Benefit of Deed. The Mortgagee may assign its rights under this Deed to any person appointed as Security Agent under the Facility Agreement. It is intended that this document takes effect as a deed even though the Mortgagee may only execute it under hand. 8 Governing law and enforcement 8.1 This Deed and any non-contractual obligations connected with it are governed by English law. 8.2 The courts of England have exclusive jurisdiction to settle any dispute arising out of or in connection with this Deed or any non-contractual obligations connected with it (including a dispute regarding the existence, validity or termination of this Deed) (a Dispute). 8.3 The parties agree that the courts of England are the most appropriate and convenient courts to settle Disputes and, accordingly, that they shall not argue to the contrary. 8.4 Clauses 8.1 and 8.2 are for the benefit of the Mortgagee only. As a result, the Mortgagee shall not be prevented from taking proceedings relating to a Dispute in any other courts with jurisdiction. To the extent allowed by law, the Mortgagee may take concurrent proceedings in any number of jurisdictions. 8.5 Without prejudice to any other mode of service allowed under any relevant law, the Guarantor: (a) irrevocably appoints the person named in Schedule 1 as its agent for service of process in relation to any proceedings before the English courts in connection with this Deed; (b) agrees that failure by the process agent to notify the Guarantor of the process shall not invalidate the proceedings concerned; and (c) if any person appointed as process agent for the Guarantor is unable for any reason to act as agent for service of process, the Guarantor must immediately (and in any event within ten days of such event taking place) appoint another agent on terms acceptable to the Mortgagee. Failing this, the Mortgagee may appoint another agent for this purpose. Name: GasLog Partners LP Country of incorporation: ▇▇▇▇▇▇▇▇ Islands. Registered number: 950063. Registered office: Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇. Name: GasLog Services UK Ltd. Address: ▇/▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ Address: c/o GasLog ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ Center ▇ ▇▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇. Fax: +▇▇▇ ▇▇▇▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇▇▇▇▇ Description: Facility Agreement. Date: November 2014. Amount of Facility: Up to $450,000,000. (a) Borrowers: GAS-three Ltd., GAS-four Ltd., GAS-five Ltd., Gas-sixteen Ltd. and Gas-seventeen Ltd.
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Benefit of Deed. The Mortgagee Chargee may assign its rights Rights under this Deed to any person appointed Person to whom it assigns its Rights and obligations as Security Administrative Agent under the Facility Credit Agreement. It is intended that this document takes effect as a deed even though the Mortgagee may only execute it under hand. 8 Governing law and enforcementBD-#9319295-v6 9
8.1 16.1 This Deed and any non-contractual obligations Obligations connected with it are governed by English law.
8.2 16.2 The courts of England have exclusive jurisdiction to settle any dispute arising out of or in connection with this Deed or any non-contractual obligations Obligations connected with it (including a dispute regarding the existence, validity or termination of this Deed) (a Dispute).
8.3 16.3 The parties agree that the courts of England are the most appropriate and convenient courts to settle Disputes and, accordingly, that they shall not argue to the contrary.
8.4 16.4 Clauses 8.1 16.1 and 8.2 16.2 are for the benefit of the Mortgagee Chargee only. As a result, the Mortgagee Chargee shall not be prevented from taking proceedings relating to a Dispute in any other courts with jurisdiction. To the extent allowed by law, the Mortgagee Chargee may take concurrent proceedings in any number of jurisdictions.
8.5 16.5 Without prejudice to any other mode of service allowed under any relevant law, the GuarantorBorrower:
(a) 16.5.1 irrevocably appoints the person Person named as such in Schedule 1 as its agent for service of process in relation to any proceedings before the English courts in connection with this Deed;
(b) 16.5.2 agrees that failure by the process agent to notify the Guarantor Borrower of the process shall not invalidate the proceedings concerned; and
(c) 16.5.3 if any person Person appointed as process agent for the Guarantor Borrower is unable for any reason to act as agent for service of process, the Guarantor Borrower must immediately (and in any event within ten days of such event taking place) appoint another agent on terms acceptable to the MortgageeChargee. Failing this, the Mortgagee Chargee may appoint another agent for this purpose. NameThis Deed has been executed as a deed, and it has been delivered on the date stated at the beginning of this Deed. Borrower’s process agent in England: GasLog Partners LP Country Account Bank Pledge Account Credit Agreement
(a) Borrower: Oasis of incorporationthe Seas Inc.
(b) Lenders: ▇▇▇▇▇▇▇▇ Islands. Registered numberThe banks and financial institutions referred to therein BD-#9319295-v6 11
(c) Administrative Agent: 950063. Registered officeBNP Paribas BD-#9319295-v6 12 Form of notice of charge of Account To: Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, ▇▇Skandinaviska Enskilda ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇. [insert address] Date: [__________] Dear Sirs, 1 We give you notice that under a deed dated [__________] (a copy of which is attached hereto, the Deed) entered into by us and BNP Paribas acting as Administrative Agent (as defined in the Deed) for and on behalf of the Lenders (as defined in the Deed) from time to time (the Chargee) we have charged to the Chargee all of our Rights in the account described below (the Account) and all money standing to the credit of the Account from time to time: Pledge Account Account/IBAN Number: [__________] Account Name: GasLog Services UK Ltd. Address[__________] Account currency: ▇/▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇ ▇▇▇ Address: c/o GasLog ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ Center ▇ ▇▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇. Fax: +▇▇▇ ▇▇▇▇▇▇▇▇ Attention: ▇▇▇▇▇ ▇▇▇▇▇ Description: Facility Agreement. Date: November 2014. Amount Euro 2 We have agreed with the Chargee not to close the Account or alter the terms of Facility: Up the Account or waive any of our Rights in relation to $450,000,000the Account except with the consent of the Chargee.
(a) Borrowers: GAS-three Ltd., GAS-four Ltd., GAS-five Ltd., Gas-sixteen Ltd. and Gas-seventeen Ltd.
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