Facility Security Documents Clause Samples
The Facility Security Documents clause defines the set of legal documents that establish and govern the security interests granted to a lender in connection with a financing facility. These documents typically include mortgages, charges, pledges, or assignments over assets such as real estate, equipment, or receivables, and set out the terms under which the lender can enforce its security if the borrower defaults. By clearly identifying and regulating the security arrangements, this clause ensures that the lender's interests are protected and provides a framework for the enforcement of collateral, thereby reducing the lender's risk in the transaction.
Facility Security Documents. As security for the payment of the Facility Secured Obligations, the Borrower shall execute and deliver to the Facility Security Trustee or cause to be executed and delivered to the Facility Security Trustee at the relevant time, the following documents in such forms and containing such terms and conditions as the Facility Security Trustee shall require:
10.1.1 a first priority statutory mortgage over the Vessel together with a collateral deed of covenants;
10.1.2 a first priority deed of assignment and charge over the Construction Contract, Framo Contract, Refund Guarantee and Insurance Proceeds and Total Loss Proceeds payable to the Borrower under the Construction Contract;
10.1.3 a first priority deed of assignment of the Insurances, Earnings, Bareboat Charter, Purchase Option Agreement and Requisition Compensation of the Vessel, and of the benefit of the Bareboat Charterer Assignment (which includes an assignment of earnings under the Charter);
10.1.4 an irrevocable, unconditional, first priority on demand guarantee and indemnity from TOO, Teekay and/or, as the case may be, the Additional Sponsor;
10.1.5 a first priority charge from the Shareholder over all the membership interests in the Borrower and all the shares in the Bareboat Charterer;
10.1.6 a first priority deed of charge over the Hedging Agreements;
10.1.7 a first priority account charge in respect of the Earnings Account;
10.1.8 a first priority account charge in respect of the Bareboat Charterer Earnings Account; and
10.1.9 a quiet enjoyment undertaking from the Charterer.
Facility Security Documents. As security for the payment of the Facility Secured Obligations, the Borrower shall execute and deliver to the Facility Security Trustee or cause to be executed and delivered to the Facility Security Trustee at the relevant time, the following documents in such forms and containing such terms and conditions as the Facility Security Trustee shall require:
10.1.1 a first priority statutory mortgage over the Vessel together with a collateral deed of covenants;
10.1.2 a first priority deed of assignment of the Insurances, Earnings, Bareboat Charter, Charterer Purchase Option, Over-Arching Agreement and Requisition Compensation of the Vessel, and of the benefit of the Bareboat Charterer Assignment;
10.1.3 an irrevocable on demand guarantee and indemnity from TOO;
Facility Security Documents. As security for the payment of the Facility Secured Obligations, the Borrower shall execute and deliver to the Facility Security Trustee or cause to be executed and delivered to the Facility Security Trustee at the relevant time, the following documents in such forms and containing such terms and conditions as the Facility Agent and the Facility Security Trustee shall require:
10.1.1 a first priority statutory mortgage over the Vessel together with a collateral deed of covenants;
10.1.2 a first priority deed of assignment of the Insurances, Earnings, Bareboat Charter and Requisition Compensation of the Vessel, and of the benefit of the Bareboat Charterer Assignment (which includes an assignment of benefits under the Charter);
10.1.3 an irrevocable, unconditional, first priority on demand guarantee and indemnity from TOO;
Facility Security Documents. As security for the payment of the Facility Secured Obligations, the Borrower shall execute and deliver to the Facility Security Trustee or cause to be executed and delivered to the Facility Security Trustee at the relevant time, the following documents in such forms and containing such terms and conditions as the Facility Agent and the Facility Security Trustee shall require:
10.1.1 a first priority statutory mortgage over the Vessel together with a collateral deed of covenants;
10.1.2 a first priority deed of assignment of the Insurances, Earnings, Bareboat Charter and Requisition Compensation of the Vessel, and of the benefit of the Bareboat Charterer Assignment (which includes an assignment of benefits under the Charter);
10.1.3 an irrevocable, unconditional, first priority on demand guarantee and indemnity from TOO;
10.1.4 a first priority charge from the Shareholder over all the shares in the Borrower;
10.1.5 a first priority account charge in respect of the Earnings Account and the Bareboat Charterer Earnings Account (which in both cases will be unblocked prior to the occurrence of an Event of Default);
10.1.6 the Borrower Security Power of Attorney and the Bareboat Charterer Security Power of Attorney;
10.1.7 a first priority deed of charge over the Hedging Agreements;
10.1.8 if the Manager is not a member of either the TOO Group or Teekay Group, the Manager Undertaking.
Facility Security Documents. As security for the payment of the Facility Secured Obligations, the Borrower shall execute and deliver to the Facility Security Trustee or cause to be executed and delivered to the Facility Security Trustee at the relevant time, the following documents in such forms and containing such terms and conditions as the Facility Security Trustee shall require:
10.1.1 a first priority statutory mortgage over the Vessel together with a collateral deed of covenants;
10.1.2 a first priority deed of assignment and charge from the Borrower over the Refurbishment Contract, the Performance Bond, the Refurbishment Guarantee, the Insurance Proceeds payable to the Borrower under the Refurbishment Contract and the Total Loss Proceeds;