0000919574-21-006557 Sample Contracts

STOCKHOLDERS RIGHTS AGREEMENT between OCEANPAL INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Rights Agent Dated as of November __, 2021
Stockholders Rights Agreement • November 2nd, 2021 • OceanPal Inc. • Deep sea foreign transportation of freight • New York
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CONTRIBUTION AND CONVEYANCE AGREEMENT
Contribution and Conveyance Agreement • November 2nd, 2021 • OceanPal Inc. • Deep sea foreign transportation of freight • New York

This contribution and conveyance agreement (this "Agreement") is entered into as of November 2, 2021, among Diana Shipping Inc., a Marshall Islands corporation ("Diana"), and OceanPal Inc., a Marshall Islands corporation ("OceanPal"). The foregoing shall be referred to individually as a "Party" and collectively as the "Parties."

MANAGEMENT AGREEMENT RELATING TO ARRANGEMENT OF INSURANCES AND HANDLING OF CLAIMS
Management Agreement • November 2nd, 2021 • OceanPal Inc. • Deep sea foreign transportation of freight

THIS AGREEMENT is made the …..th day of ….. 2021 between _________________, whose registered office is at _______________ (hereinafter called the “Owners”), of the one part and STEAMSHIP SHIPBROKING ENTERPRISES INC., whose Registered Office is at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960 (hereinafter called the “Insurance Managers”), of the other part,

MANAGEMENT AGREEMENT
Management Agreement • November 2nd, 2021 • OceanPal Inc. • Deep sea foreign transportation of freight

THIS AGREEMENT is made the ……th day of ……. 2021 between ________________, whose registered office is at _____________ (hereinafter called the “Owners”), of the one part and DIANA WILHELMSEN MANAGEMENT LIMITED, a company incorporated and registered in Cyprus with company number HE 342962 whose registered office is at 21, Vasili Michailidi Street, 3026 Limassol, Cyprus, acting through its office at Syngrou Tower, 350 Syngrou Avenue, Kallithea 17674, Athens, Greece (hereinafter called the “Managers”), of the other part,

RIGHT OF FIRST REFUSAL AGREEMENT
Right of First Refusal Agreement • November 2nd, 2021 • OceanPal Inc. • Deep sea foreign transportation of freight • New York

This Right of First Refusal Agreement (this "Agreement") is made effective as of November 8, 2021 between Diana Shipping Inc., a Marshall Islands corporation (the "Grantor"), and OceanPal Inc., a Marshall Islands corporation (the "Company").

NON-COMPETITION AGREEMENT
Non-Competition Agreement • November 2nd, 2021 • OceanPal Inc. • Deep sea foreign transportation of freight • New York

This AGREEMENT (this "Agreement") is made effective as of November 2, 2021 between DIANA SHIPPING INC., a Marshall Islands company ("Diana") and OCEANPAL INC., a Marshall Islands company ("OceanPal", and together with Diana, the "parties").

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