RIGHT OF FIRST REFUSAL AGREEMENT
THIS RIGHT OF FIRST REFUSAL AGREEMENT ("Agreement") is made and
entered
into as of the 14th day of February, 2005,
by and between KVAERNER PHILADELPHIA
SHIPYARD, INC., a corporation organized
under the laws of Pennsylvania (the
"BUILDER"), and MATSON NAVIGATION COMPANY,
INC., a corporation organized under
the laws of Hawaii (the "BUYER").
In connection with and in mutual consideration for the execution by
the
BUILDER and the BUYER of that certain
Shipbuilding Contract dated of even date
herewith for the BUILDER's Hull 003 and
that certain Shipbuilding Contract of
even date herewith for the BUILDER's Hull
BN-460 (collectively, the
"Shipbuilding Contracts"), and subject to
the Shipbuilding Contracts coming into
full force and effect pursuant to their
respective terms, the following is
hereby agreed by the parties:
1. The BUYER shall have a right of first refusal to purchase each
of
the next four containerships of its CV2600
or CV2500 or similar design of over
2,000 TEUS built by the BUILDER following
Hull No. BN-460 that deliver before
June 30, 2010, as set forth below.
2. Should the BUILDER propose to accept one or more bona fide
offers to
enter into an agreement to build a
containership of its CV 2600 and CV 2500 or
similar design of over 2,000 TEUS, the
BUILDER shall promptly deliver a notice
to the BUYER, stating the terms and
conditions of such offer or agreement,
including the contract price for such
containership, and certifying that the
BUILDER has received a bona fide offer
