Common use of Termination Value Clause in Contracts

Termination Value. If the event giving rise to an obligation to pay Termination Value (other than pursuant to a declaration of economic obsolescence pursuant to Section 12 of the Charter) occurs and the actual date as of which the Owner Participant shall incur Federal income tax consequences shall be earlier or later than the date assumed in originally calculating the applicable Termination Value, such value shall be appropriately adjusted, based upon the date as of which the Owner Participant incurred such tax consequences but otherwise on the assumptions used to calculate the following values. In any case where Termination Value shall be payable, there shall be added to the amount determined pursuant to the following schedule, the amount of any premium, if any, payable in respect of the Notes. Notwithstanding any provision in this Charter to the contrary, the parties hereto acknowledge and agree that the following table of Termination Value percentages has been calculated without regard to payment of Basic Hire as of the applicable Payment Date. Accordingly, during the Basic Period, if the payment of Termination Value occurs prior to July 1, 1993, the Charterer shall also pay the Basic Hire due on the applicable Payment Date; if the payment of Termination Value occurs on July 1, 1993, the Charter shall also pay the Basic Hire (to the extent it is reflected as an arrears payment on Schedule 2 hereto) due on such Payment Date; if the payment of Termination Value occurs after July 1, 1993, the Charterer shall not be obligated to pay Basic Hire on such Payment Date. July 1, 1989 *** January 1, 1990 *** July 1, 1990 *** January 1, 1991 *** July 1, 1991 *** January 1, 1992 *** July 1, 1992 *** January 1, 1993 *** July 1, 1993 *** January 1, 1994 *** July 1, 1994 *** January 1, 1995 *** July 1, 1995 *** January 1, 1996 *** July 1, 1996 *** January 1, 1997 *** July 1, 1997 *** January 1, 1998 *** July 1, 1998 *** January 1, 1999 *** SEA-LAND ENTERPRISE *** Portions hereof have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment in accordance with Rule 406 of the Securities Act.

Termination Value. If the event giving rise to an obligation to pay Termination Value (other than pursuant to a declaration of economic obsolescence pursuant to Section 12 of the Charter) occurs and the actual date as of which the Owner Participant shall incur Federal income tax consequences shall be earlier or later than the date assumed in originally calculating the applicable Termination Value, such value shall be appropriately adjusted, based upon the date as of which the Owner Participant incurred such tax consequences but otherwise on the assumptions used to calculate the following values. In any case where Termination Value shall be payable, there shall be added to the amount determined pursuant to the following schedule, the amount of any premium, if any, payable in respect of the Notes. Notwithstanding any provision in this Charter to the contrary, the parties hereto acknowledge and agree that the following table of Termination Value percentages has been calculated without regard to payment of Basic Hire as of the applicable Payment Date. Accordingly, during the Basic Period, if the payment of Termination Value occurs prior to July 1, 1993, the Charterer shall also pay the Basic Hire due on the applicable Payment Date; if the payment of Termination Value occurs on July 1, 1993, the Charter shall also pay the Basic Hire (to the extent it is reflected as an arrears payment on Schedule 2 1 hereto) due on such Payment Date; if the payment of Termination Value occurs after July 1, 1993, the Charterer shall not be obligated to pay Basic Hire on such Payment Date. July 1, 1989 *** January 1, 1990 *** July 1, 1990 *** January 1, 1991 *** July 1, 1991 *** January 1, 1992 *** July 1, 1992 *** January 1, 1993 *** July 1, 1993 *** January 1, 1994 *** July 1, 1994 *** January 1, 1995 *** July 1, 1995 *** January 1, 1996 *** July 1, 1996 *** January 1, 1997 *** July 1, 1997 *** January 1, 1998 *** July 1, 1998 *** January 1, 1999 *** *** Portions hereof have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment in accordance with Rule 406 of the Securities act. SEA-LAND ENTERPRISE PACIFIC July 1, 1999 *** January 1, 2000 *** July 1, 2000 *** January 1, 2001 *** July 1, 2001 *** January 1, 2002 *** July 1, 2002 *** January 1, 2003 *** July 1, 2003 *** January 1, 2004 *** July 1, 2004 *** January 1, 2005 *** July 1, 2005 *** January 1, 2006 *** July 1, 2006 *** January 1, 2007 *** July 1, 2007 *** *** Portions hereof have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment in accordance with Rule 406 of the Securities Act. SEA-LAND PACIFIC If a termination for economic obsolescence occurs pursuant to Section 12 of the Charter and the actual date as of which the Owner Participant shall incur Federal income tax consequences shall be earlier or later than the date assumed in originally calculating the applicable Termination Value, such value shall be appropriately adjusted, based upon the date as of which the Owner Participant incurred such tax consequences but otherwise on the assumptions used to calculate the following values. In any case where Termination Value for economic obsolescence shall be payable, there shall be added to the amount determined pursuant to the following schedule, the amount of any premium, if any, payable in respect of the Notes. Notwithstanding any provision in this Charter to the contrary, the parties hereto acknowledge and agree that the following table of Termination Value percentages has been calculated without regard to payment of Basic Hire as of the applicable Payment Date. Accordingly, during the Basic Period, if the payment of Termination Value occurs prior to July 1, 1993, the Charterer shall also pay the Basic Hire due on the applicable Payment Date; if the payment of Termination Value occurs on July 1, 1993, the Charter shall also pay the Basic Hire (to the extent it is reflected as an arrears payment on Schedule 1 hereto) due on such Payment Date; if the payment of Termination Value occurs after July 1, 1993, the Charterer shall not be obligated to pay Basic Hire on such Payment Date. July 1, 1989 *** January 1, 1990 *** July 1, 1990 *** January 1, 1991 *** July 1, 1991 *** January 1, 1992 *** July 1, 1992 *** January 1, 1993 *** July 1, 1993 *** January 1, 1994 *** July 1, 1994 *** January 1, 1995 *** July 1, 1995 *** January 1, 1996 *** July 1, 1996 *** January 1, 1997 *** July 1, 1997 *** January 1, 1998 *** July 1, 1998 *** January 1, 1999 *** *** Portions hereof have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment in accordance with Rule 406 of the Securities Act. July 1, 1999 *** January 1, 2000 *** July 1, 2000 *** January 1, 2001 *** July 1, 2001 *** January 1, 2002 *** July 1, 2002 *** January 1, 2003 *** July 1, 2003 *** January 1, 2004 *** July 1, 2004 *** January 1, 2005 *** July 1, 2005 *** January 1, 2006 *** July 1, 2006 *** January 1, 2007 *** July 1, 2007 *** *** Portions hereof have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment in accordance with Rule 406 of the Securities Act.