SEACOR MARINE HOLDINGS INC. Issuer AND [TRUSTEE], Trustee INDENTURE Dated as of [●], 20[●] Debt SecuritiesIndenture • June 15th, 2018 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
INDENTURE, dated as of [●], 20[●], among SEACOR MARINE HOLDINGS INC., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):
CREDIT AGREEMENT dated as of February 8, 2018 among FALCON GLOBAL USA LLC as Borrower, FALCON GLOBAL OFFSHORE LLC, FALCON GLOBAL OFFSHORE II LLC, FALCON GLOBAL JILL LLC, FALCON GLOBAL ROBERT LLC, FALCON GLOBAL LLC as Loan Guarantors, The Lenders Party...Credit Agreement • February 9th, 2018 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
CREDIT AGREEMENT dated as of February 8, 2018 (as it may be amended or modified from time to time, this “Agreement”), among FALCON GLOBAL USA LLC., a Delaware limited liability company (“Borrower”), FALCON GLOBAL OFFSHORE LLC, a Delaware limited liability company (“FG”), FALCON GLOBAL OFFSHORE II LLC, a Delaware limited liability company (“FG II”), FALCON GLOBAL JILL LLC, a Delaware limited liability company (“FG JILL”), FALCON GLOBAL ROBERT LLC, a Delaware limited liability company (“FG ROBERT”) FALCON GLOBAL LLC, a Delaware limited liability company (“FGL” and collectively with FG, FG II, FG JILL and FG ROBERT, together, the “Loan Guarantors”), the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent, Issuing Bank, and Security Trustee for the Lenders.
SEACOR MARINE HOLDINGS INC. Common Stock (par value $0.01 per share) At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • November 1st, 2023 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 10th, 2017 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • Delaware
This Indemnification Agreement, dated as of this day of , 2017 (this “Agreement”), is made by and between SEACOR Marine Holdings Inc., a Delaware corporation (the “Company”), and (“Indemnitee”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • February 9th, 2018 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS PLEDGE AND SECURITY AGREEMENT (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Security Agreement”) is entered into as of February 8, 2018, by and among Falcon Global USA LLC, a Delaware limited liability company (“Falcon”), the additional grantors listed on the signature pages hereto and any additional entities which become parties to this Security Agreement by executing a Security Agreement Supplement hereto in substantially the form of Annex I hereto (such additional entities, together with Falcon, each a “Grantor”, and collectively, the “Grantors”), and JPMorgan Chase Bank, N.A., in its capacity as administrative agent and security trustee (the “Administrative Agent”) for the lenders party to the Credit Agreement referred to below.
REGISTRATION RIGHTS AGREEMENT BY AND AMONG SEACOR MARINE HOLDINGS INC. AND THE OTHER PARTIES LISTED ON SCHEDULE I HERETO Dated as of October 5, 2022Registration Rights Agreement • October 5th, 2022 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
This Registration Rights Agreement (this “Agreement”), dated as October 5, 2022, is by and among SEACOR Marine Holdings Inc., a Delaware corporation (including any of its successors by merger, acquisition, reorganization, conversion or otherwise, the “Company”), and the Persons set forth on Schedule I hereto. Unless otherwise indicated, capitalized terms used herein shall have the meanings ascribed to such terms in Section 1.01.
GUARANTY by SEACOR MARINE HOLDINGS INC. in favor of MOUNTAIN SUPPLY LLC, as Security Trustee June 16, 2023Guaranty • June 20th, 2023 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
This GUARANTY (this “Guaranty”), dated as of June 16, 2023, is made by SEACOR MARINE HOLDINGS INC., a corporation incorporated and existing under the laws of the State of Delaware (the “Parent Guarantor”), in favor of MOUNTAIN SUPPLY LLC, as security trustee (the “Security Trustee”) for the Creditors under the Credit Agreement referred to in Recital (A) below.
EMPLOYMENT AGREEMENTEmployment Agreement • November 12th, 2019 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into effective as of November 5, 2019, by and between Jesús Llorca (the “Executive”) and SEACOR Marine Holdings Inc. (the “Company”).
WARRANTWarrant Agreement • June 15th, 2018 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS SECURITY AND THE SECURITIES, IF ANY, ISSUABLE UPON EXERCISE OF THIS SECURITY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED EXCEPT IN ACCORDANCE WITH THE FOLLOWING SENTENCE. BY ITS ACQUISITION HEREOF OR OF A BENEFICIAL INTEREST HEREIN, THE ACQUIRER:
RESTRICTED STOCK GRANT AGREEMENT PURSUANT TO THE SEACOR MARINE HOLDINGS INC. 2022 EQUITY INCENTIVE PLANRestricted Stock Grant Agreement • May 3rd, 2023 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • Delaware
THIS RESTRICTED STOCK GRANT AGREEMENT (this “Agreement”), dated as of [________], 20[__], is between SEACOR Marine Holdings Inc., a Delaware corporation (the “Company”), and [__________] (the “Grantee”).
PERFORMANCE RESTRICTED STOCK UNIT GRANT AGREEMENT PURSUANT TO THE SEACOR MARINE HOLDINGS INC.Performance Restricted Stock Unit Grant Agreement • May 3rd, 2023 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • Delaware
THIS PERFORMANCE RESTRICTED STOCK UNIT GRANT AGREEMENT (this “Agreement”), dated as of [________], 20[__] (the “Grant Date”), is between SEACOR Marine Holdings Inc., a Delaware corporation (the “Company”), and [__________] (the “Grantee”). This Agreement is subject to all terms and provisions of the SEACOR Marine Holdings Inc. 2022 Equity Incentive Plan (and as amended, modified or supplemented from time to time, the “Plan”), which are incorporated herein by reference. In the event of any conflict, the terms and provisions of the Plan shall control over the terms and provisions of this Agreement. All capitalized terms herein shall have the meanings given to such terms by the Plan unless otherwise defined herein or unless the context clearly indicates otherwise.
STOCK OPTION GRANT AGREEMENT PURSUANT TO THE SEACOR MARINE HOLDINGS INC.Stock Option Grant Agreement • March 12th, 2021 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • Delaware
THIS STOCK OPTION GRANT AGREEMENT (this “Agreement”), dated as of [________], 20[__] (the “Agreement Date”), sets forth the agreement of SEACOR Marine Holdings Inc., a Delaware corporation (the “Company”), to grant options to [__________], an employee of, or consultant to, the Company or its Affiliates (the “Grantee”), to purchase Shares on the terms and subject to the conditions hereinafter provided.
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • April 28th, 2017 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight
This Employee Matters Agreement (this “Agreement”), dated as of , 2017, with effect as of the Effective Time by and between SEACOR Holdings Inc., a Delaware corporation (“SEACOR”), and SEACOR Marine Holdings Inc., a Delaware corporation (“SEACOR Marine,” and together with SEACOR, the “Parties”).
TAX MATTERS AGREEMENTTax Matters Agreement • May 4th, 2017 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS TAX MATTERS AGREEMENT (this “Agreement”), dated as of , 2017, is by and between SEACOR Holdings Inc., a Delaware corporation (“SEACOR”), and SEACOR Marine Holdings Inc., a Delaware corporation (“Spinco”). Each of SEACOR and Spinco is sometimes referred to herein as a “Party” and, collectively, as the “Parties.”
DISTRIBUTION AGREEMENTDistribution Agreement • May 4th, 2017 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
This Distribution Agreement (this “Agreement”), is dated as of , 2017, by and between SEACOR Holdings Inc., a Delaware corporation (“SEACOR”), and SEACOR Marine Holdings Inc., a Delaware corporation and a wholly owned subsidiary of SEACOR (“SEACOR Marine” and, together with SEACOR, the “Parties”).
SUBSCRIPTION AGREEMENT by and among SEACOR MARINE HOLDINGS INC. and THE PURCHASERS NAMED ON SCHEDULE A HERETOSubscription Agreement • May 10th, 2018 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
This SUBSCRIPTION AGREEMENT, dated as of April 20, 2018 (this “Agreement”), is by and among SEACOR MARINE HOLDINGS INC., a Delaware corporation (the “Company”), and each of the purchasers listed on Schedule A hereof (each a “Purchaser” and collectively, the “Purchasers”).
April 27, 2017Investment Agreement • May 4th, 2017 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight
TRANSITION SERVICES AGREEMENTTransition Services Agreement • February 10th, 2017 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS TRANSITION SERVICES AGREEMENT (this “Agreement”) is entered into as of this day of , 2017, by and between SEACOR HOLDINGS INC., a Delaware corporation (“CKH”), and SEACOR MARINE HOLDINGS INC., a Delaware corporation (“Marine”).
DIRECTOR RESTRICTED STOCK GRANT AGREEMENT PURSUANT TO THE SEACOR MARINE HOLDINGS INC. 2022 EQUITY INCENTIVE PLANDirector Restricted Stock Grant Agreement • August 3rd, 2022 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • Delaware
THIS DIRECTOR RESTRICTED STOCK GRANT AGREEMENT (this “Agreement”), dated as of [_________], is between SEACOR Marine Holdings Inc., a Delaware corporation (the “Company”), and [__________] (the “Grantee”).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • February 10th, 2017 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS TRANSITION SERVICES AGREEMENT (this “Agreement”) is entered into as of this day of , 2017, by and between SEACOR HOLDINGS INC., a Delaware corporation (“SEACOR”), and SEACOR MARINE HOLDINGS INC., a Delaware corporation (“SMH”).
REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN SEACOR MARINE HOLDINGS INC. AND MONTCO OFFSHORE, LLCRegistration Rights Agreement • March 20th, 2020 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of March 20, 2020, by and between SEACOR Marine Holdings Inc., a Delaware corporation (the “Company”), and Montco Offshore, LLC, a Louisiana limited liability company (“MOL”).
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OFLimited Liability Company Agreement • February 9th, 2018 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • Delaware
This AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of Falcon Global Holdings LLC, dated as of February 8, 2018, is entered into by and among Falcon Global Holdings LLC, a Delaware limited liability company (the “Company”), and the Members. Capitalized terms used herein and not otherwise defined herein shall have the meanings set forth in Section 2.1.
CREDIT AGREEMENT PROVIDING FOR A SENIOR SECURED TERM LOAN OF $130,000,000 BY AND AMONG SEACOR MARINE FOREIGN HOLDINGS INC., as Borrower, SEACOR MARINE HOLDINGS INC., as Parent Guarantor THE ENTITIES IDENTIFIED ON SCHEDULE 1-A, as Subsidiary Guarantors...Credit Agreement • November 13th, 2018 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS CREDIT AGREEMENT (this “Agreement”) is made as of the 26th day of September, 2018, by and among (i) SEACOR Marine Foreign Holdings Inc., a corporation incorporated under the laws of the Republic of the Marshall Islands (“Borrower”), as borrower, (ii) SEACOR Marine Holdings Inc., a corporation incorporated under the laws of the State of Delaware (the “Parent Guarantor”), as parent guarantor, (iii) the entities identified on Schedule 1-A hereto as subsidiary guarantors, (iv) DNB BANK ASA, New York Branch (“DNB Bank”), as facility agent for the Creditors (in such capacity, the “Facility Agent”), as security trustee for the Creditors (in such capacity, the “Security Trustee”), (v) the banks, financial institutions and institutional lenders whose names and addresses are set out in Schedule 1-B hereto, as lenders (together with any assignee pursuant to the terms of Section 10 hereof, the “Lenders”, and each separately, a “Lender”), (vi) the Swap Banks, (vii) DNB Markets, Inc., Clifford
PARENT GUARANTEEParent Guarantee • June 4th, 2020 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • London
AMENDMENT NO. 2 TO CREDIT AGREEMENTCredit Agreement • December 3rd, 2019 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”) is made as of the 26 day of November, 2019, and amends and is supplemental to that certain credit agreement dated as of September 26, 2018 (as may be amended, supplemented or otherwise modified from time to time, including by that certain Amendment No. 1 to Credit Agreement and Parent Guaranty dated August 6, 2019, the “Credit Agreement”), and is by and among (i) SEACOR Marine Foreign Holdings Inc., a corporation incorporated under the laws of the Republic of the Marshall Islands (the “Borrower”), as borrower, (ii) SEACOR Marine Holdings Inc., a corporation incorporated under the laws of the State of Delaware (the “Parent Guarantor”), as parent guarantor, (iii) the entities identified on Schedule 1-A thereto, including Sea-Cat Crewzer LLC, a limited liability company formed under the laws of the Republic of the Marshall Islands (“Sea-Cat Crewzer”), as subsidiary guarantors, (iv) each of SEACOR Offshore Mystery LLC (“SEACOR Off
LOAN AGREEMENT PROVIDING FOR ALoan Agreement • April 28th, 2017 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS SENIOR SECURED TERM LOAN AGREEMENT (this “Agreement”) is made as of the 3rd day of August, 2015, by and among (i) FALCON GLOBAL LLC (“Falcon Global”), FALCON PEARL LLC (“Falcon Pearl”) and FALCON DIAMOND LLC (“Falcon Diamond”), each a limited liability company organized under the laws of the Republic of the Marshall Islands, as joint and several borrowers (each, a “Borrower” and collectively, the “Borrowers”), (ii) DNB MARKETS, INC. (“DNB Markets”), CLIFFORD CAPITAL PTE. LTD. and NIBC BANK N.V. as mandated lead arrangers (in such capacity, the “Mandated Lead Arrangers”), (iii) DNB Markets as book runner (in such capacity, the “Book Runner”), (iv) DNB BANK ASA, New York Branch (“DNB Bank”), as facility agent for the Creditors (in such capacity, the “Facility Agent”) and as security trustee for the Creditors (in such capacity, the “Security Trustee”), and (v) the banks, financial institutions and institutional lenders whose names and addresses are set out in Schedule 1 hereto, as le
THIRD AMENDED AND RESTATED TERM LOAN CREDIT FACILITY AGREEMENT PROVIDING FOR A SENIOR SECURED TERM LOAN IN THE AMOUNT OF UP TO $28,831,148.32 BY AND AMONG MANTENIMIENTO EXPRESS MARÍTIMO, S.A.P.I. DE C.V., as Borrower DNB BANK ASA, NEW YORK BRANCH as...Term Loan Credit Facility Agreement • October 5th, 2022 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS THIRD AMENDED AND RESTATED SENIOR SECURED TERM LOAN CREDIT FACILITY AGREEMENT (this “Agreement”) is made as of September 29, 2022, by and among (1) MANTENIMIENTO EXPRESS MARÍTIMO, S.A.P.I. DE C.V., a company organized and existing under the laws of the United Mexican States (the “Borrower”), as borrower, (2) the institutions listed on Schedule 1-A, as lenders (together with any bank, institution or institutional lender which becomes a Lender pursuant to Section 11, the “Lenders”), and (3) DNB BANK ASA, NEW YORK BRANCH (“DNB”), as facility agent for the Creditors (as defined below) (in such capacity, the “Facility Agent”) and as collateral agent for the Creditors with respect to all Collateral (in such capacity, the “Collateral Agent”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • December 22nd, 2021 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • Delaware
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 22, 2021, is entered into by and between SEACOR OFFSHORE OSV LLC, a Delaware limited liability company (“Merger Sub”), SEACOR OSV PARTNERS I LP., a Delaware limited partnership (the “Partnership”), and SEACOR MARINE HOLDINGS INC., a Delaware corporation (“PubCo” and, together with Merger Sub and the Partnership, the “parties”).
OMNIBUS AMENDMENT AGREEMENTOmnibus Amendment Agreement • November 9th, 2017 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS OMNIBUS AMENDMENT AGREEMENT RELATING TO LOAN AGREEMENT (this “Agreement”) is made as of the 3rd day of November, 2017, by each of the Borrowers, the SEACOR Guarantor, the SEACOR Parent, the MONTCO Parent, the Lenders, the Facility Agent and the Security Trustee (as each such term is hereinafter defined) and amends and is supplemental to (1) that certain senior secured loan agreement dated as of the 3rd day of August, 2015, as amended by an amendment no. 1 thereto (“Amendment No. 1”) dated as of April 28, 2017, and as further amended by those certain letter agreements dated as of April 28, 2017, and June 30, 2017 (as amended, the “Loan Agreement”), by and among (i) FALCON GLOBAL LLC (“Falcon Global”), FALCON PEARL LLC (“Falcon Pearl”) and FALCON DIAMOND LLC (“Falcon Diamond”), each a limited liability company organized under the laws of the Republic of the Marshall Islands, as joint and several borrowers (each, a “Borrower” and collectively, the “Borrowers”), (ii) DNB MARKETS, INC.
90,000,000 Principal Amount of 8.0% / 9.5% Senior PIK Toggle Notes due 2026 EXCHANGE AGREEMENT (GUARANTEED NOTES) Dated as of October 5, 2022 by and among SEACOR MARINE HOLDINGS INC., as Company, FALCON GLOBAL ROBERT LLC, as Guarantor, and THE...Exchange Agreement (Guaranteed Notes) • October 5th, 2022 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
This EXCHANGE AGREEMENT (GUARANTEED NOTES) is entered into as of October 5, 2022, by and among SEACOR MARINE HOLDINGS INC. (the “Company”), a Delaware corporation, FALCON GLOBAL ROBERT LLC (the “Guarantor”), a Delaware limited liability company and indirect wholly-owned subsidiary of the Company and the Investors listed on Schedule A attached hereto.
DATED 18 DECEMBER 2020 SEABULK OVERSEAS TRANSPORT, INC. as Seller CMB N.V. as Buyer SEACOR MARINE HOLDINGS INC. as Seller’s Guarantor AGREEMENT for the sale and purchase of the share capital of WINDCAT WORKBOATS HOLDINGS LIMITEDShare Purchase Agreement • December 18th, 2020 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight
DIRECTOR STOCK OPTION GRANT AGREEMENT PURSUANT TO THE SEACOR MARINE HOLDINGS INC.Director Stock Option Grant Agreement • August 9th, 2018 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • Delaware
THIS DIRECTOR STOCK OPTION GRANT AGREEMENT (this “Agreement”), dated as of [________], 20[__] (the “Grant Date”), sets forth the agreement of SEACOR Marine Holdings Inc., a Delaware corporation (the “Company”), to grant options to [______________], a non-employee director of the Company or its Affiliates (the “Grantee”), to purchase Shares on the terms and subject to the conditions hereinafter provided.
GUARANTY by SEACOR MARINE HOLDINGS INC. in favor of KROLL TRUSTEE SERVICES LIMITED, as Security Trustee September 8, 2023Guaranty • September 11th, 2023 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
This GUARANTY (this “Guaranty”), dated as of September 8, 2023, is made by SEACOR MARINE HOLDINGS INC., a corporation incorporated and existing under the laws of the State of Delaware (the “Parent Guarantor”), in favor of KROLL TRUSTEE SERVICES LIMITED, as security trustee for the Finance Parties (in such capacity, the “Security Trustee”) under the Credit Agreement referred to in Recital (A) below.
CREDIT AGREEMENT PROVIDING FOR A SENIOR SECURED TERM LOAN OF UP TO $391,000,000 BY AND AMONG SEACOR MARINE FOREIGN HOLDINGS INC., as Borrower, SEACOR MARINE HOLDINGS INC., as Parent Guarantor THE SUBSIDIARY GUARANTORS FROM TIME TO TIME PARTY HERETO,...Credit Agreement • December 2nd, 2024 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight • New York
THIS CREDIT AGREEMENT (this “Agreement”) is made as of the 27th day of November, 2024, by and among (i) SEACOR Marine Foreign Holdings Inc., a corporation incorporated under the laws of the Republic of the Marshall Islands (“Borrower”), as borrower, (ii) SEACOR Marine Holdings Inc., a corporation incorporated under the laws of the State of Delaware (the “Parent Guarantor”), as parent guarantor, (iii) the Subsidiary Guarantors from time to time party hereto, (iv) the parties identified on Schedule 1-B hereto, as Lenders, (v) Kroll Agency Services Limited, as facility agent for the Lenders (the “Facility Agent”), and (vi) Kroll Trustee Services Limited, as security trustee for the Finance Parties (the “Security Trustee”).
Letter AgreementLetter Agreement • December 18th, 2020 • SEACOR Marine Holdings Inc. • Deep sea foreign transportation of freight
Reference is made to the credit agreement dated September 26, 2018 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”) made by and among (i) SEACOR Marine Foreign Holdings Inc., a corporation incorporated under the laws of the Republic of the Marshall Islands (“Borrower”), as borrower, (ii) SEACOR Marine Holdings Inc., a corporation incorporated under the laws of the State of Delaware, as parent guarantor, (iii) the entities identified on Schedule 1-A thereto as subsidiary guarantors, (iv) DNB BANK ASA, New York Branch, as facility agent for the Creditors (in such capacity, the “Facility Agent”) and as security trustee for the Creditors (in such capacity, the “Security Trustee”), and (v) the banks, financial institutions and institutional lenders set out in Schedule 1-B thereto, as lenders (the “Lenders”). Capitalized terms used but not defined in this letter agreement (this “Letter Agreement”) shall have the meaning assigned to such terms in the
