EXHIBIT 10.17(D)
DAEWOO CORPORATION & DAEWOO HEAVY INDUSTRIES LTD
AND
PETRODRILL SEVEN LIMITED.
MAIN CONTRACT AMENDMENT AGREEMENT
HULL 3015
This Agreement made and entered into this day of December, 1998 by and
between:
1. Daewoo Corporation & Daewoo Heavy Industries Ltd., both corporations
organised and existing under the laws of Republic of Korea and having their
principal offices at 000, Xxxxxxxxx-Xx 0-Xx, Xxxxx-Xx, Xxxxx, Xxxxx
(hereinafter jointly and severally referred to as "BUILDER") of the first
Part;
2. Petrodrill Seven Limited a corporation organised under the laws of the
British Virgin Islands having its principal office at 000 Xxxxxxxxxx Xxxxx,
Xxxx Xxxxx Xxxxxxxx, 0xx Xxxxx Xxxxxxx'x Xxx 1, PO Box 985, Road Town,
Tortola, British Virgin Islands ("PURCHASER") of the Second Part;
3. Petrodrill Offshore Inc (formerly Petrodrill Construction Inc.) a
corporation organised under the laws of the Bahamas having its principal
office at Suite 000, Xxxxxxx Xxxxxx, PO Box N8188, Nassau, Bahamas
("CONSENTOR").
WHEREAS,
(1) Builder and Purchaser are parties to a contract dated 9 April 1998 for the
construction and sale of a dynamic positioned semi-submersible drilling
vessel Hull No. 3015 (the "MAIN CONTRACT") as novated in the Purchasers
favour by the Novation Agreement dated 4th December 1998 (THE NOVATION
AGREEMENT).
(2) Builder and Purchaser wish to amend certain of the payment provisions and
the delivery date specified in the Main Contract in the manner hereinafter
written.
NOW, THEREFORE, in consideration of the mutual promises herein contained, it is
agreed as follows:
1.0 - MAIN CONTRACT AMENDMENT
1.1 The payment date for the Second Instalment under Clause 4.1 of the
Main Contract is to be amended to reflect that payment will be made on
the 23rd December 1998:
1.2 Clause 14.1 of the Main Contract is amended as follows:
"The Vessel shall be delivered by the Builder to the Purchaser at the
Shipyard (or other place as may be agreed with unrestricted access to
the open sea) on the 30th June 2000 except that, in the event of
Permissible Delay, as defined in Clause 15.2 hereof, the
aforementioned date shall be postponed accordingly. The aforementioned
date, or such later date to which requirement to deliver may be
postponed, is herein called the "Contract Delivery Date".
2 MISCELLANEOUS:
2.1 This Agreement is supplemental to the Main Contract. Except as
expressly amended as set out herein the Main Contract remains in full
force and effect.
2.2 The amendments contained in Clause 1.0 hereof shall be deemed to have
been in effect from the 9th April 1998, notwithstanding the date of
this Agreement.
2.3 The construction, validity and performance of this Agreement shall be
governed by English law.
--------------------------------------------------------------------------------
Daewoo Main Contract Amendment II -- Hull 3015 16-Dec-98
- 1 -
2.4 This Agreement may be signed in any number of counterparts all of
which when taken together will constitute one and the same document.
3 NOVATION AGREEMENT CORRECTION:
3.1 The Parties hereto and the Consentor acknowledge that the Novation
Agreement erroneously referred, to "Hull 3016" in its description of
the Main Contract in Recital (A) thereof, where as its correct
designation is "Hull 3015" and the Parties and the Consentor hereby
agree that the Novation Agreement should be construed and deemed amended
accordingly.
4 CONDITION SUBSEQUENT
4.1 This Agreement is entirely conditional upon the Purchaser making payment
of the Second Instalment by the date specified in Clause 1.1 hereof,
otherwise this Agreement shall be deemed null and void and the Main
Contract shall have effect unamended.
IN WITNESS WHEREOF the parties hereto have caused this Agreement to be duly
executed the day and year first above written.
For and on behalf of For and on behalf of
DAEWOO CORPORATION PETRODRILL SEVEN LIMITED
/s/ KYU-XXXX XXXX /s/ X. XXXXX
Name: KYU-XXXX XXXX Name: X. Xxxxx
Title: Attorney-in-Fact Title: Attorney
For and on behalf of For and on behalf of
DAEWOO HEAVY INDUSTRIES LTD. PETRODRILL OFFSHORE Inc
/s/ KYU-XXXX XXXX /s/ X. XXXXX
Name: KYU-XXXX XXXX Name: X. Xxxxx
Title: Attorney-in-Fact Title: Attorney
We THE EXPORT-IMPORT BANK of KOREA hereby acknowledge the terms of this
Amendment:
______________________________
Name: Title:
Date
--------------------------------------------------------------------------------
Daewoo Main Contract Amendment II -- Hull 3015 16-Dec-98
- 2 -
[DAEWOO LETTERHEAD]
POWER OF ATTORNEY
Know All Men By These Presents:
That DAEWOO HEAVY INDUSTRIES LTD., a corporation duly organized and existing
under the laws of the Republic of Korea (the "Korea") and having its principal
office at 000, Xxxxxxxxx-xx 0-xx, Xxxxx-xx, Xxxxx, Xxxxx (the "Company"),
hereby authorizes anyone of the following people: Kyu-Xxxx Xxxx/Executive
Director and Wan-Soo Ryu/General Manager of the Company to discuss, negotiate
and/or sign individually in the name and on behalf of the Company the
Construction Contracts for two (2) Dynamic Positioned Semi-Submersible Drilling
Vessels Identified as Daewoo Hull Nos. 3015 and 3016 between PETRODRILL
CONSTRUCTION INC. a corporation duly organized and existing under the laws of
Bahamas, having its principal office at Suite 000, Xxxxxxx Xxxxxx PO Box N8188,
Nassau, Bahamas, (hereinafter called "Purchaser"), or its nominee and the
Company, and all documents, including any of Specifications, Amendments,
Addenda, Memoranda and Agreements etc. to be executed/entered into in respect
to/in connection with the aforesaid Construction Contracts.
This Power of Attorney shall remain in full force and effect unless this
authority shall be revoked and notice of such revocation shall be received by
you.
IN WITNESS WHEREOF, I have hereunto set may hand and signature this April 6,
1998.
Daewoo Heavy Industries Ltd.
By : /s/ X. X. XXXX
Name : Young-Kyun Shin
Title: President
[DAEWOO CORPORATION LETTERHEAD]
POWER OF ATTORNEY
We, Daewoo Corporation, a corporation duly organized and existing under the
laws of the Republic of Korea and having its principal office at 000,
Xxxxxxxxx-xx 0-Xx, Xxxx-Xx, Xxxxx, Xxxxx (hereinafter called "Company"),
hereby authorize each of Young-Kyun Shin/President, Kyu-Xxxx Xxxx/Executive
Director and Wan-Soo Ryu/General Manager of Daewoo Heavy Industries Ltd. to
discuss, negotiate and/or sign not jointly but separately in the name and on
behalf of the Company THE CONTRACT FOR CONSTRUCTION OF DYNAMIC POSITIONED
SEMI-SUBMERSIBLE DRILLING VESSELS between PETRODRILL N.V. and the company, and
all documents including any of specifications, amendments, addenda, agreements,
etc. to be executed/entered into in respect to/in connection with the aforesaid
Contract.
This Power of Attorney shall remain in full force and effect unless this
authority shall be revoked and notice of such revocation shall be received by
you.
IN WITNESS WHEREOF, I have hereto set my hand and signature this April 6, 1998.
Yours faithfully,
For Daewoo Corporation
/s/ XXXXX-XX XXXXX
Xxxxx-Xx Xxxxx
President
