0001193125-13-038546 Sample Contracts

SHARE PURCHASE AGREEMENT Dated December 22nd, 2012 between CAPITAL MARITIME & TRADING CORP. and CAPITAL PRODUCT PARTNERS L.P.
Share Purchase Agreement • February 5th, 2013 • Capital Product Partners L.P. • Deep sea foreign transportation of freight • New York

SHARE PURCHASE AGREEMENT (the “Agreement”), dated as of December 22nd, 2012, by and between CAPITAL MARITIME & TRADING CORP. (“CMTC”), a corporation organized under the laws of the Republic of the Marshall Islands, and CAPITAL PRODUCT PARTNERS L.P. (“CPLP”), a limited partnership organized under the laws of the Republic of the Marshall Islands.

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AMENDMENT TO FLOATING RATE MANAGEMENT AGREEMENT
Floating Rate Management Agreement • February 5th, 2013 • Capital Product Partners L.P. • Deep sea foreign transportation of freight

AMENDMENT NO. 5 made effective the 26th day of August, 2012 to the Floating Rate Management Agreement dated the 9th of June 2011 (the “Floating Rate Management Agreement”), as amended; by and between CAPITAL PRODUCT PARTNERS L.P., a limited partnership duly organized and existing under the laws of the Marshall Islands (“CLP”), and CAPITAL SHIP MANAGEMENT CORP., a company duly organized and existing under the laws of Panama with its registered office at Hong Kong Bank building, 6th floor, Samuel Lewis Avenue, Panama, and a representative office established in Greece at 3, Iassonos Street, Piraeus Greece (“CSM”).

AMENDMENT TO FLOATING RATE MANAGEMENT AGREEMENT
Floating Rate Management Agreement • February 5th, 2013 • Capital Product Partners L.P. • Deep sea foreign transportation of freight

AMENDMENT NO. 7 made effective the 22nd day of December , 2012 to the Floating Rate Management Agreement dated the 9th of June 2011 (the “Floating Rate Management Agreement”), as amended; by and between CAPITAL PRODUCT PARTNERS L.P., a limited partnership duly organized and existing under the laws of the Marshall Islands (“CLP”), and CAPITAL SHIP MANAGEMENT CORP., a company duly organized and existing under the laws of Panama with its registered office at Hong Kong Bank building, 6th floor, Samuel Lewis Avenue, Panama, and a representative office established in Greece at 3, Iassonos Street, Piraeus Greece (“CSM”).

AMENDMENT TO ADMINISTRATIVE SERVICES AGREEMENT
Administrative Services Agreement • February 5th, 2013 • Capital Product Partners L.P. • Deep sea foreign transportation of freight

AMENDMENT NO. 1 made effective the 2nd day of April 2012 to the Administrative Services Agreement dated the 3rd day of April 2007 (the “Administrative Services Agreement”); by and between CAPITAL PRODUCT PARTNERS L.P., a limited partnership duly organized and existing under the laws of the Marshall Islands (“CLP”), and CAPITAL SHIP MANAGEMENT CORP., a company duly organized and existing under the laws of Panama with its registered office at Hong Kong Bank building, 6th floor, Samuel Lewis Avenue, Panama, and a representative office established in Greece at 3, Iassonos Street, Piraeus Greece (“CSM”).

AMENDMENT TO FLOATING RATE MANAGEMENT AGREEMENT
Management Agreement • February 5th, 2013 • Capital Product Partners L.P. • Deep sea foreign transportation of freight

AMENDMENT NO. 8 made effective the 24th day of December , 2012 to the Floating Rate Management Agreement dated the 9th of June 2011 (the “Floating Rate Management Agreement”), as amended; by and between CAPITAL PRODUCT PARTNERS L.P., a limited partnership duly organized and existing under the laws of the Marshall Islands (“CLP”), and CAPITAL SHIP MANAGEMENT CORP., a company duly organized and existing under the laws of Panama with its registered office at Hong Kong Bank building, 6th floor, Samuel Lewis Avenue, Panama, and a representative office established in Greece at 3, Iassonos Street, Piraeus Greece (“CSM”).

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