Contract
Exhibit 10.1
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of November
9, 2010, among Navios Maritime Acquisition Corporation., a Xxxxxxxx Islands corporation, (the
“Company”), Navios Maritime Acquisition Finance (US) Inc., a Delaware corporation (together with
the Company, the “Co-Issuers”), and Folegandros Shipping Corporation, a Xxxxxxxx Islands
corporation Serifos Shipping Corporation, a Xxxxxxxx Islands corporation (each a “Guaranteeing
Subsidiary”),each an indirect subsidiary of the Company, the other Guarantors (as defined in the
Indenture referred to herein) and Xxxxx Fargo Bank, National Association, as trustee (or its
permitted successor) under the Indenture referred to below (the “Trustee”) and as collateral
trustee (or its permitted successor) under the Indenture referred to below (the “Collateral
Trustee”).
WITNESSETH
WHEREAS, the Co-Issuers and the Guarantors have heretofore executed and delivered to the
Trustee an indenture (the “Indenture”), dated as of October 21, 2010 providing for the issuance of
8 5/8% First Priority Ship Mortgage Notes due 2017 (the “Notes”);
WHEREAS, the Indenture provides that under certain circumstances each Guaranteeing Subsidiary
shall execute and deliver to the Trustee a supplemental indenture pursuant to which each
Guaranteeing Subsidiary shall unconditionally guarantee all of the Co-Issuers’ obligations under
the Notes and the Indenture on the terms and conditions set forth herein (the “Note Guarantee”);
and
WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and
deliver this First Supplemental Indenture.
NOW, THEREFORE, in consideration of the foregoing and for other good and valuable
consideration, the receipt of which is hereby acknowledged, each Guaranteeing Subsidiary and the
Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes
as follows:
1. CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the
meanings assigned to them in the Indenture.
2. AGREEMENT TO GUARANTEE. Each Guaranteeing Subsidiary hereby agrees to provide an
unconditional Guarantee, on and subject to the terms, conditions and limitations set forth in the
Notation of Guarantee and in the Indenture, including, but not limited, to Article Ten thereof.
4. NEW YORK LAW TO GOVERN. THIS FIRST SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY AND
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT GIVING EFFECT TO CONFLICTS
OF LAW PRINCIPLES TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE
REQUIRED THEREBY.
5. COUNTERPARTS. The parties may sign any number of copies of this First Supplemental
Indenture. Each signed copy shall be an original, but all of them together represent the same
agreement.
6. EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not
affect the construction hereof.
7. THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in
respect of the validity or sufficiency of this First Supplemental Indenture or for or in respect of
the recitals contained herein, all of which recitals are made solely by each Guaranteeing
Subsidiary and the Co-Issuers.
IN WITNESS WHEREOF, the parties hereto have caused this First Supplemental Indenture to be
duly executed and attested, all as of the date first above written.
SERIFOS SHIPPING CORPORATION | ||||||||
FOLEGANDROS SHIPPING CORPORATION | ||||||||
By: | /s/ Xxxxxxxxxx Xxxxx | |||||||
Title: Secretary/Director | ||||||||
NAVIOS MARITIME ACQUISITION CORPORATION | ||||||||
By: | /s/ Xxxxxxxx Xxxxxxxxxxxxx | |||||||
Title: Secretary | ||||||||
NAVIOS MARITIME ACQUISITION FINANCE (US) INC. |
||||||||
By: | /s/ Xxxxxxxx Xxxxxxxxxxxxx | |||||||
Title: President |
SHINYO DREAM LIMITED | ||||||||
SHINYO XXXXXXX LIMITED | ||||||||
SHINYO LOYALTY LIMITED | ||||||||
SHINYO NAVIGATOR LIMITED | ||||||||
SHINYO OCEAN LIMITED | ||||||||
SHINYO SAOWALAK LIMITED | ||||||||
SHINYO KIERAN LIMITED |
By: | /s/ Xxxxxxxxxx Xxxxx | |||||
Title: Director |
AEGEAN SEA MARITIME HOLDINGS INC. | ||||||||
THERA SHIPPING CORPORATION | ||||||||
TINOS SHIPPING CORPORATION | ||||||||
AMORGOS SHIPPING CORPORATION | ||||||||
ANDROS SHIPPING CORPORATION | ||||||||
ANTIPAROS SHIPPING CORPORATION | ||||||||
CRETE SHIPPING CORPORATION | ||||||||
IKARIA SHIPPING CORPORATION | ||||||||
IOS SHIPPING CORPORATION | ||||||||
KOS SHIPPING CORPORATION | ||||||||
MYTILENE SHIPPING CORPORATION | ||||||||
XXXXXX SHIPPING CORPORATION | ||||||||
SIFNOS SHIPPING CORPORATION | ||||||||
SKIATHOS SHIPPING CORPORATION | ||||||||
SKOPELOS SHIPPING CORPORATION | ||||||||
SYROS SHIPPING CORPORATION |
By: | /s/ Xxxxxx Xxxxxxxxx | |||||
Title: President/Director |
XXXXX FARGO BANK, NATIONAL ASSOCIATION, | ||||||||
as Trustee |
By: | /s/ Xxxxxx Xxxx | |||||
Title: Vice President |
XXXXX FARGO BANK, NATIONAL ASSOCIATION, | ||||||||
as Collateral Trustee |
By: | /s/ Xxxxxx Xxxx | |||||
Title: Vice President |