Tabreed 06 Prospectus - London Stock Exchange

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Investments (or part thereof) from time to time to enable it to pay instalments falling due under the Istisna’a Agreement. Service Agency Agreement Under the terms of the Service Agency Agreement, the Service Agent will, inter alia, be responsible on behalf of the Issuer for the performance of all Major Maintenance in respect of the Delivered Plants, payment of plant ownership taxes and the procuring of insurances in accordance with good industry practices as of the Closing Date. Following the occurrence of a Total Loss Event, if the proceeds of any insurances received in respect of such Total Loss Event are less than the applicable Base Amount, such event shall constitute evidence that the Service Agent has failed to perform its obligations to insure under this Agreement and shall therefore be liable to pay to the Lessor an amount equivalent to the shortfall between any amounts received from the insurers and the Exercise Price payable under the Purchase Undertaking unless the Service Agent proves otherwise. Tax Gross-up All payments by Tabreed, or the Issuer, as the case may be, under the Transaction Documents or in respect of the Certificates are to be made without withholding or deduction for or on account of Taxes, unless the withholding or deduction of Taxes is required by law. In such event, (a) where Tabreed is required to make such a withholding or deduction, Tabreed will be required, pursuant to the relevant Transaction Document to pay to the Issuer, and/or (b) where the Issuer is required to make such a withholding or deduction, the Issuer will be required to pay in respect of the Certificates, such additional amounts so that (i) the Issuer will receive the full amount which otherwise would have been due and payable under the relevant agreement or deed and (ii) the Certificateholders will receive the full amount which otherwise would have been due and payable under the Certificates. 46
USE OF PROCEEDS The proceeds of the issue of the Certificates, being US$200,000,000, will be used by the Issuer to purchase and/or invest in Assets, Authorised Investments and Commodities all in accordance with the terms of the Transaction Documents. 47
Page 1 and 2: TABREED 06 FINANCING CORPORATION (i
Page 3 and 4: Table of Contents Page STRUCTURE DI
Page 5 and 6: above, the Dissolution Distribution
Page 7 and 8: OVERVIEW OF THE OFFERING This follo
Page 9 and 10: ‘‘Margin’’ means 1.25 per c
Page 11 and 12: Redemption for Tax Reasons accordan
Page 13 and 14: Lease Agreement Date. The balance s
Page 15 and 16: (d) fourth, only if such payment is
Page 17 and 18: Governing Law The Declaration of Tr
Page 19 and 20: Legionnaire’s Disease Tabreed is
Page 21 and 22: Enforcement of Liabilities Ultimate
Page 23 and 24: TERMS AND CONDITIONS OF THE CERTIFI
Page 25 and 26: 3 Status - Limited Recourse 3.1 Sta
Page 27 and 28: 4.3 Late Payment Amounts Received I
Page 29 and 30: (i) the amount of any liability in
Page 31 and 32: (d) if LIBOR cannot be determined i
Page 33 and 34: 8.6 Agents act solely as agents of
Page 35 and 36: ‘‘Total Loss Event’’ means
Page 37 and 38: 13.2 The Trustee shall not be bound
Page 39 and 40: 19 Governing Law and Submission to
Page 41 and 42: transferred into the names of holde
Page 43 and 44: Issuer. Unless otherwise agreed, th
Page 45: Under the Lease Agreement, if Tabre
Page 49 and 50: * Manufacturing: Tabreed, in conjun
Page 51 and 52: * High barriers to entry. District
Page 53 and 54: Detailed customer profile of plants
Page 55 and 56: Contractual Overview Contracts for
Page 57 and 58: Servicing Ian Banham and Associates
Page 59 and 60: Tabreed Bahrain is setting up its f
Page 61 and 62: Plants Expected Commissioning Date
Page 63 and 64: * Dany Safi, Chief Executive Office
Page 65 and 66: Marketing district cooling services
Page 67 and 68: TABREED 06 FINANCING CORPORATION In
Page 69 and 70: TAXATION The following is a general
Page 71 and 72: THE UNITED ARAB EMIRATES The UAE is
Page 73 and 74: The growth of Dubai began in the ea
Page 75 and 76: Saudi Arabia Any investor in the Ki
Page 77 and 78: GENERAL INFORMATION 1. It is expect
Page 79 and 80: FINANCIAL INFORMATION AED Interim C
Page 81 and 82: ERNST &YOUNG P.O. Box 136 11th Floo
Page 83 and 84: NATIONAL CENTRAL COOLING COMPANY (P
Page 91 and 92: ERNST &YOUNG P.O. Box 136 11th Floo
Page 97 and 98:
NATIONAL CENTRAL COOLING COMPANY (P
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National Central Cooling Company PJ
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Registered/Head Office of the Issue
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Tabreed 06 Prospectus - London Stock Exchange

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