EXHIBIT 10.2.6
FIFTH AMENDMENT TO BAREBOAT CHARTER PARTY
THIS FIFTH AMENDMENT TO BAREBOAT CHARTER PARTY, made as of this 30th
day of March 2001, (hereinafter referred to as the "Fifth Amendment") by and
between Kadampanattu Corp. ("K Corp") and Trailer Bridge, Inc., ("Trailer
Bridge").
WHEREAS, in February, 1992 K Corp and Trailer Bridge entered into two
(2) identical Bareboat Charter Party agreements for the vessels JAX-SAN XXXX
BRIDGE and SAN XXXX-JAX BRIDGE; and
WHEREAS, such Bareboat Charter Party agreements were extended each year
for an additional year; and
WHEREAS, in December, 1994 K Corp and Trailer Bridge entered into an
amendment to extend such Bareboat Charter Party agreements to March 1, 1997; and
WHEREAS, in October, 1995 K Corp and Trailer Bridge entered into an
amendment to extend such Bareboat Charter Party agreements until the later of
March 1, 1997 and the date upon which the Construction and Term Loan Agreement
between K Corp and The First National Bank of Boston terminates and all Loans
and other obligations thereunder have been indefeasibly and irrevocably repaid
in full, in cash, and
WHEREAS, in March, 1997 K Corp and Trailer Bridge entered into an
amendment to extend such Bareboat Charter Party agreements to at least September
1, 2010.
WHEREAS, in June, 1997 K Corp and Trailer Bridge entered into an
amendment to reduce the daily charter rate under such Bareboat Charter Party
agreements.
In consideration of the mutual covenants and agreements to be kept and
performed on the part of said parties hereto, respectively as herein stated, K
Corp and Trailer Bridge hereby agree, that each of the Bareboat Charter Parties
shall be further amended as follows:
2. Amendment to section entitled "Period". The section entitled
"Period" of each Bareboat Charter Party is hereby amended by adding the
following paragraph: " So long as this Charter Party is in effect under
this section, Trailer Bridge, Inc. shall pay to K Corp. the daily rate
required under the section entitled HIRE. However, at Trailer Bridge's
option payments to K Corp. may be made on a monthly basis in arrears.
Daily Hire shall be deferred for the period between April 1, 2001 and
August 15, 2001 until April 1, 2002 and August 15, 2002.
Notwithstanding anything contained herein, unless a payment default is
existing and continuing for a period exceeding thirty (30) days
following notice by K Corp. of such default, Trailer Bridge shall enjoy
quiet enjoyment of the Vessel. Charter hire for the period of January
1, 2001 through and including March 31, 2001 has been forgiven and no
amounts are owed under this Charter Party for such period. In the event
of a default, Trailer Bridge, Inc. shall remain liable for such daily
rate regardless of whether the Charter Party has been terminated and
the vessel returned to K Corp., unless in connection with its demand
for redelivery of the vessel, K Corp. elects to have the present value
of the remaining charter hire due and payable at the time of redelivery
of the vessel. In that event, K Corp. shall notify Trailer Bridge of
such election
and Trailer Bridge shall pay K Corp upon delivery of the vessel the
present value (calculated at a discount rate equal to the then average
interest rate for Treasury obligations having a maturity equal to
approximately one-half the remaining term of the Charter Party
Period plus 2%) of all charter hire payments calculated at the daily
rate due during the remainder of the Charter Party Period."
31. DEFAULT. Add the following paragraph:
Notwithstanding anything contained herein, unless a payment default is
existing and continuing for a period exceeding thirty (30) days
following notice by K Corp. of such default, Trailer Bridge shall enjoy
quiet enjoyment of the Vessel.
35. Cross Default. Deleted in its entirety.
37. Payment. Deleted in its entirety.
IN WITNESS WHEREOF, K Corp. and Trailer Bridge have caused this Fifth
Amendment to be executed as of the date and year first above written.
KADAMPANATTU CORP.
/s/ Xxxx X. XxXxxx
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By: Xxxx X. XxXxxx
President
TRAILER BRIDGE, INC.
/s/ Xxxx X. XxXxxx
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By: Xxxx X. XxXxxx
Chairman
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