ARTICLE I DEFINITIONSSecurities Purchase Agreement • June 23rd, 2006 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
OFLimited Liability Company Agreement • August 30th, 2006 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • Marshall Islands
OFLimited Liability Company Agreement • November 13th, 2006 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
EAGLE BULK SHIPPING INC. and COMPUTERSHARE TRUST COMPANY, N.A. as Rights Agent Amended and Restated Rights Agreement Dated as of June 20, 2012Rights Agreement • June 20th, 2012 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • Delaware
AMENDED AND RESTATED RIGHTS AGREEMENT, dated as of June 20, 2012 (the "Agreement"), between Eagle Bulk Shipping Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the "Company"), and Computershare Trust Company, N.A., a national banking corporation (the "Rights Agent").
RIGHTS AGREEMENT EAGLE BULK SHIPPING INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Rights Agent Dated as of June 22, 2023Rights Agreement • June 23rd, 2023 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • Delaware
This Rights Agreement, dated as of June 22, 2023 (this “Agreement”), between Eagle Bulk Shipping Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and Computershare Trust Company, N.A., a national banking corporation, as rights agent (the “Rights Agent”).
EAGLE BULK SHIPPING Inc. Common StockAt Market Issuance Sales Agreement • March 12th, 2021 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
Exhibit 4.8 EAGLE BULK SHIPPING INC. SUBORDINATED INDENTURE Dated as of ______, 20__ [Name of Trustee]Subordinated Indenture • August 30th, 2006 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
Exhibit 4.7 EAGLE BULK SHIPPING INC. SENIOR INDENTURE Dated as of ______, 20__ [Name of Trustee]Senior Indenture • August 30th, 2006 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
THIRD AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • January 31st, 2006 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
EAGLE BULK SHIPPING INC. 6,000,000 Shares Common Stock ($0.01 par value per share) UNDERWRITING AGREEMENTUnderwriting Agreement • October 25th, 2005 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
Eagle Bulk Shipping Inc., a Marshall Islands corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule A hereto (the “Underwriters”), for whom you are acting as representatives, an aggregate of 6,000,000 shares (the “Firm Shares”) of common stock, $.01 par value (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, Eagle Ventures LLC, a Marshall Islands limited liability company (the “Selling Stockholder”), proposes to grant to the Underwriters the option to purchase from the Selling Stockholder up to an additional 900,000 shares of Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the “Shares.” The Shares are described in the Prospectus which is referred to below.
Exhibit 10.3.2 AMENDATORY AGREEMENT AMENDATORY AGREEMENT made as of May 3, 2007 among (i) EAGLE BULK SHIPPING INC., a Marshall Islands corporation (the "Borrower"), (ii) the Marshall Islands limited liability companies identified as Guarantors on the...Amendatory Agreement • May 10th, 2007 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
1,695,182 Shares EAGLE BULK SHIPPING INC. Common Stock (par value $0.01 per share) UNDERWRITING AGREEMENT June 29, 2021Underwriting Agreement • July 1st, 2021 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
Certain shareholders (the “Selling Shareholders”) of Eagle Bulk Shipping Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), propose to sell to the several Underwriters named in Schedule II hereto (the “Underwriters”), an aggregate of 1,695,182 shares of common stock, par value $0.01 per share of the Company (the “Firm Shares”), with each Selling Shareholder selling the amount set forth opposite such Selling Shareholder’s name in Schedule I hereto.
ContractEquity Distribution Agreement • March 3rd, 2009 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
LIMITED LIABILITY COMPANY AGREEMENT OF SANDPIPER SHIPPING LLC A Marshall Islands Limited Liability CompanyLimited Liability Company Agreement • December 31st, 2007 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • Marshall Islands
EXECUTION VERSION EAGLE BULK SHIPPING INC. AND DEUTSCHE BANK TRUST COMPANY AMERICAS as Trustee INDENTURE Dated as of July 29, 2019 5.00% Convertible Senior Notes due 2024Indenture • August 2nd, 2019 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
LIMITED LIABILITY COMPANY AGREEMENT OF SNIPE SHIPPING LLC A Marshall Islands Limited Liability CompanyLimited Liability Company Agreement • December 31st, 2007 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • Marshall Islands
WARRANT AGREEMENTWarrant Agreement • October 16th, 2014 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of October 15, 2014, is by and among Eagle Bulk Shipping Inc., a Marshall Islands corporation (the “Company”), and Computershare Inc., a Delaware corporation (“Computershare”) and its wholly owned subsidiary Computershare Trust Company N.A., a federally chartered trust company (together with Computershare, the “Warrant Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • December 14th, 2023 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight
THIS EMPLOYMENT AGREEMENT (the “Agreement”), dated as of December 11, 2023, (the “Effective Date”) is made among Eagle Shipping International (USA) LLC, a Marshall Islands limited liability company (the “Company”), its parent Eagle Bulk Shipping Inc., a Marshall Islands corporation (the “Parent”) and Constantine George Tsoutsoplides (the “Executive”).
Form of Underwriting Agreement] EAGLE BULK SHIPPING INC. Shares Common Stock ($.01 par value per share) UNDERWRITING AGREEMENTUnderwriting Agreement • June 20th, 2005 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
Eagle Bulk Shipping Inc., a Marshall Islands corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule A hereto (the “Underwriters”), for whom you are acting as representatives, an aggregate of shares (the “Firm Shares”) of Common Stock, $.01 par value (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional shares of Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the “Shares.” The Shares are described in the Prospectus which is referred to below.
STOCK PURCHASE AGREEMENT by and among EAGLE BULK SHIPPING INC. and THE PARTIES LISTED ON SCHEDULE 1 HERETO Dated as of July 10, 2016Stock Purchase Agreement • July 11th, 2016 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
This Stock Purchase Agreement (this “Agreement”) is made and entered into as of July 10, 2016, by and among Eagle Bulk Shipping Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and the Investors listed on Schedule 1 (each, an “Investor,” and collectively, the “Investors”).
OPTION AWARD AGREEMENT UNDER THE EAGLE BULK SHIPPING INC. 2016 EQUITY INCENTIVE PLANOption Award Agreement • March 31st, 2017 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
This Option Award Agreement (the “Option Award Agreement”) dated as of December 15, 2016 (the “Date of Grant”), is made by and between Eagle Bulk Shipping Inc., a Republic of the Marshall Islands company (the “Company”), and Gary Vogel (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Eagle Bulk Shipping Inc. 2016 Equity Incentive Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
CREDIT AGREEMENTCredit Agreement • June 20th, 2005 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
CREDIT AGREEMENT dated as of June [•], 2005 (as such may be amended, supplemented (including, without limitation, by way of each Credit Agreement Supplement executed and delivered from time to time), or otherwise modified, this “Agreement”) among (i) EAGLE BULK SHIPPING INC., a Marshall Islands corporation (the “Borrower”), (ii) CARDINAL SHIPPING LLC, CONDOR SHIPPING LLC, FALCON SHIPPING LLC, GRIFFON SHIPPING LLC, HARRIER SHIPPING LLC, HAWK SHIPPING LLC, KITE SHIPPING LLC, OSPREY SHIPPING LLC, PEREGRINE SHIPPING LLC, SHIKRA SHIPPING LLC and SPARROW SHIPPING LLC, each a Marshall Islands limited liability company (collectively, the “Initial Guarantors”), and the Additional Guarantors party hereto from time to time, and (ii) THE ROYAL BANK OF SCOTLAND PLC, as Lender (the “Lender”).
RESTRICTED STOCK AWARD AGREEMENT UNDER THE EAGLE BULK SHIPPING INC. 2016 EQUITY INCENTIVE PLANRestricted Stock Award Agreement • March 14th, 2022 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
This Restricted Stock Award Agreement (the “Restricted Stock Award Agreement”) effective as of September 3, 2021 (the “Date of Grant”), is made by and between Eagle Bulk Shipping Inc., a Republic of the Marshall Islands company (the “Company”), and Gary Vogel (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Eagle Bulk Shipping Inc. 2016 Equity Incentive Plan (the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
Ship owning entity] and SHIP MANAGEMENT AGREEMENTShip Management Agreement • June 20th, 2005 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • London
It is mutually agreed between the party mentioned in Box 2 of Part I (hereinafter called “the Owners”) and the party mentioned in Box 3 of Part I (hereinafter called “the Managers”) that this Agreement consisting of PARTS I to VI inclusive shall be performed subject to the conditions contained herein. In the event of a conflict of conditions, the provisions of an applicable Appendix of Part III shall prevail over the provisions of PART II to the extent of such conflict but only in respect of the Management Service to be provided in terms of such applicable Appendix. In the event of a conflict between the Fee Schedule and the provisions of an applicable Appendix of Part III, the provisions of the Fee Schedule shall prevail.
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF EAGLE VENTURES LLC A MARSHALL ISLANDS LIMITED LIABILITY COMPANYLimited Liability Company Agreement • June 22nd, 2005 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
This Second Amended and Restated Limited Liability Company Agreement of Eagle Ventures LLC, a Marshall Islands limited liability company (the "Company"), is made as of June , 2005 by and among the individuals or entities listed under the heading "Kelso Members" on Schedule A hereto (each a "Kelso Member" and collectively, the "Kelso Members"), Sophocles Zoullas ("Zoullas"), Edward H. James ("James "), Claude Thouret ("Thouret"), Alan Ginsberg ("Ginsberg"), Intercontinental Shipping and Trading Corp. ("IST"), Maria Zoullas ("Maria "), George S. Kaufman ("Kaufman"), Jeffrey S. Nordhaus ("Nordhaus"), David Hiley ("Hiley"), and Magnetite Asset Investors III L.L.C. ("Magnetite," and, together with the Kelso Members, Zoullas, James, Thouret, Ginsberg, IST, Maria, Kaufman, Nordhaus and Hiley, the "Initial Members") and such other Persons as may become Members of the Company after the date hereof in accordance with Section 4.8 of this Agreement. Zoullas, James, Thouret and Ginsberg and such ot
NOMINATING AGREEMENTNominating Agreement • March 30th, 2016 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • Delaware
NOMINATING AGREEMENT (this “Agreement”), dated as of March 30, 2016, by and between Eagle Bulk Shipping Inc., a Marshall Islands corporation (the “Company”), and GoldenTree Asset Management LP, a Delaware limited partnership (“GoldenTree”), acting in its capacity as investment manager or advisor to certain private investment funds and managed accounts (the “GoldenTree Funds”) that Beneficially Own shares of Company Common Stock (as defined below).
RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE EAGLE BULK SHIPPING INC. 2016 EQUITY INCENTIVE PLANRestricted Stock Unit Award Agreement • August 4th, 2023 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
This Restricted Stock Unit Award Agreement (the “Award Agreement”) effective as of [●], 2023 (the “Date of Grant”), is made by and between Eagle Bulk Shipping Inc., a Republic of the Marshall Islands company (the “Company”), and [●] (the “Participant”). Capitalized terms not defined herein shall have the meaning ascribed to them in the Eagle Bulk Shipping Inc. 2016 Equity Incentive Plan (as may be amended from time to time, the “Plan”). Where the context permits, references to the Company shall include any successor to the Company.
AMENDMENT NO. 7 TO WAIVER AND FORBEARANCE AGREEMENTWaiver and Forbearance Agreement • July 16th, 2014 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
This AMENDMENT NO. 7 TO WAIVER AND FORBEARANCE AGREEMENT, dated as of July 15, 2014 (the “Amendment”), is made and entered into by and among (i) Eagle Bulk Shipping Inc. (the “Borrower”) and its subsidiaries (collectively, the “Guarantors”, and together with the Borrower, the “Loan Parties”) and (ii) certain lenders under the Credit Agreement (collectively, the “Lenders”). The Loan Parties and the Lenders party hereto are hereinafter referred to collectively as the “Parties.”
MANAGEMENT AGREEMENTManagement Agreement • March 5th, 2010 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
This MANAGEMENT AGREEMENT, dated as of August 4, 2009 (this "Agreement"), is entered into by and between Delphin Shipping LLC, a Marshall Islands limited liability company (the "Company") and Eagle Bulk Shipping Inc., a Marshall Islands corporation (the "Manager").
AGENCY RESIGNATION AND APPOINTMENT AGREEMENT and AMENDMENT AND RESTATEMENT OF CREDIT AGREEMENTCredit Agreement • April 7th, 2021 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
This AGENCY RESIGNATION AND APPOINTMENT AGREEMENT AND AMENDMENT AND RESTATEMENT OF CREDIT AGREEMENT, dated as of April 5, 2021 (this “Agreement”), is entered into among ABN AMRO CAPITAL USA LLC (“ABN USA”), as facility agent under the Loan Documents (as defined in the Credit Agreement referred to below), ABN USA, as Arranger under the Credit Agreement referred to below (ABN USA in its capacity as facility agent and in its capacity as arranger, collectively, the “Resigning Facility Agent”), ABN USA, as security trustee under the Loan Documents (as defined in the Credit Agreement referred to below) (in such capacity, the “Resigning Security Trustee” and together with the Resigning Facility Agent, the “Resigning Parties”), CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK (“CACIB”), in its capacity as Successor Party (as defined below), EAGLE BULK ULTRACO LLC, a Marshall Islands limited liability company (the “Borrower”), EAGLE BULK SHIPPING INC., a Marshall Islands corporation (the “Parent”)
eagle Bulk Shipping Inc. Indemnification Agreement March __, 2014Indemnification Agreement • March 31st, 2014 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • Delaware
This Indemnification Agreement (this “Agreement”) has been made and executed this __ day of March, 2014, by and between Eagle Bulk Shipping Inc., a Marshall Islands corporation (the “Company”), and ______________ (the “Indemnitee”).
WARRANT SHARES REGISTRATION RIGHTS AGREEMENT JUNE 20, 2012Warrant Shares Registration Rights Agreement • August 9th, 2012 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
Framework Agreement Ships sale Dated 28 February 2017 between gREENSHIP BULK MANAGER PTE. lTD. AS TRUSTEE-MANAGER OF Greenship Bulk Trust as Sellers and Eagle Bulk Ultraco LLC as BuyersFramework Agreement • May 9th, 2017 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • London
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement • November 9th, 2016 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • Connecticut
This Separation Agreement and General Release (this “Agreement”) is hereby made and entered into by and among Eagle Shipping International (USA) LLC, a Marshall Islands limited liability company (“Eagle International”), its parent, Eagle Bulk Shipping Inc., a Marshall Islands corporation (the “Company”), and Adir Katzav (“Executive,” and together with the Company and Eagle International, the “Parties”).
AMENDMENT NO. 7 TO FORBEARANCE AND STANDSTILL AGREEMENTForbearance and Standstill Agreement • March 22nd, 2016 • Eagle Bulk Shipping Inc. • Deep sea foreign transportation of freight • New York
This AMENDMENT NO. 7 TO THE FORBEARANCE AND STANDSTILL AGREEMENT (as defined below), dated as of March 22, 2016 (this “Seventh Amendment”), is by and among Eagle Bulk Shipping Inc., a corporation incorporated and existing under the laws of the Republic of the Marshall Islands (the “Borrower”), the companies party to the Forbearance Agreement as guarantors, each a limited liability company formed and existing under the laws of the Republic of the Marshall Islands (collectively, the “Guarantors” and, together with the Borrower, the “Obligors”, and any one of them, individually, an “Obligor”) and the banks and financial institutions party to the Forbearance Agreement as “Specified Lenders” (such parties, constituting all of the “Specified Lenders” under and as defined in the Forbearance Agreement, collectively, the “Specified Lenders”, and any one of them, individually, a "Specified Lender") (the Specified Lenders together with the Obligors, collectively, the “Parties”, and any one of the
