0000919574-18-008052 Sample Contracts

SHARE PURCHASE AGREEMENT
Share Purchase Agreement • December 18th, 2018 • Nordic American Offshore Ltd. • Deep sea foreign transportation of freight • New York

THIS SHARE PURCHASE AGREEMENT (this "Agreement") is entered into as of December 7, 2018, between Nordic American Offshore Ltd., a Bermuda company (the "Company") and Scorpio Offshore Investments Inc., a Marshall Islands corporation (the "Buyer").

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EXCLUSIVITY AND STANDSTILL AGREEMENT
Exclusivity and Standstill Agreement • December 18th, 2018 • Nordic American Offshore Ltd. • Deep sea foreign transportation of freight • New York

This EXCLUSIVITY AND STANDSTILL AGREEMENT (this "Agreement"), is made and entered into as of December 7, 2018 (the "Execution Date"), by and between Nordic American Offshore Ltd., a company incorporated under the laws of Bermuda (the "Company"), Scorpio Offshore Investments Inc., a company incorporated under the laws of the Republic of the Marshall Islands (together with its nominees and affiliates, "Scorpio"), and the shareholders of the Company identified on the signature pages hereto (the "Shareholders"). The Company, Scorpio and the Shareholders are hereinafter sometimes referred to individually as a "Party" and together as the "Parties".

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