0000950123-11-054695 Sample Contracts

Registration Rights Agreement Dated as of May 26, 2011 among NAVIOS MARITIME ACQUISITION CORPORATION NAVIOS ACQUISITION FINANCE (US) INC. and Merrill Lynch, Pierce, Fenner & Smith Incorporated Citigroup Global Markets Inc. Credit Agricole Securities...
Registration Rights Agreement • May 27th, 2011 • Navios Maritime Acquisition CORP • Deep sea foreign transportation of freight • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of May 26, 2011 by and among NAVIOS MARITIME ACQUISITION CORPORATION, a Marshall Islands corporation (the “Company”), NAVIOS ACQUISITION FINANCE (US) INC., a Delaware corporation (“Navios Acquisition Finance” and, together with the Company, the “Co-Issuers”), each of the guarantors listed in Schedule A attached hereto (the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and each other Initial Purchaser set forth on Schedule B attached hereto collectively, the “Initial Purchasers”), for whom Merrill Lynch is acting as representative (the “Representative”).

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To: Navios Maritime Acquisition Corporation (the Borrower)
Navios Maritime Acquisition CORP • May 27th, 2011 • Deep sea foreign transportation of freight

We, Navios Maritime Holdings Inc. (Navios), are pleased to make available to the Borrower the Loan (defined below) on the terms set out in this letter (this letter is hereafter referred to as the Agreement).

LETTER OF AMENDMENT Nr. 1 TO AN AGREEMENT DATED 7 SEPTEMBER 2010
An Agreement • May 27th, 2011 • Navios Maritime Acquisition CORP • Deep sea foreign transportation of freight

To: NAVIOS MARITIME ACQUISITION CORPORATION Trust Company Complex Ajeltake Road Ajeltake Island Majuro-Marshall Islands (the “Borrower”)

Contract
Supplemental Indenture • May 27th, 2011 • Navios Maritime Acquisition CORP • Deep sea foreign transportation of freight • New York

SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of May 20, 2011, among Navios Maritime Acquisition Corporation, a Marshall Islands corporation, (the “Company”), Navios Acquisition Finance (US) Inc., a Delaware corporation (together with the Company, the “Co-Issuers”), and Amindra Navigation Co., a Marshall Islands corporation (the “Guaranteeing Subsidiary”), and a direct subsidiary of the Company, the other Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee (or its permitted successor) under the Indenture referred to below (the “Trustee”) and as collateral trustee (or its permitted successor) under the Indenture referred to below (the “Collateral Trustee”).

Contract
Third Supplemental Indenture • May 27th, 2011 • Navios Maritime Acquisition CORP • Deep sea foreign transportation of freight • New York

THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), dated as of May 26, 2011, among Navios Maritime Acquisition Corporation, a Marshall Islands corporation, (the “Company”), Navios Acquisition Finance (US) Inc., a Delaware corporation (together with the Company, the “Co-Issuers”), the Guarantors (as defined in the Indenture referred to herein) and Wells Fargo Bank, National Association, as trustee (or its permitted successor) under the Indenture referred to below (the “Trustee”) and as collateral trustee (or its permitted successor) under the Indenture referred to below (the “Collateral Trustee”).

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