SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 5th, 2023 • C3is Inc. • Deep sea foreign transportation of freight • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 30, 2023, between C3s Inc., a company incorporated under the laws of the Republic of the Marshall Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
C3IS INC. and EQUINITI TRUST COMPANY, LLC as Warrant Agent Warrant Agency Agreement Dated as of January [•], 2024Warrant Agency Agreement • January 8th, 2024 • C3is Inc. • Deep sea foreign transportation of freight • New York
WARRANT AGENCY AGREEMENT, dated as of January [•], 2024 (“Agreement”), between C3is Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), and Equiniti Trust Company, LLC (the “Warrant Agent”).
UNDERWRITING AGREEMENTUnderwriting Agreement • March 19th, 2024 • C3is Inc. • Deep sea foreign transportation of freight • New York
The undersigned, C3is, Inc., a company incorporated under the laws of the Republic of the Marshall Islands (the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the “Underwriter”) as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 26th, 2023 • C3is Inc. • Deep sea foreign transportation of freight • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of _______, 2023, between C3s Inc., a company incorporated under the laws of the Republic of the Marshall Islands (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PRE-FUNDED COMMON SHARE PURCHASE WARRANT C3IS INC.Pre-Funded Common Share Purchase Warrant • June 26th, 2023 • C3is Inc. • Deep sea foreign transportation of freight • New York
THIS PRE-FUNDED COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from C3is Inc., a Marshall Islands corporation (the “Company”), up to ______ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s right to elect to receive a Warrant in certificated form
CLASS A COMMON SHARE PURCHASE WARRANT C3IS INC.Warrant Agreement • July 5th, 2023 • C3is Inc. • Deep sea foreign transportation of freight • New York
THIS CLASS A COMMON SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date and on or prior to 5:00 p.m. (New York City time) on _______, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from C3is Inc., a Marshall Islands corporation (the “Company”), up to ______ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and The Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant, subject to a Holder’s right to elect to receive a Warrant
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • July 5th, 2023 • C3is Inc. • Deep sea foreign transportation of freight • New York
MANAGEMENT AGREEMENTManagement Agreement • May 17th, 2023 • C3is Inc. • Deep sea foreign transportation of freight
C3IS INC., a company incorporated and existing under the laws of the Republic of Marshall Islands, having its registered address at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960 (the “ Owner”), and
CONTRIBUTION AND DISTRIBUTION AGREEMENTContribution and Distribution Agreement • May 17th, 2023 • C3is Inc. • Deep sea foreign transportation of freight • New York
This contribution and distribution agreement (this “Agreement”) is entered into as of [ ], 2023, by and between Imperial Petroleum Inc., a Marshall Islands corporation (“Imperial Petroleum”), and C3is Inc., a Marshall Islands corporation (“C3is”). The foregoing shall be referred to individually as a “Party” and collectively as the “Parties.”
ContractMemorandum of Agreement for Sale and Purchase of Ships • January 8th, 2024 • C3is Inc. • Deep sea foreign transportation of freight
MEMORANDUM OF AGREEMENT Norwegian Shipbrokers’ Association’s Memorandum of Agreement for sale and purchase of ships. Adopted by BIMCO in 1956. Code name SALEFORM 2012 Revised 1966, 1983 and 1986/87, 1993 and 2012 Dated: 7th july 2023 TANKPUNK INC. of Marshall Islandshereinafter called the “Sellers’’, have agreed to sell, and CRUDE OIL SERVICES INTERNATIONAL INC. of Marshall Islands hereinafter called the “Buyers”, have agreed to buy: Name of vessel: STEALTH BERANA IMO Number: 9437672 Classification Society: BV Class Notation: + HULL + MACH Oil tanker ESP Unrestricted navigation +AUT UMS, MON SHAFT , VCS TRANSFER, BWT Year of Build: 2010 Builder/Yard: SAMSUNG Flag: Liberia Place of Registration: GT/NT: 61341 / 35396 hereinafter called the “Vessel”, on the following terms and conditions: Definitions “Banking Days” are days on which banks are open both in the country of the currency stipulated for the Purchase Price in Clause 1 (Purchase Price) and in the place of closing stipulated in Cl
