EX-4.1.2

 Exhibit
4.1.2 
  

AMENDMENT NO. 2 TO THE ADMINISTRATIVE SERVICES AGREEMENT

 
 This AMENDMENT NO. 2 TO THE
ADMINISTRATIVE SERVICES AGREEMENT (this “Amendment”), dated as of January 01, 2022 is made by and between Navios South American Logistics Inc. a Marshall Islands corporation (“NSAL”) and Navios ShipManagement
Inc., a Marshall Islands corporation (“NSM”, and together with NSAL, the “Parties”) and amends the Administrative Services Agreement (the “Management Agreement”) entered into between NSAL and
Navios Maritime Holdings Inc. on April 12, 2011 as assigned to Navios Corporation on May 28, 2014 and subsequently to NSM on August 29, 2019, and as further amended on April 6, 2016.

Capitalized terms used and not otherwise defined in this Amendment shall have the meanings given them in the Agreement.

 
 W I T N E S S E T
H:
  
 WHEREAS, the
Parties desire to amend the Agreement.
  

NOW, THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the Parties hereby agree as follows:
  

		1.	Section 10 of the Agreement shall be amended and restated as follows: 


 
 “Term And Termination. This Agreement shall have a term until January 1, 2027 and shall be automatically renewed for a period of other five (5) years, unless terminated by either
party hereto on not less than one hundred and twenty (120) days’ notice if:
 (a)       in
the case of Navios Logistics, there is a Change of Control of NSM;
 (b)       in the case of NSM,
there is a Change of Control of Navios Logistics;
 (c)       the other party breaches this
Agreement;
 (d)       a receiver is appointed for all or substantially all of the property of the
other party;
 (e)       an order is made to wind-up the other party;

(f)       a final judgment, order or decree which materially and adversely affects the ability of
the other party to perform this Agreement shall have been obtained or entered against that party and such judgment, order or decree shall not have been vacated, discharged or stayed; or

(g)       the other party makes a general assignment for the benefit of its creditors, files a
petition in bankruptcy or for liquidation, is adjudged insolvent or bankrupt, commences any proceeding for a reorganization or arrangement of debts, dissolution or liquidation under any law or statute or of any jurisdiction applicable thereto or if
any such proceeding shall be commenced.
  This Agreement may be terminated by either party hereto on not less than three
hundred and sixty-five (365) days notice for any reason other than any of the reasons set forth in the immediately preceding paragraph.”

		2.	Full Force and Effect. Except as modified by this Amendment, all other terms and conditions in the Agreement shall remain in full force and effect.


 

		3.	Effect. Unless the context otherwise requires, the Agreement, as amended, and this Amendment shall be read together and shall have effect as if the provisions of the Agreement, as
amended, and this Amendment were contained in one agreement. After the effective date of this Amendment, all references in the Agreement to “this Agreement,” “hereto,” “hereof,” “hereunder” or words of
like import referring to the Agreement shall mean the Agreement, as amended, as further modified by this Amendment.

  

		4.	Counterparts. This Amendment may be executed in separate counterparts, all of which taken together shall constitute a single instrument.


 
 [Remainder of page
intentionally left blank. Signature page to follow.]
  
  

       IN WITNESS WHEREOF, the parties hereto have executed this Amendment effective as of the day and year first above
written.
  
  
 NAVIOS
SOUTH AMERICAN LOGISTICS INC.
  
 /s/ Ioannis Karyotis

__________________________________
 By: Ioannis Karyotis
 Title: Chief Financial Officer

 
  
  

NAVIOS SHIPMANAGEMENT INC.
  
 /s/ George
Achiniotis
 __________________________________
 By: George Achniotis
 Title: President/Director