Ships Sample Clauses

Ships. Each Ship is or will be at the Delivery Date: (a) in the sole and absolute ownership of a Borrower and duly registered in such Borrower’s name under the law of the Republic of Panama, unencumbered save and except for the Mortgage thereon in favor of the Security Trustee recorded against it and Permitted Security Interests; (b) seaworthy for hull and machinery insurance warranty purposes and in every way fit for its intended service; (c) insured in accordance with the provisions of this Agreement and the requirements hereof in respect of such insurances will have been complied with; (d) in class in accordance with the provisions of this Agreement and the requirements hereof in respect of such classification will have been complied with; and (e) managed by an Approved Manager pursuant to an Approved Management Agreement.

Ships. Each Ship is: (a) in the sole and absolute ownership of an Obligor and duly registered in such Obligor's name under the law of an Approved Flag, unencumbered save and except for each Mortgage thereon in favor of the Common Security Agent or the relevant Existing Security Holder recorded against it and as permitted thereby; (b) seaworthy for hull and machinery insurance warranty purposes and in every way fit for its intended service; (c) insured in accordance with the provisions of this Agreement and the requirements hereof in respect of such insurances will have been complied with; (d) in class in accordance with the provisions of this Agreement and the requirements hereof in respect of such classification will have been complied with; and (e) managed by an Approved Manager pursuant to an Approved Management Agreement.

Ships. As of the relevant Drawdown Date, each Ship will be: (a) in the sole and absolute ownership of the a Borrower and duly registered in such Borrower’s name under the law of an Approved Flag, unencumbered save and except for the Mortgage thereon in favor of the Security Trustee recorded against it and Permitted Security Interests; (b) seaworthy for hull and machinery insurance warranty purposes and in every way fit for its intended service; (c) insured in accordance with the provisions of this Agreement and the requirements hereof in respect of such insurances will have been complied with; (d) in class in accordance with the provisions of this Agreement and the requirements hereof in respect of such classification will have been complied with; and (e) managed by an Approved Manager pursuant to an Approved Management Agreement.

Ships. After a Ship has received all port clearances and arrived at the anchorage or other place of waiting, and is otherwise in all respects ready to receive or discharge the goods or products, the master of the Ship (or his agent) shall tender NOR of the Ship to the Terminal by letter, telegraph, telex, facsimile or electronic message means or other written communication. The Terminal shall attempt to berth the Ship on an equal basis with all other Vessels arriving at the port to load or discharge cargoes in the same order as the order in which the Terminal receives NORs from the Ship and all other Vessels. The giving or acceptance of NOR shall not be deemed or construed to constitute an acceptance or change in the Ship’s laycan. If a Ship tenders NOR prior to 0001 hours, local time, of the first day of the laycan, such NOR shall not be effective until 0001 hours, local time, of the first day of the laycan, unless the Terminal elects to accept the Ship earlier, in which case used laytime shall commence when the Ship is all fast. Unless the Terminal Party consents otherwise in writing, in no event will laytime commence prior to 0600 on the first day of the laycan.

Ships. Each Ship is on and as of the date of this Agreement: (a) in the absolute ownership of either the Issuer or one of its wholly-owned Subsidiaries who is the sole, legal and beneficial owner of such ship; (b) permanently registered in the name of the Issuer or such Subsidiary, as applicable, under the laws and flag of the applicable Permitted Flag Jurisdiction; (c) operationally seaworthy and fit for service and is insured in accordance with the terms of the Indenture; (d) classed with the relevant classification with a reputable member of International Association of Classification Societies Limited, free from recommendations of the relevant classification society; and (e) is in full compliance with all requirements of the ISM Code and the ISPS Code.

Ships. The allowed laytime shall be either a specified number of hours or at a pumping rate as defined in the Agreement, subject to a 12-hour minimum. If allowed laytime is not specified in the Agreement, then laytime allowed shall be the number of hours or at the pumping rate (in metric tons per hour) set forth below and based on Cargo lot size, or as may otherwise be mutually agreed between the Parties. If the Terminal will not permit loading or discharging of Cargo within the specified time or at the agreed pumping rate, then the additional time necessary therefore shall be deemed to be used laytime. ³ 6,000 MTs 1▇▇ ▇▇/▇▇ ▇ 2,000 but < 6,000 MTs 1▇▇ ▇▇/▇▇ ▇ 1,000 but < 2,000 MTs 75 MT/hr < 1,000 MTs 12 hrs If a Vessel arrives on the first day of the laycan, laytime shall commence on the later of (i) six hours after acceptance of NOR from the Terminal to load or discharge, and (ii) Vessel arrival and completion of mooring at berth (all fast). The Terminal Party shall always be entitled to the six hours tendering allowance, if needed, whether or not allowed laytime has expired and whether or not the Ship is on demurrage. In the event a Ship arrives prior to the commencement of laydays, laytime shall not commence before 0600 hours local time on the date of commencement of laydays unless the Ship is berthed prior to this time with the Terminal Party’s consent. In the event the Terminal Party agrees to load the Ship prior to commencement of laydays, all such time to be credited against any time the Ship is on demurrage. For purposes of this clause, time to count when the Ship commences loading.

Ships. Subject to the terms of this Agreement, the Borrower may (but shall not be obliged to) provide Security over an additional ship or ships (an “Additional Ship”) for the purposes of this Agreement during the Security Period, provided that: (a) the Borrower has given written notice to the Facility Agent at least 10 Business Days (or such shorter period as the Facility Agent shall approve) before the proposed date that the Security over that Additional Ship is to be taken; (b) the relevant Collateral Guarantor accedes to this Agreement in accordance with Clause 28.5 (Collateral Guarantors); (c) that Additional Ship is registered in the ownership of the relevant Collateral Guarantor on an Approved Flag and classed with an Approved Classification Society and is in all other respects acceptable to the Facility Agent (acting on the instructions of all of the Lenders acting reasonably); and (d) the relevant conditions precedent referred to in Clause 4.1 (Initial conditions precedent) and the Ship Conditions Precedent in respect of that Additional Ship have been satisfied.

Ships. In order to create in favor of the Lenders a valid and perfected and enforceable First Preferred Mortgages on the Ships on the Closing Date (subject to any filing and/or recording referred to herein), each Borrower shall have delivered to Citibank copies of all documents necessary to record and/or file the Mortgages with the Panamanian registry, the country of registry of the Ships, in the Consulate of Panama in New York on the Closing Date and subsequently, in Panama City, Panama, including those items listed below and each Borrower shall have taken all such actions to so record and/or file the Mortgages with the Panamanian registry in the Consulate of Panama in New York on the Closing Date: (i) the results of a recent search, by a Person satisfactory to Citibank, of all effective mortgages made with respect to the Ships in the relevant jurisdictions, together with copies of all such filings disclosed by such search, and (B) termination statements (or similar documents) duly executed by all applicable Persons for filing in all applicable jurisdictions as may be necessary to terminate any effective mortgages disclosed in such search; (ii) fully executed and notarized Mortgages encumbering the Ships, in proper form for recording in Panama which shall be validly recorded and/or filed with the Panamanian Consulate in New York and written confirmation by the Borrower that such preliminary filing has been adequately completed by the Borrower; (iii) a fully executed and notarized power of attorney for each Borrower's counsel acting in connection with the recording of the Mortgages; (iv) Citibank shall be satisfied with the collateral arrangements relating to the Ships, including the country of registry for the Ships; (v) an opinion of counsel (which counsel shall be reasonably satisfactory to Citibank) in each jurisdiction in which a Ship is with respect to the enforceability of the form of Mortgages to be recorded in the Panamanian Consulate in New York and in Panama and such other matters as Citibank may reasonably request, in each case in form and substance reasonably satisfactory to Citibank.

Ships. As of the acquisition date in respect of each Ship, such Ship will be: (a) in the sole and absolute ownership of a Guarantor and duly registered in such Guarantor's name, unencumbered save and except for the Mortgage thereon in favor of the Security Trustee recorded against it and as permitted thereby; (b) seaworthy for hull and machinery insurance warranty purposes and in every way fit for its intended service; and (c) insured in accordance with the provisions of this Agreement and the requirements hereof in respect of such Insurances will have been complied with.