0001567619-14-000152 Sample Contracts

•] Shares Stalwart Tankers Inc. FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • March 26th, 2014 • Stalwart Tankers Inc. • Deep sea foreign transportation of freight • New York
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FORM OF SHAREHOLDERS RIGHTS AGREEMENT
Shareholder Agreements • March 26th, 2014 • Stalwart Tankers Inc. • Deep sea foreign transportation of freight • New York
FORM OF REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • March 26th, 2014 • Stalwart Tankers Inc. • Deep sea foreign transportation of freight • New York

REGISTRATION RIGHTS AGREEMENT, dated as of March , 2014 this “Agreement”), among STALWART TANKERS INC., a Marshall Islands corporation (the “Company”), JUNO MARITIME LTD., a Marshall Islands corporation, HAVIET CONSULTANTS CORP., a Marshall Islands corporation, ZENA SHIPMANAGEMENT CO., a Marshall Islands corporation, TRIGON MARITIME LIMITED, a Marshall Islands corporation, and BALMORAL CONSULTANTS LTD., a Marshall Islands corporation (the foregoing corporations (other than the Company) are referred to herein as the “Contributors”).

FORM OF CONTRIBUTION AND EXCHANGE AGREEMENT
Contribution and Exchange Agreement • March 26th, 2014 • Stalwart Tankers Inc. • Deep sea foreign transportation of freight • Marshall Islands

Minimal Enterprises Company (Foreign Maritime Entity), Liberia BSS Velvet Steel Chemical Tanker IMO 9083940 11,559 DWT Built 1994 Japan Flag Liberia

SHAREHOLDERS AGREEMENT
Shareholder Agreement • March 26th, 2014 • Stalwart Tankers Inc. • Deep sea foreign transportation of freight

STALWART TANKERS INC., a company incorporated under the laws of the Marshall Islands, whose registered address is at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands (“the Company”)

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