EXHIBIT A Shareholders EXHIBIT B [Intentionally Left Blank] EXHIBIT C [Intentionally Left Blank] EXHIBIT D [Intentionally Left Blank] EXHIBIT E Shareholders’ Agent Agreement EXHIBIT F-1 Navios Confidentiality Agreement, dated February 9, 2005 EXHIBIT...
EXHIBIT 10.14.1
EXHIBITS
| EXHIBIT A | Shareholders | |
| EXHIBIT B | [Intentionally Left Blank] | |
| EXHIBIT C | [Intentionally Left Blank] | |
| EXHIBIT D | [Intentionally Left Blank] | |
| EXHIBIT E | Shareholders’ Agent Agreement | |
| EXHIBIT F-1 | Navios Confidentiality Agreement, dated February 9, 2005 | |
| EXHIBIT F-2 | ISE Confidentiality Agreement, dated December 15, 2004 | |
| EXHIBIT G | Deposit Escrow Agreement, dated February 28, 2005 | |
| EXHIBIT H | EBITDA Adjustment Escrow Agreement, dated February 28, 2005 | |
| SCHEDULES
| ||
| Schedule 2.2 | EBITDA Adjustment | |
| Schedule 2.3(a) | Payoff Indebtedness | |
| Schedule 2.3(b) | Released Liens | |
| Schedule 3.1(c) | Ownership | |
| Schedule 3.2(e) | Subsidiaries | |
| Schedule 3.2(g) | Subsidiaries: Equity Interests; Restrictions | |
| Schedule 3.3 | Capital Stock | |
| Schedule 3.4 | Non-Contravention | |
| Schedule 3.5(a) | Financial Statements | |
| Schedule 3.5(c) | Liabilities | |
| Schedule 3.6 | Absence of Material Differences | |
| Schedule 3.7 | Employees | |
| Schedule 3.8(a) | Employee Benefit Plans | |
| Schedule 3.8(e) | ERISA Non-Contravention | |
| Schedule 3.8(f) | Unfunded Liabilities | |
| Schedule 3.8(h) | COBRA Payments | |
| Schedule 3.9 | Maritime Matters | |
| Schedule 3.10(a) | Assets: Owned | |
| Schedule 3.10(b) | Assets: Leased; Charter Parties | |
| Schedule 3.10(c) | Assets: Operating Condition | |
| Schedule 3.11 | Permits; Compliance | |
| Schedule 3.12 | Litigation | |
| Schedule 3.13 | Environmental | |
| Schedule 3.14 | Intellectual Property | |
| Schedule 3.15(a) | Owned Real Property | |
| Schedule 3.15(b) | Leased Real Property | |
| Schedule 3.16 | Material Contracts | |
| Schedule 3.17 | Insurance | |
| Schedule 3.18(b) | Tax Returns | |
| Schedule 3.18(c) | Tax Issues | |
| Schedule 3.18(d) | Tax Statute of Limitations | |
| Schedule 3.18(e) | Tax — Payments to a Person | |
| Schedule 3.19 | Affiliate Transactions | |
| Schedule 3.20 | Bank Accounts | |
| Schedule 3.21 | Brokerage | |
| Schedule 4.4 | Compliance | |
| Schedule 5.3(d) | Permitted Capital Expenditures | |
| Schedule 5.3(k) | Distribution Transactions | |
| Schedule 6.11 | Terms of Non-Competition and Non-Solicitation Agreements | |
| Schedule 6.12 | Terms of Employment Agreements |
