Separate Business. Each Borrower undertakes to maintain itself and its respective business entirely separate from any other affiliate of the Borrowers and in particular (but without prejudice to the generality of the foregoing) the Borrowers: (a) will maintain completely separate books and records from any other affiliate of the Borrowers; (b) will maintain separate bank accounts; (c) will not co-mingle its assets together with the assets of another company or person; (d) will conduct its business in its own name; (e) will observe all corporate and other formalities required by its constitutional documents; (f) will prepare and maintain separate accounts and financial statements; (g) will maintain an arm's length relationship with the Managers and the Guarantor, and any affiliate of the Borrowers; (h) will pay its own liabilities out of its own funds; (i) will not become liable for third party obligations or pledge the Lenders' credit; (j) will allocate fairly and reasonably any overhead for shared office space and/or facilities (if applicable); (k) will not make available any loans or advances to any entity including the Pledgor or the Guarantor; (l) will use separate stationery, invoices and check books from any other affiliate of the Borrower; (m) will maintain adequate capital for its needs; (n) will hold itself out at all times as a separate entity and where appropriate correct any misapprehension of which it becomes aware in relation to its separate identity; (o) will retain no employees save for the master, officers and crew of the Vessel; (p) will not be or become the member of any other VAT group without the prior written consent of the Agent, with the proviso that to the extent transactions are permitted under the other terms of this Agreement and the other Finance Documents such transactions are not prohibited by this Clause 12.3.25.
Appears in 2 contracts
Sources: Secured Loan Agreement (Baltic Trading LTD), Secured Loan Agreement (Baltic Trading LTD)
Separate Business. Each The Borrower undertakes to maintain itself and its respective business entirely separate from any other affiliate of the Borrowers Borrower and in particular (but without prejudice to the generality of the foregoing) the BorrowersBorrower:
(a) will maintain completely separate books and records from any other affiliate of the BorrowersBorrower;
(b) will maintain separate bank accounts;
(c) will not co-mingle its assets together with the assets of another company or person;
(d) will conduct its business in its own name;
(e) will observe all corporate maintain completely separate books and records from any other formalities required by its constitutional documentsaffiliate of the Borrower;
(f) will prepare and maintain separate accounts and financial statements;
(g) will maintain an arm's ’s length relationship with the Managers and the Guarantor, and any affiliate of the BorrowersBorrower;
(h) will pay its own liabilities out of its own funds;
(i) will not become liable maintain adequate capital for third party obligations or pledge the Lenders' creditits needs;
(j) will allocate fairly and reasonably any overhead for shared office space and/or facilities (if applicable);
(k) will not make available any loans or advances to any entity including the Pledgor or the Guarantor;
(l) will use separate stationery, invoices and check cheque books from any other affiliate of the Borrower;
(m) will maintain adequate capital for its needs;
(nl) will hold itself out at all times as a separate entity and where appropriate correct any misapprehension of which it becomes aware in relation to its separate identity;
(om) will retain no employees save for the master, officers and crew of the Vessel;; and
(pn) will not be or become the member of any other VAT group without the prior written consent of the Agent, with the proviso that to the extent transactions are permitted under the other terms of this Agreement and the other Finance Documents such transactions are not prohibited by this Clause 12.3.25.
Appears in 2 contracts
Sources: Secured Loan Agreement (DHT Holdings, Inc.), Secured Loan Agreement (DHT Holdings, Inc.)
Separate Business. Each The Borrower undertakes to maintain itself and its respective business entirely separate from any other affiliate of the Borrowers Borrower and in particular (but without prejudice to the generality of the foregoing) the BorrowersBorrower:
(a) will maintain completely separate books and records from any other affiliate of the BorrowersBorrower;
(b) will maintain separate bank accounts;
(c) will not co-mingle its assets together with the assets of another company or person;
(d) will conduct its business in its own name;
(e) will observe all corporate and other formalities required by its constitutional documents;
(f) will prepare and maintain separate accounts and financial statements;
(g) will maintain an arm's ’s length relationship with the Managers and the Guarantor, and any affiliate of the BorrowersBorrower;
(h) will pay its own liabilities out of its own funds;
(i) will not become liable for third party obligations or pledge the Lenders' ’ credit;
(j) will allocate fairly and reasonably any overhead for shared office space and/or facilities (if applicable);
(k) will not make available any loans or advances to any entity including the Pledgor or the Guarantor;
(l) will use separate stationery, invoices and check books from any other affiliate of the Borrower;
(m) will maintain adequate capital for its needs;
(n) will hold itself out at all times as a separate entity and where appropriate correct any misapprehension of which it becomes aware in relation to its separate identity;
(o) will retain no employees save for the master, officers and crew of the Vessel;
(p) will not be or become the member of any other VAT group without the prior written consent of the Agent, with the proviso that to the extent transactions are permitted under the other terms of this Agreement and the other Finance Documents such transactions are not prohibited by this Clause 12.3.25.12.3.24
Appears in 2 contracts
Sources: Secured Loan Agreement (Baltic Trading LTD), Secured Loan Agreement (Baltic Trading LTD)