Exhibit 4.41


 





Dated 25 June 2015


 


ROSETTA NAVIGATION CORP. LIMITED


TRITON SHIPPING LIMITED


as joint and several Borrowers


 


and


 


BOX SHIPS INC.


as Corporate Guarantor


 


and


 


THE BANKS AND FINANCIAL INSTITUTIONS



listed in Schedule 1


as Lenders


 


and


 


ABN AMRO BANK N.V.


as Agent, Underwriter, Swap Bank and as
Security Trustee


 


SUPPLEMENTAL AND RELEASE AGREEMENT


relating to a loan facility of

(originally) up to US$25,000,000



 





 





     


     


    

  


Index


 


	Clause	 	Page
	 	 	 
	1	Interpretation	2
	2	Agreement of the Creditor Parties	4
	3	Conditions Precedent	5
	4	Representations and Warranties	7
	5	Amendments to Loan Agreement, Corporate Guarantee, Master Agreement and
    other Finance Documents	7
	6	Further Assurances	11
	7	Expenses	12
	8	Notices	12
	9	Supplemental	12
	10	Law and Jurisdiction	12
	Execution Pages	13
	Appendix A  Released Finance
    Documents	15
	Schedule 1  Lenders	16


 




     


     


    

 


THIS SUPPLEMENTAL AND RELEASE AGREEMENT
is made on 25 June 2015


 


BETWEEN:


 


		(1)	ROSETTA NAVIGATION CORP. LIMITED
                                         (“Rosetta”) and TRITON SHIPPING LIMITED (“Triton”),
                                         each a company incorporated in Hong Kong whose registered office is at Suite 801, Singga
                                         Commercial Centre, 144-151, Connaught Road West, Hong Kong (each a "Borrower"
                                         and, together, the "Borrowers");



 


		(2)	BOX SHIPS INC., a corporation
                                         incorporated in the Republic of the Marshall Islands whose registered office is at Trust
                                         Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH96960, as
                                         Corporate Guarantor;



 


		(3)	THE BANKS AND FINANCIAL INSTITUTIONS
                                         listed in Schedule 1, as Lenders; and



 


		(4)	ABN AMRO BANK N.V. acting through
                                         its office at 93 Coolsingel, 3012 ae, Rotterdam, The Netherlands, as Agent, Swap
                                         Bank, Underwriter and Security Trustee.



 


BACKGROUND


 


		(A)	By a loan agreement dated 27 June 2012
                                         (as amended and supplemented by two supplemental agreements dated 9 August 2013 and 25
                                         November 2014 respectively, the “Loan Agreement”) and made between
                                         (i) the Borrowers as joint and several borrowers, (ii) the Lenders and (iii) ABN Amro
                                         Bank N.V. as Agent, Swap Bank, Underwriter and Security Trustee, the Lenders made available
                                         to the Borrowers a loan facility in an amount of (originally) up to US$25,000,000, of
                                         which an amount of US$11,250,000 is outstanding by way of principal on the date hereof.



 


		(B)	By an agency and trust deed (the "Agency
                                         and Trust Deed") entered into pursuant to the Loan Agreement, it was agreed
                                         that the Security Trustee would hold the Trust Property on trust for the Lenders and
                                         the Swap Bank.



 


		(C)	By a master agreement (the "Master
                                         Agreement") on the 2002 ISDA Master Agreement together with the schedule attached
                                         thereto (as amended) dated 27 June 2012 and made between (i) the Borrowers and (ii) the
                                         Swap Bank, it was agreed that the Swap Bank would enter into Designated Transactions
                                         with the Borrowers from time to time.



 


		(D)	By a corporate guarantee dated 27 June
                                         2012 (as amended and supplemented from time to time, the “Corporate Guarantee”)
                                         and made between (i) the Corporate Guarantor and (ii) the Security Trustee, the Corporate
                                         Guarantor has guaranteed the obligations of the Borrowers under the Loan Agreement and
                                         the Master Agreement.



 


		(E)	The Borrowers and the Corporate Guarantor
                                         have requested that the Creditor Parties agree to:



 


		(i)	the discharge of the Original Mortgage
                                         and the release of the Original Deed of Covenant, the Original General Assignment and
                                         the Original Charterparty Assignment and the reassignment of all rights and interests
                                         in respect of all property assigned thereunder in respect of each Ship on the relevant
                                         Reflagging Date (the “Release and Reassignment”);



 


		(ii)	the deletion of the Ships from
                                         the Hong Kong flag and the registration of the Ships under the laws and flag of the Republic
                                         of Liberia on the relevant Reflagging Date (the “Reflagging”);



 


		(iii)	amend the repayment schedule
                                         set out in clauses 8.1 and 8.2 of the Loan Agreement in the manner set out in Clause
                                         5.1(a)(vi) of this Agreement (the “Repayment Schedule Amendment”);



 




     


     


    

  


		(iv)	relax certain financial covenants
                                         set out in clause 12.3 (b) and (d) of the Corporate Guarantee (the “Corporate
                                         Guarantee Amendments”) during the Third Waiver Period (as defined below); and



 


		(v)	waive the application of the requirements
                                         under clause 11.20 of the Loan Agreement and clause 11.15 of the Corporate Guarantee
                                         (the “Employment Amendments”) during the Third Waiver Period (as defined
                                         below),



 


together, the
“Request”.


 


		(F)	The Creditor Parties’ consent
                                         to the Release and Reassignment and the Reflagging is subject to, inter alia, the execution
                                         and (where relevant) registration of the New Mortgage and the New General Assignment
                                         in respect of each Ship on the relevant Reflagging Date.



 


		(G)	This Agreement sets out the terms and
                                         conditions on which the Creditor Parties agree, with effect on and from the applicable
                                         Effective Date, to:



 


		(i)	the Request; and



 


		(ii)	the consequential amendment of
                                         the Loan Agreement, the Corporate Guarantee, the other Finance Documents and the Master
                                         Agreement in connection with the Request.



 


IT
IS AGREED as follows:


 


		1	Interpretation



 


		1.1	Defined expressions



 


Words and expressions defined
in the Loan Agreement shall have the same meanings when used in this Agreement (including the recitals) unless the context otherwise
requires.


 


		1.2	Definitions



 


In this Agreement, unless the
contrary intention appears:


 


“Borrowers’
New First Documents” means, together, the New Mortgages and the New General Assignments and, in the singular, means
any of them;


 


“Borrowers’
New Second Documents” means, together, in relation to each Ship:


 


		(a)	a second preferred Liberian mortgage
                                         over that Ship; and



 


		(b)	a second priority general assignment
                                         of the Earnings, the Insurances and any Requisition Compensation in respect of that Ship,



 


each
executed or to be executed by the Borrower owning that Ship in favour of the Syndicate Security Trustee in the Agreed Form
and, in the singular, means any of them;


 


“Corporate
Guarantee” means the guarantee (as amended and supplemented from time to time) as referred to in Recital (D);


 


“Effective
Date” means each of the First Effective Date and the Reflagging Effective Dates and, in the plural means all of them;


 




    	 	2	 



     


    

 


“First
Effective Date” means, in relation to each of the Repayment Schedule Amendment, the Corporate Guarantee Amendments,
the Employment Amendments and the amendments to the Loan Agreement, the Corporate Guarantee, the other Finance Documents and the
Master Agreement set out in Clauses 5.1(a), 5.2 and 5.3, the date on which the Agent confirms to the Borrowers in writing substantially
in the form set out in Schedule 2 that all the conditions precedent in Clause 3.2 have been satisfied;


 


“Intercreditor
Deed Supplemental Letter” means a letter made or to be made between the Borrowers, the Security Trustee and Syndicate
Security Trustee in the Agreed Form amending and supplementing the Intercreditor Deed;


 


“Loan
Agreement” means the loan agreement (as amended, supplemented and/or restated from time to time) as referred to in Recital
(A);


 


“Master
Agreement” means the master agreement (as amended and supplemented from time to time) as referred to in Recital (C)
and includes all Designated Transactions from time to time entered into and Confirmations from time to time exchanged under the
master agreement;


 


“New
General Assignment” means, in relation to a Ship, a first priority general assignment of the Earnings, the Insurances
and any Requisition Compensation in respect of that Ship in the Agreed Form and, in the plural, means both of them;


 


“New
Mortgage” means, in relation to a Ship, the first preferred Liberian mortgage on that Ship in the Agreed Form and in
the plural, means both of them;


 


“Original
Charterparty Assignment” means, in the case of:


 


		(a)	the Rosetta Ship, a first priority
                                         assignment of the rights of Rosetta under the Rosetta Approved Charter, dated 5 July
                                         2012 and executed by Rosetta in favour of the Security Trustee; and



 


		(b)	the Triton Ship, a first priority
                                         assignment of the rights of Triton under the Triton Approved Charter, dated 5 July 2012
                                         and executed by Triton in favour of the Security Trustee,



 


and, in the
plural, means both of them;


 


“Original
Deed of Covenant” means, in relation to a Ship, a first priority deed of covenant collateral to the Original Mortgage
on that Ship dated 5 July 2012 and executed by the Borrower owning that Ship in favour of the Security Trustee and, in the plural
means both of them;


 


“Original
General Assignment” means, in relation to a Ship, a first priority general assignment of the Earnings, the Insurances
and any Requisition Compensation in respect of that Ship dated 5 July 2012 and executed by the Borrower owning that Ship in favour
of the Security Trustee and, in the plural, means both of them;


 


“Original
Mortgage” means, in relation to a Ship, the first priority Hong Kong mortgage on that Ship dated 5 July 2012 and executed
by the Borrower owning that Ship in favour of the Security Trustee and, in the plural, means both of them;


 


“Reflagging
Date” means, in respect of each Ship, the date on which that Ship is deleted from the Hong Kong flag and is registered
under the laws and flag of Liberia subject to the terms and conditions in this Agreement;


 


"Reflagging
Effective Date" means each of the Rosetta Effective Date and the Triton Effective Date and, in the plural, means both
of them;


 


“Released
Finance Documents” means the Original Mortgages, the Original Deeds of Covenants, the Original General Assignments and
the Original Charterparty Assignments;


 




    	 	3	 



     


    

  


“Rosetta
Effective Date” means, in relation to the Release and Reassignment and the Reflagging in respect of the Rosetta Ship
and the relevant amendments to the Loan Agreement, the other Finance Documents and the Master Agreement set out in Clauses 5.1(b)
and 5.3, the date on which the Agent confirms to the Borrowers in writing substantially in the form set out in Schedule 2 that
all the conditions precedent in Clause 3.3 relevant to the Rosetta Ship have been satisfied;


 


“Rosetta
Ship” means the 1996-built container vessel of 5,500 TEU (previously named “OOCL CHINA”) currently registered
in the ownership of Rosetta under the Hong Kong flag with the name “BOX CHINA”, which will be registered in the ownership
of Rosetta under the Liberian flag with the same name pursuant to the terms of this Agreement;


 


“Ship“
means each of the Rosetta Ship and the Triton Ship and, in the plural, means both of them;


 


“Syndicate Loan Agreement”
means the loan agreement dated 6 May 2011 (as amended and restated by two amending and restating agreements dated respectively
9 August 2012 and 9 August 2013 and as further amended and supplemented by a supplemental agreement dated 25 November 2014 and
a supplemental and release agreement dated 25 June 2015 and as the same may be amended, supplemented and/or restated from time
to time) made between (i) the Syndicate Borrowers as joint and several borrowers, (ii) the banks and financial institutions listed
in Schedule 1 thereto as lenders, (iii) ABN AMRO Bank N.V. as agent and underwriter, (iv) the Syndicate Security Trustee and (v)
ABN AMRO Bank N.V. and HSH Nordbank AG as swap banks, in respect of a loan facility of (originally) up to US$100,000,000;


 


“Third
Waiver Period” means the period commencing 30 June 2015 (inclusive) and ending on 29 June 2016 (inclusive);


 


“Triton
Effective Date” means, in relation to the Release and Reassignment and the Reflagging in respect of the Rosetta Ship
and the relevant amendments to the Loan Agreement, the other Finance Documents and the Master Agreement set out in Clauses 5.1(b)
and 5.3, the date on which the Agent confirms to the Borrowers in writing substantially in the form set out in Schedule 2 that
all the conditions precedent in Clause 3.3 relevant to the Triton Ship have been satisfied; and


 


“Triton
Ship” means the 1995-built container vessel of 5,500 TEU (previously named “OOCL HONG KONG”) currently registered
in the ownership of Triton under the Hong Kong flag with the name “BOX HONG KONG”, which will be registered in the
ownership of Triton under the Liberian flag with the same name pursuant to the terms of this Agreement.


 


		1.3	Application of construction and interpretation
                                         provisions of Loan Agreement



 


Clauses 1.2 and 1.5 of the Loan
Agreement apply, with any necessary modifications, to this Agreement.


 


		2	Agreement of the Creditor Parties



 


		2.1	Agreement of the Creditor Parties



 


The Creditor Parties agree,
subject to and upon the terms and conditions of this Agreement, to:


 


		(a)	the Request, including the release
                                         of each of the Released Finance Documents listed in Appendix A herein in respect of each
                                         Ship (including the Original Mortgage, the Original Deed of Covenant, the Original General
                                         Assignment and the Original Charterparty Assignment in relation to that Ship) on that
                                         Ship’s Reflagging Date and the reassignment of all rights and interests in respect
                                         of all property assigned thereunder in respect of that Ship; and



 




    	 	4	 



     


    

  


		(b)	the consequential amendment of the
                                         Loan Agreement, the Corporate Guarantee, the other Finance Documents and the Master Agreement
                                         as set out in Clause 5.



 


		2.2	Effective Date



 


Subject to Clause 3.1, the agreement
of the Creditor Parties contained in Clause 2.1 shall have effect on and from the applicable Effective Date.


 


		3	Conditions Precedent



 


		3.1	General



 


The agreement
of the Creditor Parties contained in Clause 2.1 in connection with:


 


		(a)	the Repayment Schedule Amendment, the
                                         Corporate Guarantee Amendments and the Employment Amendments, is subject to the fulfilment
                                         of the conditions precedent set out in Clause 3.2; and



 


		(b)	the Release and Reassignment and the
                                         Reflagging in respect of each Ship, is subject to the fulfilment of the conditions precedent
                                         in relation to that Ship set out in Clause 3.3.



 


		3.2	Conditions
                                         precedent to First Effective Date



 


The conditions referred to in
Clause 3.1(a) are that the Agent shall have received the following documents and evidence in all respects in form and substance
satisfactory to the Agent and its lawyers on or before the date of this Agreement:


 


		(a)	documents of the kind specified in
                                         paragraphs 2, 3, 4 and 5 of Schedule 3, Part A to the Loan Agreement in respect of each
                                         Borrower and the Corporate Guarantor with appropriate modifications to refer to this
                                         Agreement, the Intercreditor Deed Supplemental Letter and the Borrowers’ New First
                                         Documents (as applicable);



 


		(b)	an original of this Agreement duly
                                         executed by the parties to it and acknowledged by the Approved Manager;



 


		(c)	an original of the Intercreditor Deed
                                         Supplemental Letter duly executed by the parties thereto;



 


		(d)	favourable legal opinions from lawyers
                                         appointed by the Agent on such matters concerning the laws of Hong Kong, the Marshall
                                         Islands and such other relevant jurisdictions as the Agent may require; and



 


		(e)	documentary evidence that the process
                                         agent referred to in clause 31.4 of the Loan Agreement has accepted its appointment as
                                         agent for service of process in relation to any proceedings before the English courts
                                         in connection with this Agreement and the Intercreditor Deed Supplemental Letter.



 


		3.3	Conditions precedent to Reflagging
                                         Effective Dates



 


The conditions referred to in
Clause 3.1(b) are that the Agent shall have received in respect of the relevant Ship to be reflagged (the “Relevant Ship”)
the following documents and evidence in all respects in form and substance satisfactory to the Agent and its lawyers on or before
the Reflagging Effective Date in respect of the Relevant Ship:


 


		(a)	evidence that the conditions precedent
                                         set out in Clause 3.2 have been satisfied;



 




    	 	5	 



     


    

  


		(b)	release and discharge of the Original
                                         Mortgage in respect of the Relevant Ship;



 


		(c)	an original of the New Mortgage and
                                         the New General Assignment in respect of the Relevant Ship duly executed by the relevant
                                         Borrower in favour of the Security Trustee;



 


		(d)	evidence that:



 


		(i)	the Relevant Ship is registered
                                         in the ownership of the relevant Borrower under the Liberian flag;



 


		(ii)	the Relevant Ship is in the absolute
                                         and unencumbered ownership of the relevant Borrower save as contemplated by the Borrowers’
                                         New First Documents and the Borrowers’ New Second Documents to which that Borrower
                                         is a party;



 


		(iii)	the Relevant Ship maintains the
                                         highest class free of overdue recommendations and conditions, with a classification society
                                         which is a member of IACS and acceptable to the Agent;



 


		(iv)	the New Mortgage has been duly
                                         registered against the Relevant Ship as a valid first preferred Liberian mortgage in
                                         accordance with the laws of Liberia; and



 


		(v)	the Relevant Ship is insured in
                                         accordance with the provisions of the Loan Agreement and the requirements therein in
                                         respect of insurances have been complied with;



 


		(e)	a favourable opinion from an independent
                                         insurance consultant acceptable to the Agent on such matters relating to the insurances
                                         for the Relevant Ship as the Agent may require;



 


		(f)	copies, certified as true, accurate
                                         and complete by a director or the secretary (or equivalent officer of the relevant Borrower),
                                         of the Approved Manager’s current Document of Compliance and of the Relevant Ship’s
                                         Safety Management Certificate (together with any other details of the applicable safety
                                         management system which the Agent requires) and ISSC;



 


		(g)	favourable opinions from lawyers appointed
                                         by the Agent on such matters concerning the laws of Hong Kong, the Marshall Islands and
                                         Liberia and such other relevant jurisdictions as the Agent may require; and



 


		(h)	documentary evidence that the agent
                                         for service of process named in clause 31.4 of the Loan Agreement has accepted its appointment
                                         as agent for service of process in relation to any proceedings before the English courts
                                         in connection with the New General Assignment in respect of the Relevant Ship.



 


		3.4	Waiver of conditions precedent
                                         



 


If the Majority
Lenders, at their discretion, permit (i) the Repayment Schedule Amendment, the Corporate Guarantee Amendments and the Employment
Amendments to take place before certain of the conditions referred to in Clause 3.2 are satisfied or (ii) the Release and Reassignment
and the Reflagging in respect of a Ship to take place before certain of the relevant conditions referred to in Clause 3.3 are
satisfied, the Borrowers shall, in each case, ensure that those conditions are satisfied within a maximum of 5 Business Days after
the date of the relevant Effective Date.


 




    	 	6	 



     


    

  


		4	Representations and Warranties



 


		4.1	Repetition of Loan Agreement representations
                                         and warranties



 


Each Borrower represents and
warrants to the Agent that the representations and warranties in clause 10 of the Loan Agreement, as amended by this Agreement
and updated with appropriate modifications to refer to this Agreement and, where appropriate, the Intercreditor Deed Supplemental
Letter and the Borrowers’ New First Finance Documents, remain true and not misleading if repeated on the date of this Agreement
with reference to the circumstances now existing.


 


		4.2	Repetition of Corporate Guarantee
                                         representations and warranties



 


The Corporate Guarantor represents
and warrants to the Agent that the representations and warranties in clause 10 of the Corporate Guarantee, as amended by this
Agreement and updated with appropriate modifications to refer to this Agreement and, where appropriate, the Intercreditor Deed
Supplemental Letter and the Borrowers’ New First Finance Documents, remain true and not misleading if repeated on the date
of this Agreement with reference to the circumstances now existing.


 


		4.3	Repetition of Finance Documents representations
                                         and warranties



 


The Borrowers and the Corporate
Guarantor represent and warrant to each Creditor Party that the representations and warranties in the Finance Documents (other
than the Loan Agreement and the Corporate Guarantee) to which each is respectively a party and, in the case of the Borrowers,
the Master Agreement, as amended by this Agreement and updated with appropriate modifications to refer to this Agreement and,
where appropriate, the Intercreditor Deed Supplemental Letter and the Borrowers’ New First Finance Documents, remain true
and not misleading if repeated on the date of this Agreement with reference to the circumstances now existing.


 


		5	Amendments to Loan Agreement, Corporate
                                         Guarantee, Master Agreement and other Finance Documents



 


		5.1	Specific amendments to Loan Agreement



 


		(a)	With effect on and from the First Effective
                                         Date, the Loan Agreement shall be, and shall be deemed by this Agreement to be, amended
                                         as follows:



 


		(i)	the following definitions shall
                                         be included in clause 1.1 thereof in the requisite alphabetical order:



 


““Balloon Instalment”
has the meaning given in Clause 8.1(c) and, in the plural, means both of them;”; and


 


““Third Waiver
Period” means the period commencing on 30 June 2015 (inclusive) and ending on 29 June 2016 (inclusive);”;


 


		(ii)	by adding the words “, the
                                         Liberian flag” after the words “Hong Kong flag” in the definition of
                                         “Approved Flag” in clause 1.1 thereof;



 


		(iii)	by adding the words “,
                                         the Republic of Liberia” after the words “Hong Kong” in the definition
                                         of “Approved Flag State” in clause 1.1 thereof;



 


		(iv)	by deleting the definitions of
                                         “OOCL CHINA” and “OOCL HONG KONG” in clause 1.1 thereof in their
                                         entirety and replacing them with the following new definitions respectively:



 




    	 	7	 



     


    

  


““Rosetta
Ship” means the 1996-built container vessel of 5,500 TEU registered in the ownership of Rosetta under an Approved Flag
with the name “BOX CHINA”;”; and


 


““Triton
Ship” means the 1995-built container vessel of 5,500 TEU registered in the ownership of Triton under an Approved Flag
with the name “BOX HONG KONG”;”;


 


		(v)	by adding the words “and
                                         as further amended and supplemented by a supplemental agreement dated 25 November 2014
                                         and a supplemental and release agreement dated 25 June 2015 and as the same may be further
                                         amended, supplemented and/or restated from time to time” after the words “9
                                         August 2013” in the definition of “Syndicate Loan Agreement” in clause
                                         1.1 thereof;



 


		(vi)	by deleting clauses 8.1 and 8.2
                                         thereof in their entirety and replacing them with the following new clauses:



 


“8.1
Amount of repayment instalments. Save as previously repaid or prepaid, the Borrowers shall repay each Tranche by:


 


		(a)	1 repayment instalment in the
                                         amount of $625,000;



 


		(b)	8 equal consecutive quarterly
                                         repayment instalments in the amount of $125,000 each; and



 


		(c)	a balloon instalment in the
                                         amount of $4,000,000 (the “Balloon Instalment”).



 


		8.2	Repayment Dates.
                                         The first repayment instalment for each Tranche shall be repaid on 2 July 2015, each
                                         subsequent repayment instalment shall be repaid at three-monthly intervals thereafter
                                         and the last repayment instalment for each Tranche together with the Balloon Instalment
                                         in respect thereof shall be repaid on 3 July 2017.”;



 


		(vii)	by including the words “and
                                         the Third Waiver Period” after the words “other than during the Second Waiver
                                         Period” in clause 11.20 thereof;



 


		(viii)	by construing references throughout
                                         to “OOCL CHINA” and “OOCL HONG KONG” as if the same referred
                                         to “the Rosetta Ship” and “the Triton Ship” respectively;



 


		(ix)	by construing references throughout
                                         to “OOCL CHINA” and “OOCL HONG KONG” as the name of the Rosetta
                                         Ship and the Triton Ship respectively as if the same referred to “BOX CHINA”
                                         and “BOX HONG KONG” respectively;



 


		(x)	the definition of, and references
                                         throughout to, the Intercreditor Deed shall be construed as if the same referred to the
                                         Intercreditor Deed as amended and supplemented by the Intercreditor Deed Supplemental
                                         Letter;



 


		(xi)	the definition of, and references
                                         throughout to, each Finance Document and the Master Agreement shall be construed as if
                                         the same referred to that Finance Document and the Master Agreement as amended and supplemented
                                         by this Agreement; and



 


		(xii)	by construing references throughout
                                         to "this Agreement", "hereunder" and other like expressions as if
                                         the same referred to the Loan Agreement as amended and supplemented by this Agreement;
                                         and



 




    	 	8	 



     


    

  


		(b)	With effect on and from the relevant
                                         Reflagging Effective Date in respect of a Ship, the Loan Agreement shall be, and shall
                                         be deemed by this Agreement to be, further amended as follows:



 


		(i)	in respect of the Rosetta Effective
                                         Date only:



 


		(A)	by deleting the words “priority
                                         Hong Kong mortgage and deed of covenant collateral thereto” in paragraph (a) of
                                         the definition of “Rosetta Second Documents” in clause 1.1 thereof and replacing
                                         them with the words “preferred Liberian mortgage”;



 


		(B)	by deleting the words “Rosetta
                                         Approved Charter” in paragraph (d) of the definition of the “Rosetta Second
                                         Documents” in clause 1.1 thereof and replacing them with the words “the Charter”;



 


		(ii)	in respect of the Triton Effective
                                         Date only:



 


		(A)	by deleting the words “priority
                                         Hong Kong mortgage and deed of covenant collateral thereto” in paragraph (a) of
                                         the definition of “Triton Second Documents” in clause 1.1 thereof and replacing
                                         them with the words “preferred Liberian mortgage”; and



 


		(B)	by deleting the words “Triton
                                         Approved Charter” in paragraph (d) of the definition of “Triton Second Documents”
                                         in clause 1.1 thereof and replacing them with the words “the Charter” ;



 


		(iii)	the definition of, and references
                                         throughout to, each Finance Document and the Master Agreement shall be construed as if
                                         the same referred to that Finance Document and the Master Agreement as amended and supplemented
                                         by this Agreement; and



 


		(iv)	by construing references throughout
                                         to "this Agreement", "hereunder" and other like expressions as if
                                         the same referred to the Loan Agreement as amended and supplemented by this Agreement.



 


		5.2	Specific amendments to Corporate Guarantee



 


With effect
on and from the First Effective Date, the Corporate Guarantee shall be, and shall be deemed by this Agreement to be, amended as
follows:


 


		(a)	the following definition shall be included
                                         in clause 1.2 of the Corporate Guarantee in the requisite alphabetical order:



 


““Third Waiver
Period” means the period commencing on 30 June 2015 (inclusive) and ending on 29 June 2016 (inclusive);”;


 


		(b)	by including the words “(other
                                         than during the Second Waiver Period and the Third Waiver Period)” after the words
                                         “The Guarantor shall ensure that throughout the Security Period” in clause
                                         11.15 thereof;



 


		(c)	clause 12.2(a) of the Corporate Guarantee
                                         shall be deleted and replaced as follows:



 


		“(a)	pay any dividend or
                                         make any other form of distribution or effect any form of redemption, purchase or return
                                         of share capital (each a “Distribution”) if an Event of Default has
                                         occurred and has not been remedied or an Event of Default will result from the payment
                                         of a dividend or the making of any other form of Distribution Provided that the
                                         Guarantor may only pay dividends or make any other form of Distribution in each financial
                                         quarter in an amount of up to, during the Waiver Period, $0.15 and, during the Second
                                         Waiver Period and the Third Waiver Period, $0.05 per common share outstanding; or”;



 




    	 	9	 



     


    

  


		(d)	clause 12.3(b) of the Corporate Guarantee
                                         shall be deleted and replaced as follows:



 


		“(b)	the Market Value Adjusted
                                         Net Worth of the Group shall not be less than:



 


		(i)	$50,000,000 during the Second
                                         Waiver Period;



 


		(ii)	$60,000,000 during the Third
                                         Waiver Period; and



 


		(iii)	$100,000,000 at all other
                                         times;”;



 


		(e)	clause 12.3(d) of the Corporate Guarantee
                                         shall be deleted and replaced as follows:



 


		“(d)	the Leverage Ratio shall
                                         not exceed:



 


		(i)	during the Waiver Period and
                                         the Second Wavier Period, 0.85:1;



 


		(ii)	during the Third Waiver Period,
                                         0.80:1; and



 


		(ii)	at all other times, 0.65:1.”;
                                         and



 


		(f)	by construing references throughout
                                         to "this Guarantee”, “this Agreement", "hereunder" and
                                         other like expressions as if the same referred to the Corporate Guarantee as amended
                                         and supplemented by this Agreement.



 


		5.3	Amendments to Finance Documents and
                                         Master Agreement



 


With effect
on and from the First Effective Date and the relevant Reflagging Date, the Master Agreement and the Finance Documents (other than
the Loan Agreement) shall be, and shall be deemed by this Agreement to be, amended as follows:


 


		(a)	by construing references throughout
                                         each of the Finance Documents and the Master Agreement to “OOCL CHINA” and
                                         “OOCL HONG KONG” as the name of the Rosetta Ship and the Triton Ship respectively
                                         as if the same referred to “BOX CHINA” and “BOX HONG KONG” respectively;



 


		(b)	the definition of, and references throughout
                                         to, the Intercreditor Deed shall be construed as if the same referred to the Intercreditor
                                         Deed as amended and supplemented by the Intercreditor Deed Supplemental Letter;



 


		(c)	the definition of, and references throughout
                                         each of the Finance Documents and the Master Agreement to, the Loan Agreement, the Corporate
                                         Guarantee, any of the other Finance Documents and the Master Agreement shall be construed
                                         as if the same referred to the Loan Agreement, the Corporate Guarantee, those other Finance
                                         Documents and the Master Agreement as amended and supplemented by this Agreement; and



 


		(d)	by construing references throughout
                                         each of the Finance Documents and the Master Agreement to "this Agreement",
                                         "this Deed", “hereunder” and other like expressions as if the same
                                         referred to such Finance Documents or the Master Agreement as amended and supplemented
                                         by this Agreement.



 


		5.4	Finance Documents and Master Agreement
                                         to remain in full force and effect



 


The Loan Agreement, all other
Finance Documents and the Master Agreement shall remain in full force and effect as amended and supplemented by:


 




    	 	10	 



     


    

  


		(a)	the amendments to the Loan Agreement,
                                         the other Finance Documents and the Master Agreement contained or referred to in Clauses
                                         5.1, 5.2 and 5.3 and the Intercreditor Deed Supplemental Letter; and



 


		(b)	such further or consequential modifications
                                         as may be necessary to give full effect to the terms of this Agreement.



 


		5.5	On the relevant Reflagging Effective
                                         Date in respect of each Ship, the Security Trustee shall deliver to the Borrowers (i)
                                         evidence that the relevant Original Mortgage in respect of that Ship has been discharged
                                         and (ii) executed notices of reassignment of any Insurances and (if applicable) Earnings
                                         in relation to that Ship.



 


		6	Further Assurances



 


		6.1	Borrowers’ and Corporate Guarantor’s
                                         obligations to execute further documents etc.



 


Each Borrower and the Corporate
Guarantor shall:


 


		(a)	execute and deliver to the Agent (or
                                         as it may direct) any assignment, mortgage, power of attorney, proxy or other document,
                                         governed by the law of England or such other country as the Agent may, in any particular
                                         case, specify; and



 


		(b)	effect any registration or notarisation,
                                         give any notice or take any other step;



 


which the Agent may, by notice
to the Borrowers or the Corporate Guarantor, specify for any of the purposes described in Clause 6.2  or for any similar
or related purpose.


 


		6.2	Purposes of further assurances



 


Those purposes are:


 


		(a)	validly and effectively to create any
                                         Security Interest or right of any kind which the Agent intended should be created by
                                         or pursuant to the Loan Agreement or any other Finance Document, each as amended and
                                         supplemented by this Agreement; and



 


		(b)	implementing the terms and provisions
                                         of this Agreement.



 


		6.3	Terms of further assurances



 


The Agent may specify the terms
of any document to be executed by the Borrowers or, as the case may be, the Corporate Guarantor under Clause 6.1, and those terms
may include any covenants, powers and provisions which the Agent considers appropriate to protect its interests.


 


		6.4	Obligation to comply with notice



 


The Borrowers and the Corporate
Guarantor shall comply with a notice under Clause 6.1 by the date specified in the notice.


 


		6.5	Additional corporate action



 


At the same time as the Borrowers
or the Corporate Guarantor deliver to the Agent any document executed under Clause 6.1(a), the Borrowers and the Corporate Guarantor
shall also deliver to the Agent a certificate signed by 2 of the directors or, if applicable, the sole director of each Borrower
or, in the case of the Corporate Guarantor, an officer of the Corporate Guarantor, which shall:


 




    	 	11	 



     


    

  


		(a)	set out the text of a resolution of
                                         that Borrower's or the Corporate Guarantor’s director specifically authorising
                                         the execution of the document specified by the Agent unless the execution of the relevant
                                         document is authorised by the existing resolutions and general power of attorney of that
                                         Borrower or, as the case maybe, the Corporate Guarantor; and



 


		(b)	state that either the resolution was
                                         duly passed by the sole director validly convened and held throughout and is valid under
                                         that Borrower's or the Corporate Guarantor’s, as the case may be, articles of association
                                         or other constitutional documents.



 


		7	Expenses



 


		7.1	Expenses



 


The provisions of clause 20
(Fees and Expenses) of the Loan Agreement, as amended and supplemented by this Agreement, shall apply to this Agreement as if
they were expressly incorporated in this Agreement with any necessary modifications.


 


		8	Notices



 


The provisions of clause 28
(Notices) of the Loan Agreement, as amended and supplemented by this Agreement, shall apply to this Agreement as if they were
expressly incorporated in this Agreement with any necessary modifications.


 


		9	Supplemental



 


		9.1	Counterparts



 


This Agreement may be executed
in any number of counterparts.


 


		9.2	Third party rights



 


A person who is not a party
to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce or to enjoy the benefit of any
term of this Agreement.


 


		10	Law and Jurisdiction



 


		10.1	Governing law



 


This Agreement and any non-contractual
obligations arising out of or in connection with it shall be governed by and construed in accordance with English law.


 


		10.2	Incorporation of the Loan Agreement
                                         provisions



 


The provisions of clause 31
(Law and Jurisdiction) of the Loan Agreement, as amended and supplemented by this Agreement, shall apply to this Agreement as
if they were expressly incorporated in this Agreement with any necessary modifications.


 


THIS SUPPLEMENTAL AND RELEASE AGREEMENT
has been duly executed and delivered as a Deed on the date stated at the beginning of this Agreement.


 




    	 	12	 



     


    

 


Execution
Pages


 


	BORROWERS	 	
	 	 
	EXECUTED AND DELIVERED as a DEED	)
	by ROSETTA NAVIGATION CORP. LIMITED	)
	acting by its attorney-in-fact	)
	 	)
	expressly authorised in accordance	)
	with the laws of Hong Kong	)
	by virtue of a power of attorney granted by	)
	ROSETTA NAVIGATION CORP. LIMITED	)
	on 12 June 2015	)
	such execution being witnessed by:	)
	 	)	 
	 	)	 
	Signature of witness:	)	 
	 	 	 
	EXECUTED AND DELIVERED as a DEED	)	
	by TRITON SHIPPING LIMITED	)
	acting by its attorney-in-fact	)
	 	)
	expressly authorised in accordance	)
	with the laws of Hong Kong	)
	by virtue of a power of attorney granted by	)
	TRITON SHIPPING LIMITED	)
	on 12 June 2015	)
	such execution being witnessed by:	)
	 	)	 
	 	)	 
	Signature of witness:	)	 
	 	 	 
	CORPORATE GUARANTOR 	 	 
	 	 	 
	EXECUTED as a DEED	)	 
	by BOX SHIPS INC.	)	 
	acting by	)	 
	its duly authorised	)	 
	attorney-in-fact in the presence of:	)	 
	 	 	 
	LENDERS	 	 
	 	 	 
	EXECUTED as a DEED	)	 
	by ABN AMRO BANK N.V.	)	 
	acting by	)	 
	its duly authorised	)	 
	attorney-in-fact in the presence of:	)	 


 




    	 	13	 



     


    

 


 


	AGENT	 	 
	 	 	 
	EXECUTED as a DEED	)	 
	by ABN AMRO BANK N.V.	)	 
	acting by	)	 
	its duly authorised	)	 
	attorney-in-fact in the presence of:	)	 
	 	 	 
	UNDERWRITER	 	 
	 	 	 
	EXECUTED as a DEED	)	 
	by ABN AMRO BANK N.V.	)	 
	acting by	)	 
	its duly authorised	)	 
	attorney-in-fact in the presence of:	)	 
	 	 	 
	SWAP BANK	 	 
	 	 	 
	EXECUTED as a DEED	)	 
	by ABN AMRO BANK N.V.	)	 
	acting by	)	 
	its duly authorised	)	 
	attorney-in-fact in the presence of:	)	 
	 	 	 
	SECURITY TRUSTEE	 	 
	 	 	 
	EXECUTED as a DEED	)	 
	by ABN AMRO BANK N.V.	)	 
	acting by	)	 
	its duly authorised	)	 
	attorney-in-fact in the presence of:	)	 


 




    	 	14	 



     


    

  


Appendix
A


 


Released
Finance Documents


 


		1.	Hong Kong Ship Mortgage dated 5 July
                                         2012 executed by Rosetta Navigation Corp. Limited in favour of ABN AMRO BANK N.V. (Charge
                                         Registration No. 2012016872).



 


		2.	Deed of Covenant dated 5 July 2012 executed
                                         by Rosetta Navigation Corp. Limited in favour of ABN AMRO BANK N.V. (Charge Registration
                                         No. 2012017769).



 


		3.	General Assignment dated 5 July 2012
                                         executed by Rosetta Navigation Corp. Limited in favour of ABN AMRO BANK N.V. (Charge
                                         Registration No. 2012017767).



 


		4.	Charterparty Assignment dated 5 July
                                         2012 executed by Rosetta Navigation Corp. Limited in favour of ABN AMRO BANK N.V. (Charge
                                         Registration No. 2012017421).



 


		5.	Hong Kong Ship Mortgage dated 5 July
                                         2012 executed by Triton Shipping Limited in favour of ABN AMRO BANK N.V. (Charge Registration
                                         No. 2012017153).



 


		6.	Deed of Covenant dated 5 July 2012 executed
                                         by Triton Shipping Limited in favour of ABN AMRO BANK N.V. (Charge Registration No. 2012017768).



 


		7.	General Assignment dated 5 July 2012
                                         executed by Triton Shipping Limited in favour of ABN AMRO BANK N.V. (Charge Registration
                                         No. 2012017766).



 


		8.	Charterparty Assignment dated 5 July
                                         2012 executed by Triton Shipping Limited in favour of ABN AMRO BANK N.V. (Charge Registration
                                         No. 2012017420).



 




    	 	15	 



     


    

  


Schedule
1



Lenders


 


	Lender	 	Lending Office
	 	 	 
	ABN AMRO BANK N.V.

         
	 	Coolsingel 93

        3012 AE Rotterdam

        The Netherlands



 




    	 	16	 



     


    

 


SCHEDULE
2


 


form of
[first] [ROSETTA] [TRITON] EFFECTIVE DATE NOTICE


 


	To :	ROSETTA NAVIATION CORP. LIMITED and
	 	TRITON SHIPPING LIMITED
	 	c/o Allseas Marine S.A.
	 	15 Karamanli Street
	 	166 73 Voula
	 	Greece
	 	Fax: +30 210 89 95 085
	 	 
	 	Attn:  Legal Department


 


[l]
2015


 


Dear Sirs


 


We refer to the supplemental and release
agreement (the “Supplemental Agreement”) dated [l] June 2015 made
between (i) yourselves as Borrowers, (ii) Box Ships Inc. as Corporate Guarantor, (iii) the banks and financial institutions listed
in Schedule 1 therein as Lenders and (iv) ourselves, as Agent, Underwriter, Swap Bank and Security Trustee.


 


Words and expressions defined in the Supplemental
Agreement shall have the same meaning when used in this letter.


 


We write to confirm that the conditions
precedent in Clause [3.1][3.2] of the Supplemental Agreement have been fulfilled [in respect of the [l]
Ship] and that [accordingly] the [First][Rosetta][Triton] Effective Date is [l] 2015.


 


Yours faithfully


  


 






 


for and on behalf of


ABN AMRO BANK N.V.


 




    	 	17	 



     


    

  


COUNTERSIGNED this        day of June
2015 for and on behalf of the below company which, by its execution hereof, confirms and acknowledges that it has read and understood
the terms and conditions of this Supplemental and Release Agreement, that it agrees in all respects to the same and that the Finance
Documents to which it is a party shall remain in full force and effect and shall continue to stand as security for the obligations
of the Borrowers under the Loan Agreement, the other Finance Documents and the Master Agreement (each as amended and supplemented
by this Supplemental and Release Agreement).


 


	 	 
	 	 
	 	 
	for and on behalf of	 
	ALLSEAS MARINE S.A.	 


 




    	 	18