EXHIBIT 10.7
[HOLLANDSCHE BANK-UNIE N.V. LOGO]
CREDIT AGREEMENT
THE UNDERSIGNED:
1. Adventure Three S.A., established in Majuro, Xxxxxxxx Islands, hereinafter
referred to as 'the Borrower',
2. HOLLANDSCHE BANK-UNIE N.V., having its registered office in Amsterdam, the
Netherlands, hereinafter referred to as 'HBU'.
HAVE AGREED AS FOLLOWS:
On the basis of the information supplied to HBU, the Borrower is granted a
facility on the terms and conditions and at the rates and charges stated in this
agreement and the appendix hereto. The facility is granted to finance the
purchase of the M/V Free Envoy.
FACILITY AMOUNT USD 6,000,000
Overdraft facility
The credit may also be used for drawing short-term loans in USD. The terms and
conditions governing these short-term loans will be incorporated in a separate
short-Term loan agreement.
Reduction scheme
Except for earlier alteration, the limit of the overdraft facility will be
reduced by USD 425,000 per three months and a last instalment of USD 900,000,
beginning three months after drawing date.
RATES AND CHARGES
Overdraft facility
- Current USD debit interest rate, based on the market rate, will be 3.5%
- Short term loans: libor + 2%.
- Upfront fee USD 54,000
The upfront fee will be charged after this Credit Agreement has been signed.
SECURITY AND COVENANTS
- First preferred mortgage of USD 6,000,000 plus 40% for interest and costs,
on the vessel m.v. "Free Envoy", registered under the flag of the Xxxxxxxx
Islands. Xxxxxx details will be included in the mortgage deed. On this
mortgage the laws of the Xxxxxxxx Islands will be applicable.
As far as possible HBU's General Conditions applicable to Ship Mortgages
are incorporated in the mortgage deed. The mortgage deed shall be
accompanied by a law firm's legal opinion in form and substance acceptable
to the Bank.
- Suretyship of USD 500,000, plus interest and costs, from Mr G.D.
Gourdomichalis, residing in Piraeus, Greece and/or Mr S.D. Gourdomichalis,
residing in Piraeus, Greece and/or Xx X.X. Xxxxxxxxxx, residing in Piraeus,
Greece.
[HOLLANDSCHE BANK-UNIE N.V. LOGO]
- Joint and several liability of One Adventure S.A.
- Pledge of rights and earnings under time charter contracts concluded or to
be concluded.
- Pledge of rights under insurance policies.
- Pledge of bank balances of USD 600,000 either in the name of Mr.
G.D.Gourdomichalis, Mr. S.D.Gourdomichalis and Xx. X.X. Xxxxxxxxxx or one
of their companies. The pledge will be reduced to USD 400,000 after the
first repayment of the principal amount and will be reduced to USD 250,000
after the second repayment.
- Pursuant to Art. 18 of the HBU General Banking Conditions HBU has a right
of pledge on all goods and documents of title which are in possession or
will come into the possession of HBU or a third party on HBU's behalf from
or for the benefit of the Borrower on any account whatsoever and on all
present or future claims of the Borrower vis-a-vis HBU on any account
whatsoever to secure any obligations of the Borrower to HBU on any account
whatsoever. Insofar as such pledge has not been created yet, this agreement
shall be considered as an instrument of pledge and, insofar as necessary,
as notification of such pledge.
OTHER PROVISIONS
- Borrower will give HBU the time charter agreements for inspection. The
contents thereof must be acceptable to HBU.
- At any moment at least 60% of the value of the ship must be covering the
outstanding facility.
- The Borrower will submit once a year to HBU a surveyor's report of the
vessel to be mortgaged to HBU. The contents must be acceptable to HBU.
- There will be no change of ownership with respect to the shares in the
companies of the Borrower.
- The enclosed HBU General Credit Provisions dated January 1999 will apply.
By signing this Credit Agreement the Borrower declares that he has received
a copy of said General Credit Provisions and is fully aware of the contents
thereof.
Signature:
Rotterdam, 24 June 2004
HOLLANDSCHE BANK - UNIE N.V.
/s/ Xx. Xxxx Xxxxxx
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Xx. Xxxx Xxxxxx
/s/ Mr. Leo Bloemeuvel
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Mr. Leo Bloemeuvel
[HOLLANDSCHE BANK-UNIE N.V. LOGO]
Majuro, 8 July 2004
/s/ Ion Varouxakis
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Adventure Three S.A.
The undersigned, One Adventure S.A., declares that he assumes joint and several
liability towards HBU for all sums that the Borrower is now or will at any time
hereafter become due to HBU under this credit arrangement.
Majuro, 8 July 2004
/s/ Ion Varouxakis
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One Adventure S.A.
