Date 13 March 2008 as amended and restated on 25 January 2010 and 25 August 2010 respectively and as novated, amended and restated on 29 November 2010 IALYSOS OWNING COMPANY LIMITED as Borrower -and- PIRAEUS BANK A.E. as Lender LOAN AGREEMENT relating...Loan Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight
LOAN AGREEMENT for a term loan of up to US$70,000,000 to OLYMPIAN ZEUS OWNERS INC. and OLYMPIAN APOLLO OWNERS INC. provided by THE BANKS AND FINANCIAL INSTITUTIONS SET OUT IN SCHEDULE 1 Arranger, Agent, Security Agent and Account Bank NORDEA BANK...Loan Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight
Facility Agent’s and Security Trustee’s Consent LetterDryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight • Luxembourg
Name Name TMS BULKERS LTD. Place of registered office Place of registered office Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands, MH96960 Law of registry Law of registry Republic of Marshall IslandsManagement Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight
This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any Insertion or deletion to the form must be clearly visible, in the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.
DryShips Inc. Attn.: Mr Ziad Nakhleh 80, Kifissias Av. 151 25 Amaroussion Greece Tanja Lauerer / st International Loans Direct Line +49 421 3609-290 Telefax +49 421 3609-329 tanja.lauerer@schiffsbank.com 19th May 2010DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
To whom it might concern:DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
We herewith in our capacity as Lenders in Loan Agreement dated 10 September 2007, as amended by a First Supplemental Agreement dated 10 January 2008 and as further amended by a Second Supplemental Agreement dated 23 January 2009, made between (1) Drillship Hydra Owners Inc. and Drillship Paros Owners Inc. as joint and several borrowers, (2) the banks listed in schedule 1 thereto as lenders, (3) the banks listed in schedule 1 thereto as arrangers and (4) DVB Bank SE (formerly known as DVB Bank AG (“DVB”) as agent, underwriter and security agent, in respect of a loan facility of up to US$230,000,000, (the “Loan Agreement”), herewith confirm that Dryships Inc. (and defined Borrowing entities) are in full compliance with the Loan Agreement (as supplemented / addended from time during the duration of the loan).
To: Dryships Inc.DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
Attention: Mr Aristidis Ioannidis Dear Aris, Term Loan Facility of up to US$103,200,000 to Aegean Traders Inc. and Iguana Shipping Company Ltd dated 20 June 2008 (“the Loan Agreement”). Further to our discussions with regard to the breach of clause 14...DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
This indicative offer letter is still subject to internal credit approval and to the execution of satisfactory amendment documentation to the Loan Agreement and the Finance Documents. Please sign and return a copy of these terms to us to confirm your acceptance.
GLOBAL SERVICES AGREEMENT DATED lst DECEMBER 2010Global Services Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight • London
THIS AGREEMENT by and between DRYSHIPS INC. a Marshall Islands corporation having its registered office at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960 (the “Company”) and CARDIFF MARINE INC. a company having its registered office at 80 Broad Street, Monrovia, Liberia (the “Consultant”).
Dated 15 April 2010 SUPPLEMENTAL AGREEMENT relating to a Loan of US$47,000,000 to IASON OWNING COMPANY LIMITED provided by EFG EUROBANK ERGASIAS S.A.Supplemental Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight
DRILLSHIP MASTER AGREEMENTDrillship Master Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight • London
Date 10 May 2010 DALIAN STAR OWNERS INC. as Borrower -and- DRYSHIPS INC. as Guarantor -and- THE BANKS AND FINANCIAL INSTITUTIONS listed in the Schedule as Lenders -and- COMMERZBANK AG, FILIALE LUXEMBOURG as Agent -and- COMMERZBANK AG and as Security...Supplemental Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight
the Loan Agreement and the other Finance Documents (as such term is defined in the Loan Agreement) to which Dresdner Bank had entered in such capacity;
EFG EUROBANK Ergasias S.ADryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
We refer to our recent discussions in relation to the Loan Agreement dated 16th November 2007 between lason Owning Company Limited (as “Borrower”) and EFG Eurobank Ergasias S.A. (as “Bank”) for a loan of up to USD 47,000,000 (the “Facility”), as already advised, we note that the Borrower is in breach of clause 8.3.1.
DryShips Inc. Attn.: Mr Ziad Nakhleh 80, Kifissias Av. 151 25 Amaroussion Greece Tanja Lauerer / st International Loans Direct Line +49 421 3609-290 Telefax +49 421 3609-329 tanja.lauerer@schiffsbank.com 19th May 2010DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
Drillship Hydra Owners Inc. & Drillship Paros Owners Inc. (as joint and several borrowers) c/o Dryships Inc. 80. Kifissias Avenue 151 25 Amaroussion, Greece Fax no: +30 210 809 0585 Ziad Nakhleh DVB Bank S.E. Haakon VII’s gate 1 Postbox 1999 Vika 0125...DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
Re: Loan Agreement dated 10 September 2007, as amended by a First Supplemental Agreement dated 10 January 2008 and as further amended by a Second Supplemental Agreement dated 23 January 2009, made between (1) Drillship Hydra Owners Inc. and Drillship Paros Owners Inc. as joint and several borrowers, (2) the banks listed in schedule 1 thereto as lenders, (3) the banks listed in schedule 1 thereto as arrangers and (4) DVB Bank SE (formerly known as DVB Bank AG (“DVB”) as agent, underwriter and security agent, in respect of a loan facility of up to US$230,000,000, (the “Loan Agreement”).
To: Dryships Inc.DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
Trust Company Complex Ajeltake Road Ajeltake Island Majuro Marshall Islands MH96960 Orpheus Owning Company Limited Trust Company Complex Ajeltake Road Ajeltake Island Majuro Marshall Islands MH96960 and DryShips Inc. Trust Company Complex Ajeltake...DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
We refer to the facility agreement dated 4 December 2007 in connection with the above facility (the “Facility Agreement”). Words and expressions defined therein shall, unless the context otherwise requires or unless otherwise defined herein, have the same meanings when used in this letter.
To whom it might concern:DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
We herewith in our capacity as Lenders in Loan Agreement dated 10 September 2007, as amended by a First Supplemental Agreement dated 10 January 2008 and as further amended by a Second Supplemental Agreement dated 23 January 2009, made between (1) Drillship Hydra Owners Inc. and Drillship Paros Owners Inc. as joint and several borrowers, (2) the banks listed in schedule 1 thereto as lenders, (3) the banks listed in schedule 1 thereto as arrangers and (4) DVB Bank SE (formerly known as DVB Bank AG (“DVB”) as agent, underwriter and security agent, in respect of a loan facility of up to US$230,000,000, (the “Loan Agreement”), herewith confirm that Dryships Inc. (and defined Borrowing entities) are in full compliance with the Loan Agreement (as supplemented / addended from time during the duration of the loan).
NOVATION AGREEMENTNovation Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight • London
From: Dryships Inc. and Drillship Skopelos Owners Inc. c/o Cardiff Marine Inc. GR-151 25 Amaroussion Greece To: Deutsche Bank Luxembourg S.A. as the Facility Agent under the Credit Agreement and the Guarantee (as defined below) 2, Boulevard Konrad...DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
Dated 18 January 2010 AEGEAN TRADERS INC. and IGUANA SHIPPING COMPANY LIMITED as joint and several Borrowers - and - WESTLB AG, LONDON BRANCH as Lender AMENDING AND RESTATING AGREEMENT relating to a loan facility of (originally) up to US$103,200,000...Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight
which the Lender may, by notice to the Borrowers, specify for any of the purposes described in Clause 6.2 or for any similar or related purpose.
Attachment: Compliance Confirmation Letter To whom it might concern:DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
We herewith in our capacity as Lenders in Loan Agreement dated 10 September 2007, as amended by a First Supplemental Agreement dated 10 January 2008 and as further amended by a Second Supplemental Agreement dated 23 January 2009, made between (1) Drillship Hydra Owners Inc. and Drillship Paros Owners Inc. as joint and several borrowers, (2) the banks listed in schedule 1 thereto as lenders, (3) the banks listed in schedule 1 thereto as arrangers and (4) DVB Bank SE (formerly known as DVB Bank AG (“DVB”) as agent, underwriter and security agent, in respect of a loan facility of up to US$230,000,000, (the “Loan Agreement”), herewith confirm that Dryships Inc. (and defined Borrowing entities) are in full compliance with the Loan Agreement (as supplemented / addended from time during the duration of the loan).
Date 25 August 2010 BOONE STAR OWNERS INC. and IOKASTI OWNING COMPANY LIMITED as Borrowers - and - PIRAEUS BANK A.E. as Lender SECOND SUPPLEMENTAL AGREEMENT relating to a loan facility of (originally) US$90,000,000 WATSON, FARLEY & WILLIAMS PiraeusSecond Supplemental Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight
To: Aegean Traders Inc. Trust Company Complex Ajeltake Road Ajeltake Island Majuro MH 96960 Marshall Islands -and- Iguana Shipping Company Limited 5/2 Merchants Street Valletta Malta From: WestLB AG Woolgate Exchange 25 Basinghall Street London EC2V...Supplemental Letter • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight
Loan agreement dated 20 June 2008 (as amended and supplemented by a supplemental agreement dated 8 October 2009 and as amended and restated by an amending and restating agreement dated 18 January 2010, the “Loan Agreement”) made between us as lender (the “Lender”) and (ii) you as joint and several borrowers (the “Borrowers”) in respect of a facility of (originally) up to US$103,200,000.
Dated 25 January 2010 ANNAPOLIS SHIPPING COMPANY LIMITED FARAT SHIPPING COMPANY LIMITED and LANSAT SHIPPING COMPANY LIMITED as joint and several Borrowers - and - LOTIS TRADERS INC. as Guarantor - and - PIRAEUS BANK A.E. as Lender AMENDING AND...Loan Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight
To: Cretan Traders Inc. Trust Company House Trust Company Complex Ajeltake Road Ajeltake Island, Majuro Marshall IslandsSupplemental Letter • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight • Cardiff
Loan Agreement dated 23 July 2008 (as amended and supplemented from time to time) and made between (i) Cretan Traders Inc. as borrower (the “Borrower”), (ii) the banks and financial institutions listed therein as lender (the “Lenders”), (iii) Norddeutsche Landesbank Girozentrale as swap bank, underwriter, mandated lead arranger, bookrunner, agent and security trustee (the “Agent”) in respect of a facility of (originally) up to US$126,400,000.
TELEFAX Ionian Traders Inc. Timo Kühl / sw International Loans Norwalk Star Owners Inc. Direct Line +49 421 3609-320 c/o Cardiff Marine Inc. Telefax +49 421 3609-293 Attn. Mr. Aris Ioannidis / Mr. Dimitris Glynos timo.kuehl@schiffsbank.com Fax 0030210...DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
To: Cretan Traders Inc. Trust Company House Trust Company Complex Ajeltake Road Ajeltake Island, Majuro Marshall IslandsSupplemental Letter • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight • Cardiff
Loan Agreement dated 23 July 2008 and made between (i) Cretan Traders Inc. as borrower (the “Borrower”), (ii) the banks and financial institutions listed therein as lender (the “Lenders”), (iii) Norddeutsche Landesbank Girozentrale as swap bank, underwriter, mandated lead arranger, bookrunner, agent and security trustee (the “Agent”) in respect of a facility of (originally) up to US$126,400,000.
TELEFAX Timo Kühl / sw International Loans Ioli Owning Company Limited c/o Cardiff Marine Inc. Direct Line +49 421 3609-320 Attn. Mr. Aris Ioannidis / Mr. Dimitris Glynos Telefax +49 421 3609-293 timo.kuehl@schiffsbank.com Fax 0030210 809 0205...DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
Reference is made to our fax dated 13 November 2009 containing the waiver terms to rectify the breach of clause 10.4 (Security Cover) of the Loan Agreement and clause 6.7 of the Guarantee. Your acceptance of the waiver terms was noted.
EFG Eurobank Ergasias S.A.DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
We refer to the Loan Agreement dated 16th November 2007 (the “Loan Agreement”) between Iason Owning Company Limited (as “Borrower”) and EFG Eurobank Ergasias S.A. (the “Bank”) for a loan of up to USD 47,000,000, which was guaranteed by Dry ships Inc. (the “Guarantor”).
US$325,000,000 FACILITY AGREEMENT dated 21 DECEMBER 2010 for DRILLSHIP HYDRA OWNERS INC. arranged by DEUTSCHE BANK AG, LONDON BRANCH as Mandated Lead Arranger with DEUTSCHE BANK LUXEMBOURG S.A. acting as Agent and DEUTSCHE BANK AG FILIALE...Facility Agreement • April 15th, 2011 • DryShips Inc. • Deep sea foreign transportation of freight
To: Dryships Inc.DryShips Inc. • April 15th, 2011 • Deep sea foreign transportation of freight
