SECOND AMENDED AND RESTATED SHARE PURCHASE AGREEMENT dated as of July 3, 2008 by and among VANSHIP HOLDINGS LIMITED, a Liberian corporation, ENERGY INFRASTRUCTURE MERGER CORPORATION a Marshall Islands corporation and ENERGY INFRASTRUCTURE ACQUISITION...Share Purchase Agreement • July 3rd, 2008 • Energy Infrastructure Merger CORP • Deep sea foreign transportation of freight • New York
THIS SECOND AMENDED AND RESTATED SHARE PURCHASE AGREEMENT, dated as of July 3, 2008 (this “Agreement”), is made by and among VANSHIP HOLDINGS LIMITED, a Liberian corporation (the “Seller”), ENERGY INFRASTRUCTURE MERGER CORPORATION, a Marshall Islands corporation (the “Buyer”), and ENERGY INFRASTRUCTURE ACQUISITION CORP., a Delaware corporation (“EIAC”).
Time Charter Party SEPTEMBER 9TH, 2006Time Charter Party • February 12th, 2008 • Energy Infrastructure Merger CORP • London
(hereinafter referred to as “the vessel”) described as per Clause 1 hereof and Dalian Ocean Shipping Co. of No. 29 QiQi Street, Zhongshan Dist., Dalian, China 116001 4
OPTION AGREEMENTOption Agreement • July 3rd, 2008 • Energy Infrastructure Merger CORP • Deep sea foreign transportation of freight • New York
OPTION AGREEMENT, dated as of July 2, 2008 (this “Agreement”), between ENERGY INFRASTRUCTURE MERGER CORPORATION, a corporation incorporated and existing under the laws of the Republic of The Marshall Islands (the “Buyer”), and SHINYO KIERAN LIMITED, a company incorporated and existing under the laws of the British Virgin Islands (the “Seller”). Capitalized terms used but not defined herein shall have the meaning assigned such terms in the Second Amended and Restated Share Purchase Agreement (as defined below).
VAN ASIA TANKERS CORPORATION - and - [VAN ASIA CAPITAL MANAGEMENT LIMITED] MANAGEMENT AGREEMENT Dated as of [●], 2008Management Agreement • July 3rd, 2008 • Energy Infrastructure Merger CORP • Deep sea foreign transportation of freight • London
Time Charter Party OCTOBER 18TH, 2006Time Charter Party • February 12th, 2008 • Energy Infrastructure Merger CORP • London
(hereinafter referred to as “the vessel”) described as per Clause 1 hereof and Dalian Ocean Shipping Co. of No. 29 QiQi Street, Zhongshan Dist., Dalian, China 116001 4
Code word for this Charter Party “SHELLTIME 4” Issued December 1984Time Charter Party • February 12th, 2008 • Energy Infrastructure Merger CORP
Vessel (b) she shall be in every way fit to carry maximum three grades non heat crude petroleum and/or dirty products within vessel’s natural segregation; 8
Code Word for this Charter PartyTime Charter Party • February 12th, 2008 • Energy Infrastructure Merger CORP
And other Duties tonnage who shall in any event be not less than the number required by the laws of the flag state and who shall be 27
DATED 2008 ENERGY INFRASTRUCTURE MERGER CORPORATION (as Borrower) - and - THE BANKS AND FINANCIAL INSTITUTION LISTED IN SCHEDULE 1 (as Lenders) - and - DVB GROUP MERCHANT BANK (ASIA) LTD (as Agent) - and - DVB BANK AG (as Swap Provider) - and - DVB...Secured Loan Agreement • July 3rd, 2008 • Energy Infrastructure Merger CORP • Deep sea foreign transportation of freight
FORM OF AGREEMENT AND PLAN OF MERGER BETWEEN A Delaware Domestic Corporation AND A Marshall Islands CorporationMerger Agreement • February 12th, 2008 • Energy Infrastructure Merger CORP
This Agreement and Plan of Merger (this “Agreement”) made and entered into on this ______ day of __________, 2008, by and between Energy Infrastructure Acquisition Corp., a Delaware corporation (“EIAC”) and Energy Infrastructure Merger Corporation, a Marshall Islands corporation (“MergerCo,” together with EIAC, the “Constituent Corporations”).
