0000919574-16-017159 Sample Contracts

REPRESENTATIVE'S WARRANT SEANERGY MARITIME HOLDINGS CORP.
Seanergy Maritime Holdings Corp. • December 14th, 2016 • Deep sea foreign transportation of freight • New York

THIS REPRESENTATIVE'S WARRANT (the "Warrant") certifies that, for value received, Maxim Partners LLC 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 date that is 180 days from the effective date of the Registration Statement (the "Initial Exercise Date") and on or prior to the close of business on the three (3) year anniversary of the effective date of the Registration Statement (the "Termination Date") but not thereafter, to subscribe for and purchase from Seanergy Maritime Holdings Corp., a Marshall Islands corporation (the "Company"), up to 500,000 Common Shares (as subject to adjustment hereunder, the "Warrant Shares"). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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SEANERGY MARITIME HOLDINGS CORP. 10,000,000 Common Shares and Class A Warrants to Purchase 10,000,000 Common Shares UNDERWRITING AGREEMENT
Seanergy Maritime Holdings Corp. • December 14th, 2016 • Deep sea foreign transportation of freight • New York
CLASS A WARRANT AGREEMENT
Class a Warrant Agreement • December 14th, 2016 • Seanergy Maritime Holdings Corp. • Deep sea foreign transportation of freight • New York

THIS WARRANT AGREEMENT (this "Agreement"), dated as of December 13, 2016, is by and between SEANERGY MARITIME HOLDINGS CORP., a Marshall Islands corporation (the "Company"), and Continental Stock Transfer & Trust Company, as the Warrant Agent (the "Warrant Agent").

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