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Exhibit 10.41
THIS THIRD DEED is made the 6 day of December 1984
BETWEEN CAYMAN WATER COMPANY LIMITED, a Company incorporated and existing
under the laws of the Cayman Islands with registered office in
Xxxxxx Town, Grand Cayman, Cayman Islands, (hereinafter called "the
Borrower") of the ONE PART
AND THE ROYAL BANK OF CANADA of X.X. Xxx 000, Xxxxxx Xxxx, Xxxxx
Xxxxxx, Xxxxxx Xxxxxxx (hereinafter called "the Bank") of the
OTHER PART
WHEREAS:-
(1) This Deed is made supplemental to the Debenture ("the Debenture") dated 1
June 1979 between the Borrower, the Bank, Xxxxxx X. Xxxxxx ("Xxxxxx") and
Cayman Public Utilities Ltd. (CPU) as supplemented by Deed dated 30th
April 1981 between the Borrower and the Bank and the Second Deed dated 10
March 1983 between the Borrower and the Bank and to all collateral security
documents and agreements executed pursuant thereto (hereinafter together
called "the Bank Security").
(2) The Bank has agreed at the request of the Borrower to exclude from the
security created by the Bank Security certain assets of the Borrower.
NOW THIS DEED WITNESSETH as follows:-
1. In consideration of the said agreement the Borrower and the Bank hereby
agree that there shall be excluded from the Bank Security and in particular
from the first floating charge over all the assets of the Borrower created
by and in terms of Clause 2 (iii) of the Debenture and asset of the Borrower
more particularly described in the Schedule hereto and that the Bank shall
have no rights or interests in the said asset in terms of the Bank Security
or otherwise.
2. In so far as not hereby expressly waived or varied the Borrower and the Bank
hereby confirm the terms and provisions of the Bank Security.
IN WITNESS WHEREOF the parties hereto have executed this Deed the day and year
first above written.
[PUBLIC RECORD OFFICE CAYMAN ISLANDS STAMP]
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The Common Seal of CAYMAN WATER ) CAYMAN WATER COMPANY LIMITED
COMPANY LIMITED was hereunto ) per /s/ Xxxxxxx X. Xxxxxx
affixed by Xxxxxxx X Xxxxxx ) ------------------------------
and by ) per /s/ illegible
in the presence of:- ) ------------------------------
________________________________ )
Witness
Signed, sealed and delivered ) THE ROYAL BANK OF CANADA
by ) per /s/ illegible
the duly authorised attorney for ) ------------------------------
the Bank in the presence of:- )
________________________________ )
Witness
SCHEDULE
This is the Schedule referred to in the foregoing Third Deed:-
MECO Model PD 7000M3B/C Vapor Compression Diesel powered sea water
conversion unit which unit includes Cummins Model VT-17J0-P-635 12 cylinder
diesel engine centurbo vapor compressor, heat exchangers, blow down,
distillate and feed pumps, generator tower, chemical injection systems,
piping, evaporator, automatic and manual controls, gauges and instruments
complete with TARGA SYSTEM and 60 hp low pressure steam boiler with feed
make-up system and tank assembly.
[PUBLIC RECORD OFFICE CAYMAN ISLANDS STAMP]
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PROBATE
I, XXXXX X. XXXXXXX of Xxxxxx Town, Grand Cayman, make oath and say:-
1. The foregoing Deed made between CAYMAN WATER COMPANY LIMITED ("the
Borrower") of the one part and THE ROYAL BANK OF CANADA ("the Bank") of the
other part was made by the Borrower and the Bank on the 6th day of December
1984.
2. I was present and did see XXXXXXX X. XXXXXX and XXXXXXX XXXXXX Director and
Secretary respectively of the Borrower affix the Common Seal of the
Borrower to the said Deed and sign the same as and for the proper act and
deed of the Borrower and execute acknowledge and deliver the said Deed for
the purposes therein mentioned on the 6th day of December 1984 between the
hours of 10.00 and 12.00 in the fore noon at Xxxxxx Town, Grand Cayman,
Cayman Islands.
3. The Borrower has its registered office at Xxxxxx Town, Grand Cayman, Cayman
Islands and is a company duly incorporated and existing under the Laws of
the Cayman Islands.
4. That the name XXXXX X. XXXXXXX subscribed as a witness attesting to the due
execution of the said Deed by the Borrower is of the proper handwriting of
me this deponent and I reside at Xxxxxx Town, Grand Cayman and am a
businessman.
SWORN at Xxxxxx Town, Grand Cayman )
this 6th day of December )
1984, before me, )
)
/s/ ) /s/
----------------------------------- ---------------------------------
Justice of the Peace
[PUBLIC RECORD OFFICE
CAYMAN ISLANDS STAMP]
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PROBATE
I, of Xxxxxx Town, Grand Cayman, make oath and
say:-
1. The foregoing Deed made between CAYMAN WATER COMPANY LIMITED ("the
Borrower") of the one part and THE ROYAL BANK OF CANADA ("the Bank") of the
other part was made by the Borrower and the Bank on the 6 day of December,
1984.
2. I was present and did see Xxxxxx Xxxxxxxxxx the duly authorised attorney
for and on behalf of the Bank sign, seal and as and for his proper act and
deed execute acknowledge and deliver the said Deed for the purposes
therein mentioned on the 20 day of December 1984 between the hours of 2:30
and 5:00 in the afternoon at Xxxxxx Town, Grand Cayman, Cayman Islands.
3. The Bank is a banking corporation existing under the Laws of Canada and
having a branch office in Xxxxxx Town, Grand Cayman, Cayman Islands.
4. That the name subscribed as a witness attesting to
the due execution of the said Deed by the Bank is of the proper
handwriting of me this deponent and I reside at South Sound Grand Cayman
and am an Attorney-at-Law.
SWORN at Xxxxxx Town, Grand Cayman )
Cayman Islands, this 3rd day of )
January 1984, before me:- )
) -----------------------
)
------------------------------------ )
Justice of the Peace
[PUBLIC RECORD OFFICE CAYMAN ISLANDS STAMP]
