Additional Vessels. Borrower shall cause any vessel, which for the avoidance of doubt shall include any rig or barge, not listed in Schedule 4.01(w), and which is owned by Borrower, any of its Subsidiaries or any Subsidiary Guarantor, to become subject to a Barge Mortgage and to become Collateral hereunder, subject to delivery to the Administrative Agent of the following items: (i) a Barge Mortgage or a supplement to an existing Barge Mortgage for such newly acquired vessel, together with evidence that each such Barge Mortgage or supplement has been duly filed for recordation with the National Vessel Documentation Center or any successor thereto and is in full force and effect as of the date of addition of such vessel. (ii) an assignment of insurance for such vessel. (iii) an assignment of earnings for such vessel. (iv) Appraisal of the value of such vessel as determined in accordance with the appraisal procedures set forth in the applicable Barge Mortgage. (v) Certificate of each Loan Party, signed on behalf of such Loan Party by a duly authorized officer of such Loan Party, stating that: (A) the representations and warranties contained in each Loan Document are correct on and as of the date of addition of such vessel, before and after giving effect to addition of such vessel; and (B) no event has occurred and is continuing, or would result from the addition of such vessel, that constitutes a Default. (vi) Favorable opinion of counsel for the Loan Parties as to such other matters as the Administrative Agent may reasonably request. (vii) a Guaranty Supplement and a Security Agreement duly executed by each Person who, prior to such execution, was not a Guarantor or not a Grantor under the Security Agreement, and who has any ownership interest in such vessel. (viii) Acknowledgement copies or stamped receipt of credit under the Uniform Commercial Code and similar filings of all jurisdictions that the Administrative Agent may deem necessary or desirable in order to perfect and protect the first priority liens and security interests created under the applicable Assignments of Insurance, Assignment of Earnings and other applicable Collateral Documents relating to such vessel, and such other items and legal opinions as the Administrative Agent may reasonably require, as are referred to in Section 3.01(a).
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Sources: First Lien Credit Agreement (US Power Generating CO)
Additional Vessels. Borrower shall cause any vessel, which for the avoidance of doubt shall include any rig or barge, not listed in Schedule 4.01(w), and which is owned by Borrower, any of its Subsidiaries or any Subsidiary Guarantor, to become subject to a Barge Mortgage and to become Collateral hereunder, subject to delivery to the Administrative Agent of the following items:
(i) a Barge Mortgage or a supplement to an existing Barge Mortgage for such newly acquired vessel, together with evidence that each such Barge Mortgage or supplement has been duly filed for recordation with the National Vessel Documentation Center or any successor thereto and is in full force and effect as of the date of addition of such vessel.
(ii) an assignment of insurance for such vessel.
(iii) an assignment of earnings for such vessel.
(iv) Appraisal of the value of such vessel as determined in accordance with the appraisal procedures set forth in the applicable Barge Mortgage.
(v) Certificate of each Loan Party, signed on behalf of such Loan Party by a duly authorized officer of such Loan Party, stating that:
(A) the representations and warranties contained in each Loan Document are correct on and as of the date of addition of such vessel, before and after giving effect to addition of such vessel; and
(B) no event has occurred and is continuing, or would result from the addition of such vessel, that constitutes a Default.
(vi) Favorable opinion of counsel for the Loan Parties as to such other matters as the Administrative Agent may reasonably request.
(vii) a Guaranty Supplement and a Security Agreement duly executed by each Person who, prior to such execution, was not a Guarantor or not a Grantor under the Security Agreement, and who has any ownership interest in such vessel.
(viii) Acknowledgement copies or stamped receipt of credit under the Uniform Commercial Code and similar filings of all jurisdictions that the Administrative Agent may deem necessary or desirable in order to perfect and protect the first second priority liens (subject only to Permitted Priority Liens) and security interests created under the applicable Assignments of Insurance, Assignment of Earnings and other applicable Collateral Documents relating to such vessel, and such other items and legal opinions as the Administrative Agent may reasonably require, as are referred to in Section 3.01(a).
Appears in 1 contract
Sources: Second Lien Credit Agreement (US Power Generating CO)
Additional Vessels. Borrower may, but shall not be obligated to, cause any vessel, which for the avoidance of doubt shall include any rig or barge, not listed in Schedule 4.01(w4.01(y), and which is owned by Borrower, Borrower or any of its Subsidiaries or any Subsidiary GuarantorSubsidiaries, to become subject to a Barge Vessel Mortgage and to become Collateral hereunder, subject to delivery to the Administrative Agent of the following items:
(i) a Barge Mortgage or a supplement to an existing Barge Vessel Mortgage for such newly acquired vessel, together with evidence that each such Barge Vessel Mortgage or supplement has been duly filed for recordation with the National Vessel Documentation Center or any successor thereto and is in full force and effect as of the date of addition of such vessel.
(ii) an assignment Assignment of insurance Insurance for such vessel.
(iii) an assignment Assignment of earnings Earnings for such vessel.
(iv) Appraisal of the value of such vessel as determined in accordance with the appraisal procedures set forth in the applicable Barge Vessel Mortgage.
(v) Certificate of each Loan Credit Party, signed on behalf of such Loan Credit Party by a duly authorized officer of such Loan Credit Party, stating that:
(A) the representations and warranties contained in each Loan Document are correct on and as of the date of addition of such vessel, before and after giving effect to addition of such vessel; and
(B) no event has occurred and is continuing, or would result from the addition of such vessel, that constitutes a Default.
(vi) Favorable opinion of counsel for the Loan Credit Parties as to such other matters as the Administrative Agent may reasonably request.
(vii) a Guaranty Credit Agreement Guarantor's Supplement and a Security Agreement duly executed by each Person who, prior to such execution, was not a Guarantor or not a Grantor under the Security Agreement, and who has any ownership interest in such vessel.
(viii) Acknowledgement copies or stamped receipt of credit under the Uniform Commercial Code and similar filings of all jurisdictions that the Administrative Agent may deem necessary or desirable in order to perfect and protect the first priority liens and security interests created under the applicable Assignments of Insurance, Assignment of Earnings and other applicable Collateral TODCO - Omnibus Credit Agreement 62 Documents relating to such vessel, and such other items and legal opinions as the Administrative Agent may reasonably require, as are referred to in Section 3.01(a3.01(b).
Appears in 1 contract