VOTING AGREEMENTVoting Agreement • November 2nd, 2018 • Cma CGM S.A. • Deep sea foreign transportation of freight • Delaware
THIS VOTING AGREEMENT (this “Agreement”), dated as of October 29, 2018, but effective only as of the Closing (as defined in the Merger Agreement (as defined below)), is made by and among KIA VIII (Newco Marine), Ltd. (“KIA VIII”), KEP VI (Newco Marine), Ltd. (“KEP VI,” and together with KIA VIII, “Kelso” and each a “Kelso Entity”), CMA CGM S.A. (“CMA CGM” and together with any of its Permitted Transferees (as defined in the Registration Rights Agreement), the “CMA CGM Group”) and Michael S. Gross (“Gross” and together with Marathon Founders, LLC (“Marathon”) and any of their respective Permitted Transferees, the “Gross Group”). Each of CMA CGM and Gross are referred to herein as a “Stockholder” and, collectively, the “Stockholders”. Capitalized terms used and not defined herein shall have the meanings ascribed to such terms in the Merger Agreement.
