ALPHA BANK S Sample Clauses

ALPHA BANK S. A., acting through its office at 93, Akti Miaouli, GR 185 38, Piraeus, Greece as lender (the “Original Lender”)

ALPHA BANK S. A., a banking société anonyme incorporated in and pursuant to the laws of the Hellenic Republic with its head office at ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇, ▇▇▇▇▇▇, acting through its office at 93 Akti Miaouli, Piraeus, Greece (the “Lender”); and (a) FRIEND OCEAN NAVIGATION CO., a corporation duly incorporated and validly existing under the laws of the Republic of Liberia, whose registered address is at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ of Liberia (and includes its successors) (the “Friend Borrower”); and (b) SQUIRE OCEAN NAVIGATION CO., a corporation duly incorporated and validly existing under the laws of the Republic of Liberia, whose registered address is at ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ of Liberia (and includes its successors) (the “Squire Borrower”), as joint and several borrowers (hereinafter together called the “Borrowers” and singly a “Borrower”), and

ALPHA BANK S. A.] PERMANENT GLOBAL NOTE

ALPHA BANK S. A. as security agent for the Secured Parties (the "Security Agent")

ALPHA BANK S. A., a banking société anonyme incorporated in and pursuant to the laws of the Hellenic Republic with its head office at ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇ with General Commercial Register Number: 00223701000 και Tax Registration Number 094014249, acting, except as otherwise herein provided, through its office at 93 Akti Miaouli, Piraeus, Greece, as lender (hereinafter called the “Lender”, which expression shall include its successors and assigns); and (a) ARBAR SHIPPING COMPANY INC., a corporation duly incorporated in the Republic of the ▇▇▇▇▇▇▇▇ Islands, whose registered address is at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, ▇▇▇▇▇▇▇▇ Islands MH 96960, (hereinafter called the “Arbar Borrower”, which expression shall include its successors); and (b) GARU SHIPPING COMPANY INC., a corporation duly incorporated in the Republic of the ▇▇▇▇▇▇▇▇ Islands, whose registered address is at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, ▇▇▇▇▇▇▇▇ Islands MH 96960, (hereinafter called the “Garu Borrower”, which expression shall include its successors which expression shall include its successors and together with the Arbar Borrower hereinafter called the “Borrowers”). AND IT IS HEREBY AGREED as follows:

ALPHA BANK S. A. (hereinafter the “Absorbing Company”), 100% subsidiary of Alpha Services and Holdings S.A. (hereinafter the “Absorbed Company” and together with the Absorbing Company, the “Merging Companies”) announces that the Boards of Directors of the Absorbing Company and the Absorbed Company at their respective meetings held on 27.2.2025 approved the draft merger agreement (hereinafter the “Draft Merger Agreement”) regarding the proposed merger by absorption of the Absorbed Company into the Absorbing Company (hereinafter the “Merger”) pursuant to the applicable legislation, including, without limitation, the provisions of articles 6- 21 & 140 of L. 4601/2019, the provisions of article 16 of L. 2515/1997 and the applicable provisions of L. 4548/2018, as in force. At the same meetings, the Boards of Directors of the Absorbing Company and the Absorbed Company, by way of amendment of their resolutions dated 12.12.2024, have set 31.12.2024 as the Merger transformation balance sheet date (hereinafter the “Transformation Balance Sheet Date”). The Draft Merger Agreement provides that the Merger will be effected pursuant to the provisions of par. 5 of article 16 of L. 2515/1997, as in force, by consolidation of the assets and liabilities of the Merging Companies, as they appear on the Absorbing Company’s transformation balance sheet dated the above Transformation Balance Sheet Date (hereinafter the “Transformation Balance Sheet”) and on the Absorbed Company’s transformation balance sheet dated on the same date. On the date of registration of the final merger agreement, which shall be in the form of a notarial document, to the General Commercial Registry, the Merger becomes effective (hereinafter the “Merger Completion Date”) and the Absorbing Company shall acquire, ipso jure in accordance with the provisions of article 16 of L.2515/1997 and par. 2 of article 18 of L.4601/2019, as in force, in its capacity as a universal successor, all assets and liabilities of the Absorbed Company. All operations carried out by the Absorbed Company after the Transformation Balance Sheet Date are considered to have been conducted for the account of the Absorbing Company. Upon the completion of the Merger, the Absorbing Company will become the parent company of the Alpha group of companies. The Absorbing Company will retain its license as a credit institution after the completion of the Merger. The Absorbing Company will apply for its existing shares to be admitted to trading on the Main Mar...

ALPHA BANK S. A., a company incorporated in the Hellenic Republic whose registered office is at ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇-▇▇▇ ▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ("Alpha Bank", and together with Alpha Holdings, the "Issuers" and each an "Issuer");

ALPHA BANK S. A. as agent of the other Finance Parties (the "Facility Agent")

ALPHA BANK S. A. as arranger (the "Arranger")