vessel or Vessels shall be the average of the valuations produced by those two Approved Brokers in its absolute discretion)accordance with the terms of this Clause. The Approved Brokers’ Broker’s valuations for each Mortgaged Vessel on each such occasion shall constitute the Valuation Amount of that such Mortgaged Vessel for the purposes of this Agreement until superseded superceded by the next such valuation.

Valuation of Mortgaged Vessels. each Each Mortgaged Vessel shall, for the purposes of this Agreement, be valued (at the Borrowers’ expense) in USD by taking a valuation prepared by an any Approved Broker appointed by the BorrowersBorrower, each such valuation to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an relevant Mortgaged Vessel provided that the Agent may, in its discretion request a second valuation (on the same terms) from a second Approved Broker gives a range of values, then the arithmetic mean of such values shall be used for the purposes of this clause, Provided that for the purpose of determining the Valuation Amounts of the Vessels prior to the Drawdown Date (as referred to in Schedule 2 Part B (j) (Valuation), each Vessel shall, for the purposes of this Agreement, be valued in USD by taking the arithmetic mean of valuations prepared by two Approved Brokers appointed by the Borrowers, each such valuation to be made without physical inspection, and on the basis of a sale for prompt delivery for cash at arms’ length, on normal commercial terms, as between a willing buyer and a willing seller, without taking into account the benefit or burden of any charterparty or other engagement concerning the Vessels and if an Approved Broker gives a range of values, then the arithmetic mean of such values shall be used for the purposes of this clause, provided that if such two valuations vary by more than 10% 15%, then the Bank Agent shall appoint a third Approved Broker to provide a valuation and the Valuation Amount amount shall be the average of such three valuations, such valuations Valuations shall to be obtained and received by the Bankobtained: (a) prior to (but dated no more than 30 days prior to) On the date falling six months after the first Drawdown Date;Date and twice yearly thereafter and (b) at quarterly intervals (on each date on which the Borrowers are required pursuant to Clause 8.1.7 to deliver a Compliance Certificate to the Bank); and (c) (in addition to (a) and (b) above) at any other time as the Bank Agent (acting on the instructions of the Majority Lenders) shall require (in its absolute discretion). additionally require, at the cost of the Lenders The Approved Brokers’ valuations valuations, or, as the case may be, the average of such valuations, for each Mortgaged Vessel on each such occasion shall constitute the Valuation Amount of that such Mortgaged Vessel for the purposes of this Agreement until superseded superceded by the next such valuation. Each Mortgaged Vessel shall be valued under this Clause on the date falling one year after the first Delivery Date and, annually thereafter (without the need for any request by the Agent) and at any other time upon the Agent’s request (which it may make up to three times between such annual valuations).