Exhibit 4.34


 


AMENDED AND RESTATED MANAGEMENT AGREEMENT


 


This AMENDED AND RESTATED
MANAGEMENT AGREEMENT (the “Agreement”) is made effective as of January 2nd, 2015 among
ALLSEAS MARINE S.A., a Liberian company (the “Manager”) and ______________, a ___________ company
(“Owner”).


 


WHEREAS, the
Owner and the Manager have entered into a Management Agreement dated ________ as amended from time to time for the management
of the _____________ (the “Vessel”);


 


WHEREAS, the
Owner and the Manager wish to cease a portion of the services that are provided by the Manager under the terms of the Agreement;


 


NOW, THEREFORE,
in consideration of the mutual covenants and premises of the parties hereto and for other good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:


 


CLAUSE 1:     APPOINTMENT


 


The Owner hereby appoints the Manager as
the Technical and Commercial Manager of the Vessel to provide full technical and commercial services and the Manager hereby accepts
such appointment on the terms and conditions of this Agreement.


 


The Manager undertakes to use its best
endeavors to provide its Management Services specified in the clauses agreed herein below, on behalf of the Owner in accordance
with sound ship management practice.


 


The Manager may at its sole discretion
appoint sub-managers, at any time throughout the duration of this Agreement, to discharge any of the Manager's duties.


 


CLAUSE 2:     TERM


 


This Agreement shall come into effect as
of January 2nd, 2015 and shall continue for a period of five years.


 


Thereafter it shall renew for further continuous
periods of five years, unless written notice is given by either party at least thirty (30) days prior to the expiration of the
term of this Agreement.


 


Notwithstanding the foregoing, this Agreement
may be terminated pursuant to Clause 12 of this Agreement. Any notice of termination pursuant to Clause 12 of this Agreement shall
not be effective until thirty (30) days following its having been delivered, unless otherwise mutually agreed in writing.


 




    	 	 	 



     


    

 


CLAUSE 3:     THE MANAGER'S GENERAL OBLIGATIONS


 


The Manager shall, on behalf of the Owner,
attend to the day-to-day technical and commercial management of the Vessel in accordance with sound technical and commercial shipping
industry standards.


 


In the exercise of its duties hereunder
the Manager shall act fully in accordance with the reasonable policies, guidelines and instructions from time to time communicated
to it by the Owner and serve the Owner faithfully and diligently in the performance of this Agreement, according to technical and
commercial shipping industry standards.


 


In the performance of this Agreement, the
Manager shall protect the interests of the Owner in all matters directly or indirectly relating to the Vessel.


 


The Manager shall ensure that adequate
manpower is employed by it to perform its obligations under this agreement. Insofar as practicable, it shall use its best efforts
to ensure fair distribution of available manpower, supplies and services as between the Vessel and all other vessels under its
management.


 


CLAUSE 4:     MANAGER'S POWER


 


The Manager is entitled to carry out its
duties under the terms of this Agreement as provided in relative clauses herein as the Owner's agent at its own discretion.


 


In the performance of this Agreement, the
Manager shall be authorized to perform the services described in Clauses 5 and 6 and to do all such things or take all such actions
related to such performance in accordance with technical and commercial industry standards.


 


The Manager is under no circumstances authorized
to mortgage or otherwise encumber the Vessel, as security for loans or other amounts due. To the extent permitted by law, the Manager
will take all reasonable measures to avoid creating liens on the Vessel for services or necessaries, which are not the responsibility
of the Owner.


 


CLAUSE 5:     TECHNICAL MANAGEMENT SERVICES


 


		v	CREWING



 


01.  The
Manager shall provide adequate and properly qualified Crew for the Vessel as required by the Owner, provision of which includes
but is not limited to the following functions:


		·	Employment of master, officers, and crew (hereinafter collectively referred to as the "Crew")
of the Vessel;



		·	Arrangement of transportation of the Crew, including repatriation;



		·	Training of the Crew;



 




    	 	 	 



     


    

 


		·	Supervision of the efficiency of the Crew and administration of all other Crew matters such as
planning for the manning of the Vessel;



		·	Payroll arrangement;



		·	Arrangements and administration of pensions and Crew insurance;



		·	Discipline and union negotiations;



		·	Enforcement of appropriate standing orders.



 


		v	REPAIRS AND MAINTENANCE



 


The Manager shall provide technical management
which includes, but is not limited to the following functions:


 


02.  Provisions
of competent personnel to supervise the maintenance and general efficiency of the Vessel;


 


03.  Arrangement
and supervision of drydockings, repairs, alterations and upkeep of the Vessel to the standards required by the Owner provided that
the Manager shall be entitled to incur the necessary expenditure to ensure that the Vessel will comply with all requirements and
recommendations of the classification society and with the laws and regulations of the country of registry of the Vessel and of
the places where the Vessel trades;


 


04.  Arrangement
of the supply of necessary provisions, stores, spares and lubricating oil;


 


05.  Appointment
of surveyors and technical consultants as the Manager may consider from time to time to be necessary;


 


06.  Development,
implementation and maintenance of a Safety Management System (SMS) in accordance with the ISM Code;


 


07.  Maintaining the Vessel in such condition as to be acceptable to charterers ;


 


08.  Arranging surveys associated with the commercial operation of the Vessel.


 


CLAUSE 6:     COMMERCIAL MANAGEMENT SERVICES


 


		v	SALE AND PURCHASE



 


01.  The
Manager shall perform class records review and physical inspection and inform the Owner on the findings of such review and inspection.
Any costs incurred by the Manager for inspection of such vessels for possible purchase to be fully reimbursed by the Owner.


 




    	 	 	 



     


    

 


02.  The
Manager shall perform all functions necessary to allow owners to take physical delivery of the vessel and proceed with managing
same under the terms of this contract.


 


03.  For
vessel(s) to be sold by the Owner the Manager shall perform all functions necessary to enable the Owner to physically deliver the
vessel to her contractual buyer.


 


		v	OPERATIONS AND FREIGHT COLLECTION



 


04.  To arrange
the scheduling of the Vessel according to the terms of the Vessel's employment.


 


05.  To
carry out all necessary communications with shippers, charterers and others involved with their receiving and handling of the
Vessel at the loading and discharging ports, including notices required under the terms of the Vessel's employment.

On behalf of
and in the name of the Owner to issue or cause to be issued to shippers customary bills of lading or other documents required
under the terms of the Vessel's employment.





The Owner authorizes the Manager to permit
cargo discharge in accordance with Letter of Indemnities issued, or invocation of same, and signed by the charterers and/or bank,
working as per Owner's P&I Club regulations and instructions.


 


06.  To invoice
on behalf of the Owner all freights and other sums due to Owner and accounts receivables arising from the operation of the Vessel.
To give receipts therefore, to make any and all claims for monies due to Owner and to issue releases upon receipt of payment of
such claims and in connection with the settlement of such claims.





To furnish the Master of the Vessel with
appropriate voyage instructions and monitor voyage performance.


 The Manager will use its best efforts
to achieve the most economical, efficient and quick dispatch of the Vessel between ports and at ports and terminals.


 


07.  With
prior consent of the Owner, to institute, defend, intervene in, settle, compromise or abandon any legal proceedings by or against
the Owner or by or against the Vessel or which in any way concerns the Vessel, their freight, earnings and disbursements or concerning
the crew and officers on board the Vessel and for the purposes of this clause the expression "Legal Proceedings" shall
include arbitration, civil, regulatory and criminal proceedings of all kinds. The handling of all such claims and legal matters
shall always be consistent with the instructions and requirements of the Vessels' P&I Club, Hull Underwriters, or other insurers.


 


To provide the Owner with the following services:


 


• Appoint and negotiate fees for vessel
husbandry agents at ports when necessary.


• Negotiate, arrange and stem fuel
requirements as required for intended trading.


• Arranging berths or anchorages.


 




    	 	 	 



     


    

 


• Arranging for entry and clearance
of the Vessel and all other services relating to the Vessel's movements in port, including tugs and pilots.


• Preparing laytime statements and
or hire statements including obtaining port documents and expense supports necessary for such calculation.


 


		v	INSURANCE



 


08.  The
Manager shall arrange such insurances as the Owner shall have instructed or agreed, in particular as regards insured values, deductibles
and franchises.


All insurance policies shall be in the
joint names of the Owner and the Manager provided that, unless the Manager give express prior consent, no liability to pay premiums
or P&I calls shall be imposed on the Manager, notwithstanding the restrictions on P&I cover which would thereby result.


 


		v	ACCOUNTING



 


09.  The
Manager shall establish an accounting system which meets the requirements of the Owner and provide regular accounting services,
supply regular reports and records in accordance herewith;


Maintain the records of all costs and expenditures
incurred hereunder as well as data necessary or proper for the settlement of accounts between the parties.


 


		v	AUDITING



 


10.  The
Manager shall at all times maintain and keep true and correct accounts and shall make the same available for inspection and auditing
by the Owner and such times as may be mutually agreed.


 


		v	BUDGETS AND THE MANAGEMENT OF FUNDS



 


11.  The
Manager shall present to the Owner annually a budget for the following twelve months in such form as the Owner requires.


Subsequent annual budgets shall be prepared
by the Manager and submitted to the Owner not less than one month before the anniversary date of the Manager's financial year.


The Owner shall indicate to the Manager
its acceptance and approval of the annual budget within one month of presentation and in the absence of any such indication the
Manager shall be entitled to assume that the Owner has accepted the said budget.


Following the agreement of the budget,
the Manager shall prepare and present to the owner its estimate for the working capital requirement of the Vessel and the manager
shall each month update this estimate. Based thereon, the Manager shall each month request the Owner for the funds required to
run the Vessel for the ensuing month, including the payment of any occasional or extraordinary item of expenditure, such as emergency
repair costs, additional insurance premiums, bunkers or provisions. Such funds shall be received by the Manager within ten days
after the receipt of such request and shall be held to the credit of the Owner in a separate account.


 




    	 	 	 



     


    

 


The Owner shall place with the Manager
for the duration of this Agreement an amount equal to one months' estimated running expenses as a working capital reserve. Upon
termination of this Agreement all moneys remaining within the working capital reserve shall be returned to the Owner subject to
the terms and conditions of this Agreement.


The Manager shall produce a quarterly comparison
between budgeted and actual expenditure of the Vessel, if required to do so by the Owner.


Notwithstanding anything contained herein,
the Manager shall in no circumstances be required to use or commit its own funds to finance the provision of the management Services.


 


CLAUSE 7:     ADMINISTRATION


 


01.  The
Manager shall, at its own expense, provide all office accommodations, office equipment, communication, office stationery and office
staff, as is required for the provision of its services hereunder.


The Manager will be reimbursed for all
costs and expenses reasonably incurred in respect of the provisions of Clause 7.01, as provided for in the Administrative Services
Agreement signed between the Manager and Box Ships Inc. on __________ and in any renewal there of.


 


02.  The
manager shall handle and settle all claims arising out of the Management Services hereunder.


The Manager shall also have power to obtain
legal or technical or other outside expert advice in relation to the handling and settlement of claims and disputes or all other
matters effecting the interest of the Owner in respect of the Vessel.


The Owner shall arrange for the provision
of any necessary guarantee, bond or security.


Any costs incurred by the Manager in carrying
out its obligations according to this Clause 7.02 and under this Agreement in general, shall be settled by the Owner.


 


CLAUSE 8:     REMUNERATION


 


01.  The
Owner shall pay the Manager a Management Fee of Euro 646,99 per day, payable monthly in advance. Such fee shall be adjusted in
accordance with the official Eurozone inflation rate annually by the 1st June of each year, starting as of June 1, 2015.


It is further agreed that the Owner shall
pay to the Manager a lump sum fee of US$ 15,000 (Fifteen Thousand US Dollars) for pre-delivery services rendered by the Manager
to the Owner.


 


02.  
The Manager shall at no extra cost to the Owner, provide its own office accommodation, office staff and stationary.


 


03.  Unless
the Agreement is terminated by the Owner in accordance with Clauses 12.02, 12.03(c) and 12.03(d) of this Agreement or by reason
of default by gross negligence or misconduct of Manager, its Directors, officers and/or employees in the performance under this
Agreement, upon termination of this Agreement in relation to the Vessel, the Management Fee will be continued for 90 days from
the date of termination. This is to cover operational and accounting costs of finalizing the Vessels' disbursements, demurrage,
etc. In addition, the Owner shall continue to pay the following:


 




    	 	 	 



     


    

 


		·	Crew support costs for a further period of three calendar months



		·	An equitable proportion of any management staff redundancy costs which may materialise.



 


04.  
In the event that the Manager is subject to termination without cause as the commercial and technical manager of the Vessel, except
for the cases provided in Clauses 12.02 or 12.03 of this Agreement or by reason of default by gross negligence or misconduct of
Manager, its Directors, officers and/or employees in the performance under this Agreement, such case shall constitute an involuntary
termination (“Involuntary Termination”).


 


05.  In
the event that the Manager is subject to Involuntary Termination, then the provisions of the Compensation Agreement between the
Manager and Box Ships Inc. dated 12/09/2012 forming an integral part of this Agreement, or any renewal or amendment thereof, shall
be applied.


 


*SUPERINTENDENTS' FEES


 


06.  
When necessary or desirable to evaluate the Vessel's physical condition, and/ or supervise ship board activities, and/or attend
to repairs and drydockings the Manager shall arrange for visitations by a Superintendent at various intervals during the term of
this Agreement.


Should it be necessary for a Superintendent
to visit the Vessel for a period greater than 5 days during any successive twelve month term (the first term commencing from the
date of this Agreement) the Manager shall be entitled to charge the Owner with Euro 500 for every additional day.


 


CLAUSE 9:     INDEMNITY


 


01.  Except
as provided in 9.02 below, neither the Manager nor any officer, director, shareholder or employee thereof shall be liable to the
Owner or to any third party, including any Master, Officer or Crewmember employed on the Vessel or in connection therewith, for
any loss or damage arising directly or indirectly out of the performance by the Manager of any of its obligations in respect of
the Vessel under this Agreement. The Owner shall indemnify and hold harmless and defend the Manager of any of its obligations in
respect of the Vessel under this Agreement. The Owner shall indemnify and hold harmless and defend the Manager, its officers, directors,
shareholders and employees against any and all claims and demands (including costs and reasonable attorneys fees of defending such
claim or demand) and any other losses or liabilities arising directly or indirectly out of the performance by the Manager of any
of its duties in respect of the Vessel under this Agreement.


 


02.  The
provisions of Clause 9.01 shall not apply with respect to any loss, Damage, claim, demand, or liability if and to the extent that
the same results for Manager's, its officers', Directors', Shareholders' or Employees' gross negligence or willful misconduct in
the performance of its duties under this Agreement.


 




    	 	 	 



     


    

 


03.  Clause
9 shall survive termination of this Agreement.


 


04.  Liability
to Owners 

Without prejudice to the liability/indemnity clauses referred to in this Agreement, the Managers shall be under no
liability whatsoever to the Owners for any loss, damage, delay or expenses of whatsoever nature, whether direct or indirect,
(including but not limited to loss of profit arising out of or in connection with detention of or delay to the Vessel) and
howsoever arising in the course of performance of the Management Services unless same is proved to have resulted solely from
the gross negligence or willful default of the Managers or their employees, or agents or sub-contractors employed by them in
connection with the Vessel, in which case (save where loss, damage, delay or expenses has resulted form the Managers
’personal act or omission committed with the intent to cause same or recklessly and with knowledge that such loss,
damage, delay or expenses would probably result) the Managers’ liability for each incident or series of
incidents giving rise to a claim or claims shall never exceed a total of ten times the annual management fee payable
hereunder.


 


CLAUSE 10:     HIMALAYA


 


It is hereby expressly agreed that no employee
or agent of the Manager (including every sub-contractor form time to time employed by the Manager) shall, in any circumstances
whatsoever, be under any liability whatsoever to the Owner for any loss, damage or delay of whatsoever kind arising or resulting
directly or indirectly from any act, neglect or default on his part while acting in the course of, or in connection with his employment.
Without prejudice to the generality of the foregoing provisions in this clause , every exemption, limitation, condition and liberty
herein contained and every right, exemption from liability, defense and immunity of whatsoever nature applicable to the Manager
or to which the Manager is entitled hereunder, shall also be available and shall extend to protect every such employee or agent
of the Manager acting as aforesaid. For the purpose of all the foregoing provisions of this clause, the Manager is or shall be
deemed to be acting as agent or trustee on behalf of and for the benefit of all persons who are or might be his servants or agents
from time to time (including sub-contractors as aforesaid) and all such persons shall to this extent be or be deemed to be parties
to this Agreement.


 


CLAUSE 11:     FORCE MAJEURE


 


01.  Neither
party shall be liable to the other for loss or damage resulting from delay or failure to perform this Agreement, or any contract
hereunder, either in whole or in part, when any such delay or failure shall be due to causes beyond its control due to civil war,
insurrections, strikes, riots, fires, floods, explosions, earthquakes, serious accidents, or any acts of God, or failure of transportation,
epidemics, quarantine restrictions, or labor trouble causing cessation, slow down, or interruption of work.


 




    	 	 	 



     


    

 


02.  In
the event that a situation giving rise to force majeure which prevents a party from performing under this Agreement, the parties
shall confer as to the further fulfillment or termination of this Agreement.


 


CLAUSE 12:     TERMINATION


 


01.  The
Manager shall be entitled to terminate the Agreement by notice in writing if any moneys payable by the Owner shall not have been
received in the Manager's nominated account within ten days of payment having been requested in writing by the Manager. The Manager
shall also be entitled to terminate this Agreement by notice in writing if after the receipt of written notice of objection thereto
from the Manager to the Owner, the Owner proceeds to employ the Vessel in a trade or in a manner which is, in the opinion of the
Manager, likely to be detrimental to its reputation as Manager or be prejudicial to the commercial interest of the Manager.


 


02.  The
Owner shall be entitled to terminate Manager's appointment hereunder by providing notice as per clause 2 to the Manager if:


 


		a)	any money payable to the Owner under or pursuant to this Agreement are not paid or accounted for
in full by the Manager in accordance with the provisions of this Agreement, or



		b)	the Manager repeatedly neglects or fails to perform its principal duties or to meet its material
obligations under his Agreement



 


03.  Notwithstanding
the provision in Clause 2 and Clauses 12.01 and 12.02 of this Agreement and without prejudice to the accrued rights, if any, or
Remedies of the parties under or pursuant hereof, this Agreement will be terminated:


		a)	if the Owner ceases to be the owner of a Vessel by reason of a sale thereof; or



		b)	if the Vessel becomes an actual or constructive or compromised or arranged total loss; or



		c)	if the Vessel is requisitioned for title or any other compulsory acquisition of a Vessel occurs,
otherwise than by requisition for hire; or



		d)	if the Vessel is captured, seized, detained or confiscated by any government or persons acting
or purporting to act on behalf of any government and is not released from such capture, seizure, detention or confiscation; the
Agreement shall no longer apply to that ship; or



		e)	if the Owner or the Manager ceased to carry on business, or a substantial of the business, properties
or assets of either such party is seized or appropriated.



		f)	if an order is made against the Owner or the Manager by any competent court or other appropriate
authority or resolution passed for bankruptcy, dissolution or winding-up or for the appointment of a liquidator, manager, receiver
or trustee of a party or of all or a substantial part of its assets, save for the purposes of amalgamation or re-organization (not
involving or arising out of insolvency)



 


		04.	For the purpose of clause 12.03 hereof:



 




    	 	 	 



     


    

 


		a)	the date upon which the Vessel is to be treated as having been sold or otherwise disposed of shall
be the date on which the Owner ceases to be registered as Owners of the Vessel.



		b)	the Vessel shall not be deemed to be lost unless either the Vessel has become an actual total loss
or agreement has been reached with the Underwriters in respect of her constructive, compromised or arranged total loss or if such
agreement with the Underwriters is not reached, it is adjudged by a competent tribunal that a constructive loss of the vessel has
occurred.



		c)	the termination of this Agreement shall be without prejudice to all rights accrued between the
Manager and the Owner prior to the date of termination.



 


05.
Notwithstanding any other provision of this Agreement, this Agreement shall terminate if there is a change of control of
the Owner’s parent company (the “Parent”). For purposes of this Section 12.05, a change of control of the Parent
shall mean the occurrence of any of the following and shall constitute an Involuntary Termination:


 


(i) the sale, lease, transfer, conveyance
or other disposition (other than by way of merger or consolidation), in one or a series of related transactions, of all or substantially
all of the Parent’s assets, other than a disposition to Paragon Shipping Inc. or any of its affiliates;


 


(ii) the adoption by the Parent’s
board of directors of a plan of liquidation or dissolution of the Parent;


 


(iii) the consummation of any transaction
(including, without limitation, any merger or consolidation) the result of which is that any “person” (as such term
is used in Section 13(d)(3) of the U.S. Securities Exchange Act of 1934), other than Paragon Shipping Inc. or any of its affiliates,
becomes the beneficial owner, directly or indirectly, of a majority of the Parent’s voting shares, measured by voting power
rather than number of shares;


 


(iv) if, at any time, the Parent becomes
insolvent, admits in writing its inability to pay its debts as they become due, is adjudged bankrupt or declares its bankruptcy
or makes an assignment for the benefit of creditors, a proposal or similar action under the bankruptcy, insolvency or other similar
laws of any applicable jurisdiction or commences or consents to proceedings relating to it under any reorganization, arrangement,
readjustment of debt, dissolution or liquidation law or statute of any jurisdiction;


 


(v) the Parent consolidates with, or merges
with or into, any person (other than Paragon Shipping Inc. or any of its affiliates), or any such person consolidates with, or
merges with or into, the Parent, in any such event pursuant to a transaction in which outstanding shares of the Parent’s
common stock are converted into or exchanged for cash, securities or other property, or receives a payment of cash, securities
or other property, other than any such transaction where any shares of the Parent’s common stock outstanding immediately
prior to such transaction is converted into or exchanged for voting stock of the surviving or transferee person constituting a
majority of the outstanding voting power of such surviving or transferee person immediately after giving effect to such issuance;
and


 




    	 	 	 



     


    

 


(vi) the first day on which a majority
of the members of the Parent’s board of directors are not continuing directors of the Parent. The term “continuing
directors” means, as of any date of determination, any member of the Parent’s board of directors who was:


 


(a) a member of the board of
directors of the Parent on the date immediately after the closing of the Parent’s offering; or


 


(b) nominated for election or
elected to the Parent’s board of directors with the approval of a majority of the directors then in office who were either
directors immediately after the closing of this offering or whose nomination or election was previously so approved.


 


CLAUSE 13:     MODIFICATION OF AGREEMENT


 


No modification or any further representation,
promise, or agreement in connection with subject matter under this Agreement shall be binding, unless made in writing and signed
on behalf of the parties by duly authorized representatives.


 


CLAUSE 14:     ASSIGNABILITY OF AGREEMENT


 


This Agreement is not assignable by either
party without the prior written consent of the other.


 


CLAUSE 15:     CONFIDENTIALITY


 


Except as may be required by applicable
law, any non-public or confidential information relating to the business or affairs of the Owner or the Owner's principals obtained
by the Manager in the performance of this Agreement shall be kept strictly confidential.


Except as may be required by applicable
law this Agreement including all terms, details conditions and period is to be kept private and confidential and beyond the reach
of any third party.


Except as may be required by
applicable law, any non-public or confidential information relating to the business or affairs of the Manager and/or the
Manager's Principals obtained by the Owner or the Owner's Principals in the performance of this Agreement shall be kept
strictly confidential.


 


Confidential Information shall not include
information that is now or subsequently becomes generally publicly known or available by publication, commercial use, or otherwise,
through no act or fault of any of the parties;


 


The Confidential Information may be disclosed
only to the employees, directors, lawyers or consultants of any party or of its affiliated, parent, daughter or related companies
or subsidiaries having the need to know the same for the purpose of performing this Agreement by the parties and where such employees,
directors, lawyers or consultants are bound by similar restrictions of confidentiality not to disclose the same.


 




    	 	 	 



     


    

 


In the event any party is ordered by any
court of law or administrative tribunal to disclose any Confidential Information, such party shall provide to the other party a
written notice of the forced disclosure as soon as practicable.


 


CLAUSE 16:     GOVERNING LAW


 


This Agreement shall be governed by and
construed in accordance with English Law.


 


CLAUSE 17:     ARBITRATION


 


01.  All
disputes arising out of this Agreement shall be arbitrated at London in the following manner. One arbitrator is to be appointed
by each of the parties hereto and a third by the two so chosen. Their decision or that of any two of them shall be final and for
the purpose of enforcing any award, this Agreement may be made a rule of the court. The arbitrators shall be commercial persons,
conversant with shipping matters. Such arbitration is to be conducted in accordance with the rules of the London Maritime Arbitrators
Association terms current at the time when the arbitration proceedings are commenced and in accordance with the Arbitration Act
1996 or any statutory modification or reenactment thereof.


 


02.  In
the event that the Owner or the Manager shall state a dispute and designated an Arbitrator in writing, the other party shall have
twenty (20) days, excluding Saturdays, Sundays and legal holidays to designate it's arbitrator, failing which the appointed arbitrator
can render an award hereunder.


 


03.  Until
such time as the arbitrators finally close the hearings, either party shall have the right, by written notice served on the arbitrators
and on the other party, to specify further disputes or differences under this Agreement for hearing and determination.


 


04.  The
arbitrators may grant any relief and render an award, which they or a majority of them deem just and equitable and within the scope
of the Agreement of the parties, including but not limited to the posting of security. Awards pursuant to this Clause may include
costs, including a reasonable allowance for attorneys’ fees and judgments may be entered upon any award made herein in any
court having jurisdiction.


 


CLAUSE 18:     NOTICES


 


01.  Any
notice or other communication required to be given or made hereunder shall be in writing and may be served by sending same by registered
airmail electronic-mail, telex, facsimile, or by delivering the same (against receipt) to the address of the party to be served
to such address as may from time to time be notified by that party for this purpose.


 




    	 	 	 



     


    

 


02.  Any
notice served by post as aforesaid shall be deemed conclusively duly Served five days after the same shall have posted. Notices
served by telex aforesaid shall be deemed conclusively to have been served on the day following of the same, provided evidence
of transmission appears on the particular notice.


 


03.  Notices
to the Manager shall be made as follows:


 


ALLSEAS MARINE S.A.


15 KARAMANLI AVE.


166 73 VOULA ATHENS, GREECE


PHONE : + 30 210 89 14 600


FAX : + 30 210 89 95 085


E-MAIL: info@allseas.gr


 


Notices to the Owner shall be made as follows:


 


_____________________________


C/O BOX SHIPS INC.


15 KARAMANLI AVE.


166 73 VOULA, ATHENS, GREECE


PHONE: + 30 89 14 600


FAX: +30 89 51 350


E-MAIL: info@box-ships.com


 


CLAUSE 19:     ENTIRE AGREEMENT


 


This Agreement contains the entire agreement
of the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, either verbal
or written, between the parties with respect to such subject matter, and no amendment of any provision hereof will be binding upon
any party unless in writing and signed by the party agreeing to such amendment.


 


	For and behalf of the Manager	 	For and behalf of the Owner
	 	 	 
	 	 	 
	George Skrimizeas	 	Aikaterini Stoupa
	Attorney-in-Fact	 	Attorney-in-Fact


 


The foregoing is consented to and joined
solely with respect to Clause 8.05 by Box Ships Inc.


 


For and behalf of Box Ships Inc.


 


	 	 
	Robert Perri	 
	Attorney-in Fact