September 30, 2010
Ex-10.5
September 30, 2010
AIG Commercial Equipment Finance, Inc.
0000 Xxxxxxx Xxxxxxx, Xxxxx 000
Plano, Texas 75024
RE: Specified Events of Default under that certain Loan Agreement dated February 29, 2008 by and among AIG Commercial Equipment Finance, Inc., Amoros Maritime Corp., Lancaster Maritime Corp., Chatham Maritime Corp. and the guarantors party thereto (as amended, the “Loan Agreement”).
Reference is hereby made to the Loan Agreement. Capitalized terms defined in the Loan Agreement and not otherwise defined herein are used herein as therein defined.
We hereby notify you that the Borrowers will be suspending the payment of certain upcoming scheduled principal installments owing in respect of certain Indebtedness of such persons, as more particularly described on Schedule 1 hereto, for a period of 46 days beginning on September 30, 2010 and ending on November 14, 2010 (the “Payment Suspension”). The Payment Suspension will result in one or more Events of Default occurring under the Loan Agreement (any such Event of Default resulting solely from the Payment Suspension, the “Specified Events of Default”).
In order to allow time for TBS International public limited company and its affiliates to work with their various lenders, including you, towards a mutually agreeable solution on their outstanding indebtedness, we hereby request that you forbear from exercising any of the rights or remedies arising solely from the Specified Events of Default available to you under the Loan Agreement, other transaction documents or under applicable law (all of which rights and remedies are hereby expressly reserved by you) until the earlier of (i) the occurrence of a Forbearance Termination Event and (ii) November 15, 2010. As used herein, a “Forbearance Termination Event” shall mean the occurrence of any breach, default or Event of Default under the Loan Agreement (other than the Specified Events of Default).
We also notify you that the principal payments due under the Commerzebank Loan Agreement on September 3, 2010 have been paid after such date. We hereby request you waive any Events of Default occurring from the timing of such payment (the “Commerzbank Payment”).
By counter-signing this letter, you agree to forbear from exercising any of the rights or remedies arising solely from the Specified Events of Default and waive any Events of Default resulting solely from the Commerzbank Payment, in each case, on the terms set forth above.
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Very truly yours, |
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TBS INTERNATIONAL PUBLIC LIMITED COMPANY |
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By: |
/s/ Xxxxxxxxx X. Xxxxxx |
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Name: Xxxxxxxxx X. Xxxxxx |
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Title: Senior Executive Vice President and Chief Financial Officer |
Acknowledged and Xxxxxx provided that all of the lenders identified on the attached Schedule 1 have also countersigned on or before September 30, 2009 a forbearance letter agreement containing the same terms as this letter agreement:
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AIG COMMERCIAL EQUIPMENT FINANCE, INC. |
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By: |
/s/ Xxxx Xxxxxxxx |
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Name: Xxxx Xxxxxxxx |
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Title: Vice President |
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Schedule 1
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Facility |
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Principal Amount |
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Date |
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Bank of America Facility, as amended and restated on March 26, 2008 |
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$ |
9,500,000 |
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September 30, 2010 |
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AIG Loan Agreement dated as of February 29, 2008 (as amended) |
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$ |
1,800,000 |
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October 1, 2010 |
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DVB Facility dated as of January 16, 2008 |
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$ |
2,608,000 |
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October 23, 2010 |
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