Vessel Collateral. The Administrative Agent shall have received, in form and substance reasonably satisfactory to the Administrative Agent and the Lenders: (i) A copy of one or more certificates of ownership (CG-1330) issued by the National Vessel Documentation Center (“NVDC”) showing the Vessel Fleet Mortgage as an encumbrance of record on each owned Vessel listed in Schedule 3.29; (ii) abstracts of title issued by the NVDC dated not earlier than seven days prior to the Closing Date for each Vessel owned by any Credit Parties or Subsidiary together with copies of each such Vessel’s current certificate of documentation and copies of the documents disclosed by such search and evidence reasonably satisfactory to the Administrative Agent that the Vessels are duly documented in the name of the respective Credit Party and qualified for the coastwise trade. The Liens (other than Permitted Liens) indicated by such abstracts shall have been released or appropriate arrangements reasonably acceptable to the Administrative Agent have been made for such release; (iii) arrangements satisfactory to the Administrative Agent shall have been made to have the notice referred to in Section 3.5 of such Vessel Fleet Mortgage placed on such Mortgaged Vessel; (iv) copies of insurance cover notes and evidence of entry of each Vessel in a protection and indemnity club, together with a broker’s letter, describing all Vessel insurances in detail, in form and substance reasonably satisfactory to the Administrative Agent; (v) counterpart of an Assignment of Insurances (together with notices of assignment and loss payable clauses) with respect to the Mortgaged Vessels, in each case duly executed and delivered by the record owner(s) of such Mortgaged Vessels and the applicable Mortgage Trustee(s); and (vi) the material Chartered Vessel Documents shall have been delivered to the Administrative Agent or its counsel.
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Sources: Second Lien Term Loan Facility (Horizon Lines, Inc.)
Vessel Collateral. The Administrative Agent shall have received, in form and substance reasonably satisfactory to the Administrative Agent and the Lenders:
(i) A copy of one or more certificates of ownership (CG-1330) issued by fully executed and notarized Vessel Fleet Mortgage encumbering each owned Vessel listed in Schedule 3.29 duly filed with the National Vessel Documentation Center (“NVDC”) showing the Vessel Fleet Mortgage as an encumbrance of record on each owned Vessel listed in Schedule 3.29);
(ii) abstracts of title issued by the NVDC dated not earlier than seven days prior to the Closing Date for each Vessel owned by any Credit Parties or Subsidiary together with copies of each such Vessel’s current certificate of documentation and copies of the documents disclosed by such search and evidence reasonably satisfactory to the Administrative Agent that the Vessels are duly documented in the name of the respective Credit Party and qualified for the coastwise trade. The Liens (other than Permitted Liens) indicated by such abstracts shall have been released or appropriate arrangements reasonably acceptable to the Administrative Agent have been made for such release;
(iii) counterparts of a Vessel Fleet Mortgage with respect to each Mortgaged Vessel duly executed and delivered by the record owner of such Mortgaged Vessel, which Vessel Fleet Mortgage shall, when filed for recording with the NVDC, constitute a first “preferred mortgage” on the Mortgaged Vessel in favor of the Mortgage Trustee under Chapter 313 of Title 46 of the United States Code, as amended, having the effect and with the priority provided in such law, and arrangements satisfactory to the Administrative Agent shall have been made to have the notice referred to in Section 3.5 of such Vessel Fleet Mortgage placed on such Mortgaged Vessel;
(iv) copies of insurance cover notes and evidence of entry of each Vessel in a protection and indemnity club, together with a broker’s letter, describing all Vessel insurances in detail, in form and substance reasonably satisfactory to the Administrative Agent;
(v) counterpart of an Assignment of Insurances (together with notices of assignment and loss payable clauses) with respect to the each Mortgaged VesselsVessel, in each case duly executed and delivered by the record owner(s) owner of such Mortgaged Vessels Vessel and the applicable Mortgage Trustee(s)Trustee; and
(vi) the material Chartered Vessel Documents shall have been delivered to the Administrative Agent or its counsel.
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