Common use of Primary representations and warranties Clause in Contracts

Primary representations and warranties. Each of the Relevant Parties represent and warrant to the Bank that: 4.1.1 Existing representations and warranties the representations and warranties set out in clause 7 of the Principal Agreement, clause 4 of the Principal Guarantee and clause 4 of each Manager’s Undertaking were true and correct on the date of the relevant document and are true and correct, including to the extent that they may have been or shall be amended by this Agreement, as if made at the date of this Agreement with reference to the facts and circumstances existing at such date; 4.1.2 Corporate power it has power to execute, deliver and perform its obligations under each Relevant Document to which it is or will become, a party; all necessary corporate, shareholder and other action has been taken by it to authorise the execution, delivery and performance of each Relevant Document to which it is or will become, a party; 4.1.3 Binding obligations this Agreement and the other Relevant Documents to which it is, or will become, a party constitute its valid and legally binding obligations enforceable in accordance with its terms; 4.1.4 No conflict with other obligations the execution, delivery and performance of each Relevant Document to which it is, or will become, a party by such Relevant Party will not (i) contravene any existing law, statute, rule or regulation or any judgment, decree or permit to which such Relevant Party is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or other instrument to which such Relevant Party is subject or by which it or any of its property is bound or (iii) contravene or conflict with any provision of the constitutional documents of such Relevant Party or (iv) result in the creation or imposition of or oblige such Relevant Party to create any Encumbrance on any of its undertakings, assets, rights or revenues; 4.1.5 No filings required it is not necessary to ensure the legality, validity, enforceability or admissibility in evidence of each Relevant Document to which it is, or will become, a party that it or any other instrument be notarised, filed, recorded, registered or enrolled in any court, public office or elsewhere in any Relevant Jurisdiction or that any stamp, registration or similar tax or charge be paid in any Relevant Jurisdiction on or in relation to such Relevant Document and each Relevant Document to which it is, or will become, a party is in proper form for its enforcement in the courts of each Relevant Jurisdiction;

Primary representations and warranties. Each of the Relevant Parties represent represents and warrant warrants to the Bank that: 4.1.1 Existing representations and warranties each of the representations and warranties set out in clause 7 of the Principal Agreement, Agreement and clause 4 of the Principal Marine Guarantee and clause 4 of each Manager’s Undertaking were true and correct on the date of the relevant document Principal Agreement and the Marine Guarantee, respectively, and are true and correct, including to the extent that they may have been or shall be amended by this Agreement, as if made at the date of this Agreement with reference to the facts and circumstances existing at such date; 4.1.2 Corporate power it each of the Relevant Parties has power to execute, deliver and perform its obligations under each the Relevant Document Documents to which it is or will become, is to be a party; all necessary corporate, shareholder and other action has been taken by it each of the Relevant Parties to authorise the execution, delivery and performance of each the Relevant Document Documents to which it is or will become, is to be a party; 4.1.3 Binding obligations this Agreement and the other Relevant Documents to which it is, each of the Relevant Parties is or will become, is to be a party constitute its valid and legally binding obligations of each of the Relevant Parties enforceable in accordance with its their respective terms; 4.1.4 No conflict with other obligations the execution, delivery and performance of each the Relevant Document Documents to which it is, each of the Relevant Parties is or will become, is to be a party by such Relevant Party will not (i) contravene any existing law, statute, rule or regulation or any judgment, decree or permit to which such Relevant Party it is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or other instrument to which such Relevant Party it is a party or is subject or by which it or any of its property is bound or (iii) contravene or conflict with any provision of the its constitutional documents of such Relevant Party or (iv) result in the creation or imposition of or oblige such Relevant Party it to create any Encumbrance (other than a Permitted Encumbrance) on any of its undertakingsundertaking, assets, rights or revenues; 4.1.5 No filings required save for the registration of the Mortgage Addenda with the relevant Registry, it is not necessary to ensure the legality, validity, enforceability or admissibility in evidence of each any of the Relevant Document to which it is, or will become, a party Documents that it they or any other instrument be notarised, filed, recorded, registered or enrolled in any court, public office or elsewhere in any Relevant Jurisdiction or that any stamp, registration or similar tax or charge be paid in any Relevant Jurisdiction on or in relation to such the Relevant Document Documents and each of the Relevant Document to which it is, or will become, a party Documents is in proper form for its enforcement in the courts of each Relevant Jurisdiction;

Primary representations and warranties. Each of the Relevant Parties represent The Borrower represents and warrant warrants to the Bank that: 4.1.1 Existing representations and warranties the representations and warranties set out in clause 7 8 of the Principal Agreement, clause 4 of the Principal Guarantee and clause 4 of each Manager’s Undertaking Agreement were true and correct on the date of the relevant document Principal Agreement and are true and correct, including to the extent that they may have been or shall be amended by this Agreement, as if made at the date of this Agreement with reference to the facts and circumstances existing at such date; 4.1.2 Corporate power it each of the Relevant Parties has power to execute, deliver and perform its obligations under each the Relevant Document Documents to which it is or will become, is to be a party; all necessary corporate, shareholder and other action has been taken by it each of the Relevant Parties to authorise the execution, delivery and performance of each the Relevant Document Documents to which it is or will become, is to be a party; 4.1.3 Binding obligations this Agreement and the other Relevant Documents to which it is, is or will become, is to be a party constitute its valid and legally binding obligations of each of the Relevant Parties enforceable in accordance with its their terms; 4.1.4 No conflict with other obligations the execution, delivery and performance of each the Relevant Document Documents to which it is, is or will become, is to be a party by such each of the Relevant Party Parties will not (i) contravene any existing law, statute, rule or regulation or any judgment, decree or permit to which such any of the Relevant Party Parties is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or other instrument to which such any of the Relevant Party Parties is a party or is subject or by which it any of the Relevant Parties or any of its property is bound or (iii) contravene or conflict with any provision of the constitutional documents of such any of the Relevant Party Parties or (iv) result in the creation or imposition of or oblige such any of the Relevant Party Parties to create any Encumbrance on any of its their undertakings, assets, rights or revenuesrevenues of any of the Relevant Parties; 4.1.5 No filings required it is not necessary to ensure the legality, validity, enforceability or admissibility in evidence of each any of the Relevant Document to which it is, or will become, a party Documents that it they or any other instrument be notarised, filed, recorded, registered or enrolled in any court, public office or elsewhere in any Relevant Jurisdiction or that any stamp, registration or similar tax or charge be paid in any Relevant Jurisdiction on or in relation to such the Relevant Document Documents and each of the Relevant Document to which it is, or will become, a party Documents is in proper form for its enforcement in the courts of each the Relevant Jurisdiction; 4.1.6 Choice of law the choice of English law to govern the Relevant Documents and the submissions by the Relevant Parties to the non-exclusive jurisdiction of the English courts are valid and binding; and 4.1.7 Consents obtained every consent, authorisation, licence or approval of, or registration or declaration to, governmental or public bodies or authorities or courts required by any of the Relevant Parties in connection with the execution, delivery, validity, enforceability or admissibility in evidence of the Relevant Documents to which it is or is to be a party or the performance by each Relevant Party of its obligations under such document has been obtained or made and is in full force and effect and there has been no default in the observance of any conditions or restrictions (if any) imposed in, or in connection with, any of the same.

Primary representations and warranties. Each of the Relevant Parties represent Party represents and warrant warrants to the Bank Finance Parties that: 4.1.1 Existing representations and warranties the representations and warranties set out in clause 7 19 (Representations) of the Principal Agreement, clause 4 of the Principal Guarantee and clause 4 of each Manager’s Undertaking Agreement were true and correct on the date of the relevant document Principal Agreement and are true and correct, including to the extent that they may have been or shall be amended by this AgreementAgreement , as if made at the date of this Agreement with reference to the facts and circumstances existing at such date; 4.1.2 Corporate power it each of the Relevant Parties has power to execute, deliver and perform its obligations under each the Relevant Document to Documents which it is or will become, a partyparty to; all necessary corporate, shareholder and other action has been taken by it each of the Relevant Parties to authorise the execution, delivery and performance of each the Relevant Document to Documents which it is or will become, a partyparty to; 4.1.3 Binding obligations this Agreement and the other each Relevant Documents to which it is, or will become, a party constitute its Document constitutes valid and legally binding obligations of the Relevant Parties being a party thereto enforceable in accordance with its terms; 4.1.4 No conflict with other obligations the execution, delivery and performance of this Agreement by each of the Relevant Document to which it is, or will become, a party by such Relevant Party Parties will not (i) contravene any existing law, statute, rule or regulation or any judgment, decree or permit to which such any of the Relevant Party Parties is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or other instrument to which such any of the Relevant Party Parties is, or will become, a party or is subject or by which it any of the Relevant Parties or any of its property is bound or (iii) contravene or conflict with any provision of the constitutional documents of such any of the Relevant Party Parties or (iv) result in the creation or imposition of or oblige such any of the Relevant Party Parties to create any Encumbrance Security Interest on any of its undertakings, assets, rights or revenues; 4.1.5 No filings required it is not necessary to ensure the legality, validity, enforceability or admissibility in evidence of each any Relevant Document to which it is, or will become, a party that it or any other instrument be notarised, filed, recorded, registered or enrolled in any court, public office or elsewhere in any Relevant Jurisdiction or that any stamp, registration or similar tax or charge be paid in any Relevant Jurisdiction on or in relation to such any Relevant Document and each Relevant Document to which it is, or will become, a party is in proper form for its enforcement in the courts of each the Relevant Jurisdiction;

Primary representations and warranties. Each of the Relevant Parties represent represents and warrant warrants to the Bank that: 4.1.1 Existing representations and warranties the representations and warranties set out in clause 7 of the Principal Agreement, clause 4 of the Principal Guarantee and clause 4 of each Manager’s Undertaking Agreement were true and correct on the date of the relevant document Principal Agreement and are true and correct, including to the extent that they may have been or shall be amended by this Agreement, as if made at the date of this Agreement with reference to the facts and circumstances existing at such date; 4.1.2 Corporate power it each of the Relevant Parties has power to execute, deliver and perform its obligations under each the Relevant Document Documents to which it is or will become, is to be a party; all necessary corporate, shareholder and other action has been taken by it each of the Relevant Parties to authorise the execution, delivery and performance of each the Relevant Document Documents to which it is or will become, is to be a party; 4.1.3 Binding obligations this Agreement and the other Relevant Documents to which it is, is or will become, is to be a party constitute its valid and legally binding obligations of each of the Relevant Parties enforceable in accordance with its their terms; 4.1.4 No conflict with other obligations the execution, delivery and performance of each the Relevant Document Documents to which it is, is or will become, is to be a party by such each of the Relevant Party Parties will not (i) contravene any existing law, statute, rule or regulation or any judgment, decree or permit to which such any of the Relevant Party Parties is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or other instrument to which such any of the Relevant Party Parties is a party or is subject or by which it or any of its property is bound or (iii) contravene or conflict with any provision of the constitutional documents of such any of the Relevant Party Parties or (iv) result in the creation or imposition of or oblige such any of the Relevant Party Parties to create any Encumbrance (other than a Permitted Encumbrance) on any of its undertakingsthe undertaking, assets, rights or revenuesrevenues of any of the Relevant Parties; 4.1.5 No filings required save for the registration of the Syros Mortgage Addendum with the relevant Registry, it is not necessary to ensure the legality, validity, enforceability or admissibility in evidence of each any of the Relevant Document to which it is, or will become, a party Documents that it they or any other instrument be notarised, filed, recorded, registered or enrolled in any court, public office or elsewhere in any Relevant Jurisdiction or that any stamp, registration or similar tax or charge be paid in any Relevant Jurisdiction on or in relation to such the Relevant Document Documents and each of the Relevant Document to which it is, or will become, a party Documents is in proper form for its enforcement in the courts of each Relevant Jurisdiction;

Primary representations and warranties. Each of the Relevant Parties represent represents and warrant warrants to the Bank that: 4.1.1 5.1.1 Existing representations and warranties each of the representations and warranties set out in clause 7 of the Principal Agreement, Agreement and clause 4 of the Principal Corporate Guarantee and clause 4 of each Manager’s Undertaking were true and correct on the date of the relevant document Principal Agreement and the Corporate Guarantee, respectively, and are true and correct, including to the extent that they may have been or shall be amended by this Agreement, as if made at the date of this Agreement with reference to the facts and circumstances existing at such datedate and as if reference therein to "Security Parties" or "Borrowers" included reference to the New Borrower; 4.1.2 5.1.2 Corporate power it each of the Relevant Parties has power to execute, deliver and perform its obligations under each the Relevant Document Documents to which it is or will become, is to be a party; all necessary corporate, shareholder and other action has been taken by it each of the Relevant Parties to authorise the execution, delivery and performance of each the Relevant Document Documents to which it is or is to be a party and no limitation on the powers of the New Borrower to borrow will become, be exceeded as a partyresult of the New Borrower becoming indebted to the Bank in respect of the Loan pursuant to this Agreement or as a result of the New Borrower becoming one of "Party B" (jointly and severally with the other Borrowers) under the Master Swap Agreement; 4.1.3 5.1.3 Binding obligations this Agreement and the other Relevant Documents to which it is, is or will become, is to be a party constitute its valid and legally binding obligations of each of the Relevant Parties enforceable in accordance with its their terms; 4.1.4 5.1.4 No conflict with other obligations the execution, delivery and performance of each the Relevant Document Documents to which it is, is or will become, is to be a party by such each of the Relevant Party Parties will not (i) contravene any existing law, statute, rule or regulation or any judgment, decree or permit to which such any of the Relevant Party Parties is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or other instrument to which such any of the Relevant Party Parties is a party or is subject or by which it or any of its property is bound or (iii) contravene or conflict with any provision of the constitutional documents of such any of the Relevant Party Parties or (iv) result in the creation or imposition of or oblige such any of the Relevant Party Parties to create any Encumbrance (other than a Permitted Encumbrance) on any of its undertakingsthe undertaking, assets, rights or revenuesrevenues of any of the Relevant Parties; 4.1.5 5.1.5 No filings required it is not necessary to ensure the legality, validity, enforceability or admissibility in evidence of each any of the Relevant Document to which it is, or will become, a party Documents that it they or any other instrument be notarised, filed, recorded, registered or enrolled in any court, public office or elsewhere in any Relevant Jurisdiction or that any stamp, registration or similar tax or charge be paid in any Relevant Jurisdiction on or in relation to such the Relevant Document Documents and each of the Relevant Document to which it is, or will become, a party Documents is in proper form for its enforcement in the courts of each Relevant Jurisdiction; 5.1.6 Choice of law the choice of English law to govern the Relevant Documents and the submissions by the Relevant Parties to the non-exclusive jurisdiction of the English courts are valid and binding; and 5.1.7 Consents obtained every consent, authorisation, licence or approval of, or registration or declaration to, governmental or public bodies or authorities or courts required by any of the Relevant Parties in connection with the execution, delivery, validity, enforceability or admissibility in evidence of the Relevant Documents to which it is or will become a party or the performance by any of the Relevant Parties of their respective obligations under such documents has been obtained or made and is in full force and effect and there has been no default in the observance of any conditions or restrictions (if any) imposed in, or in connection with, any of the same.

Primary representations and warranties. Each of the Relevant Parties represent represents and warrant warrants to the Bank that: 4.1.1 Existing representations and warranties the representations and warranties set out in clause 7 of the Principal Original Agreement, clause 4 of the First Supplemental Agreement, clause 4 of the Second Supplemental Agreement, clause 4 of the Third Supplemental Agreement clause 4 of the Principal Corporate Guarantee and clause 4 of each Manager’s Undertaking were true and correct on the date of the relevant document and are true and correct, including to the extent that they may have been or shall be amended by this Agreement, as if made at the date of this Agreement with reference to the facts and circumstances existing at such date; 4.1.2 Corporate power it has power to execute, deliver and perform its obligations under each Relevant Document to which it is or will become, a party; all necessary corporate, shareholder and other action has been taken by it to authorise the execution, delivery and performance of each Relevant Document to which it is or will become, a party; 4.1.3 Binding obligations this Agreement and the other Relevant Documents to which it is, or will become, a party constitute its valid and legally binding obligations enforceable in accordance with its terms; 4.1.4 No conflict with other obligations the execution, delivery and performance of each Relevant Document to which it is, or will become, a party by such Relevant Party will not (i) contravene any existing law, statute, rule or regulation or any judgment, decree or permit to which such Relevant Party is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or other instrument to which such Relevant Party is subject or by which it or any of its property is bound or (iii) contravene or conflict with any provision of the constitutional documents of such Relevant Party or (iv) result in the creation or imposition of or oblige such Relevant Party to create any Encumbrance on any of its undertakings, assets, rights or revenues; 4.1.5 No filings required save for the registration of the Artful Mortgage Amendment through the relevant Registry, it is not necessary to ensure the legality, validity, enforceability or admissibility in evidence of each Relevant Document to which it is, or will become, a party that it or any other instrument be notarised, filed, recorded, registered or enrolled in any court, public office or elsewhere in any Relevant Jurisdiction or that any stamp, registration or similar tax or charge be paid in any Relevant Jurisdiction on or in relation to such Relevant Document and each Relevant Document to which it is, or will become, a party is in proper form for its enforcement in the courts of each Relevant Jurisdiction; 4.1.6 Choice of law the choice of English law to govern the Relevant Documents (other than the Artful Mortgage Amendment), the choice of ▇▇▇▇▇▇▇▇ Islands law to govern the Artful Mortgage Amendment and the submission by such Relevant Party to the non-exclusive jurisdiction of the English courts are valid and binding; and 4.1.7 Consents obtained every consent, authorisation, licence or approval of, or registration or declaration to, governmental or public bodies or authorities or courts required by such Relevant Party in connection with the execution, delivery, validity, enforceability or admissibility in evidence of each Relevant Document to which it is, or will become, a party or the performance by such Relevant Party of its obligations under each Relevant Document to which it is, or will become, a party has been obtained or made and is in full force and effect and there has been no default in the observance of any conditions or restrictions (if any) imposed in, or in connection with, any of the same.

Primary representations and warranties. Each of the Relevant Parties represent represents and warrant warrants to the Bank Creditors that: 4.1.1 5.1.1 Existing representations and warranties each of the representations and warranties set out in clause 7 of the Principal Agreement, clause 4 of the Principal Guarantee Agreement and clause 4 of each Manager’s Undertaking of the Corporate Guarantees were true and correct on the date of the Principal Agreement and the relevant document Corporate Guarantee, respectively, and are true and correct, including to the extent that they may have been or shall be amended by this Agreement, as if made at the date of this Agreement with reference to the facts and circumstances existing at such datedate and as if reference therein to "Security Parties" or "Borrowers" included reference to the New Borrower; 4.1.2 5.1.2 Corporate power it each of the Relevant Parties has power to execute, deliver and perform its obligations under each the Relevant Document Documents to which it is or will become, is to be a party; all necessary corporate, shareholder and other action has been taken by it each of the Relevant Parties to authorise the execution, delivery and performance of each the Relevant Document Documents to which it is or is to be a party and no limitation on the powers of the New Borrower to borrow will become, be exceeded as a partyresult of the New Borrower becoming indebted to the Banks in respect of the Loan pursuant to this Agreement or as a result of the New Borrower becoming one of "Party A" (jointly and severally with the other Borrowers) under the Master Swap Agreement; 4.1.3 5.1.3 Binding obligations this Agreement and the other Relevant Documents to which it is, is or will become, is to be a party constitute its valid and legally binding obligations of each of the Relevant Parties enforceable in accordance with its their terms; 4.1.4 5.1.4 No conflict with other obligations the execution, delivery and performance of each the Relevant Document Documents to which it is, is or will become, is to be a party by such each of the Relevant Party Parties will not (i) contravene any existing law, statute, rule or regulation or any judgment, decree or permit to which such any of the Relevant Party Parties is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or other instrument to which such any of the Relevant Party Parties is a party or is subject or by which it or any of its property is bound or (iii) contravene or conflict with any provision of the constitutional documents of such any of the Relevant Party Parties or (iv) result in the creation or imposition of or oblige such any of the Relevant Party Parties to create any Encumbrance (other than a Permitted Encumbrance) on any of its undertakingsthe undertaking, assets, rights or revenuesrevenues of any of the Relevant Parties; 4.1.5 5.1.5 No filings required it is not necessary to ensure the legality, validity, enforceability or admissibility in evidence of each any of the Relevant Document to which it is, or will become, a party Documents that it they or any other instrument be notarised, filed, recorded, registered or enrolled in any court, public office or elsewhere in any Relevant Jurisdiction or that any stamp, registration or similar tax or charge be paid in any Relevant Jurisdiction on or in relation to such the Relevant Document Documents and each of the Relevant Document to which it is, or will become, a party Documents is in proper form for its enforcement in the courts of each Relevant Jurisdiction;

Primary representations and warranties. Each of the Relevant Parties represent and warrant to the Bank that: 4.1.1 Existing representations and warranties the representations representatiohs and warranties set out in clause 7 of the Principal Original Agreement, clause 4 of the First Supplemental Agreement, clause 4 of the Principal Corporate Guarantee and clause 4 of each Manager’s Undertaking were true and correct on the date of the relevant document and are true and correct, including to the extent that they may have been or shall be amended by this Agreement, as if made at the date of this Agreement with reference to the facts and circumstances existing at such date; 4.1.2 Corporate power it has power to execute, deliver and perform its obligations under each Relevant Document to which it is or will become, a party; all necessary corporate, shareholder and other action has been taken by it to authorise the execution, delivery and performance of each Relevant Document to which it is or will become, a party; 4.1.3 Binding obligations this Agreement and the other Relevant Documents to which it is, or will become, a party constitute its valid and legally binding obligations enforceable in accordance with its terms; 4.1.4 No conflict with other obligations the execution, delivery and performance of each Relevant Document to which it is, or will become, a party by such Relevant Party will not (i) contravene any existing law, statute, rule or regulation or any judgment, decree or permit to which such Relevant Party is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or other instrument to which such Relevant Party is subject or by which it or any of its property is bound or (iii) contravene or conflict with any provision of the constitutional documents of such Relevant Party or (iv) result in the creation or imposition of or oblige such Relevant Party to create any Encumbrance on any of its undertakings, assets, rights or revenues; 4.1.5 No filings required save for the registration of the Artful Mortgage Amendment through the relevant Registry, it is not necessary to ensure the legality, validity, enforceability or admissibility in evidence of each Relevant Document to which it is, or will become, a party that it or any other instrument be notarised, filed, recorded, registered or enrolled in any court, public office or elsewhere in any Relevant Jurisdiction or that any stamp, registration or similar tax or charge be paid in any Relevant Jurisdiction on or in relation to such Relevant Document and each Relevant Document to which it is, or will become, a party is in proper form for its enforcement in the courts of each Relevant Jurisdiction; 4.1.6 Choice of law the choice of English law to govern the Relevant Documents (other than the Artful Mortgage Amendment), the choice of M▇▇▇▇▇▇▇ Islands law to govern the Artful Mortgage Amendment and the submission by such Relevant Party to the non-exclusive jurisdiction of the English courts are valid and binding; and 4.1.7 Consents obtained every consent, authorisation, licence or approval of, or registration or declaration to, governmental or public bodies or authorities or courts required by such Relevant Party in connection with the execution, delivery, validity, enforceability or admissibility in evidence of each Relevant Document to which it is, or will become, a party or the performance by such Relevant Party of its obligations under each Relevant Document to which it is, or will become, a party has been obtained or made and is in full force and effect and there has been no default in the observance of any conditions or restrictions (if any) imposed in, or in connection with, any of the same.

Primary representations and warranties. Each of the Relevant Parties represent represents and warrant warrants to the Bank that: 4.1.1 5.1.1 Existing representations and warranties each of the representations and warranties set out in clause 7 of the Principal Agreement, Agreement and clause 4 of the Principal Corporate Guarantee and clause 4 of each Manager’s Undertaking were true and correct on the date of the relevant document Principal Agreement and the Corporate Guarantee, respectively, and are true and correct, including to the extent that they may have been or shall be amended by this Agreement, as if made at the date of this Agreement with reference to the facts and circumstances existing at such datedate and as if reference therein to "Security Parties" or "Borrowers" included reference to the New Borrower; 4.1.2 5.1.2 Corporate power it each of the Relevant Parties has power to execute, deliver and perform its obligations under each the Relevant Document Documents to which it is or will become, is to be a party; all necessary corporate, shareholder and other action has been taken by it each of the Relevant Parties to authorise the execution, delivery and performance of each the Relevant Document Documents to which it is or is to be a party and no limitation on the powers of the New Borrower to borrow will become, be exceeded as a partyresult of the New Borrower becoming indebted to the Bank in respect of the Loan pursuant to this Agreement or as a result of the New Borrower becoming one of "Party B" (jointly and severally with the other Borrowers) under the Master Swap Agreement; 4.1.3 5.1.3 Binding obligations this Agreement and the other Relevant Documents to which it is, is or will become, is to be a party constitute its valid and legally binding obligations of each of the Relevant Parties enforceable in accordance with its their terms; 4.1.4 5.1.4 No conflict with other obligations the execution, delivery and performance of each the Relevant Document Documents to which it is, is or will become, is to be a party by such each of the Relevant Party Parties will not (i) contravene any existing law, statute, rule or regulation or any judgment, decree or permit to which such any of the Relevant Party Parties is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or other instrument to which such any of the Relevant Party Parties is a party or is subject or by which it or any of its property is bound or (iii) contravene or conflict with any provision of the constitutional documents of such any of the Relevant Party Parties or (iv) result in the creation or imposition of or oblige such any of the Relevant Party Parties to create any Encumbrance (other than a Permitted Encumbrance) on any of its undertakingsthe undertaking, assets, rights or revenuesrevenues of any of the Relevant Parties; 4.1.5 5.1.5 No filings required save for the registration of the New Mortgage with the relevant Registry, it is not necessary to ensure the legality, validity, enforceability or admissibility in evidence of each any of the Relevant Document to which it is, or will become, a party Documents that it they or any other instrument be notarised, filed, recorded, registered or enrolled in any court, public office or elsewhere in any Relevant Jurisdiction or that any stamp, registration or similar tax or charge be paid in any Relevant Jurisdiction on or in relation to such the Relevant Document Documents and each of the Relevant Document to which it is, or will become, a party Documents is in proper form for its enforcement in the courts of each Relevant Jurisdiction;

Primary representations and warranties. Each of the Relevant Parties represent represents and warrant warrants to the Bank Creditors that: 4.1.1 (a) Existing representations and warranties each of the representations and warranties set out in clause 7 of the Principal Agreement, clause 4 of each of the Principal Guarantee Corporate Guarantees and clause 4 of each Manager’s Undertaking of the Collateral Guarantees were true and correct on the date of the Principal Agreement, the relevant document Corporate Guarantee and the relevant Collateral Guarantee, respectively, and are true and correct, including to the extent that they may have been or shall be amended by this Agreement, as if made at the date of this Agreement with reference to the facts and circumstances existing at such datedate and as if reference therein to "Security Parties" or "Borrowers" included reference to the New Borrower; 4.1.2 (b) Corporate power it each of the Relevant Parties has power to execute, deliver and perform its obligations under each the Relevant Document Documents to which it is or will become, is to be a party; all necessary corporate, shareholder and other action has been taken by it each of the Relevant Parties to authorise the execution, delivery and performance of each the Relevant Document Documents to which it is or is to be a party and no limitation on the powers of the New Borrower to borrow will become, be exceeded as a partyresult of the New Borrower becoming indebted to the Banks in respect of the Loan pursuant to this Agreement or as a result of the New Borrower becoming one of "Party A" (jointly and severally with the other Borrowers) under each Master Swap Agreement; 4.1.3 (c) Binding obligations this Agreement and the other Relevant Documents to which it is, is or will become, is to be a party constitute its valid and legally binding obligations of each of the Relevant Parties enforceable in accordance with its their terms; 4.1.4 (d) No conflict with other obligations the execution, delivery and performance of each the Relevant Document Documents to which it is, is or will become, is to be a party by such each of the Relevant Party Parties will not (i) contravene any existing law, statute, rule or regulation or any judgment, decree or permit to which such any of the Relevant Party Parties is subject, (ii) conflict with, or result in any breach of any of the terms of, or constitute a default under, any agreement or other instrument to which such any of the Relevant Party Parties is a party or is subject or by which it or any of its property is bound or (iii) contravene or conflict with any provision of the constitutional documents of such any of the Relevant Party Parties or (iv) result in the creation or imposition of or oblige such any of the Relevant Party Parties to create any Encumbrance (other than a Permitted Encumbrance) on any of its the undertakings, assets, rights or revenuesrevenues of any of the Relevant Parties; 4.1.5 (e) No filings required save for the registration of the New Mortgage with the relevant Registry, it is not necessary to ensure the legality, validity, enforceability or admissibility in evidence of each any of the Relevant Document to which it is, or will become, a party Documents that it they or any other instrument be notarised, filed, recorded, registered or enrolled in any court, public office or elsewhere in any Relevant Jurisdiction or that any stamp, registration or similar tax or charge be paid in any Relevant Jurisdiction on or in relation to such the Relevant Document Documents and each of the Relevant Document to which it is, or will become, a party Documents is in proper form for its enforcement in the courts of each Relevant Jurisdiction; (f) Choice of law the choice of English law to govern the Relevant Documents (other than the New Lefkas Operating Account Pledge and the New Mortgage), the choice of Greek law to govern the New Lefkas Operating Account Pledge and the choice of Liberian law to govern the New Mortgage and the submissions therein by the Relevant Parties to the non-exclusive jurisdiction of the English courts or (as the case may be) the courts of Greece, are valid and binding; and (g) Consents obtained every consent, authorisation, licence or approval of, or registration or declaration to, governmental or public bodies or authorities or courts required by any of the Relevant Parties in connection with the execution, delivery, validity, enforceability or admissibility in evidence of the Relevant Documents to which it is or will become a party or the performance by any of the Relevant Parties of their respective obligations under such documents has been obtained or made and is in full force and effect and there has been no default in the observance of any conditions or restrictions (if any) imposed in, or in connection with, any of the same.