ACCESSION LETTER
Exhibit 4.23
From: KNOT Shuttle Tankers 34 AS
KNOT Shuttle Tankers 35 AS
Xxxxxxx NYK Offshore Tankers AS
KNOT Shuttle Tankers AS
To: MUFG Bank, Ltd. as Agent
Dated: December 2020
Dear Sirs
KNOT Shuttle Tankers 34 AS and KNOT Shuttle Tankers 35 AS – USD192,100,000 Facility Agreement dated 2 July 2019 (the "Agreement")
1. | We refer to the Agreement. This is an Accession Letter. Terms defined in the Agreement have the same meaning in this Accession Letter unless given a different meaning in this Accession Letter. |
2. | KNOT Offshore Partners LP (XXXX) and KNOT Shuttle Tankers AS (KNOT ST) agree to become bound by the terms of the Agreement as Guarantors pursuant to Clause 28.2 (XXXX and KNOT ST as replacement Guarantors) of the Agreement with respect to all amounts outstanding under the Post-Delivery Tranche A and all Hedging Agreements, interest, fees, costs and expenses in connection with that Tranche. |
3. | XXXX'x and KNOT ST's administrative details are as follows: |
Address:
2 Queen’s Cross
Xxxxxxxx
Xxxxxxxxxxxxx XX00 0XX
Xxxxxx Xxxxxxx
Fax no.: x00 (0) 0000 000000
E-mail: xxxxxxx@xxxxxxxxxx.xxx
xxx@xxxxxxxxx.xxx
xxx@xxxxxxxxx.xxx
xxx@xxxxxxxxxx.xxx
xxx@xxxxxxxxx.xxx
xxx@xxxxxxxxx.xxx
Attention: CFO/CEO
4. | We confirm that: |
(a) | no Default is continuing or would result from the Drop Down; |
(b) | no Material Adverse Effect would result from the Drop Down; |
(c) | the Repeating Representations are made by each of KNOT, KNOT Shuttle Tankers 34 AS, KNOT Shuttle Tankers 35 AS, XXXX and KNOT ST on the date of this Accession Letter and that all Repeating Representations are true in all material respects on that date. |
5. | This Accession Letter is governed by English law. |
6. | XXXX and KNOT ST have each appointed Xxxxxxx OAS (UK) Limited as its process agent in respect of this Accession Letter and the other Finance Documents governed by English law to which they are respectively a party. |
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EXECUTION PAGES
EXECUTED as a DEED | ) | Signature in the name of the company |
by KNOT SHUTTLE TANKERS 34 AS | ) | KNOT SHUTTLE TANKERS 34 AS |
a company incorporated in Norway | ) | |
acting by Xxxxxxxx Xxxxxxxx | ) | |
| ) | |
who, in accordance with the laws of Norway, is | ) | |
acting under the authority of the company as | ) | |
authorised signatory | ) | |
in the presence of: | ) | |
| ) | /s/ Xxxxxxxx Xxxxxxxx |
| | Authorised signatory |
| | |
Signature of witness: /s/ Xxxxxxx X. Xxxxxxx | | |
| | |
Name of witness: Xxxxxxx X. Xxxxxxx | | |
| | |
Occupation of witness: VP Finance | | |
| | |
Address of witness: | | |
Ramsvollsvegen 15 | | |
5518 Haugesund Norway | | |
EXECUTED as a DEED | ) | Signature in the name of the company |
by KNOT SHUTTLE TANKERS 35 AS | ) | KNOT SHUTTLE TANKERS 35 AS |
a company incorporated in Norway | ) | |
acting by Xxxxxxxx Xxxxxxxx | ) | |
| ) | |
who, in accordance with the laws of Norway, is | ) | |
acting under the authority of the company as | ) | |
authorised signatory | ) | |
in the presence of: | ) | |
| ) | /s/ Xxxxxxxx Xxxxxxxx |
| | Authorised signatory |
| | |
Signature of witness: /s/ Xxxxxxx X. Xxxxxxx | | |
| | |
Name of witness: Xxxxxxx X. Xxxxxxx | | |
| | |
Occupation of witness: VP Finance | | |
| | |
Address of witness: | | |
Ramsvollsvegen 15 | | |
5518 Haugesund Norway | | |
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EXECUTED as a DEED | ) | Signature in the name of the company |
by XXXXXXX NYK OFFSHORE TANKERS | ) | XXXXXXX NYK OFFSHORE TANKERS AS |
AS | ) | |
a company incorporated in Norway | ) | |
acting by Xxxxxxxx Xxxxxxxx | ) | |
| ) | |
who, in accordance with the laws of Norway, is | ) | |
acting under the authority of the company as | ) | |
authorised signatory | ) | /s/ Xxxxxxxx Xxxxxxxx |
in the presence of: | ) | Authorised signatory |
| | |
| | |
| | |
Signature of witness: /s/ Xxxxxxx X. Xxxxxxx | | |
| | |
Name of witness: Xxxxxxx X. Xxxxxxx | | |
| | |
Occupation of witness: VP Finance | | |
| | |
Address of witness: | | |
Ramsvollsvegen 15 | | |
5518 Haugesund Norway | | |
EXECUTED as a DEED | ) | Signature in the name of the company |
) | ||
a company incorporated in the Xxxxxxxx | ) | |
Islands | ) | |
acting by Xxxxxx Xxxxxx | | |
| ) | |
who, in accordance with the laws of the | ) | |
Xxxxxxxx Islands, is acting under the authority | ) | |
of the company as authorised signatory | ) | |
in the presence of: | ) | /s/ Xxxxxx Xxxxxx |
| | Authorised signatory |
| | |
| | |
Signature of witness: /s/ Xxxxxxx X. Xxxxxxx | | |
| | |
Name of witness: Xxxxxxx X. Xxxxxxx | | |
| | |
Occupation of witness: VP Finance | | |
| | |
Address of witness: | | |
Ramsvollsvegen 15 | | |
5518 Haugesund Norway | | |
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EXECUTED as a DEED | ) | Signature in the name of the company |
by KNOT SHUTTLE TANKERS AS | ) | KNOT SHUTTLE TANKERS AS |
a company incorporated in Norway | | |
acting by Xxxxxxxx Xxxxxxxx | ) | |
| ) | |
who, in accordance with the laws of Norway, is | ) | |
acting under the authority of the company as | ) | |
authorised signatory | ) | |
in the presence of: | ) | |
| ) | /s/ Xxxxxxxx Xxxxxxxx |
| | Authorised signatory |
| | |
Signature of witness: /s/ Xxxxxxx X. Xxxxxxx | | |
| | |
Name of witness: Xxxxxxx X. Xxxxxxx | | |
| | |
Occupation of witness: VP Finance | | |
| | |
Address of witness: | | |
Ramsvollsvegen 15 | | |
5518 Haugesund Norway | | |
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