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SEC Filings

8-K
BRISTOW GROUP INC filed this Form 8-K on 04/23/2018
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  (m) as to which the contract or agreement underlying such Receivable is governed by (or, if no governing law is expressed therein, is deemed to be governed by) the laws of any jurisdiction other than the United Kingdom, the United States of America, Australia, Norway, the Falkland Islands or any member state of the European Union as at the date of this Agreement;

 

  (n) which is owed in any currency other than US dollars, sterling, euro or Norwegian Kroner;

 

  (o) which is owed by any Governmental Authority of any country (other than the United Kingdom, the United States of America, Australia, Norway, the Falkland Islands or any member state of the European Union as at the date of this Agreement provided that all steps necessary to perfect the security interest of the Security Agent in such Receivable has been complied with to the Agent’s reasonable satisfaction);

 

  (p) which is owed by any member of the Group or any employee, officer or director of any member of the Group;

 

  (q) which is subject to any counterclaim, deduction, defence, setoff, rejection by the relevant Account Debtor or dispute but only to the extent of any such counterclaim, deduction, defence, setoff, rejection or dispute;

 

  (r) which is evidenced by any promissory note, chattel paper or analogous instrument unless all necessary steps to perfect the security interest of the Security Agent in such Receivable have been taken to the satisfaction of the Agent, acting reasonably;

 

  (s) with respect to which such Borrower has made any agreement with the Account Debtor for any reduction thereof (other than discounts and adjustments given in the ordinary course of business) but only to the extent of any such reduction, any Receivable in relation to which the payment terms have been extended beyond the dates for payment required pursuant to paragraph (d) above or any Receivable which represents the unpaid portion of a previously invoiced Receivable (to the extent it so represents);

 

  (t) which does not comply in all material respects with the requirements of all applicable laws and regulations;

 

  (u) which constitutes rent or revenue from leases of aircraft but only to the extent that such Receivables constitute more than 15% of the Aggregate Borrowing Base;

 

  (v) which is subject to any limitation on charging or assignment or other restriction (whether arising by operation of law, by agreement or otherwise) which would, under the local governing law of the contract creating such Receivable, have the effect of prohibiting or restricting the creation of security and/or a trust over such Receivable in the manner required under the applicable Transaction Security Documents, in each case unless any required permission or consent to enable such creation of security or trust has been obtained to the satisfaction of the Agent, acting reasonably; or

 

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