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Title: |
Credit Facility Agreement |
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Entities: |
Torch Offshore, Inc.; Global Marine Systems Limited; Hill Taylor Dickinson; Torch Offshore Inc. |
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Date: |
2002 |
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Size: |
Preview shows 5KB of 68KB total |
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Price: |
$50 |
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ID: |
#172911 |
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(AS FURTHER REVISED BY HTD ON 26.11.02)
DATED 2002
CREDIT FACILITY AGREEMENT
(1) TORCH OFFSHORE INC
(2) GLOBAL MARINE SYSTEMS LIMITED
RELATING TO THE VESSEL "WAVE ALERT"
TO BE RENAMED "MIDNIGHT WRANGLER"
Hill Taylor Dickinson
Irongate House
Duke's Place
London EC3A 7HX
{PAGE}
INDEX
{Table}
{Caption}
CLAUSE PAGE
{S} {C} {C}
1 DEFINITIONS 1
2 LENDER'S COMMITMENTS 5
3 USE OF PROCEEDS 6
4 AVAILABILITY 6
5 INTEREST 6
6 REPAYMENT AND PREPAYMENT 7
7 TAXES 7
8 ILLEGALITY AND CHANGES IN CIRCUMSTANCES 8
9 REPRESENTATIONS AND WARRANTIES 8
10 CONDITIONS PRECEDENT 10
11 COVENANTS OF THE BORROWER 12
12 EVENTS OF DEFAULT 13
13 PAYMENT 15
14 COSTS 16
15 BENEFIT OF THIS AGREEMENT 16
16 INDEMNITY 16
17 FURTHER ASSURANCE 17
18 PROVISIONS PROHIBITED BY LAW 17
19 RIGHTS OF LENDER 17
20 NOTICES 18
21 GOVERNING LAW 18
22 JURISDICTION 18
23 COUNTERPARTS 19
24 UNDERTAKINGS OF THE LENDER 19
{/Table}
{PAGE}
THIS FACILITY AGREEMENT is made the day Two Thousand and
Two
BETWEEN:-
(1) TORCH OFFSHORE INC. a corporation duly incorporated under the laws of
the State of Delaware, United States of America whose principal place
of business is situate at Suite 400, 401, Whitney Avenue, Gretna 70056,
Louisiana, United States of America, their successors and permitted
assigns (the "Borrower"); and
(2) GLOBAL MARINE SYSTEMS LIMITED a company incorporated under the laws of
England and Wales whose registered office is at East Saxon House, 27
Duke Street, Chelmsford CM1 1HT their successors and permitted assigns
(the "Lender").
WHEREAS:-
(A) Pursuant to the MoA (as hereinafter defined) the Borrower has agreed to
purchase the Vessel from the Lender.
(B) The Lender has agreed to make available to the Borrower a credit
facility of up to Nine Million, Seven Hundred and Thirty One Thousand,
Four Hundred and Seventeen United States Dollars (US$9,731,417) subject
to the terms and conditions contained in this Agreement (the
"Facility").
(C) The Facility is provided for the purpose of assisting the Borrower in
the purchase of the Vessel from the Lender pursuant to the MoA.
(D) This Facility is to be secured by a Mortgage over the Vessel together
with an Assignment of the Insurances of the Vessel.
NOW IT IS AGREED as follows:-
1. DEFINITIONS
1.1 In this Agreement the expressions "Environmental Claim", "Environmental
Incident", "Insurances" and "Total Loss" shall have the meanings
ascribed to them in the Mortgage and the following expressions shall
have the following meanings:-
"AGREEMENT" means this agreement as originally executed or as it may
from time to time be supplemented, amended, novated and/or varied.
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