Dated 20 December 2023 TERM LOAN FACILITY NAVARRA SHIPPING CORPORATION PELAYO SHIPPING CORPORATION HS TANKERS INC. HS SOUTH INC. DELTA NAVAL TRADE S.A. as joint and several Borrowers ALPHA BANK S.A. as Arranger ALPHA BANK S.A. as Facility Agent and...Term Loan Facility • April 29th, 2024 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
CREDIT AGREEMENT dated as of November 3, 2017 among Navios South American Logistics Inc. and Navios Logistics Finance (US) Inc., as the Borrowers, The Several Lenders from Time to Time Party Hereto, Morgan Stanley Senior Funding, Inc., as...Credit Agreement • November 6th, 2017 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
CREDIT AGREEMENT (this “Agreement”), dated as of November 3, 2017, among Navios South American Logistics Inc., a Marshall Islands corporation (the “Company”), Navios Logistics Finance (US) Inc., a Delaware corporation and a Wholly Owned Restricted Subsidiary of the Company (the “U.S. Borrower” and, together with the Company, each individually a “Borrower” and collectively, the “Borrowers”), the Guarantors (this and each other capitalized term used herein without definition having the meaning assigned to such term in Section 1.1) from time to time party hereto, the several banks, financial institutions, institutional investors and other entities from time to time party hereto as lenders (the “Lenders”), and Morgan Stanley Senior Funding, Inc., as Administrative Agent. References here to the “Borrowers” are to the Company and the U.S. Borrower as joint and several borrowers under this Agreement.
Registration Rights Agreement Dated as of March 12, 2013 among NAVIOS SOUTH AMERICAN LOGISTICS INC. NAVIOS LOGISTICS FINANCE (US) INC. and Morgan Stanley & Co. LLC Citigroup Global Markets Inc. Credit Suisse Securities (USA) LLC ABN AMRO Securities...Registration Rights Agreement • March 20th, 2013 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of March 12, 2013 by and among NAVIOS SOUTH AMERICAN LOGISTICS INC., a Marshall Islands corporation (the “Company”), NAVIOS LOGISTICS FINANCE (US) INC., a Delaware corporation (“Navios Finance” and, together with the Company, the “Co-Issuers”), each of the guarantors listed in Schedule A attached hereto (the “Guarantors”), and Morgan Stanley & Co. LLC (“Morgan Stanley”) and each other Initial Purchaser set forth on Schedule B attached hereto collectively, the “Initial Purchasers”), for whom Morgan Stanley is acting as representative (the “Representative”).
NAVIOS SOUTH AMERICAN LOGISTICS INC. and NAVIOS LOGISTICS FINANCE (US) INC., as Co-Issuers the GUARANTORS party hereto, as Guarantors, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and Collateral Trustee INDENTURE Dated as of July 8, 2020...Indenture • July 8th, 2020 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
INDENTURE dated as of July 8, 2020 among Navios South American Logistics Inc., a Marshall Islands corporation (the “Company”) and Navios Logistics Finance (US) Inc., a Delaware corporation, as co-issuers (“Logistics Finance”, with the Company and Logistics Finance being referred to herein individually as a “Co-Issuer” and collectively as “Co-Issuers”), each of the Guarantors named herein, as Guarantors, and Wilmington Trust, National Association, a national banking association, as Trustee (the “Trustee”) and as Collateral Trustee (the “Collateral Trustee”).
DATED 25 April 2019 NAVIOS MARITIME HOLDINGS INC. (1) as borrower and NAVIOS SOUTH AMERICAN LOGISTICS INC. (2) as lender LOAN AGREEMENT in respect of a loan of up to USD50,000,000 in up to ten AdvancesLoan Agreement • September 12th, 2019 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
as Lender US$25,000,000 LOAN FACILITY AGREEMENTLoan Facility Agreement • April 1st, 2022 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
From: Navios Maritime Holdings Inc.Loan Agreement • March 2nd, 2021 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
Date June 30, 2021 NAVIOS MARITIME HOLDINGS INC. as Borrower and GRIMAUD VENTURES S.A. as Lender SUPPLEMENTAL AGREEMENT in relation to a Loan Agreement dated 30th April 2019 for a term loan facility of up to USD70,000,000 (as amended, novated or...Supplemental Agreement • July 1st, 2021 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
Dated 20 March 2012 NAUTICLER S.A. as Borrower -and- MARFIN POPULAR BANK PUBLIC CO LTD as Lender FINANCIAL AGREEMENT relating to a revolving credit facility of up to $40,000,000Financial Agreement • April 5th, 2012 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
This Agreement sets out the terms and conditions on which the Lender has agreed to make available to the Borrower a revolving credit facility of up to Forty million Dollars ($40,000,000) for the purpose of providing the Borrower with working and investment capital on the terms and conditions hereinafter set forth.
CORPORACIÓN NAVÍOS S.A. as Borrower BANCO BILBAO VIZCAYA ARGENTARIA URUGUAY S.A. as Lender US$25, 000,000 SENIOR SECURED TERM LOAN FACILITY AGREEMENTSenior Secured Term Loan Facility Agreement • March 30th, 2017 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
SHAREHOLDERS’ AGREEMENTShareholders Agreement • February 21st, 2020 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
THIS SHAREHOLDERS’ AGREEMENT (this “Agreement”) is made as of the 19th day of November, 2019 (the “Effective Date”), by and among Navios South American Logistics Inc., a Marshall Islands corporation (the “Company”), Navios Maritime Holdings Inc. (“Navios Holdings”) and Peers Business S.A. (“Peers”). Each of Navios Holdings and Peers is herein referred to as a “Shareholder” and collectively, the “Shareholders.”
Date December 02, 2019 NAVIOS MARITIME HOLDINGS INC. as Borrower and NAVIOS SOUTH AMERICAN LOGISTICS INC. as Lender SUPPLEMENTAL AGREEMENT in relation to a Loan Agreement dated 25th April 2019 for a term loan facility of up to USD50,000,000 INCE PIRAEUSSupplemental Agreement • February 21st, 2020 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
ASSIGNMENT AGREEMENTAssignment Agreement • September 12th, 2019 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
This ASSIGNMENT AGREEMENT (the “Assignment”), is made this August 29, 2019, by and between NAVIOS CORPORATION (the “NC”), NAVIOS SOUTH AMERICAN LOGISTICS INC. (“NSAL”) and NAVIOS SHIPMANAGEMENT INC. (“Assignee”) and relates to the Administrative Services Agreement (the “Agreement”) entered into between NSAL and Navios Maritime Holdings Inc. on April 12, 2011 as such Agreement was assigned to NC via an assignment dated May 28, 2014 and subsequently amended on April 6, 2016.
LOAN CONTRACTLoan Contract • April 1st, 2022 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • Santander
One party: BANCO SANTANDER S.A. (R.U.T. N° 21.130718.0016), with address on Julio Herrera y Obes 1365 in this city, represented by Mr. Gaston Pagliaro and Mr. Rodrigo Vidal (hereinafter “SANTANDER BANK", or the “BANK”);
NAVIOS SOUTH AMERICAN LOGISTICS INC. and NAVIOS LOGISTICS FINANCE (US) INC., as Co-Issuers the GUARANTORS party hereto, as Guarantors, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of April 22, 2014 7.250% Senior Notes due 2022Indenture • April 23rd, 2014 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
INDENTURE dated as of April 22, 2014 among Navios South American Logistics Inc., a Marshall Islands corporation (the “Company”) and Navios Logistics Finance (US) Inc., a Delaware corporation, as co-issuers (“Logistics Finance”, with the Company and Logistics Finance being referred to herein individually as a “Co-Issuer” and collectively as “Co-Issuers”), each of the Guarantors named herein, as Guarantors, and Wells Fargo Bank, National Association, a national banking association, as Trustee (the “Trustee”).
ContractThird Supplemental Indenture • November 29th, 2016 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 26, 2016, among (i) Delta Naval Trade S.A., a Panamanian company (the “Guaranteeing Subsidiary”), an indirect subsidiary of Navios South American Logistics Inc., a Marshall Islands corporation (the “Company”), (ii) the Company, (iii) Navios Logistics Finance (US) Inc., a Delaware corporation (together with the Company, the “Co-Issuers”), (iv) the other Guarantors (as defined in the Indenture referred to herein) and (v) Wells Fargo Bank, National Association, as trustee (the “Trustee”) under the Indenture referred to below.
FIRST] SUPPLEMENTAL INDENTURESupplemental Indenture • April 29th, 2024 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
This FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 22, 2023 among Petropal Inc., a Marshall Islands corporation and Wemby S.A., a Uruguayan corporation, (each individually, a “Guaranteeing Subsidiary,” and together, the “Guaranteeing Subsidiaries”), each a subsidiary of Navios South American Logistics Inc. (or its permitted successor), a Marshall Islands corporation (the “Company”), and Navios Logistics Finance (US) Inc., a Delaware corporation (together with the Company, the “Co-Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and Wilmington Trust, National Association, as trustee (or its permitted successor) under the Indenture referred to below (the “Trustee”) and as collateral trustee under the Indenture referred to below (the “Collateral Trustee”).
THIS DEED OF ASSIGNMENT AND ASSUMPTION is dated 24 June, 2020 and made between: BACKGROUND AGREED TERMSDeed of Assignment and Assumption • March 2nd, 2021 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
FINANCIAL LEASING CONTRACT WITH OPTION TO BUYFinancial Leasing Contract With Option to Buy • April 29th, 2024 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
BETWEEN the firm CIE S.A., with registered offices in Campo Vía cor. Los Arbolitos, Luque Paraguay, represented in this proceeding by Eduardo José Borgognon Montero in his capacity as Director and Carlos Hernán Rodiño Gorostiaga in his capacity as Member of the Management Board-Proxy, herein after "THE LESSOR", on one side, and on the other, the company PETROLERA SAN ANTONIO S.A., with registered offices on Floor 3 of the AYMAC Building, located in Avda. Aviadores del Chaco, N1 1669 in the city of Asunción, Paraguay, represented in this proceeding by César Abraham González Villalba and Marcos Juan Peroni Clifton, both in their capacity as Director, hereinafter "THE LESSEE", and together with the LESSOR, the "Parties", are meeting to sign the present financial lease (leasing) with the option to buy (the "Contract"), that shall be governed by the following clauses and conditions:
ContractSupplemental Indenture • March 30th, 2015 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of February 6, 2015, among (i) Cartisur S.A., a Uruguayan corporation, Edolmix S.A., a Uruguayan corporation, Ruswe International S.A., a Uruguayan corporation and NP Trading S.A., a British Virgin Islands corporation (collectively, the “Guaranteeing Subsidiaries), each a direct or indirect subsidiary of Navios South American Logistics Inc., a Marshall Islands corporation (the “Company”), (ii) the Company, (iii) Navios Logistics Finance (US) Inc., a Delaware corporation (together with the Company, the “Co-Issuers”), (iv) the other Guarantors (as defined in the Indenture referred to herein) and (v) Wells Fargo Bank, National Association (the “Trustee”), as trustee under the Indenture referred to below.
AMENDMENT NO. 2 TO THE ADMINISTRATIVE SERVICES AGREEMENTAdministrative Services Agreement • April 1st, 2022 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
This AMENDMENT NO. 2 TO THE ADMINISTRATIVE SERVICES AGREEMENT (this “Amendment”), dated as of January 01, 2022 is made by and between Navios South American Logistics Inc. a Marshall Islands corporation (“NSAL”) and Navios ShipManagement Inc., a Marshall Islands corporation (“NSM”, and together with NSAL, the “Parties”) and amends the Administrative Services Agreement (the “Management Agreement”) entered into between NSAL and Navios Maritime Holdings Inc. on April 12, 2011 as assigned to Navios Corporation on May 28, 2014 and subsequently to NSM on August 29, 2019, and as further amended on April 6, 2016.
ContractSupplemental Indenture • March 11th, 2014 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
SIXTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of September 12, 2013, among Hidronave South American Logistics S.A. (the “Guaranteeing Subsidiary”), an indirect subsidiary of Navios South American Logistics Inc. (or its permitted successor), a Marshall Islands corporation (the “Company”), the Company and Navios Logistics Finance (US) Inc., a Delaware corporation (together with the Company, the “Co-Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee (or its permitted successor) under the Indenture referred to below (the “Trustee”).
ContractSupplemental Indenture • April 23rd, 2014 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
SEVENTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 22, 2014, is entered into by and among Navios South American Logistics Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), Navios Logistics Finance (US) Inc., a corporation organized under the laws of the State of Delaware (the “Co-Issuer” and, together with the Company, the “Co-Issuers”), the Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association (or its permitted successor) as trustee (the “Trustee”) under the Indenture referred to below.
ContractFirst Supplemental Indenture • April 5th, 2012 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of April 28, 2011, among Varena Maritime Services S.A. (the “Guaranteeing Subsidiary”), an indirect subsidiary of Navios South American Logistics Inc., a Marshall Islands corporation (the “Company”), the Company and Navios Logistics Finance (US) Inc., a Delaware corporation, (together with the Company, the “Co-Issuers”) the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee (or its permitted successor) under the Indenture referred to below (the “Trustee”).
ContractFourth Supplemental Indenture • March 20th, 2013 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
FOURTH SUPPLEMENTAL INDENTURE (this “Fourth Supplemental Indenture”), dated as of March 12, 2013, among Navios South American Logistics Inc., a Marshall Islands corporation, (the “Company”), Navios Logistics Finance (US) Inc., a Delaware corporation (together with the Company, the “Co-Issuers”), the Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee (or its permitted successor) under the Indenture referred to below (the “Trustee”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Indenture (as defined below).
ContractSupplemental Indenture • April 5th, 2012 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
SECOND SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 26, 2011, among HS SHIPPING LTD. INC., HS SOUTH INC., HS TANKERS INC., HS NAVIGATION INC. and THALASSA ENERGY S.A. (each, a “Guaranteeing Subsidiary”), each an indirect subsidiary of Navios South American Logistics Inc. (or its permitted successor), a Marshall Islands corporation (the “Company”), the Company and Navios Logistics Finance (US) Inc., a Delaware corporation, (together with the Company, the “Co-Issuers”) the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee (or its permitted successor) under the Indenture referred to below (the “Trustee”).
AMENDED AND RESTATED WAIVER TO SHAREHOLDER’S AGREEMENT Dated: March 22, 2012Waiver to Shareholder’s Agreement • April 5th, 2012 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
Reference is made to the Shareholder’s Agreement (the “Agreement”), dated as of June 17, 2010, by and between Navios South American Logistics Inc., a Marshall Islands corporation (the “Company”), Navios Corporation, a Marshall Islands corporation (“Navios”), and Grandall Investment S.A., a Panamanian corporation (“Grandall”). Navios shall include Navios Maritime Holdings Inc. (“Navios Holdings”), the parent corporation of Navios, as an anticipated shareholder of the Company in lieu of Navios. Capitalized terms not defined herein shall have the meaning ascribed to them in the Agreement.
ContractThird Supplemental Indenture • March 7th, 2013 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
THIRD SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 19, 2012, among MERCO PARANA S.A. (the “Guaranteeing Subsidiary”), an indirect subsidiary of Navios South American Logistics Inc. (or its permitted successor), a Marshall Islands corporation (the “Company”), the Company and Navios Logistics Finance (US) Inc., a Delaware corporation, (together with the Company, the “Co-Issuers”) the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee (or its permitted successor) under the Indenture referred to below (the “Trustee”).
ContractSupplemental Indenture • March 11th, 2014 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of April 19, 2013, among Energias Renovables del Sur S.A. (the “Guaranteeing Subsidiary”), an indirect subsidiary of Navios South American Logistics Inc. (or its permitted successor), a Marshall Islands corporation (the “Company”), the Company and Navios Logistics Finance (US) Inc., a Delaware corporation, (together with the Company, the “Co-Issuers”) the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee (or its permitted successor) under the Indenture referred to below (the “Trustee”).
ContractSupplemental Indenture • April 26th, 2019 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 20, 2019, among (i) Docas Fluvial do Porto Murtinho Ltda, a company organized under the laws of Brazil, (ii) Corporacion Navios Granos S.A., a company organized under the laws of the Oriental Republic of Uruguay (each, a “Guaranteeing Subsidiary” and collectively, the “Guaranteeing Subsidiaries”), each a direct or an indirect subsidiary of Navios South American Logistics Inc., a Marshall Islands corporation (the “Company”), (iii) the Company, (iv) Navios Logistics Finance (US) Inc., a Delaware corporation (together with the Company, the “Co-Issuers”), (v) the other Guarantors (as defined in the Indenture referred to herein) and (vi) Wells Fargo Bank, National Association, as trustee (the “Trustee”) under the Indenture referred to below.
Date 17 May 2022 NAVARRA SHIPPING CORPORATION and PELAYO SHIPPING CORPORATION (1) as Borrowers - and - ALPHA BANK S.A. (2) as Bank SUPPLEMENTAL AGREEMENT in relation to a Loan Agreement dated 28 February 2022 for a loan facility of up to USD7,000,000...Supplemental Agreement • May 26th, 2022 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
UNLOADING, STORING, WEIGHING AND LOADING SERVICES CONTRACTUnloading, Storing, Weighing and Loading Services Contract • June 3rd, 2019 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo
THIS UNLOADING, STORING, WEIGHING AND LOADING SERVICES CONTRACT, dated the 27 day of September 2013 (the “Contract”) is made by and between:
ContractSupplemental Indenture • March 30th, 2015 • Navios South American Logistics Inc. • Arrangement of transportation of freight & cargo • New York
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of November 3, 2014, among Honey Bunkering S.A., a Panamanian corporation (the “Guaranteeing Subsidiary”), an indirect subsidiary of Navios South American Logistics Inc., a Marshall Islands corporation (the “Company”), the Company and Navios Logistics Finance (US) Inc., a Delaware corporation (together with the Company, the “Co-Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association (the “Trustee”), as trustee under the Indenture referred to below.
