OF EXECUTION OR OTHERWISE) WITH RESPECT TO ITSELF
OR ITS PROPERTY, THE GRANTOR HEREBY IRREVOCABLY WAIVES SUCH IMMUNITY IN RESPECT
OF ITS OBLIGATIONS UNDER THIS SECURITY AGREEMENT AND THE OTHER TRANSACTION
DOCUMENTS.
SECTION 7.10
WAIVER OF JURY TRIAL. EACH SECURED PARTY BY ACCEPTING THE
BENEFITS OF THIS SECURITY AGREEMENT AND THE GRANTOR HEREBY KNOWINGLY,
VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHTS THEY MAY HAVE TO A TRIAL BY JURY
IN RESPECT OF ANY LITIGATION BASED HEREON, OR ARISING OUT OF, UNDER, OR IN
CONNECTION WITH, THIS SECURITY AGREEMENT OR ANY OTHER TRANSACTION DOCUMENT, OR
ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN)
OR ACTIONS OF THE SECURED PARTIES OR THE GRANTOR. THE GRANTOR ACKNOWLEDGES AND
AGREES THAT IT HAS RECEIVED FULL AND SUFFICIENT CONSIDERATION FOR THIS PROVISION
(AND EACH OTHER PROVISION OF EACH OTHER TRANSACTION DOCUMENT TO WHICH IT IS A
PARTY) AND THAT THIS PROVISION IS A MATERIAL INDUCEMENT FOR THE SECURED PARTIES
ENTERING INTO THIS SECURITY AGREEMENT AND EACH OTHER TRANSACTION DOCUMENT.
SECTION 7.11
NO ORAL AGREEMENTS. THIS WRITTEN SECURITY AGREEMENT AND THE
OTHER LOAN DOCUMENTS REPRESENT THE FINAL
Exhibit I-1-23
AGREEMENT BETWEEN THE PARTIES HERETO AND MAY NOT BE CONTRADICTED BY EVIDENCE OF
PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES HERETO.
THERE ARE NO UNWRITTEN ORAL AGREEMENTS AMONG THE PARTIES HERETO.
SECTION 7.12
Filing as a Financing Statement. At the option of the
Collateral Agent, this Security Agreement, or a carbon, photographic or other
reproduction of this Security Agreement or of any U.C.C. financing statement,
continuations and amendments thereto, covering all of the Collateral or any
portion thereof shall be sufficient as a U.C.C. financing statement and may be
filed as such without the signature of the Grantor where and to the full extent
permitted by applicable law.
SECTION 7.13
[Binding on Successors, Transferees and Assigns; Assignment. In
addition to, and not in limitation of, but subject to the provisions of, Section
2.3, this Security Agreement shall be binding upon the Grantor and its
successors, transferees and assigns and shall inure to the benefit of and be
enforceable by each Secured Party and each holder of a Note and their respective
successors, transferees and assigns (to the full extent provided pursuant to
Section 2.3); provided, however, that the Grantor may not assign any of its
obligations hereunder without the prior written consent of all Lenders.](12)
(12)
Use for Security Agreement delivered by a Subsidiary that is not a
Borrower.
[SIGNATURES BEGIN ON FOLLOWING PAGE]
Exhibit I-1-24
IN WITNESS WHEREOF, each of the parties hereto have caused this Security
Agreement to be duly executed and delivered by its officer thereunto duly
authorized as of the date first above written.
GRANTOR:
[U.S. SHIPPING PARTNERS L.P.
By: US Shipping General Partner LLC, its general partner]
[U.S. SHIPPING OPERATING LLC]
[USCS CHARLESTON CHARTERING LLC]
By:
Name:
Paul Gridley
Title:
Chairman and Chief Executive Officer
S-1
COLLATERAL AGENT:
KEYBANK NATIONAL ASSOCIATION
By:
Name:
Title:
[SECURITY AGREEMENT BY [ENTITY NAME]]
S-2
Schedule I