ARLINGTON TANKERS LTD. Common Shares ($0.01 Par Value)Underwriting Agreement • November 2nd, 2004 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • New York
GUARANTYGuaranty • October 21st, 2004 • Arlington Tankers Ltd. • New York
ARLINGTON TANKERS LTD. as Borrower - and - THE ROYAL BANK OF SCOTLAND PLC as Lender LOAN AGREEMENT relating to a US$229,500,000 facility to (i) finance the whole of the acquisition cost of m.t's "STENA CONTEST" and "STENA CONCEPT", (ii) to refinance...Loan Agreement • December 16th, 2005 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 21st, 2004 • Arlington Tankers Ltd. • New York
Norwegian Shipbrokers' Association's Memorandum of Agreement for sale and purchase of ships. Adopted by The Baltic MEMORANDUM OF AGREEMENT and International Maritime Council (BIMCO) in 1956. Dated: 20 October, 2004 Code- nameMemorandum of Agreement • October 21st, 2004 • Arlington Tankers Ltd. • England
ARLINGTON TANKERS LTD. (AS BORROWER) - AND - FORTIS BANK (NEDERLAND) N.V. AND HSBC BANK PLC (AS MANDATED LEAD ARRANGERS) - AND -Loan Facility Agreement • November 2nd, 2004 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight
AMENDMENT NO. 1 TO SHIP MANAGEMENT AGREEMENT April 11, 2005Ship Management Agreement • June 9th, 2005 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • England
Norwegian Shipbrokers' Association's Memorandum of Agreement for sale and purchase of ships. Adopted by The Baltic MEMORANDUM OF AGREEMENT and International Maritime Council (BIMCO) in 1956. Dated: 20 October, 2004 Code- nameMemorandum of Agreement • October 21st, 2004 • Arlington Tankers Ltd. • England
AMENDMENT NO. 1 TO TIME CHARTER PARTYTime Charter Party • June 9th, 2005 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • England
EXHIBIT 4.5 FORM OF SUBORDINATED INDENTURE ARLINGTON TANKERS LTD.,Subordinated Indenture • November 16th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • New York
GUARANTYGuaranty • October 21st, 2004 • Arlington Tankers Ltd. • New York
AGREEMENTShip Management Agreement • October 21st, 2004 • Arlington Tankers Ltd. • New York
THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO) STANDARD SHIP MANAGEMENT AGREEMENT CODE NAME: "SHIPMAN 98" Part 1 -------------------------------------- -------------------------------------------------------------------------------...Standard Ship Management Agreement • October 21st, 2004 • Arlington Tankers Ltd. • London
EXHIBIT 10.3 ARLINGTON TANKERS LTD. Executive Change in Control Agreement THIS EXECUTIVE CHANGE IN CONTROL AGREEMENT by and between Arlington Tankers Ltd., a corporation organized under the laws of Bermuda (the "Company"), and Edward Terino (the...Executive Change in Control Agreement • November 14th, 2005 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • New York
Norwegian Shipbrokers' Association's Memorandum of Agreement for sale and purchase of ships. Adopted by The Baltic MEMORANDUM OF AGREEMENT and International Maritime Council (BIMCO) in 1956. Dated: 20 October, 2004 Code- nameMemorandum of Agreement for Sale and Purchase of Ships • October 21st, 2004 • Arlington Tankers Ltd. • England
Date 16 December 2008 ARLINGTON TANKERS LTD., as Borrower – and – COMPANION LTD., COMPATRIOT LTD., CONCEPT LTD., CONCORD LTD., CONSUL LTD., CONTEST LTD., VICTORY LTD. AND VISION LTD., as Guarantors – and – THE ROYAL BANK OF SCOTLAND PLC as Lender...Amending Agreement • December 16th, 2008 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight
Date 16 December 2008 ARLINGTON TANKERS LTD. as Borrower - and - THE ROYAL BANK OF SCOTLAND plc as Lender AMENDED AND RESTATED LOAN AGREEMENT (amended and restated pursuant to the terms of a Consent and Amending Agreement dated 16 December 2008)...Loan Agreement • December 16th, 2008 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight
GUARANTYGuaranty • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • New York
GUARANTY, dated as of 5 January, 2006 (as amended, modified or supplemented from time to time, this “Guaranty”), made by STENA AB (PUBL), a company incorporated in the Kingdom of Sweden (the “Guarantor”), in favour of CONCEPT LTD., a company incorporated in the Islands of Bermuda (the “Owner”).
Code word for this Charter Party “SHELLTIME 4” Issued December 1984Time Charter Party • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight
IT IS THIS DAY 5 of January 2006, AGREED between Contest Ltd. of Hamilton, Bermuda (hereinafter referred to as “Owners”), being owners of the good motor tanker vessel called M/T “STENA CONTEST” (hereinafter referred to as “the vessel”) described as per Clause 1 hereof and Stena Bulk AB of Gothenburg, Sweden (hereinafter referred to as “Charterers”):
AMENDMENT NO. 2 TO SHIP MANAGEMENT AGREEMENT January 5, 2006Ship Management Agreement • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight
Reference is hereby made to the Ship Management Agreement, dated October 20, 2004 (the “Ship Management Agreement”), between Vision Ltd., a company incorporated in the Islands of Bermuda (the “Owners”) and Northern Marine Management Ltd., a company incorporated in Scotland (the “Managers”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Ship Management Agreement. The Owners and the Managers together jointly the “Parties” and each respectively a “Party”.
AGREEMENTGuarantee Agreement • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • New York
AGREEMENT, dated as of 5 January, 2006 (this “Agreement”), between Stena AB (publ), a company incorporated in the Kingdom of Sweden (“Stena”), and Contest Ltd., a company incorporated in the Islands of Bermuda (the “Owner”).
MEMORANDUM OF AGREEMENT Dated: 5 January, 2006 Norwegian Shipbrokers’ Association’s Memorandum of Agreement for sale and purchase of ships. Adopted by The Baltic and International Maritime Council (BIMCO) in 1956. Code-name SALEFORM 1993 Revised 1966,...Memorandum of Agreement • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • England
Oceansymphony Ltd., Bermuda hereinafter called the Sellers, have agreed to sell, and Concept Ltd., Bermuda, a wholly owned subsidiary of Arlington Tankers Ltd., Bermuda hereinafter called the Buyers, have agreed to buy
AMENDMENT NO. 2 TO TIME CHARTER PARTY January 5, 2006Time Charter Party • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight
Reference is hereby made to the Time Charter Party, dated October 20, 2004 (the “Time Charter”), between Consul Ltd., a company incorporated in the Islands of Bermuda (the “Owners”) and Stena Bulk AB, a company incorporated in Sweden (the “Charterers”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Time Charter. The Owners and the Charterers together jointly the “Parties” and each respectively a “Party”.
EXHIBIT 4.4 FORM OF SENIOR INDENTURE ARLINGTON TANKERS LTD.,Senior Indenture • November 16th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • New York
GUARANTYGuaranty • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • New York
GUARANTY, dated as of 5 January, 2006 (as amended, modified or supplemented from time to time, this “Guaranty”), made by ARLINGTON TANKERS LTD., a company incorporated in the Islands of Bermuda (the “Guarantor”), in favour of STENA BULK AB, a company incorporated in the Kingdom of Sweden (the “Charterer”).
1. Date of Agreement THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO) 5 January 2006 STANDARD SHIP MANAGEMENT AGREEMENT CODE NAME: “SHIPMAN 98”Standard Ship Management Agreement • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • London
It is mutually agreed between the party stated in Box 2 and the party stated in Box 3 that this Agreement consisting of PART I and PART II shall be performed subject to the conditions contained herein. In the event of a conflict of conditions, the provisions of PART I shall prevail over those of PART II to the extent of such conflict but no further.
AMENDMENT NO. 2 TO SHIP MANAGEMENT AGREEMENT January 5, 2006Ship Management Agreement • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight
Reference is hereby made to the Ship Management Agreement, dated October 20, 2004 (the “Ship Management Agreement”), between Companion Ltd., a company incorporated in the Islands of Bermuda (the “Owners”) and Northern Marine Management Ltd., a company incorporated in Scotland (the “Managers”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Ship Management Agreement. The Owners and the Managers together jointly the “Parties” and each respectively a “Party”.
October 20, 2004 Victory Ltd. c/o Arlington Tankers Ltd. First Floor, The Hayward Building 22 Bermudiana Road Hamilton, Bermuda HM11 Re: Replacement Charter and Guaranty Upon Optional Termination of Charter Reference is hereby made to that certain...Replacement Charter and Guaranty • October 21st, 2004 • Arlington Tankers Ltd.
AMENDMENT NO. 2 TO SHIP MANAGEMENT AGREEMENT January 5, 2006Ship Management Agreement • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight
Reference is hereby made to the Ship Management Agreement, dated October 20, 2004 (the “Ship Management Agreement”), between Concord Ltd., a company incorporated in the Islands of Bermuda (the “Owners”) and Northern Marine Management Ltd., a company incorporated in Scotland (the “Managers”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Ship Management Agreement. The Owners and the Managers together jointly the “Parties” and each respectively a “Party”.
GUARANTYGuaranty • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • New York
GUARANTY, dated as of 5 January, 2006 (as amended, modified or supplemented from time to time, this “Guaranty”), made by Arlington Tankers Ltd., a company incorporated in the Islands of Bermuda (the “Guarantor”), in favour of Northern Marine Management Ltd., a company incorporated in Scotland (the “Manager”)
AMENDMENT NO. 2 TO TIME CHARTER PARTY January 5, 2006Time Charter Party • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight
Reference is hereby made to the Time Charter Party, dated October 20, 2004 (the “Time Charter”), between Companion Ltd., a company incorporated in the Islands of Bermuda (the “Owners”) and Stena Bulk AB, a company incorporated in Sweden (the “Charterers”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Time Charter. The Owners and the Charterers together jointly the “Parties” and each respectively a “Party”.
AGREEMENTAgreement • November 23rd, 2005 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • England
GUARANTYGuaranty • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight • New York
GUARANTY, dated as of 5 January, 2006 (as amended, modified or supplemented from time to time, this “Guaranty”), made by Arlington Tankers Ltd., a company incorporated in the Islands of Bermuda (the “Guarantor”), in favour of Northern Marine Management Ltd., a company incorporated in Scotland (the “Manager”)
October 20, 2004 Vision Ltd. c/o Arlington Tankers Ltd. First Floor, The Hayward Building 22 Bermudiana Road Hamilton, HM11 Bermuda Re: Replacement Charter and Guaranty Upon Optional Termination of Charter Reference is hereby made to that certain Time...Replacement Charter and Guaranty Upon Optional Termination of Charter • October 21st, 2004 • Arlington Tankers Ltd.
AMENDMENT NO. 2 TO SHIP MANAGEMENT AGREEMENT January 5, 2006Ship Management Agreement • January 11th, 2006 • Arlington Tankers Ltd. • Deep sea foreign transportation of freight
Reference is hereby made to the Ship Management Agreement, dated October 20, 2004 (the “Ship Management Agreement”), between Consul Ltd., a company incorporated in the Islands of Bermuda (the “Owners”) and Northern Marine Management Ltd., a company incorporated in Scotland (the “Managers”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Ship Management Agreement. The Owners and the Managers together jointly the “Parties” and each respectively a “Party”.
