Governing law and enforcement definition

Governing law and enforcement. This Seller’s Credit and Seller’s Loan shall be governed by the laws of Norway, with the courts of Haugesund, Norway as legal venue. THIS SELLER’S CREDIT AND SELLER’S LOAN have been entered into on 1 December 2016. KNOT SHUTTLE TANKERS AS By: /s/ Xxxxxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxxxxx Title: Controller XXXXXXX NYK OFFSHORE TANKERS AS By: /s/ Xxxx Xxxxxxx Brastein Xxxx Name: Xxxx Xxxxxxx Brastein Xxxx Title: SVP Guarantee By our co-signature on this Seller’s Credit and Seller’s Loan we, KNOT Offshore Partners LP, hereby unconditionally and irrevocably guarantee, as primary obligor as and for its own debt and not merely as surety to the Creditor the due and punctual payment by the Borrower of any and all sums which are now or at any time hereafter will be payable by the Borrower under or in respect of the Seller’s Credit and Seller’s Loan . If and whenever the Borrower shall make default in the payment of any sums due and payable under the terms of the Seller’s Credit and Seller’s Loan, we shall forthwith, following demand by Creditor to us, pay to the Creditor in such manner as notified by the Creditor the moneys in regard to which such default has been made, with the default interest (if any) thereon. Our total liability under this Guarantee shall, in the aggregate, always be limited to the Loan Amount plus all unpaid interest and default interest. KNOT OFFSHORE PARTNERS LP By: /s/ Xxxx X. Xxxxxxx Name: Xxxx Xxxxxxx Title: CEO/CFO Schedule 1: Definitions Business Day: Any day on which banks are generally open for commercial business in Norway.

Examples of Governing law and enforcement in a sentence

• Governing law and enforcement: This Seller’s Credit shall be governed by the laws of Norway, with the courts of Haugesund, Norway as legal venue.

• Repetition of Representations Delivery of an Accession Letter constitutes confirmation by the relevant Subsidiary that the Repeating Representations and the representations in Clause 18.3 (Binding obligations), Clause 18.6 (Governing law and enforcement) and Clause 18.20.2 of Clause 18.20 (Sanctions) are true and correct in relation to it as at the date of delivery as if made by reference to the facts and circumstances then existing.

• The representations and warranties set out in Clauses 3.1 (Status) to 3.4 (Power and authority) and Clause 3.6 (Governing law and enforcement) are made by each Junior Party on the date of this Agreement on the date of each Utilisation Request and on the first day of each Interest Period (by reference to the facts and circumstances then existing).

• This Letter shall be a Finance Document and Clause 31 (Governing law and enforcement) shall apply mutatis mutandis in respect of this Letter.

• Delivery of an Accession Letter constitutes confirmation by the relevant Subsidiary that the representations of the Obligors contained in Clauses 18.1 (Status), 18.2 (Binding obligations), 18.3 (Non-conflict with other obligations), 18.4 (Power and authority), 18.5 (Validity and admissibility in evidence), 18.6 (Governing law and enforcement) and 18.12 (Pari passu ranking) are true and correct in relation to it as at the date of delivery as if made by reference to the facts and circumstances then existing.

• The provisions of Clause 28 (Notices) and Clause 31 (Governing law and enforcement) of the Amended and Restated Facility Agreement shall be incorporated into this Agreement as if set out in full in this Agreement and as if references in those clauses to “this Agreement” are references to this Agreement.

• The provisions of Clause 28 (Notices) and Clause 31 (Governing law and enforcement) of the Second Amended and Restated Facility Agreement shall be incorporated into this Agreement as if set out in full in this Agreement and as if references in those clauses to “this Agreement” are references to this Agreement.

• LRXM/076001.00588/92345437.6Page 112 Section – Governing law and enforcement 42 Governing law This Agreement and any non-contractual obligations arising out of or in connection with it are governed by English law.

• Each of the representations and warranties in Clauses 6.1 (Status) to 6.4 (Power and authority), 6.6 (Governing law and enforcement), 6.9 (No default) and 6.11 (Winding-up) to 6.15 (No proceedings pending or threatened) are deemed to be made by the Chargor by reference to the facts then existing at all times during the continuance of this Security.

• Letter constitutes confirmation by the relevant Subsidiary that the Repeating Representations and the representations in Clause 19.3 (Binding obligations), Clause 19.6 (Governing law and enforcement) and paragraph (b) of Clause 19.21 (Sanctions) are true and correct in relation to it as at the date of delivery as if made by reference to the facts and circumstances then existing.