SEC Filings

HORNBECK OFFSHORE SERVICES INC /LA filed this Form 8-K on 08/07/2003
Entire Document

         5.11 REPAIRS. The Parties shall cooperate with each other in good faith
prior to the Closing Date and during the time period covered by the Escrow
Agreement to mutually agree to any repairs or equipment purchases deemed
reasonably necessary by Buyer and Seller to ensure that the Vessel is in
Reasonable Operating Condition, unless Seller makes and pays (or commits to make
and pay) for such mutually agreed repairs and equipment purchases. Seller shall
make and pay for any repairs or equipment purchases for the Vessel requested by
Buyer and agreed to by Seller within one hundred eighty days (180) days after
the Closing Date or sixty (60) days after completion of the inspection of the
Vessel by Buyer subsequent to Closing, whichever is later, which Buyer and
Seller reasonably agree are necessary to ensure that the Vessel is in Reasonable
Operating Condition, unless the repairs and equipment purchases are made and
paid for pursuant to the procedures set forth in the Escrow Agreement. In the
event of any disagreements between the Parties with respect to the amount, type
or quality of repairs and equipment purchases necessary for the Vessel that are
not resolved within ten (10) days from the day the dispute arises, the dispute
shall be referred to and resolved by the Surveyor (as defined in the Escrow
Agreement and its exhibits) in the manner contemplated in paragraphs 8, 9 and 10
of Exhibit A to the Escrow Agreement. The fees and expenses of the Surveyor
shall be shared equally by Buyer and Seller.

         5.12 NO PURCHASE OR CONSTRUCTION. As a further inducement for the Buyer
to enter into the transactions set forth herein and to pay the Purchase Price
contemplated herein to Seller, Seller, Manager and Stockholder acknowledge and
agree that for a period of five (5) years after the Closing Date, each such
party shall not directly or indirectly lease, purchase or construct any offshore
supply vessels. Crew boats, including those listed on Schedule 5.14 and
otherwise subject to regulation under 46 CFR 175 (Subchapter T), shall not be

         5.13 VESSEL OPTIONS. As an inducement for Buyer to enter into this
transaction, effective as of the Closing Date, Seller, Candy Cruiser and
Stockholder hereby grant to Buyer and/or Buyer's designee(s) three separate
options with each such option granting Buyer the right to purchase one of the
following vessels and the business related to such vessel (each such vessel and
related business being referred to herein individually as an "Optioned-Vessel"
and the "Optioned-Vessel Business" and, collectively, as the "Optioned-Vessels"
and "Optioned-Vessel Businesses") for a purchase price of One Million Five
Hundred Thousand Dollars and No/100 ($1,500,000.00) each; the M/V CANDY CLIPPER
(O/N 965884); the M/V CANDY CRUISER (O/N 655319); and the M/V CANDY CARRIER (O/N
630379). Each such option will be exercisable independently of any other option
at any time by Buyer for a period of twelve (12) months following the Closing
Date by delivery to Seller of a written notice exercising any such option (each
an "Exercise Notice"), and the parties shall close the purchase of the
Optioned-Vessel in question within ten (10) days after such exercise, or such
later date as may be specified by Buyer in its sole discretion, in accordance
with the protocols set forth in Schedule 5.13. An option that is not exercised
in writing within the prescribed twelve month period shall terminate at the end
of such period; provided, however that nothing contained herein shall prevent an
option from being exercised during such twelve month period and consummated
after the expiration of such period. For so long as any of the options set forth
in this Section 5.13 are in effect, the Seller shall not sell, transfer,
hypothecate or convey any of its ownership interests in the Candy Cruiser to any
party, nor shall the Candy Cruiser sell, transfer, hypothecate or convey any of
the Optioned-Vessels to any party, and the Stockholder and Seller shall, as the
case may be, cause the covenants in this sentence to be complied with as
required hereunder