Date 5 May 2011 PARAGON SHIPPING INC. as Borrower - and - THE BANKS AND FINANCIAL INSTITUTIONS listed in Schedule 1 Part A as Lenders - and - THE BANKS AND FINANCIAL INSTITUTIONS listed in Schedule 1 Part B as Lead Arrangers and Swap Banks - and -...Loan Agreement • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
Clause Page 1 INTERPRETATION 1 2 FACILITY 18 3 POSITION OF THE LENDERS AND SWAP BANKS 18 4 DRAWDOWN 19 5 INTEREST 21 6 INTEREST PERIODS 22 7 DEFAULT INTEREST 23 8 REPAYMENT AND PREPAYMENT 24 9 CONDITIONS PRECEDENT 25 10 REPRESENTATIONS AND WARRANTIES 26 11 GENERAL UNDERTAKINGS 29 12 CORPORATE UNDERTAKINGS 33 13 INSURANCE 35 14 SHIP COVENANTS 39 15 SECURITY COVER 43 16 PAYMENTS AND CALCULATIONS 45 17 APPLICATION OF RECEIPTS 46 18 APPLICATION OF EARNINGS 47 19 EVENTS OF DEFAULT 48 20 FEES AND EXPENSES 53 21 INDEMNITIES 54 22 NO SET-OFF OR TAX DEDUCTION 55 23 ILLEGALITY, ETC 56 24 INCREASED COSTS 56 25 SET-OFF 58 26 TRANSFERS AND CHANGES IN LENDING OFFICES 58
ContractLoan Agreement • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
Date 21 April 2011 PARAGON SHIPPING INC. as Borrower - and - CREDIT SUISSE AG as LenderAgreement • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
Clause Page 1 INTERPRETATION 1 2 FACILITY 15 3 DRAWDOWN 15 4 INTEREST 15 5 INTEREST PERIODS 16 6 DEFAULT INTEREST 17 7 REPAYMENT AND PREPAYMENT 18 8 CONDITIONS PRECEDENT 19 9 REPRESENTATIONS AND WARRANTIES 20 10 GENERAL UNDERTAKINGS 22 11 CORPORATE UNDERTAKINGS 26 12 INSURANCE 28 13 SHIP COVENANTS 33 14 SECURITY COVER 37 15 PAYMENTS AND CALCULATIONS 38 16 APPLICATION OF RECEIPTS 38 17 APPLICATION OF EARNINGS 39 18 EVENTS OF DEFAULT 40 19 FEES AND EXPENSES 45 20 INDEMNITIES 46 21 NO SET-OFF OR TAX DEDUCTION 47 22 ILLEGALITY, ETC 48 23 INCREASED COSTS 49 24 SET-OFF 50 25 TRANSFERS AND CHANGES IN LENDING OFFICE 50 26 VARIATIONS AND WAIVERS 52
Date 26 April 2012 PARAGON SHIPPING INC. as Borrower - and - THE BANKS AND FINANCIAL INSTITUTIONS listed in Schedule 1 as Lenders - and - BANK OF SCOTLAND PLC. as Agent, Mandated Lead Arranger, Underwriter and Security Trustee - and - BANK OF SCOTLAND...Supplemental Agreement • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
which the Agent may, by notice to the Borrower, specify for any of the purposes described in Clause 6.2 or for any similar or related purpose.
ACCOUNTING AGREEMENT- RENEWALAccounting Agreement • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
Paragon Shipping Inc., a Marshall Islands corporation having its registered office at Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH 96960 (hereinafter the "Company" or "Paragon"),
Re: Loan Agreement dated 4 December 2007Paragon Shipping Inc. • April 27th, 2012 • Deep sea foreign transportation of freight
We refer to a loan agreement dated 4 December 2007 (as supplemented and amended by the supplemental agreements dated respectively 20 May 2008, 13 March 2009, 12 June 2009, as amended and restated by an amending and restating agreement dated 9 March 2010 and as further amended and supplemented by a supplemental letter agreement dated 31 December 2010, the "Loan Agreement") and made between (i) Paragon Shipping Inc. as borrower (the "Borrower"), (ii) the banks and financial institutions listed therein as lenders (the "Lenders") and (iii) yourselves as agent, mandated lead arranger, underwriter, swap bank and security trustee, pursuant to which the Lenders made available to the Borrower a secured revolving credit facility in an amount of (originally) up to US$89,000,000 (the "Loan").
FORM OF MANNING AGREEMENTForm of Manning Agreement • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
This Agreement is made this 7th day of June 2010, between [ ] a company duly organized and existing in accordance with the laws of [ ] with registered address at [ ] (hereinafter called "the Principal") and CREWCARE INC. a company incorporated under the Laws of Philippines with registered office at CrewCare Building 415 UN Ave. cor Alhambra Sts, Ermita, Manila (hereinafter "the Manager").
ADMINISTRATIVE SERVICE AGREEMENTAdministrative Service Agreement • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
Paragon Shipping Inc., a Marshall Islands corporation having its registered office at Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH 96960 (the "Company" or "Paragon"),
ACCOUNTING AGREEMENT RENEWAL 2012Accounting Agreement • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
Paragon Shipping Inc., a Marshall Islands corporation having its registered office at Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH 96960 (hereinafter the "Company" or "Paragon"),
Management Agreement dated [ ] as amended by the Addendum dated [ ] (the "Management Agreement") Between of [ ] (as Owner) And Aliseas Marine S.A. of Liberia, (as Manager) In respect of the management of the vessel [ ] (the "Vessel")Management Agreement • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
-the per day remuneration (the "Management Fee") which is paid by the Owner to the Manager as per Clause 8.03 of the Management Agreement, currently amounting to €620 (Euros Six Hundred and Twenty), has been adjusted in accordance with the official Eurozone inflation rate for a period of 1 year, commencing on June 1, 2011 and ending on May 31st 2012. Thereafter the Management Fee shall be adjusted annually in accordance with the official Eurozone inflation rate with effect as of June 1, 2012.
Dated 27 October 2011 FOURTH SUPPLEMENTAL AGREEMENT relating to a secured credit facility of up to US$90,000,000 to PARAGON SHIPPING INC. as Borrower provided by THE BANKS AND FINANCIAL INSTITUTIONS listed in schedule 1 as Lenders Arranger, Agent and...Fourth Supplemental Agreement • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
Schedule 1 Names and lending offices of the Lenders 10 Schedule 2 The Owners 11 Schedule 3 The Relevant Ships and their details 12 Schedule 4 Documents and evidence required as conditions precedent 13
ADDENDUM No. 1 dated 1st June 2010 To the Accounting Agreement Renewal dated 23/1/2010 Between Paragon Shipping Inc., of Marshall Islands (the "Company") And Allseas Marine S.A. of Liberia, (the "Manager")Accounting Agreement • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
Paragon Shipping Inc., a Marshall Islands corporation having its registered office at Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands, MH 96960 (hereinafter the "Company" or "Paragon"),
Date 1 September 2011 PARAGON SHIPPING INC. as Borrower - and - THE BANKS AND FINANCIAL INSTITUTIONS listed in Schedule 1 as Lenders - and - HSH NORDBANK AG as Agent and Security Trustee - and - HSH NORDBANK AG as Swap BankParagon • April 27th, 2012 • Paragon Shipping Inc. • Deep sea foreign transportation of freight
Clause Page 1 INTERPRETATION 2 2 AGREEMENT OF THE CREDITOR PARTIES 2 3 CONDITIONS PRECEDENT 2 4 REPRESENTATIONS AND WARRANTIES 3 5 AMENDMENTS TO LOAN AGREEMENT AND OTHER FINANCE DOCUMENTS 3 6 FURTHER ASSURANCES 7 7 FEES AND EXPENSES 8 8 COMMUNICATIONS 8 9 SUPPLEMENTAL 8 10 LAW AND JURISDICTION 8 SCHEDULE 1 LENDERS AND CONTRIBUTIONS 9 SCHEDULE 2 FORM OF COMPLIANCE CERTIFICATE 10 EXECUTION PAGES 11
WAIVER AND AMENDMENT LETTERParagon Shipping Inc. • April 27th, 2012 • Deep sea foreign transportation of freight
To: Paragon Shipping Inc. 15 Karamanli Street 166 73 Voula Greece From: Nordea Bank Finland Plc, London Branch ITF International Transport Finance Suisse AG Skandinaviska Enskilda Banken (Publ)
To: Paragon Shipping Inc.Paragon Shipping Inc. • April 27th, 2012 • Deep sea foreign transportation of freight
