PERMITTED PURSUANT TO SECTION 6.2(H) (OR SUCH
COMPARABLE SECTION) OF THE DOMESTIC CREDIT AGREEMENT, PROVIDED THAT NO SUCH
LIENS (OTHER THAN PERMITTED LIENS) SHALL ENCUMBER THE COLLATERAL SUBJECT TO THE
INTERNATIONAL SECURITY DOCUMENTS, AND (B) LIENS IN FAVOR OF THE BANK CREATED
UNDER THE INTERNATIONAL LOAN DOCUMENTS.
9.2
MERGER, CONSOLIDATION, ACQUISITIONS, SALES
OF ASSETS, ETC.
WITHOUT THE PRIOR WRITTEN CONSENT OF THE BANK AND EX-IM BANK,
THE BORROWER WILL NOT: (A) MERGE, CONSOLIDATE OR OTHERWISE COMBINE WITH ANY
OTHER PERSON, (B) ACQUIRE ALL OR SUBSTANTIALLY ALL OF THE ASSETS OR CAPITAL
STOCK OF ANOTHER PERSON; (C) SELL, LEASE, TRANSFER, ASSIGN OR OTHERWISE DISPOSE
OF ANY OF ITS ASSETS, EXCEPT FOR THE SALE OF INVENTORY IN THE ORDINARY COURSE OF
BUSINESS AND THE DISPOSITION OF OBSOLETE EQUIPMENT IN THE ORDINARY COURSE OF
BUSINESS; (D) MAKE ANY MATERIAL CHANGE IN ITS ORGANIZATIONAL STRUCTURE OR
IDENTITY, OR (E) ENTER INTO ANY AGREEMENT TO DO ANY OF THE FOREGOING; EXCEPT
THAT THE BORROWER MAY CONSUMMATE THE ALDABRA TRANSACTIONS.
9.3
CONDUCT OF BUSINESS.
THE BORROWER SHALL
NOT, AND SHALL NOT PERMIT ANY OF ITS SUBSIDIARIES TO, ENGAGE IN ANY BUSINESS OR
ACTIVITY OTHER THAN (I) THE BUSINESSES OF DREDGING, AGGREGATE MINING AND SUPPLY,
TOWING SERVICES, MARINE CONSTRUCTION, DREDGING RECLAMATION ACTIVITIES AND
DEMOLITIONS; AND (II) ANY BUSINESSES OR ACTIVITIES REASONABLY RELATED,
COMPLIMENTARY OR INCIDENTAL THERETO, OR THE COMMERCIAL AND INDUSTRIAL DEMOLITION
BUSINESS.
9.4
INVESTMENTS.
THE BORROWER WILL NOT, AND
WILL NOT PERMIT ANY SUBSIDIARY TO MAKE ANY INVESTMENTS, EXCEPT AS PERMITTED BY
SECTION 6.2(B) (OR ANY COMPARABLE SECTION) OF THE DOMESTIC CREDIT AGREEMENT OR
OTHERWISE CONSENTED TO BY THE DOMESTIC LENDERS UNDER THE DOMESTIC CREDIT
AGREEMENT BUT NOT OTHERWISE PROHIBITED BY SECTION 9.2.
THIS SECTION 9.4 SHALL
NOT BE CONSTRUED TO PROHIBIT ADVANCES MADE TO EMPLOYEES, OFFICERS AND DIRECTORS
IN THE USUAL, CUSTOMARY AND ORDINARY COURSE OF BUSINESS.
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9.5
FINANCIAL COVENANTS.
(A)
CAPITAL EXPENDITURES.
(I)
THE BORROWER AND ITS CONSOLIDATED
SUBSIDIARIES SHALL NOT MAKE OR PERMIT CAPITAL EXPENDITURES IN AN AGGREGATE
AMOUNT IN EXCESS OF $22,000,000 DURING ANY FISCAL YEAR (WITH RESPECT TO ANY SUCH
FISCAL YEAR, THE "BASE CAPITAL EXPENDITURE AMOUNT"); PROVIDED, HOWEVER, THAT THE
BASE CAPITAL EXPENDITURE AMOUNT FOR ANY FISCAL YEAR AFTER FISCAL YEAR 2006 MAY
BE INCREASED BY (A) AN AMOUNT EQUAL TO THE EXCESS, IF ANY, OF (I) THE BASE
CAPITAL EXPENDITURE AMOUNT FOR THE IMMEDIATELY PRECEDING FISCAL YEAR, OVER
(II) THE ACTUAL AMOUNT OF CAPITAL EXPENDITURES MADE BY THE BORROWER AND ITS
SUBSIDIARIES DURING SUCH IMMEDIATELY PRECEDING FISCAL YEAR; PLUS (B) THE AMOUNT
OF CAPITAL EXPENDITURES PERMITTED IN THE IMMEDIATELY SUCCEEDING FISCAL YEAR
(PROVIDED THAT THE BASE CAPITAL EXPENDITURE AMOUNT FOR SUCH SUCCEEDING FISCAL
YEAR SHALL BE REDUCED BY THE AMOUNT OF ANY INCREASE PURSUANT TO THIS CLAUSE (B);
AND PROVIDED, FURTHER, THAT IN NO EVENT SHALL THE AMOUNT OF CAPITAL EXPENDITURES
MADE BY THE BORROWER AND ITS CONSOLIDATED SUBSIDIARIES IN ANY FISCAL YEAR EXCEED
$26,000,000).
(B)
MAXIMUM TOTAL LEVERAGE.
(I)
THE BORROWER AND ITS CONSOLIDATED
SUBSIDIARIES SHALL NOT PERMIT THE RATIO (THE "TOTAL LEVERAGE RATIO") OF (I)