REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 20th, 2003 • General Maritime Corp/ • Deep sea foreign transportation of freight • New York
This REGISTRATION RIGHTS AGREEMENT dated March 20, 2003 (the "Agreement") is entered into by and among General Maritime Corporation, a Marshall Islands corporation (the "Company"), the guarantors listed in Schedule 1 hereto (the "Guarantors"), and J.P. Morgan Securities Inc., Credit Suisse First Boston LLC, Banc of America Securities LLC and Lehman Brothers Inc. (the "Initial Purchasers").
GENERAL MARITIME CORPORATION, THE SUBSIDIARY GUARANTORS PARTIES HERETO, AND LASALLE BANK NATIONAL ASSOCIATION, AS TRUSTEE 10% Senior Notes due 2013General Maritime Corp/ • June 20th, 2003 • Deep sea foreign transportation of freight • New York
INDENTURE dated as of March 20, 2003, among GENERAL MARITIME CORPORATION, a Marshall Islands corporation (the "Company"), THE SUBSIDIARY GUARANTORS (as defined herein) and LaSalle Bank National Association, a national banking association organized under the laws of the United States of America (the "Trustee") as Trustee.
QuickLinks -- Click here to rapidly navigate through this documentGeneral Maritime Corp/ • June 20th, 2003 • Deep sea foreign transportation of freight • New York
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THIS SECURITY NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, SUCH REGISTRATION.
FORM OF PRIMARY ASSIGNMENT OF EARNINGS [VESSEL] Official Number [NUMBER]General Maritime Corp/ • June 20th, 2003 • Deep sea foreign transportation of freight
THIS EARNINGS ASSIGNMENT, dated [DATE], is given by [SHIPOWNER], a [PLACE OF FORMATION] limited liability company (the "Assignor"), in favor of JPMORGAN CHASE BANK, a banking association organized and existing under the laws of the State of New York, as Collateral Agent under the Credit Agreement referred to below (the "Assignee"). Except as otherwise defined herein, capitalized terms used herein and defined in the Credit Agreement (as defined below) shall be used herein as so defined.
FORM OF PRIMARY ASSIGNMENT OF INSURANCES [VESSEL NAME] Official Number [NUMBER]General Maritime Corp/ • June 20th, 2003 • Deep sea foreign transportation of freight
[SHIPOWNER NAME], a [PLACE OF FORMATION] limited liability company (the "Assignor"), in consideration of the Primary Secured Creditors referred to below entering into the transactions described in the Credit Agreement (as defined below), and for One Dollar ($1) lawful money of the United States of America, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, as sole owner of the [COUNTRY FLAG] flag vessel [VESSEL NAME], Official Number [NUMBER] (the "Vessel"), has sold, assigned, transferred and set over, and by this instrument does sell, assign, transfer and set over, unto JPMORGAN CHASE BANK, a banking association organized and existing under the laws of the State of New York as Collateral Agent (hereinafter called the "Assignee"), and unto the Assignee's successors and assigns, as such to it and its successors' and assigns' own proper use and benefit, and does hereby grant to the Assignee a first priority security interest in, all
SUBSIDIARY GUARANTEEGeneral Maritime Corp/ • June 20th, 2003 • Deep sea foreign transportation of freight • New York
This Supplemental Indenture, dated as of May , 2003 (this "Supplemental Indenture" or "Guarantee"), among General Maritime Management (UK) LLC (the "Guarantor"), General Maritime Corporation (together with its successors and assigns, the "Company"), each other then existing Subsidiary Guarantor under the Indenture referred to below, and LaSalle Bank National Association (the "Trustee"), as Trustee under the Indenture referred to below.
CREDIT AGREEMENT among GENERAL MARITIME CORPORATION, VARIOUS LENDERS and J.P. MORGAN PLC and NORDEA BANK FINLAND PLC, NEW YORK BRANCH as Joint Lead Arrangers and Joint Bookrunners,General Maritime Corp/ • June 20th, 2003 • Deep sea foreign transportation of freight
CREDIT AGREEMENT, dated as of March [ ], 2003, among GENERAL MARITIME CORPORATION, a Marshall Islands corporation (the "Borrower"), the Lenders party hereto from time to time, and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity, the "Administrative Agent") and as Collateral Agent under the Security Documents (in such capacity, the "Collateral Agent"), NORDEA BANK FINLAND PLC, NEW YORK BRANCH, and J.P. MORGAN PLC, as Joint Lead Arrangers (in such capacity the "Joint Lead Arrangers" and each, a "Joint Lead Arranger") and Joint Bookrunners (in such capacity the "Joint Bookrunners" and each, a "Joint Bookrunner"), and THE GOVERNOR AND COMPANY OF THE BANK OF SCOTLAND and HAMBURGISCHE LANDESBANK—GIROZENTRALE—, as Co-Arrangers (in such capacity the "Co-Arrangers" and each, a "Co-Arranger"). All capitalized terms used herein and defined in Section 11 are used herein as therein defined.
250,000,000 GENERAL MARITIME CORPORATION 10% Senior Notes due 2013 Purchase AgreementGeneral Maritime Corp/ • June 20th, 2003 • Deep sea foreign transportation of freight • New York
General Maritime Corporation, a Marshall Islands corporation (the "Company"), proposes to issue and sell to the several Initial Purchasers listed in Schedule 1 hereto (the "Initial Purchasers"), for whom you are acting as representative (the "Representative"), $250,000,000 principal amount of its 10% Senior Notes due 2013 (the "Securities"). The Securities will be issued pursuant to an Indenture to be dated as of March 20, 2003 (the "Indenture") among the Company, the guarantors listed in Schedule 2 hereto (the "Guarantors") and LaSalle Bank National Association, as trustee (the "Trustee"), and will be guaranteed on an unsecured senior basis by each of the Guarantors (the "Guarantees").
