Common use of Excessive Use Indemnity Clause in Contracts

Excessive Use Indemnity. In the event that (a) Deepwater ------------------------ elects the Return Option and (b) after paying to the Charter Trustee all amounts due under Section 20.3 of the Charter, including Net Sales Proceeds and the Residual Guarantee Amount, the Charter Trustee has not received sufficient funds to reduce the Certificate Purchaser Balance to zero, then Deepwater shall deliver a report from an independent appraiser acceptable to the Required Certificate Purchasers establishing whether or not the decline in the fair market value of the Drillship from the anticipated fair market value of the Drillship as of the Scheduled Charter Expiration Date in the Appraiser's report delivered pursuant to Section 3.2(f) was due to wear and tear on the Drillship in excess of ordinary wear and tear. Deepwater shall pay to the Charter Trustee promptly after receipt of such report an amount equal to the amount, if any, of the decline in the fair market value of the Drillship that the appraiser has attributed to such excess wear and tear; provided, however, that the amount owed by Deepwater pursuant to this Section 6.8 shall in no event exceed the amount of funds necessary to reduce the Certificate Purchaser Balance to zero and to pay all accrued and unpaid Certificate Return after Deepwater's payment of all amounts due under Section 20.3 of the Charter. The appraiser's determination shall be absolute and final and not contested by any of the parties hereto, absent manifest error.

Excessive Use Indemnity. In the event that (a) Deepwater ------------------------ elects the Return Option and (b) after paying to the Charter Trustee all amounts due under Section 20.3 of the Master Charter, including Net Sales Proceeds and the Residual Guarantee Guaranty Amount, the Charter Trustee has not received sufficient funds to reduce the Certificate Purchaser Balance (excluding any Purchasing Party Amount) to zero, then Deepwater shall deliver a report from an independent appraiser acceptable to the Required Certificate Purchasers establishing whether or not the decline in the fair market value of the Drillship from the anticipated fair market value of the Drillship as of the Scheduled Charter Expiration Date in the Appraiser's report delivered pursuant to Section 3.2(f) was due to wear and tear on the Drillship in excess of ordinary wear and tear. Deepwater shall pay to the Charter Trustee promptly after receipt of such report an amount equal to the amount, if any, of the decline in the fair market value of the Drillship that the appraiser has attributed to such excess wear and tear; provided, however, that the amount owed by Deepwater pursuant to this Section 6.8 shall in no event exceed the amount of funds necessary to reduce the Certificate Purchaser Balance (excluding any Purchasing Party Amount) to zero and to pay all accrued and unpaid Certificate Return after Deepwater's payment of all amounts due under Section 20.3 of the Master Charter. The appraiser's determination shall be absolute and final and not contested by any of the parties hereto, absent manifest error.

Excessive Use Indemnity. In the event that (a) Deepwater ------------------------ ------------------------- elects the Return Option and (b) after paying to the Charter Trustee all amounts due under Section 20.3 of the Master Charter, including Net Sales Proceeds and the Residual Guarantee Guaranty Amount, the Charter Trustee has not received sufficient funds to reduce the Certificate Purchaser Charter Balance (excluding any Purchasing Party Amount) to zero, then Deepwater shall deliver a report from an independent appraiser acceptable to the Required Certificate Purchasers Majority Funding Participants establishing whether or not the decline in the fair market value of the Drillship from the anticipated fair market value of the Drillship as of the Scheduled Charter Expiration Date in the Appraiser's report delivered pursuant to Section 3.2(f) of the Original Participation Agreement was due to wear and tear on the Drillship in excess of ordinary wear and tear. Deepwater shall pay to the Charter Trustee promptly after receipt of such report an amount equal to the amount, if any, of the decline in the fair market value of the Drillship that the appraiser has attributed to such excess wear and tear; provided, however, that the amount owed -------- ------- by Deepwater pursuant to this Section 6.8 shall in no event exceed the amount of ----------- funds necessary to reduce the Certificate Purchaser Charter Balance (excluding any Purchasing Party Amount) to zero and to pay all accrued and unpaid Certificate Charter Return after Deepwater's payment of all amounts due under Section 20.3 of the Master Charter. The appraiser's determination shall be absolute and final and not contested by any of the parties hereto, absent manifest error.