Release. EACH BORROWER HEREBY ACKNOWLEDGES THAT IT HAS NO DEFENSE,
COUNTERCLAIM, OFFSET, CROSS-COMPLAINT, CLAIM OR DEMAND OF ANY KIND OR NATURE
WHATSOEVER THAT CAN BE ASSERTED TO REDUCE OR ELIMINATE ALL OR ANY PART OF ITS
LIABILITY TO REPAY ANY LOANS OR EXTENSIONS OF CREDIT FROM AGENT OR ANY LENDER TO
BORROWER UNDER THE CREDIT AGREEMENT OR THE OTHER DOCUMENTS OR TO SEEK
AFFIRMATIVE RELIEF OR DAMAGES OF ANY KIND OR NATURE FROM THE AGENT OR ANY
LENDER. EACH BORROWER HEREBY VOLUNTARILY AND KNOWINGLY RELEASES AND FOREVER
DISCHARGES THE AGENT OR ANY LENDER, ITS PREDECESSORS, AGENTS, EMPLOYEES,
SUCCESSORS AND ASSIGNS, FROM ALL POSSIBLE CLAIMS, DEMANDS, ACTIONS, CAUSES OF
ACTION, DAMAGES, COSTS, EXPENSES, AND LIABILITIES WHATSOEVER, KNOWN OR UNKNOWN,
ANTICIPATED OR UNANTICIPATED, SUSPECTED OR UNSUSPECTED, FIXED, CONTINGENT, OR
CONDITIONAL, AT LAW OR IN EQUITY, ORIGINATING IN WHOLE OR IN PART ON OR BEFORE
THE DATE THIS AMENDMENT IS EXECUTED, WHICH ANY BORROWER MAY NOW OR HEREAFTER
HAVE AGAINST THE AGENT, ITS PREDECESSORS, AGENTS, EMPLOYEES, SUCCESSORS AND
ASSIGNS, IF ANY, AND IRRESPECTIVE OF WHETHER ANY SUCH CLAIMS ARISE OUT OF
CONTRACT, TORT, VIOLATION OF LAW OR REGULATIONS, OR OTHERWISE, AND ARISING FROM
ANY LOANS OR EXTENSIONS OF CREDIT FROM THE AGENT TO THE COMPANY UNDER THE CREDIT
AGREEMENT OR THE OTHER DOCUMENTS, INCLUDING, WITHOUT LIMITATION, ANY CONTRACTING
FOR, CHARGING, TAKING, RESERVING, COLLECTING OR RECEIVING INTEREST IN EXCESS OF
THE
HIGHEST LAWFUL RATE APPLICABLE, THE EXERCISE OF ANY RIGHTS AND REMEDIES UNDER
THE CREDIT AGREEMENT OR OTHER LOAN DOCUMENTS, AND NEGOTIATION FOR AND EXECUTION
OF THIS AMENDMENT.
[Remainder of Page Intentionally Blank; Signature Pages Follow.]
IN WITNESS WHEREOF, each of the parties hereto has executed this Amendment
as of the date first above-written.
Borrowers:
HORIZON OFFSHORE, INC.
By:
/s/ Ronald Mogel
Name:
Ronald Mogel
Title:
Vice
President, CFO, Treasurer
HORIZON OFFSHORE CONTRACTORS, INC.
By:
/s/ Ronald Mogel
Name:
Ronald Mogel
Title:
Vice
President, CFO, Treasurer
HOC OFFSHORE, S. DE R.L. DE C.V.
By:
/s/ Ronald Mogel
Name:
Ronald Mogel
Title:
Treasurer
HORIZON MARINE CONSTRUCTION LTD.
By:
/s/ Ronald Mogel
Name:
Ronald Mogel
Title:
Vice
President and Treasurer
HORIZON MARINE CONTRACTORS (MALAYSIA) SDN BHD
By:
/s/ Ronald Mogel
Name:
Ronald Mogel
Title:
Director
PT HORIZON OFFSHORE INDONESIA
By:
/s/ Ronald Mogel
Name:
Ronald Mogel
Title:
Commissioner
HORIZON MARINE CONSTRUCTION (MAURITIUS) LTD.
By:
/s/ Ronald Mogel
Name:
Ronald Mogel
Title:
Director
Agent and Sole Lender:
PNC BANK, NATIONAL ASSOCIATION
By:
/s/ Robert Reaser
Name:
Robert Reaser
Title:
Vice
President