ARGUE TO THE CONTRARY.
11.
PERMANENT FACILITY AGREEMENT
11.1
EACH PARTY HEREBY AGREES AND ACKNOWLEDGES THAT THIS
AGREEMENT IS BEING ENTERED INTO ON THE COMMON UNDERSTANDING THAT AN ENGLISH LAW
GOVERNED PERMANENT FACILITY AGREEMENT WILL REPLACE IT AS SOON AS REASONABLY
PRACTICABLE.
TO THIS END, EACH OF THE PARTIES HEREBY AGREES THAT IT WILL:
11.1.1
CONTINUE TO EXPEDITIOUSLY NEGOTIATE THE PERMANENT
FACILITY AGREEMENT IN GOOD FAITH WITH A VIEW TO AGREEING ITS TERMS AND
CONDITIONS, WHICH WILL INCLUDE, INTER ALIA, NORMAL REPRESENTATIONS, WARRANTIES,
COVENANTS, EVENTS OF DEFAULT; AND OTHER TERMS CONSISTENT WITH NORMAL PRACTICE IN
THE LONDON MARKET FOR CORPORATE LOANS TO OBLIGORS SUCH AS THE OBLIGORS; AND
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11.1.2
EXECUTE THE PERMANENT FACILITY AGREEMENT IN FULL
REPLACEMENT OF THIS AGREEMENT AS SOON AS REASONABLY PRACTICABLE ONCE IT HAS BEEN
AGREED AND IN ANY CASE, PRIOR TO THE DATE FALLING 30 DAYS FROM THE DATE OF THIS
AGREEMENT, PROVIDED THAT THE LENDER WILL NOT BE OBLIGED TO ENTER INTO THE
PERMANENT FACILITY AGREEMENT IF ANY OF THE OBLIGORS ARE IN DEFAULT OF THIS
AGREEMENT.
AS WITNESS the hands of the duly authorised representatives of the parties
hereto the day and year first before written.
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The Company as Borrower
WESTWAY GROUP, INC.
By:
/s/ Thomas A. Masilla, Jr.
Address:
365 Canal Street, Suite 2900, New Orleans, LA 70130, USA
Fax:
(504) 522-1638
Westway Netherlands as Borrower
WESTWAY HOLDINGS NETHERLANDS BV
By:
/s/ Francis P. Jenkins III
Address:
Fax:
The Guarantor
WESTWAY GROUP, INC.
By:
/s/ Peter J.M. Harding
Address:
365 Canal Street, Suite 2900, New Orleans, LA 70130, USA
Fax:
(504) 522-1638
The Lender
E D & F MAN TREASURY MANAGEMENT PLC
By:
/s/ Molly W. Harvey
Address:
Cottons Centre, Hay's Lane, London SE1 2QE, U.K.
Fax:
0044-207-089-8430
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