SEC Filings

8-K
HORNBECK OFFSHORE SERVICES INC /LA filed this Form 8-K on 08/07/2003
Entire Document
 
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employment with Buyer hereinafter being referred to as a "Hired Employee").
Manager shall cooperate with Buyer to facilitate any such offers if so requested
by Buyer. Manager further agrees that if necessary it will provide its
vessel-based employees with notice of the sale and termination of employment in
advance of their termination in connection with the transactions contemplated
herein, in accordance with all applicable laws including, but not limited to the
Workers Adjustment and Retraining Notification Act ("WARN") 29 U.S.C. Section
2101 et seq. Manager agrees to assume sole liability for payment of all wages
earned and accrued benefits of any Hired Employees, including vacation, through
their last day of employment with Manager (the "Termination Date") and shall pay
or make arrangement to pay the same on or before the Termination Date. Manager
agrees to assume sole responsibility and liability for any COBRA obligation
which may accrue with respect to any vessel-based employee not hired by Buyer
who does not continue employment with Manager as a result of the sale of the
Vessel. Manager agrees to maintain each of its "group health plans" as defined
in Section 2.16(b)(ix) for the benefit of its employees not hired by Buyer
pursuant to Section 5.9 after the Closing Date and until such time as
termination of such group health plans will not result in Buyer having any COBRA
obligation as a successor employer with respect to this transaction. Manager
agrees to be solely responsible for the reemployment rights of any vessel-based
employee not hired by Buyer because such vessel-based employee was on an
authorized leave of absence from Manager under the Uniformed Services Employment
and Reemployment Rights Act of 1994, the Family Medical Leave Act of 1993 or
similar laws or because the vessel-based employee was on any other form of
authorized leave of absence with reemployment rights which is sponsored by
Manager. Under no circumstance will Buyer be responsible for, and Buyer does not
assume, any obligations of Manager arising out of or related to any accrued or
unpaid vacation, sick leave or any other employee benefit due and owing to any
employee of Manager through such employee's Termination Date or any severance
benefit due any employee of Manager.

         (c) Nothing contained herein however shall be deemed to guarantee
employment for any Hired Employee for any period of time or preclude Buyer's
ability to terminate the employment of any Hired Employee for any reason
subsequent to such employee's date of hire. Buyer expressly reserves for itself
the right to evaluate the performance of all Hired Employees and the staffing
levels of the Business immediately following their respective hire dates and/or
at any point thereafter.

         5.9 ENFORCEMENT OF RIGHTS AND BENEFITS. At the request of Buyer, Seller
and Stockholder shall enforce any right, obligation or benefit to which Seller,
Stockholder or any affiliate of such parties may be entitled to under any
agreements entered into between Seller and the Vessel Owning Company for the
purchase by Seller of the Business and Assets. If permitted under such
agreements, and if so requested by Buyer, Seller shall assign any rights or
benefits under such agreements.

         5.10 OSV BUSINESS INQUIRIES. For a period of five (5) years following
the Closing Date, if Seller, Manager or Stockholder receives any inquiries from
customers or potential customers relating to offshore service vessel business
that cannot be serviced by vessels owned or operated by Seller or Manager, the
party receiving such inquiry shall refer such customer or potential customer to
Buyer (and promptly notify Buyer of such referral, together with contact
information from the inquirer) at no cost or fee to Buyer or the customer.



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