REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 14th, 2018 • Seaspan CORP • Deep sea foreign transportation of freight • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of March 13, 2018 (this “Agreement”), is entered into between Seaspan Corporation, a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”) and Deep Water Holdings, LLC, a limited liability company organized under the laws of Montana (the “Shareholder”). Capitalized terms which are not defined in this Agreement have the respective meanings ascribed to them in the Share Subscription Agreement (as defined below).
GREATER CHINA INTERMODAL INVESTMENTS LLC MEMBER ACKNOWLEDGEMENTMember Acknowledgement • March 14th, 2018 • Seaspan CORP • Deep sea foreign transportation of freight
This Member Acknowledgement, effective as of March 13, 2018 (the “Member Acknowledgement”), is being entered into by and among Blue Water Commerce, LLC, a limited liability company formed under the laws of Montana (the “Member”), Seaspan Corporation, a corporation incorporated under the laws of the Republic of the Marshall Islands, Greater China Intermodal Investments LLC, a limited liability company organized under the laws of the Republic of the Marshall Islands, and Greater China Industrial Investments LLC, a limited liability company organized under the laws of the Republic of the Marshall Islands, solely in its capacity as Holder Representative in connection with the merger of Seaspan Investments III LLC, a limited liability company organized under the laws of the Republic of the Marshall Islands, with and into the Company, pursuant to, and subject to the terms and conditions set forth in, the Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by a
PUT RIGHT AGREEMENTPut Right Agreement • March 14th, 2018 • Seaspan CORP • Deep sea foreign transportation of freight
This Put Right Agreement, dated March 13, 2018 (this “Agreement”), by and between Tiger Management Limited, a limited liability company formed under the laws of the Cayman Islands (the “Selling Member”) and Seaspan Corporation, a corporation incorporated under the laws of the Republic of the Marshall Islands (“Seaspan”), in connection with the merger of Seaspan Investments III LLC, a limited liability company organized under the laws of the Republic of the Marshall Islands (“Merger Sub”), with and into Greater China Intermodal Investments LLC, a limited liability company organized under the laws of the Republic of the Marshall Islands (the “Company”), pursuant to, and subject to the terms and conditions set forth in, the Agreement and Plan of Merger (the “Merger Agreement”), dated as of the date hereof, by and among Seaspan, Merger Sub, the Company and Greater China Industrial Investments LLC, a limited liability company organized under the laws of the Republic of the Marshall Islands,
ESCROW AGREEMENTEscrow Agreement • March 14th, 2018 • Seaspan CORP • Deep sea foreign transportation of freight • New York
This Escrow Agreement, dated this 13th day of March, 2018 (this “Escrow Agreement”), is entered into by and among SEASPAN CORPORATION, a corporation incorporated under the laws of the Republic of the Marshall Islands (“Buyer”), GREATER CHINA INDUSTRIAL INVESTMENTS LLC, a limited liability company formed under the laws of the Republic of the Marshall Islands (the “Holder Representative” and, together with Buyer, the “Parties” and, each individually, a “Party”), and WILMINGTON TRUST, N.A., as escrow agent (the “Escrow Agent”). Capitalized terms used and not otherwise defined herein have the meanings ascribed to such terms in the Merger Agreement (as defined below).
SHARE SUBSCRIPTION AGREEMENTShare Subscription Agreement • March 14th, 2018 • Seaspan CORP • Deep sea foreign transportation of freight • New York
This SHARE SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of March 13, 2018, by and between Seaspan Corporation, a Marshall Islands corporation (the “Company”), Deep Water Holdings, LLC (“Purchaser”) and Blue Water Commerce, LLC, an affiliate of Purchaser (“Blue Water”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • March 14th, 2018 • Seaspan CORP • Deep sea foreign transportation of freight • New York
This Registration Rights Agreement (as amended from time to time, this “Agreement”), dated as of March 13, 2018, is made by and among SEASPAN CORPORATION, a corporation incorporated under the laws of the Republic of the Marshall Islands (the “Company”), GREATER CHINA INDUSTRIAL INVESTMENTS LLC, a limited liability company formed under the laws of the Republic of the Marshall Islands (“GC Industrial”), TIGER MANAGEMENT LIMITED, a limited liability company formed under the laws of the Cayman Islands (Tiger), BLUE WATER COMMERCE, LLC, a Montana limited liability company (“Blue Water”) and each of the respective designees of GC Industrial and Tiger set forth on the signature pages hereto.
