Dated 14th December 2009 HSBC BANK PLC as Lender -and- PANTELIS SHIPPING CORP. as Borrower FINANCIAL AGREEMENT loan facility of up to US$13,000,000Financial Agreement • May 28th, 2010 • Euroseas Ltd. • Deep sea foreign transportation of freight
FIRST AMENDMENT TO SHAREHOLDERS RIGHTS AGREEMENTShareholders Rights Agreement • May 28th, 2010 • Euroseas Ltd. • Deep sea foreign transportation of freight • New York
FIRST AMENDMENT TO SHAREHOLDERS RIGHTS AGREEMENT, dated as of March 25, 2010 (the "Amendment") to the Shareholders Rights Agreement, dated as of May 18, 2009 (the "Rights Agreement"), between Euroseas Ltd., a Marshall Islands corporation (the "Company"), and American Stock Transfer and Trust Company, LLC, as rights agent (the "Rights Agent"). Terms used herein but not defined shall have the meaning assigned to them in the Rights Agreement.
EUROSEAS LTD. AMENDMENT NO. 1 TO BYLAWS As Adopted March 25, 2010Euroseas Ltd. • May 28th, 2010 • Deep sea foreign transportation of freight
WHEREAS, Euroseas Ltd. (the "Corporation") has entered into that certain Shareholder Voting Agreement (the "Shareholder Agreement"), dated as of March 25, 2010 by and among (i) the Corporation, (ii) Paros Ltd., a Cayman Islands exempted company ("Paros"), (iii) All Seas Investors I, Ltd., a Cayman Islands limited company ("All Seas I"), All Seas Investors II, Ltd., a Cayman Islands limited company ("All Seas II"), All Seas Investors III LP, a Cayman Islands exempted limited partnership ("All Seas III", and collectively with All Seas I and All Seas II, "All Seas"), (iv) Friends Investment Company, Inc., and (v) Aristides J. Pittas ("Pittas"). Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to such terms in the Shareholder Agreement.
LIMITED LIABILITY COMPANY AGREEMENT FOR EUROMAR LLC A MARSHALL ISLANDS LIMITED LIABILITY COMPANYLimited Liability Company Agreement • May 28th, 2010 • Euroseas Ltd. • Deep sea foreign transportation of freight • New York
This Limited Liability Company Agreement (as amended, supplemented or modified from time to time, this "Agreement") of Euromar LLC, a Marshall Islands limited liability company (the "Company"), is made and to be effective as of March 24, 2010 by and among Euroseas Ltd., a Marshall Islands corporation ("Euroseas"), Paros Ltd., a Cayman Islands exempted company ("Paros"), and All Seas Investors I Ltd., a Cayman Islands limited company ("All Seas I"), All Seas Investors II Ltd., a Cayman Islands limited company ("All Seas II"), All Seas Investors III LP, a Cayman Islands exempted limited partnership ("All Seas III", and collectively with All Seas I and All Seas II, "All Seas" and, individually, an "All Seas Member"). In consideration of the mutual promises and obligations set forth herein, and with the intent of being legally bound, the parties hereto hereby agree as follows:
AGREEMENT REGARDING VESSEL OPPORTUNITIESAgreement Regarding Vessel Opportunities • May 28th, 2010 • Euroseas Ltd. • Deep sea foreign transportation of freight • New York
This Agreement Regarding Vessel Opportunities (this "Agreement") is made effective as of March 25, 2010 among: (a) Euroseas Ltd., a Marshall Islands company ("Euroseas"); Eurobulk Ltd., a Liberian company ("Eurobulk"); Eurochart S.A., a Liberian corporation ("Eurochart"); Aristides J. Pittas, an individual residing in Greece ("Pittas" and together with Euroseas, Eurobulk and Eurochart, the "Grantors"); and (b) Euromar LLC, a Marshall Islands company (the "Company").
SHAREHOLDER VOTING AGREEMENTShareholder Voting Agreement • May 28th, 2010 • Euroseas Ltd. • Deep sea foreign transportation of freight • New York
SHAREHOLDER VOTING AGREEMENT (this "Agreement"), dated as of March 25, 2010 (the "Effective Date"), is entered into by and among Euroseas Ltd., a Marshall Islands corporation (the "Company"), Paros Ltd., a Cayman Islands exempted company ("Paros"), All Seas Investors I Ltd., a Cayman Islands exempted company ("All Seas I"), All Seas Investors II Ltd., a Cayman Islands exempted company ("All Seas II"), All Seas Investors III LP, a Cayman Islands exempted limited partnership ("All Seas III", and collectively with All Seas I and All Seas II, "All Seas"), Friends Investment Company, Inc. (the "Shareholder") and Aristides J. Pittas. The Company, Paros, All Seas, the Shareholder and Aristides J. Pittas are hereinafter sometimes referred to collectively as the "Parties" and each as a "Party."
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 28th, 2010 • Euroseas Ltd. • Deep sea foreign transportation of freight • New York
This REGISTRATION RIGHTS AGREEMENT (this "Agreement") is entered into as of March 25, 2010, by and among Euroseas Ltd., a Marshall Islands corporation (the "Company"), Paros Ltd., a Cayman Islands exempted company ("Paros"), All Seas Investors I Ltd., a Cayman Islands exempted company ("All Seas I"), All Seas Investors II Ltd., a Cayman exempted company ("All Seas II"), All Seas Investors III LP, a Cayman Islands exempted limited partnership ("All Seas III", and collectively with All Seas I and All Seas II, "All Seas" and together with Paros, the "Holders" and each individually, a "Holder") and Friends Investment Company, Inc., a Marshall Islands corporation ("FIC").
MANAGEMENT AGREEMENTAgreement • May 28th, 2010 • Euroseas Ltd. • Deep sea foreign transportation of freight • New York
In this Agreement, save where the context otherwise requires, the following words and expressions shall have the meanings hereby assigned to them:
AMENDMENT NO. 1 TO FINANCIAL AGREEMENT DATED DECEMBER 15, 2009Financial Agreement • May 28th, 2010 • Euroseas Ltd. • Deep sea foreign transportation of freight
This Amendment No. 1 is dated as of April 14, 2010 (the "Amendment") and amends that certain financial agreement dated as of December 15, 2009 (the "Loan Agreement"), entered into by and between (1) HSBC Bank plc, as lender and (2) Pantelis Shipping Corp., as borrower. All terms not defined herein shall have the meanings given thereto in the Loan Agreement.
AMENDMENT NO. 1 TO LOAN AGREEMENT DATED NOVEMEBER 14, 2006Loan Agreement • May 28th, 2010 • Euroseas Ltd. • Deep sea foreign transportation of freight
This Amendment No. 1 is dated as of April 14, 2010 (the "Amendment") and amends that certain loan agreement dated as of November 14, 2006 (the "Loan Agreement"), entered into by and among (1) Xingang Shipping Ltd., as borrower (the "Borrower"), (2) Diana Trading Ltd., as a corporate guarantor (the "First Corporate Guarantor"), (3) Euroseas Ltd., as corporate guarantor (the "Second Corporate Guarantor"), and (4) HSBC Bank plc, as lender. All terms not defined herein shall have the meanings given thereto in the Loan Agreement.
THIS FIRST SUPPLEMENTAL AGREEMENT is made the 5th day of August Two thousand nine between:First Supplemental Agreement • May 28th, 2010 • Euroseas Ltd. • Deep sea foreign transportation of freight
SUPPLEMENTAL TO a loan agreement dated 7th June 2007 (hereinafter called the "Original Loan Agreement") made between (i) the Borrower and (ii) the Bank whereby the Bank advanced to the Borrower a loan facility of (originally) up to United States Dollars ten million (US$ 10,000,000) (the "Original Loan"), of which Original Loan the parties to this First Supplemental Agreement acknowledge that the amount presently remaining outstanding is United States Dollars eight million seven hundred twenty thousand (US$ 8,720,000) (the "Loan").
