OF THE RELEASED PARTIES. NOTWITHSTANDING ANY
PROVISION OF THE AGREEMENT, THIS EIGHTH AMENDMENT OR ANY OTHER LOAN DOCUMENT,
THIS SECTION 9 SHALL REMAIN IN FULL FORCE AND EFFECT AND SHALL SURVIVE THE
DELIVERY AND PAYMENT ON THE OBLIGATIONS, THE AGREEMENT, THIS EIGHTH AMENDMENT
AND THE OTHER LOAN DOCUMENTS.
10.
Reaffirmation of Guarantees
. By their execution hereof, each of the Guarantors acknowledges and agrees (a)
to the terms of the release and covenant not to sue set forth in the foregoing
Section 9, and (b) that all of the terms and provisions of their respective
guarantees shall remain in full force and effect and that the amendments and
modifications herein contained shall in no manner adversely affect or impair any
Guarantor's obligations under such guaranty.
11.
Binding Effect. It is further understood and agreed by and among the
parties hereto that all terms and conditions of the Agreement, except as herein
modified, shall remain in full force and effect. This Eighth Amendment shall
constitute a Loan Document under and as defined in the Agreement. ANY FAILURE TO
COMPLY WITH THE TERMS OF THIS EIGHTH AMENDMENT SHALL CONSTITUTE AN IMMEDIATE
EVENT OF DEFAULT UNDER THE AGREEMENT.
12.
Counterparts. This Eighth Amendment may be executed in multiple
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.
[Remainder of page intentionally left blank.]
IN WITNESS WHEREOF, the parties hereto have caused this Eighth Amendment to be
duly executed as of the day and year first above written.
BORROWERS:
HORIZON OFFSHORE CONTRACTORS, INC.
By:
/s/ David W. Sharp
David W. Sharp
Executive Vice President
HORIZEN, L.L.C.
By:
/s/ David W. Sharp
David W. Sharp
Executive Vice President
HORIZON SUBSEA SERVICES, INC.
By:
/s/ David W. Sharp
David W. Sharp
Executive Vice President
HORIZON VESSELS, INC.
By:
/s/ David W. Sharp
David W. Sharp
Executive Vice President
AGENT:
SOUTHWEST BANK OF TEXAS, N.A., as Agent
By:
/s/ Brian Duncan
Brian Duncan
Vice President
[Signatures continued on next page]
LENDERS:
SOUTHWEST BANK OF TEXAS, N.A.
By:
/s/ Brian Duncan
Brian Duncan
Vice President
DRESDNER BANK LATEINAMERIKA AG
By:
/s/ Andreas Thomas and /s/ Wolf-Peter Mueller
Andreas Thomas and Wolf-Peter Mueller
Vice Presidents
BANK OF SCOTLAND
By:
/s/ Karen Weich
Karen Weich
Assistant Vice President
HIBERNIA NATIONAL BANK
By:
/s/ Tammy Boyd
Tammy Boyd
Senior Vice President
Acknowledged and Agreed to this 20th day of January, 2005.
GUARANTORS:
HORIZON OFFSHORE, INC.
PROGRESSIVE PIPELINE CONTRACTORS, INC.
AFFILIATED MARINE CONTRACTORS, INC.
TEXAS OFFSHORE CONTRACTORS CORP.
FLEET PIPELINE SERVICES, INC.
GULF OFFSHORE CONSTRUCTION, INC.
BAYOU MARINE CONTRACTORS, INC.
HORIZON OFFSHORE, S. DE R.L. DE C.V.
HORIZON OFFSHORE CONTRACTORS, LTD.
HORIZON GROUP L.D.C.
HORIZON OFFSHORE NIGERIA LTD.
TIBURON INGENERIA Y CONSTRUCCION, S. DE R.L. DE C.V.
HORIZON VESSELS INTERNATIONAL LTD.
PT HORIZON INDONESIA
HORIZON OFFSHORE INTERNATIONAL LTD.
HORIZON MARINE CONSTRUCTION LTD.
HORIZON OFFSHORE PTE. LTD.
HORIZON OFFSHORE CONTRACTORS (MAURITIUS) LTD.
HORIZON MARINE CONSTRUCTION (MAURITIUS) LTD.
HORIZON C-BAY COSTA AFUERA, S. DE R.L. DE C.V.
HOC OFFSHORE,