WARRANT AGREEMENTWarrant Agreement • June 1st, 2011 • Nautilus Marine Acquisition Corp • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of ________________, 2011, is by and between Nautilus Marine Acquisition Corp., a Marshall Islands corporation (the “Company”), and American Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agent”).
INDEMNITY AGREEMENTIndemnity Agreement • June 1st, 2011 • Nautilus Marine Acquisition Corp • Blank checks • Marshall Islands
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of ____________, 2011, by and between Nautilus Marine Acquisition Corp., a Marshall Islands corporation (the “Company”), and (“Indemnitee”).
THE REGISTERED HOLDER OF THIS PURCHASE OPTION, BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE OPTION, EXCEPT AS HEREIN PROVIDED, AND THE REGISTERED HOLDER OF THIS PURCHASE OPTION AGREES THAT IT WILL NOT SELL,...Nautilus Marine Acquisition Corp • June 1st, 2011 • Blank checks • New York
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • June 1st, 2011 • Nautilus Marine Acquisition Corp • Blank checks • New York
This agreement (“Agreement”) is made as of [ ], 2011 by and between Nautilus Marine Acquisition Corp. (the “Company”), a Marshall Islands corporation and American Stock Transfer & Trust Company (“Trustee”) located at 59 Maiden Lane, New York, New York 10038. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Registration Statement.
NAUTILUS MARINE ACQUISITION CORP. UNDERWRITING AGREEMENTUnderwriting Agreement • June 1st, 2011 • Nautilus Marine Acquisition Corp • Blank checks • New York
The undersigned, Nautilus Marine Acquisition Corp., a corporation organized under the laws of the Marshall Islands (“Company”), hereby confirms its agreement with Maxim Group LLC (“Maxim”) and with the other underwriters named on Schedule I hereto for which Maxim is acting as representative (Maxim, in its capacity as representative, is referred to herein variously as “you,” or the “Representative”; the Representative and the other underwriters are collectively referred to as the “Underwriters” or, individually, an “Underwriter”) as follows:
Re: Initial Public OfferingLetter Agreement • June 1st, 2011 • Nautilus Marine Acquisition Corp • Blank checks
This letter agreement (the “Agreement”) by the undersigned officer, director and/or initial shareholder of Nautilus Marine Acquisition Corp. (“Company”) is made in consideration of Maxim Group LLC (“Maxim”) pursuing an underwritten initial public offering of the securities of the Company (“IPO”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 1st, 2011 • Nautilus Marine Acquisition Corp • Blank checks • Marshall Islands
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the [ ] day of [ ] 2011, by and between Nautilus Marine Acquisition Corp., a Marshall Islands corporation (the “Company”) and each holder identified on the signature page hereto (each an “Initial Securityholder” and collectively, the “Initial Securityholders).
Nautilus Marine Acquisition Corp.Nautilus Marine Acquisition Corp • June 1st, 2011 • Blank checks • Marshall Islands
We are pleased to confirm the offer from Orca Marine Corp. and Astra Maritime Inc. (each a “Subscriber” and collectively, “Subscribers”) purchase an aggregate of 1,725,000 shares of common stock (after giving effect to the 3,450 for 1 forward split effectuated on November 22, 2010) (the “Shares”), par value $0.0001 per share (the “Common Stock”) up to 225,000 of which Shares are subject to complete or partial forfeiture (the “forfeiture”) by you if the underwriters of the initial public offering (“IPO”) of Nautilus Marine Acquisition Corp., a Marshall Islands corporation (the “Company”) do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms on which the Company has issued Shares to the Subscribers, and the Company and the Subscribers’’ agreements regarding such Shares, are as follows:
June 1, 2011Nautilus Marine Acquisition Corp • June 1st, 2011 • Blank checks
WARRANT SUBSCRIPTION AGREEMENTWarrant Subscription Agreement • June 1st, 2011 • Nautilus Marine Acquisition Corp • Blank checks • Marshall Islands
This WARRANT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of this 25th day of May, 2011 by and among Nautilus Marine Acquisition Corp., a Marshall Islands corporation (the “Company”), having its principal place of business at 90 Kifissias Avenue, Maroussi 15125, Athens, Greece, and each person identified on the signature page hereto (each a “Subscriber” and collectively, the “Subscribers”).
