CRUDE CARRIERS CORP. as Borrower - and - THE BANKS AND FINANCIAL INSTITUTIONS listed in Schedule 1 as Lenders - and - NORDEA BANK FINLAND PLC, LONDON BRANCH as Lead Arranger - and - NORDEA BANK FINLAND PLC, LONDON BRANCH as Bookrunner, as Agent and as...Loan Agreement • April 18th, 2011 • Crude Carriers Corp. • Deep sea foreign transportation of freight
Clause Page 1 INTERPRETATION 1 2 FACILITY 15 3 POSITION OF THE LENDERS 15 4 DRAWDOWN 16 5 INTEREST 17 6 INTEREST PERIODS 19 7 DEFAULT INTEREST 20 8 REPAYMENT, PREPAYMENT AND CONVERSION TO TERM LOAN FACILITY 21 9 CONDITIONS PRECEDENT 23 10 REPRESENTATIONS AND WARRANTIES 24 11 GENERAL UNDERTAKINGS 26 12 CORPORATE UNDERTAKINGS 30 13 INSURANCE 31 14 SHIP COVENANTS 35 15 SECURITY COVER 39 16 PAYMENTS AND CALCULATIONS 40 17 APPLICATION OF RECEIPTS 42 18 APPLICATION OF EARNINGS 43 19 EVENTS OF DEFAULT 43 20 FEES AND EXPENSES 48 21 INDEMNITIES 49 22 NO SET-OFF OR TAX DEDUCTION 51 23 ILLEGALITY, ETC 51 24 INCREASED COSTS 52 25 SET-OFF 53 26 TRANSFERS AND CHANGES IN LENDING OFFICES 54
SHARE PURCHASE AGREEMENT Dated [•] between CAPITAL MARITIME & TRADING CORP. and CRUDE CARRIERS CORP.Share Purchase Agreement • March 1st, 2010 • Crude Carriers Corp. • New York
SHARE PURCHASE AGREEMENT (the “Agreement”), dated as of [•], by and between CAPITAL MARITIME & TRADING CORP. (the “Seller”), a corporation organized under the laws of the Republic of the Marshall Islands, and CRUDE CARRIERS CORP. (the “Buyer”), a corporation organized under the laws of the Republic of the Marshall Islands.
FORM OF REGISTRATION RIGHTS AGREEMENTForm of Registration Rights Agreement • March 1st, 2010 • Crude Carriers Corp. • New York
This REGISTRATION RIGHTS AGREEMENT is dated as of February •, 2010 and is by and between Crude Carriers Corp., a Marshall Islands corporation (the “Company”), and Crude Carriers Investments Corp., a Marshall Islands corporation.
ContractAgreement and Plan of Merger • May 9th, 2011 • Crude Carriers Corp. • Deep sea foreign transportation of freight • Delaware
ContractMemorandum of Agreement • April 18th, 2011 • Crude Carriers Corp. • Deep sea foreign transportation of freight • New York
MEMORANDUM OF AGREEMENT Dated: 19th April, 2010 Norwegian Shipbrokers’ Association’s Memo-randum of Agreement for sale and purchase of ships. Adopted by the Baltic and International Maritime Council (BIMCO) in 1956. Code-name SALEFORM 1993 Revised 1966, 1983 and 1986/87.
AMENDMENT TO MANAGEMENT AGREEMENTManagement Agreement • April 18th, 2011 • Crude Carriers Corp. • Deep sea foreign transportation of freight
AMENDMENT NO. 1, dated the 5th day of August 2010, to the Management Agreement dated the 17th day of March 2010 (the “Management Agreement”); by and between CRUDE CARRIERS CORP., a corporation duly organized and existing under the laws of the Marshall Islands with its registered office at 3 Iassonos Street, Piraeus, 18537, Greece (“CC”) and CAPITAL SHIP MANAGEMENT CORP., a company duly organized and existing under the laws of Panama with its registered office at Hong Kong Bank Building, 6th floor, Samuel Lewis Avenue, Panama, and a representative office established in Greece at 3 Iassonos Street, Piraeus Greece (“CSM “).
From: Nordea Bank Finland Plc, London Branch 8th Floor City Place HouseCrude Carriers Corp. • April 18th, 2011 • Deep sea foreign transportation of freight
FORM OF BUSINESS OPPORTUNITIES AGREEMENTForm of Business Opportunities Agreement • March 1st, 2010 • Crude Carriers Corp. • New York
THIS BUSINESS OPPORTUNITIES AGREEMENT (the “Agreement”) is entered into on, and effective as of , 2010 (the “Closing Date”), among Capital Maritime & Trading Corp., a Marshall Islands corporation (“Capital Maritime”) and Crude Carriers Corp., a Marshall Islands corporation (“Crude Carriers”).
FORM OF MANAGEMENT AGREEMENTForm of Management Agreement • March 1st, 2010 • Crude Carriers Corp. • London
SUPPORT AGREEMENT BY AND AMONG CAPITAL PRODUCT PARTNERS, L.P. AND EVANGELOS M. MARINAKIS IOANNIS E. LAZARIDIS GERASIMOS G. KALOGIRATOS CRUDE CARRIERS INVESTMENTS CORP. DATED AS OF MAY 5, 2011Support Agreement • May 9th, 2011 • Crude Carriers Corp. • Deep sea foreign transportation of freight • New York
SUPPORT AGREEMENT, dated as of May 5, 2011 (this “Agreement”), by and among Capital Product Partners, L.P., a Republic of Marshall Islands limited partnership (“Partners”), and Evangelos M. Marinakis, Ioannis E. Lazaridis, Gerasimos G. Kalogiratos, and Crude Carriers Investments Corp., a Republic of Marshall Islands corporation (collectively, the “Shareholders” and, individually, a “Shareholder”).
AMENDMENT TO MANAGEMENT AGREEMENTManagement Agreement • April 18th, 2011 • Crude Carriers Corp. • Deep sea foreign transportation of freight
AMENDMENT NO. 2, dated the 6th day of August 2010, to the Management Agreement dated the 17th day of March 2010 (the “Management Agreement”); by and between CRUDE CARRIERS CORP., a corporation duly organized and existing under the laws of the Marshall Islands with its registered office at 3 Iassonos Street, Piraeus, 18537, Greece (“CC”) and CAPITAL SHIP MANAGEMENT CORP., a company duly organized and existing under the laws of Panama with its registered office at Hong Kong Bank Building, 6th floor, Samuel Lewis Avenue, Panama, and a representative office established in Greece at 3 Iassonos Street, Piraeus Greece (“CSM ”).
AMENDMENT TO SUBSCRIPTION AGREEMENTSubscription Agreement • April 18th, 2011 • Crude Carriers Corp. • Deep sea foreign transportation of freight
AMENDMENT NO. 1 made effective the 5th day of August, 2010 to the Subscription Agreement dated the 17th day of March 2010 (the “Subscription Agreement”); by and between CRUDE CARRIERS CORP., a corporation duly organized and existing under the laws of the Marshall Islands with its registered office at 3 Iassonos Street, Piraeus, 18537, Greece (the “Company”) and Crude Carriers Investments Corp., a Marshall Islands corporation (the “Investor”).
FORM OF CRUDE CARRIERS CORP. RESTRICTED STOCK AWARD AGREEMENT DATED [•] (THE “AWARD DATE”)Restricted Stock Award Agreement • April 18th, 2011 • Crude Carriers Corp. • Deep sea foreign transportation of freight • New York
WHEREAS, the Board has determined that it would be to the advantage and in the best interests of the Company and its stockholders to grant the Restricted Stock provided for herein to the Recipient as an inducement to continue to provide services to the Company and as an incentive for increased efforts during such service.
SUBSCRIPTION AGREEMENTSubscription Agreement • March 1st, 2010 • Crude Carriers Corp. • New York
This SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of [•], is entered into by and between CRUDE CARRIERS CORP., a Marshall Islands corporation (the “Company”), and CRUDE CARRIERS INVESTMENTS CORP., a Marshall Islands corporation (the “Investor”).
Crude Carriers Corp. 13,500,000 Shares Common Stock ($0.0001 par value per Share) Underwriting AgreementUnderwriting Agreement • March 1st, 2010 • Crude Carriers Corp. • New York
UBS Securities LLC Merrill Lynch, Pierce, Fenner & Smith Incorporated Wells Fargo Securities, LLC as Representatives of the several Underwriters
