Restricted Vessels. For Vessels that are subject to Charter Parties that require the Charterer’s consent to transfer ownership of the underlying Vessel and to novate the rights and obligations of the applicable Charter Party (a “Restricted Vessel”), the Sellers and the Buyers agree to use their best efforts to obtain the requisite consents from the Charterers under the Charter Parties (i) to agree to the transfer of the ownership of the applicable Restricted Vessel to the Buyers and (ii) to execute a Novation Agreement, novating all rights and obligations of the Seller under the Charter Party to the Buyers, in each case free and clear of any Encumbrances. Set forth on Schedule 13 are the Restricted Vessels as of the date of this Agreement. If, prior to Closing, the applicable Charterer provides the requisite consent under the applicable Charter Party to both the transfer of the ownership of the applicable Restricted Vessel to the Buyers free and clear of any Encumbrances and to the novation of the Charter Party to the Buyers free and clear of any Encumbrances, then such Restricted Vessel shall become an Unrestricted Vessel and treated in accordance with clause 4.2. If, prior to Closing, the applicable Charterer provides the requisite consent under the applicable Charter Party to the transfer of the ownership of the applicable Restricted Vessel to the Buyers free and clear of any Encumbrances but not to the novation of the Charter Party to the Buyers free and clear of any Encumbrances, then such Restricted Vessel shall become an Unassigned Charter Vessel and treated in accordance with clause 4.3. If, prior to Closing, the applicable Charterer fails to provide the requisite consent to the transfer of the ownership of the applicable Restricted Vessels to the Buyers free and clear of any Encumbrances, then such Restricted Vessel shall be deemed to be a “Buyer Mortgaged Vessel” from and after Closing until the requisite consent is obtained or until the Charter Party terminates and will be subject to the remainder of this Section 4.4 for as long as it remains a Buyer Mortgaged Vessel.
