Siem Shipping UK Limited

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THE "SECURED INDEBTEDNESS" BEING THE AGG REGATE OF A) THE TOTAL PRINCIPAL AMOUNT OF US$10,821,435 ADVANCED BY THE MORTGAG EE TO THE COMPANY PURSUANT TO A LOAN AGR EEMENT DATED 23 DECEMBER 1998 MADE BETWE EN THE COMPANY AS BORROWER AND THE MORTG AGEE AS LENDER (AS AMENDED AND SUPPLEMEN TED BY AN AGREEMENT DATED 8 AUGUST 2000, THE "LOAN AGREEMENT") AND INTEREST THER EON AND INTEREST ON ANY UNPAID INTEREST THEREON AND ON ANY OTHER SUMS OF MONEY O N WHICH INTEREST IS STATED IN THELOAN AG REEMENT TO BE PAYABLE) AND B) ALL SUCH E XPENSES, CLAIMS, LIABILITIES, LOSSES, CO STS, DUTIES, FEES, CHARGES OR OTHER MONE YS AS ARE STATED IN THE DEED OF COVENANT S DATED 2 AUGUST 2000 MADE BETWEEN THE C OMPANY AND THE MORTGAGEE (THE"DEED") TO BE PAYABLE BY THE COMPANY TO OR RECOVERA BLE FROM THE COMPANY BY THE MORTGAGEE OR IN RESPECT OF WHICH THE COMPANY AGREES IN THE DEED TO INDEMNIFY THE MORTGAGEE W HETHER ACTUALLY CONTINGENTLY, PRESENTLY OR IN THE FUTURE TOGETHER WITH INTEREST THEREON AS PROVIDED IN THE LOAN AGREEMEN T AND THE DEED

THE "SECURED INDEBTEDNESS" BEING THE AGG REGATE OF A) THE TOTAL PRINCIPAL AMOUNT OF US$10,821,435 ADVANCED BY THE MORTGAG EE TO THE COMPANY PURSUANT TO A LOAN AGR EEMENT DATED 23 DECEMBER 1998 MADE BETWE EN THE COMPANY AS BORROWER AND THE MORTG AGEE AS LENDER (AS AMENDED AND SUPPLEMEN TED BY AN AGREEMENT DATED 8 AUGUST 2000, THE "LOAN AGREEMENT") AND INTEREST THER EON AND INTEREST ON ANY UNPAID INTEREST THEREON AND ON ANY OTHER SUMS OF MONEY O N WHICH INTEREST IS STATED IN THELOAN AG REEMENT TO BE PAYABLE) AND B) ALL SUCH E XPENSES, CLAIMS, LIABILITIES, LOSSES, CO STS, DUTIES, FEES, CHARGES OR OTHER MONE YS AS ARE STATED IN THE DEED OF COVENANT S DATED 2 AUGUST 2000 MADE BETWEEN THE C OMPANY AND THE MORTGAGEE (THE"DEED") TO BE PAYABLE BY THE COMPANY TO OR RECOVERA BLE FROM THE COMPANY BY THE MORTGAGEE OR IN RESPECT OF WHICH THE COMPANY AGREES IN THE DEED TO INDEMNIFY THE MORTGAGEE W HETHER ACTUALLY CONTINGENTLY, PRESENTLY OR IN THE FUTURE TOGETHER WITH INTEREST THEREON AS PROVIDED IN THE LOAN AGREEMEN T AND THE DEED

THE "SECURED INDEBTEDNESS" BEING THE AGG REGATE OF A) THE TOTAL PRINCIPAL AMOUNT OF US$10,821,435 ADVANCED BY THE MORTGAG EE TO THE COMPANY PURSUANT TO A LOAN AGR EEMENT DATED 23 DECEMBER 1998 MADE BETWE EN THE COMPANY AS BORROWER AND THE MORTG AGEE AS LENDER (AS AMENDED AND SUPPLEMEN TED BY AN AGREEMENT DATED 8 AUGUST 2000, THE "LOAN AGREEMENT") AND INTEREST THER EON AND INTEREST ON ANY UNPAID INTEREST THEREON AND ON ANY OTHER SUMS OF MONEY O N WHICH INTEREST IS STATED IN THELOAN AG REEMENT TO BE PAYABLE) AND B) ALL SUCH E XPENSES, CLAIMS, LIABILITIES, LOSSES, CO STS, DUTIES, FEES, CHARGES OR OTHER MONE YS AS ARE STATED IN THE DEED OF COVENANT S DATED 2 AUGUST 2000 MADE BETWEEN THE C OMPANY AND THE MORTGAGEE (THE"DEED") TO BE PAYABLE BY THE COMPANY TO OR RECOVERA BLE FROM THE COMPANY BY THE MORTGAGEE OR IN RESPECT OF WHICH THE COMPANY AGREES IN THE DEED TO INDEMNIFY THE MORTGAGEE W HETHER ACTUALLY CONTINGENTLY, PRESENTLY OR IN THE FUTURE TOGETHER WITH INTEREST THEREON AS PROVIDED IN THE LOAN AGREEMEN T AND THE DEED

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ALL PRESENT AND FUTURE OBLIGATIONS (WHET HER ACTUAL OR CONTINGENT AND WHETHER OWE D JOINTLY OR SEVERALLY OR IN ANY OTHER C APACITY WHATSOEVER) OF EACH OBLIGOR (AS DEFINED) TO THE FINANCE PARTIES (OR ANY OF THEM) UNDER EACH OR ANY OF THE FINANC E DOCUMENTS (AS DEFINED)

THE AGGREGATE OF (A) THE PRINCIPAL SUM O F US$10,821,435 ADVANCED BY THE CHARGEE TO THE COMPANY PURSUANT TO A LOAN AGREEM ENT DATED 23RD DECEMBER 1998 OR AS THE C ONTEXT MAY REQUIRE THE PRINCIPAL AMOUNT OF SUCH SUM OUTSTANDING AT THE RELEVANT TIME AND INTEREST THEREON (AND INTEREST ON ANY UNPAID INTEREST THEREON AND ON AN Y OTHER SUMS OF MONEY ON WHICH INTEREST STATED IN THE LOAN AGREEMENT TO BE PAYAB LE) AND (B) ALL SUCH EXPENSES, CLAIMS, L IABILITIES, LOSSES, COSTS, DUTIES, FEES, CHARGES OR OTHER MONIES AS ARE STATED I N THE DEED OF COVENANT (THE "DEED") DATE D 30TH DECEMBER 1998 PURSUANT TO THE LOA N AGREEMENT TO BE PAYABLE BY THE COMPANY TO OR RECOVERABLE FROM THE COMPANY BY T HE CHARGEE OR IN RESPECT OF WHICH THE CO MPANY AGREES IN THE DEED TO INDEMNIFY TH E CHARGEE

THE AGGREGATE OF (A) THE PRINCIPAL SUM O F US$10,821,435 ADVANCED BY THE CHARGEE TO THE COMPANY PURSUANT TO A LOAN AGREEM ENT DATED 23RD DECEMBER 1998 OR AS THE C ONTEXT MAY REQUIRE THE PRINCIPAL AMOUNT OF SUCH SUM OUTSTANDING AT THE RELEVANT TIME AND INTEREST THEREON (AND INTEREST ON ANY UNPAID INTEREST THEREON AND ON AN Y OTHER SUMS OF MONEY ON WHICH INTEREST STATED IN THE LOAN AGREEMENT TO BE PAYAB LE) AND (B) ALL SUCH EXPENSES, CLAIMS, L IABILITIES, LOSSES, COSTS, DUTIES, FEES, CHARGES OR OTHER MONIES AS ARE STATED I N THE LOAN AGREEMENT TO BY PAYABLE BY TH E COMPANY TO OR RECOVERABLE FROM THE COM PANY BY THE CHARGEE OR IN RESPECT OF WHI CH THE COMPANY AGREES IN THE LOAN AGREEM ENT TO INDEMNIFY THE CHARGEE WHETHER ACT UALLY OR CONTINGENTLY, PRESENTLY OR IN T HE FUTURE TOGETHER WITH INTEREST THEREON AS PROVIDED IN THE LOAN AGREEMENT;

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