Stalwart Tankers Inc. Sample Contracts

•] Shares Stalwart Tankers Inc. FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • March 26th, 2014 • Stalwart Tankers Inc. • Deep sea foreign transportation of freight • New York
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FORM OF REGISTRATION RIGHTS AGREEMENT
Form of Registration Rights Agreement • March 26th, 2014 • Stalwart Tankers Inc. • Deep sea foreign transportation of freight • New York

REGISTRATION RIGHTS AGREEMENT, dated as of March , 2014 this “Agreement”), among STALWART TANKERS INC., a Marshall Islands corporation (the “Company”), JUNO MARITIME LTD., a Marshall Islands corporation, HAVIET CONSULTANTS CORP., a Marshall Islands corporation, ZENA SHIPMANAGEMENT CO., a Marshall Islands corporation, TRIGON MARITIME LIMITED, a Marshall Islands corporation, and BALMORAL CONSULTANTS LTD., a Marshall Islands corporation (the foregoing corporations (other than the Company) are referred to herein as the “Contributors”).

FORM OF CONTRIBUTION AND EXCHANGE AGREEMENT
Form of Contribution and Exchange Agreement • March 26th, 2014 • Stalwart Tankers Inc. • Deep sea foreign transportation of freight • Marshall Islands

Minimal Enterprises Company (Foreign Maritime Entity), Liberia BSS Velvet Steel Chemical Tanker IMO 9083940 11,559 DWT Built 1994 Japan Flag Liberia

SHAREHOLDERS AGREEMENT
Shareholders Agreement • March 26th, 2014 • Stalwart Tankers Inc. • Deep sea foreign transportation of freight

STALWART TANKERS INC., a company incorporated under the laws of the Marshall Islands, whose registered address is at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands (“the Company”)

FORM OF SHAREHOLDERS RIGHTS AGREEMENT
Form of Shareholders Rights Agreement • March 26th, 2014 • Stalwart Tankers Inc. • Deep sea foreign transportation of freight • New York
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