ISDA® International Swaps & Derivatives Association, Inc. MASTER AGREEMENT dated as of 2 March 2004Isda Master Agreement • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
have entered and/or anticipate entering into one or more transactions (each a “Transaction”) that are or will be governed by this Master Agreement, which includes the schedule (the “Schedule”), and the documents and other confirming evidence (each a “Confirmation”) exchanged between the parties confirming those Transactions.
FORM OF SHIPBUILDING CONTRACT FOR THE CONSTRUCTION OF ONE (1) 170,500 DWT CLASS BULK CARRIER (HULL NO. HN-101[ ]) BETWEEN GOLDEN OCEAN GROUP LIMITEDShipbuilding Contract • April 24th, 2008 • Knightsbridge Tankers LTD • Water transportation • England
Date 5 March 2004 KTL CHELSEA, INC. as Owner -and- THE ROYAL BANK OF SCOTLAND plc as Lender GENERAL ASSIGNMENT relating to m.v. “CHELSEA” WATSON, FARLEY & WILLIAMS LondonGeneral Assignment • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
KTL CHELSEA, INC.Mortgage Agreement • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
DEED OF RELEASE Dated 18 March, 2004 BETWEEN CEDARHURST TANKERS LDC AND CALICO LEASING (GB) LIMITED (formerly Natwest Leasing (GB) Limited) AND THE ROYAL BANK OF SCOTLAND PLC ALLEN & OVERY London 39625-00022 BK:1225870.3Deed of Release • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
Under the Lessor Mortgage and Assignment, the Chargor, as security for the Secured Obligations, mortgaged to the Chargee the Vessel by way of first priority mortgage and assigned to the Chargee all the Assigned Rights.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 26th, 2015 • Knightsbridge Shipping LTD • Water transportation • New York
NOVATION AGREEMENT Dated 5 March, 2004 LAWRENCE TANKERS LDC CALICO LEASING (GB) LIMITED (formerly Natwest Leasing (GB) Limited) and KTL CHELSEA, INC. relating to a Conditional Sale Agreement dated 25th November, 1996 LONDONNovation Agreement • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation • England
THE ROYAL BANK OF SCOTLAND PLCDaylight Overdraft Facility Agreement • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
Date 2 March 2004 KNIGHTSBRIDGE TANKERS LIMITED as Borrower KTL HAMPSTEAD, INC. KTL CHELSEA, INC. KTL MAYFAIR, INC. KTL CAMDEN, INC. KTL KENSINGTON, INC. as New Owners - and - THE ROYAL BANK OF SCOTLAND plc as Lender LOAN AGREEMENT relating to a...Loan Agreement • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
The Lender has agreed to make available to the Borrower a facility of up to $140,000,000 for the purpose of enabling the Borrower to advance funds to the New Owners (newly incorporated special purpose subsidiaries of the Borrower) to enable each New Owner to finance part of the cost of acquiring a Ship and to provide working capital to the Borrower.
Date 2 March 2004 KNIGHTSBRIDGE TANKERS LIMITED as Borrower - and - KTL HAMPSTEAD, INC. KTL CHELSEA, INC. KTL MAYFAIR, INC. KTL CAMDEN, INC. KTL KENSINGTON, INC. as New Owners - and - THE ROYAL BANK OF SCOTLAND plc as Bank ACCOUNT SECURITY DEED...Account Security Deed • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
ADDENDUM to ACQUISITION AGREEMENT dated 15 September 2014Acquisition Agreement • March 26th, 2015 • Knightsbridge Shipping LTD • Water transportation
Dated 2 March 2004 KNIGHTSBRIDGE TANKERS LIMITED -and- THE ROYAL BANK OF SCOTLAND plc MASTER AGREEMENT SECURITY DEED relating to a Loan Agreement dated 2 March 2004Security Deed • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
DEED OF RELEASE Dated 5 March, 2004 BETWEEN LAWRENCE TANKERS LDC AND CALICO LEASING (GB) LIMITED (formerly Natwest Leasing (GB) Limited) AND THE ROYAL BANK OF SCOTLAND PLC ALLEN & OVERY London 39625-00022 BK:1237326.2Deed of Release • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
Under the Lessor Mortgage and Assignment, the Chargor, as security for the Secured Obligations, mortgaged to the Chargee the Vessel by way of first priority mortgage and assigned to the Chargee all the Assigned Rights.
ContractShare Sale and Purchase Agreement • March 18th, 2011 • Knightsbridge Tankers LTD • Water transportation
DEED OF RELEASE Dated 11 March, 2004 BETWEEN HEWLETT TANKERS LDC AND CALICO LEASING (GB) LIMITED (formerly Natwest Leasing (GB) Limited) AND THE ROYAL BANK OF SCOTLAND PLC ALLEN & OVERY London 39625-00022 BK:1237321.2Deed of Release • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
Under the Lessor Mortgage and Assignment, the Chargor, as security for the Secured Obligations, mortgaged to the Chargee the Vessel by way of first priority mortgage and assigned to the Chargee all the Assigned Rights.
ACQUISITION AGREEMENTAcquisition Agreement • October 6th, 2014 • Knightsbridge Shipping LTD • Water transportation
SHARE SALE AND PURCHASE AGREEMENT between Golden Ocean Group Limited as Seller and Knightsbridge Tankers Limited as BuyerShare Sale and Purchase Agreement • March 18th, 2011 • Knightsbridge Tankers LTD • Water transportation
Classification Society/Class ABS Flag: Hong Kong Place of Registration: Hong Kong Built in 2010 by Jinhaiwan IMO Number: 9443607 Call sign: VRGC2 Grt/Nrt: 91,971/59,546
Knightsbridge Shipping Limited and Golden Ocean Group Limited agree to mergeMerger Agreement • October 8th, 2014 • Knightsbridge Shipping LTD • Water transportation
HAMILTON, BERMUDA – October 7, 2014 - Knightsbridge Shipping Limited (Nasdaq: VLCCF) ("Knightsbridge") and Golden Ocean Group Limited (OSE: GOGL) ("Golden Ocean") have today entered into an agreement and plan of merger (the "Merger Agreement"), pursuant to which the two companies have agreed to merge, with Knightsbridge as the surviving legal entity (the "Combined Company"). The Combined Company will be renamed Golden Ocean Group Limited upon completion of the merger. As a result of the expected merger, the Combined Company would become one of the world's leading dry bulk companies with a modern fleet of 72 vessels, of which 36 are newbuildings under construction. The merger is subject to approval by the shareholders of Golden Ocean and Knightsbridge in separate special general meetings expected to be held in December 2014 or January 2015 and the merger is expected to close shortly thereafter. Completion of the merger is also subject to the execution of certain definitive documents, cu
ACQUISITION AGREEMENTAcquisition Agreement • October 6th, 2014 • Knightsbridge Shipping LTD • Water transportation
GOLDEN OCEAN GROUP LIMITED Common Shares ($0.05 par value per share) PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 19th, 2017 • Golden Ocean Group LTD • Water transportation • New York
ContractManagement Agreement • March 18th, 2011 • Knightsbridge Tankers LTD • Water transportation
Application Agreement Arctic Securities (Offering October 2017) Seaport Global SecuritiesApplication Agreement • October 19th, 2017 • Golden Ocean Group LTD • Water transportation • New York
General Information: Golden Ocean Group Limited (the "Company"), an exempted company incorporated under the laws of Bermuda with registration number EC22353, intends to conduct an offering of new common shares of the Company, each with a par value of USD 0.05 (the "Offer Shares") raising gross proceeds of up to approximately USD 66 million (the "Offering"). In addition to the Offering, the Company expects to issue additional common shares (the "Placement") with an aggregate value of USD 34 million, at the same price as the public offering price in the Offering, to Hemen Holding Ltd. ("Hemen") as partial consideration for two modern Capesize vessels to be acquired from affiliated companies of Hemen. The Offering is directed towards institutional investors subject to applicable exemptions from European prospectus requirements. The subscription price per Offer Share (the "Subscription Price") will be set through a book-building process. The Company has appointed DNB Markets, Inc. and Arct
USD 425,000,000 SENIOR SECURED POST DELIVERY TERM LOAN FACILITY AGREEMENT dated 5 February 2015 between THE COMPANIES listed in Schedule 1 as Original Borrowers KNIGHTSBRIDGE SHIPPING LIMITED as guarantor THE LENDERS listed in Schedule 2 as lenders...Senior Secured Post Delivery Term Loan Facility Agreement • February 20th, 2015 • Knightsbridge Shipping LTD • Water transportation • Hong Kong
VOTING AGREEMENT by and among KNIGHTSBRIDGE SHIPPING LIMITED, GOLDEN OCEAN GROUP LIMITEDVoting Agreement • October 8th, 2014 • Knightsbridge Shipping LTD • Water transportation • New York
VOTING AGREEMENT, dated as of October 7, 2014 (this "Agreement"), by and among Knightsbridge Shipping Limited, a Bermuda limited company ("KSL"), Golden Ocean Group Limited, a Bermuda limited company ("GOGL") and each of the Persons listed on Schedule 1 hereto (each, a "Shareholder").
AMENDMENT NO. 1 TO MANAGEMENT AGREEMENT AND ACCESSION AGREEMENTManagement Agreement • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
This Accession Agreement and Amendment No. 1 to Management Agreement is made as of the 1 day of March, 2004, by and between KNIGHTSBRIDGE TANKERS LIMITED, a company organized and existing under the laws of Bermuda (the “Company”), acting on behalf of itself, the companies set forth on Schedule A hereto (the “Original Subsidiaries”) (as defined below) and the companies set forth on Schedule B hereto (the “Additional Subsidiaries” and together with the Original Subsidiaries, the “Subsidiaries”), and ICB SHIPPING (BERMUDA) LTD., a company organized and existing under the laws of Bermuda (the “Manager”).
THE ROYAL BANK OF SCOTLAND PLCDaylight Overdraft Facility • June 2nd, 2004 • Knightsbridge Tankers LTD • Water transportation
AGREEMENT AND PLAN OF MERGER, DATED AS OF October 7, 2014, between KNIGHTSBRIDGE SHIPPING LIMITED and GOLDEN OCEAN GROUP LIMITEDMerger Agreement • October 8th, 2014 • Knightsbridge Shipping LTD • Water transportation • New York
AGREEMENT AND PLAN OF MERGER, dated as of October 7, 2014 (this "Agreement"), between Knightsbridge Shipping Limited, a limited company incorporated in Bermuda and having its registered address at Par-la-Ville Place, 14 Par-la-Ville Road, Hamilton HM 08, Bermuda ("KSL"), and Golden Ocean Group Limited, a limited company incorporated in Bermuda and having its registered address at Par-la-Ville Place, 14 Par-la-Ville Road, Hamilton HM 08, Bermuda ("GOGL"). KSL and GOGL are sometimes referred to herein individually as a "Party" and collectively as the "Parties."
ContractCommercial Management Agreement • March 18th, 2011 • Knightsbridge Tankers LTD • Water transportation
Execution Version REGISTRATION RIGHTS AGREEMENT BY AND AMONG GOLDEN OCEAN GROUP LTD. AND THE OTHER PARTIES LISTED ON SCHEDULE I HERETO Dated as of March 14, 2017 US 4927322v.6Registration Rights Agreement • April 5th, 2017 • Golden Ocean Group LTD • Water transportation • New York
ContractCommercial Management Agreement • March 18th, 2011 • Knightsbridge Tankers LTD • Water transportation
