Exhibit 10.14


 


Execution Version 


 


ADDENDUM NO. 1 TO THE OVERALL AGREEMENT DATED
14 FEBRUARY 2014 


 


This Addendum is made this 5th day of March 2014


 


BETWEEN: 


 


		1.	The Original Buyers as set out and defined in Schedule 1 of the Agreement (as defined below);



 


		2.	The New Buyers as set out and defined in Schedule 2 of the Agreement (as defined below);



 

		3.	Metrostar Management Corp., a corporation incorporated and registered in Liberia and having
its registered office at 80 Broad Street, Monrovia, Liberia, (“Metrostar”); and



 


		4.	Diamond S Shipping Group, Inc., a company incorporated and registered in the Marshall Islands,
and having its registered office at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands, MH 96960 (“DSM”),



 


each a “Party”, and
together the “Parties”


 


WHEREAS 


 


		A.	The Parties entered into an overall agreement dated 14 February 2014 (“Agreement”) pursuant to which, inter
alia, the Parties have agreed the terms and conditions upon which certain shipbuilding contracts shall be novated from the
Original Buyers to the New Buyers.



 


		B.	The Parties have agreed to make certain amendments to the Agreement upon and subject to the terms and conditions set out herein.



 


Now therefore for good and valuable consideration,
the receipt and adequacy of which is hereby acknowledged by the Parties, the Parties agree as follows:


 


		1.	Unless otherwise defined herein, or the context otherwise required, terms defined in the Agreement
shall have the same meaning when used herein.



 


		2.	As and with effect from the date of this Addendum the Agreement shall be amended as follows:



 


		a.	Clause 5.2 (v) (Effective Time Notice) shall be deleted in full and replaced with:



 


Quote:


 


(v) Intentionally Blank.


 


Unquote.


 




    	 



    	 



    

  


		b.	Clause 9.2 (d) shall be deleted in full and replaced with the following:



 


Quote:


 


(d) the document set out at Schedule 10 (Text of
Plan Approval Extras) is a correct and complete copy of the full text of the Plan Approval Extras in relation to each Hull
save that in such Schedule : 


 


i) in the table headed “Steel Outfitting Design
Part”; Line 1 (ONE(1) SET WINCH FOR S.P.M & E.T.S IS ADDED AND IS RE-DESIGN THE DRUM OF WINDLASS BY OWNER REQUIPEMENT/$50,000)
applies to Hull S-5130 only; and 


 


ii) in the table headed “Steel Outfitting Design
Part”; Line 2 (ONE(1) SET WINCH FOR S.P.M & E.T.S IS ADDED AND IS RE-DESIGN THE DRUM OF WINDLASS BY OWNER REQUIPEMENT/$33,000)
only applies to the following Hulls: Hull S-5131, Hull S-5132, Hull S-5133, Hull S-5134, Hull S-5135, Hull S-1177, Hull S-1178,
Hull S-1183, and Hull S-1184. 


 


Unquote.


 


		c.	Schedule 7 (Plan Approval Extras and Plan Approval Extras
                                         Costs) of the Agreement shall be deleted in full and replaced with Schedule 1 (Plan
                                         Approval Extras and Plan Approval Extras Costs) of this Addendum.



 


		d.	Schedule 10 (Text of Plan Approval Extras) of the Agreement
                                         shall be deleted in full and replaced with Schedule 2 (Text of Plan Approval Extras)
                                         of this Addendum.



 


		e.	In recital 2 of schedule 2 (Supplemental Letter) of
                                         each of the pro-forma novation agreements, as annexes 1 to 10 (inclusive) of the Agreement,
                                         after the words “dated [•] 2014” and before the term (“Deed
                                         of Novation”)”, the following words shall be inserted:



 


Quote:


 


as amended and supplemented from time to time,


 


Unquote.


 


		f.	In paragraph 3 of schedule 6 (Notice of Assignment) of each of the pro-forma novation agreements, as annexes 1 to 10
(inclusive) of the Agreement, after the words “dated [•] 2014” and before the term “(the “Novation
Agreement”)”, the following words shall be inserted:



 


Quote:


 


as amended and supplemented from time to time,


 


Unquote


 




    	- 2 -



    	 



    

 


		g.	In the definition of “Overall Agreement” in each
of the pro-forma novation agreements, as annexes 1 to 10 (inclusive) of the Agreement, after the words “dated [•]
2014” and before the words “between, inter alios,”, the following words shall be inserted:



 


Quote: 


 


as amended and supplemented from time to time,


 


Unquote


 


		h.	Annex 14 (Outstanding Due Diligence Items) shall
be deleted in full.



 


		3.	Schedule 4, Part B (Plan Approval Extras) of the pro-forma novation
agreements, as set out at annexes 1 to 10 (inclusive) of the Agreement, and as referred to in the definition of the SBC Novation
Agreement for each Hull, shall be read and construed so as to incorporate the Plan Approval Extras Costs for the relevant Hull
as set out in Schedule 1 of this Addendum.



 


		4.	Each of the Parties hereby represents and warrants to the other Party that
its execution of this Addendum has been duly authorised and this Addendum constitutes its legal and valid obligations binding on
it in accordance with the terms hereof.



 


		5.	This Addendum shall be an integral part of the Agreement and shall be an
amendment and supplement thereto and as and with effect from the date hereof the Agreement shall be read and construed subject
to and in accordance with the terms of this Addendum. All other terms and/or conditions of the Agreement, save those altered and
changed pursuant to this Addendum, shall remain unaltered and in full force and effect.



 


		6.	This Addendum may be entered into in the form of counterparts executed by one or more of the Parties
and provided all the Parties shall so execute this Addendum, each of the executed counterparts, when duly exchanged or delivered,
shall be deemed to be an original but, taken together, they shall constitute one instrument. A signed copy received by fax or as
a “.pdf” file shall be deemed to be an original.



 


		7.	This Addendum, including any non-contractual obligations arising out of
or in connection with it, shall be governed by and construed in accordance with the laws of England. Any dispute arising out of
or in connection with this Addendum between the parties hereto shall be resolved in accordance with clause 17 of the Agreement.



  




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SCHEDULE 1


 


PLAN APPROVAL EXTRAS AND PLAN APPROVAL


EXTRAS COSTS


 


	(1)	 	(2)	 	(3)	 
	Hull	 	Plan Approval Extras	 	Plan
    Approval Extras 

    Cost	 
		 		 	 	 
	Hull No. S-5130	 	Extra & Credit Cost Items List 

dated 17 February 2014	 	243,654	 
	 	 	 	 	 	 
	Hull No. S-5131	 	Extra & Credit Cost Items List 

dated 17 February 2014	 	226,654	 
	 	 	 	 	 	 
	Hull No. S-5132	 	Extra & Credit Cost Items List 

dated 17 February 2014	 	226,654	 
	 	 	 	 	 	 
	Hull No. S-5133	 	Extra & Credit Cost Items List 

dated 17 February 2014	 	226,654	 
	 	 	 	 	 	 
	Hull No. S-5134	 	Extra & Credit Cost Items List 

dated 17 February 2014	 	226,654	 
	 	 	 	 	 	 
	Hull No. S-5135	 	Extra & Credit Cost Items List 

dated 17 February 2014	 	226,654	 
	 	 	 	 	 	 
	Hull No. S-1177	 	Extra & Credit Cost Items List 

dated 17 February 2014	 	226,654	 
	 	 	 	 	 	 
	Hull No. S-1178	 	Extra & Credit Cost Items List 

dated 17 February 2014	 	226,654	 
	 	 	 	 	 	 
	Hull No. S-1183	 	Extra & Credit Cost Items List 

dated 17 February 2014	 	226,654	 
	 	 	 	 	 	 
	Hull No. S-1184	 	Extra & Credit Cost Items List 

dated 17 February 2014	 	226,654	 


 




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SCHEDULE 2


 


TEXT OF PLAN APPROVAL EXTRAS


 




    	- 5 -



    	 



    

 


EXTRA & CREDIT COST


 


Hull No. S5130~S5135 & S1177/78/83/84
for METROSTAR MANAGEMENT CORP., 50.3K Product Oil/Chemical Tanker


The extra & credit cost have been discussed
with Buyer and Builder since on February 17th, 2014


  


	THE BUYER	 	THE BUILDER
	 	 	 
	Mr. Theodoros Pavlidis / METROSTAR MANAGEMENT CORP.	 	Mr. C.H. Song/Technical Director /s/ C.H. Song
	 	 	Mr. K.T. Park/Project coordinator for design /s/ K.T. Park
	 	 	Mr. T.W. Kim/Basic design Part /s/ T.W. Kim
	 	 	Mr. J.J. Kim/Hull Structure design Part /s/ J.J. Kim
	/s/ Theodoros Pavlidis	 	Mr. S.Y. Park/ Hull outfitting design Part /s/ S.Y. Park
	Theodoros Pavlidis	 	Mr. K.B. Kang/ Hull piping design Part /s/ K.B. Kang
	
    Technical Director	 	Mr. M.K. Choi/Machinery design Part /s/ M.K. Choi
	METROSTAR MANAGEMENT CORP.	 	Mr. Y.K. Son/ Electric design Part /s/ W.K. Son


 


Total 4 sheets with cover


 


February 17th, 2014 


	 	  SHIPBUILDING CO.,LTD.	 




  




    	 



    	 



    

  


	S5130's
    The list of all extra items


 


	MACHINERY DESIGN PART	 
	NO.	 	SUBJECT	 	EXTRA	 	 	CREDIT	 	 	REMARKS	 
	1	 	HEATER - MODIFIED OUTLET TEMP. FOR H.F.O & L.O PURI. HEATER	 	$	2,500	 	 		 	 	 			 
	2	 	MARKING OF ESCAPE WAY IN ENGINE ROOM	 	$	1,800	 	 	 	 	 	 	 	 	 
	3	 	APPLYING THE PARTIAL DECK AND LADDER & WALL & DOOR IN E/R STORE	 	$	4,100	 	 	 	 	 	 	 	 	 
	 	 	TOTAL	 	$	8,400	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	HULL STRUCTURE PART DESIGN PART
	1	 	INCREASE THE INNER BOTTOM PLATE THICKNESS I.W.O M/E SEAT.	 	 	 	 	 	$	7,920	 	 	 	 	 
	2	 	REMOVE NO.1 CARGO HOLD AIR VENT TRUNK.	 	 	 	 	 	$	3,500	 	 	 	 	 
	 	 	TOTAL	 	 	 	 	 	$	11,420	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	ELECTRIC DESIGN PART
	1	 	ADDED GENERATOR BEAR TEMP. SENSOR	 	$	1,100	 	 	 	 	 	 	 	 	 
	2	 	BMS MODEL CHANGE (III -> V MODEL)	 	$	5,500	 	 	 	 	 	 	 	 	 
	3	 	KYPA SHAFT POWER METER - THRUST OPTION WITH TWO ANALOG OUTPUT	 	$	5,000	 	 	 	 	 	 	 	 	 
	4	 	AMS - APPLICATION OF SSD	 	$	3,000	 	 	 	 	 	 	 	 	 
	5	 	PROVISION FOR SHIP PERFORMANCE SYS.	 	$	9,000	 	 	 	 	 	 	 	 	 
	6	 	APPLICATION OF FIRE DETECTION IN BATTERY ROOM	 	$	2,000	 	 	 	 	 	 	 	 	 
	7	 	ANEMOMETER TRANSMITTER TYPE CHANGE	 	$	1,000	 	 	 	 	 	 	 	 	 
	8	 	SPEEDLOG TYPE CHANGE (SINGLE AXIS -> DUAL AXIS)	 	$	37,000	 	 	 	 	 	 	 	 	 
	9	 	ECHOSOUNDER TRANSDUCER ADDED GATE VALVE	 	$	10,000	 	 	 	 	 	 	 	 	 
	10	 	S-BAND RADAR INTERFACE WITH VDR	 	$	3,000	 	 	 	 	 	 	 	 	 
	11	 	ADDED 2 MOTION SENSOR	 	$	1,100	 	 	 	 	 	 	 	 	 
	12	 	UHF TRANSCEIVER 3SETS CANCEL	 	 	 	 	 	$	2,700	 	 	 	 	 
	 	 	TOTAL	 	$	77,700	 	 	$	2,700	 	 	 	 	 



 




    	 



    	 



    

  


	HULL PIPING DESIGN PART
	1	 	Additional portable cargo connection with 100A pipe and Blind flange except spectacle flang for only each cargo pump side, (except slop and residue pump side)	 	$	12,400	 	 			 	 			 
	2	 	Arrange inert gas supply line after deck water seal to be schedule 80 instead of schedule 40.	 	$	15,000	 	 	 	 	 	 	 	 	 
	3	 	Arrange separate pilot & release CO2 system for the purifier room.	 	$	5,500	 	 	 	 	 	 	 	 	 
	4	 	Provide scuppers from deck to lead to scantling draft water line.	 	$	3,800	 	 	 	 	 	 	 	 	 
	5	 	Coupling bolts for spare and Applying red mark for discharge / suction pressure gauge.	 	$	500	 	 	 	 	 	 	 	 	 
	6	 	Provide pressure gauge for ballast eductor driving/suction/discharge	 	$	3,600	 	 	 	 	 	 	 	 	 
	7	 	Delete of insulation for steam and condensate line on upper deck including in deck store.	 	 	 	 	 	$	14,000	 	 	 	 	 
	 	 	TOTAL	 	$	40,800	 	 	$	14,000	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	PURCHASING PART
	1	 	MAKER SELECTION FOR P/V VALVE (TANKTECH -> PRES VAC)	 	$	8,560	 	 			 	 			 
	2	 	MAKER SELECTION FOR CARGO/SLOP TANK LEVEL GAUGE (HANLA -> MUSSASINO)	 	$	15,771	 	 	 	 	 	 	 	 	 
	3	 	MAKER SELECTION FOR VALVE REMOTE CONTROL SYSTEM (HANLA -> SCANA)	 	$	4,000	 	 	 	 	 	 	 	 	 
	4	 	MAKER SELECTION FOR ENGINE ROOM PUMP (SHIN SHIN -> SHINKO)	 	$	29,751	 	 	 	 	 	 	 	 	 
	5	 	MAKER SELECTION FOR PURIFIER (SAMGONG -> WESTFALIA)	 	$	3,210	 	 	 	 	 	 	 	 	 
	6	 	MAKER SELECTION FOR FRESH WATER GENERATOR (ILSEUNG-> SASAKURA)	 	$	7,139	 	 	 	 	 	 	 	 	 
	7	 	MAKER SELECTION FOR BILGE SEPARATOR (GEORIM -> JOWA KOREA)	 	$	3,576	 	 	 	 	 	 	 	 	 
	8	 	MAKER SELECTION FOR PLATE TYPE COOLER (MYTEC -> GEA)	 	$	6,238	 	 	 	 	 	 	 	 	 
	9	 	MAKER SELECTION FOR F.O SUPPLY UNIT (PSE -> ALFA LAVAL)	 	$	22,429	 	 	 	 	 	 	 	 	 
	 	 	TOTAL	 	$	100,674	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	ACCOMMODATION DESIGN PART
	1	 	SEVENTEEN(17) TEA TABLES IN PETTY OFFICER & CREW CLASS	 	$	2,100	 	 			 	 			 
	2	 	ONE(1) SIDE BOARD CERW’S MESS RM.	 	$	1,100	 	 	 	 	 	 	 	 	 
	3	 	PANORAMIC WINDOW, FILE CABINET, TEA TABLE	 	$	2,100	 	 	 	 	 	 	 	 	 
	4	 	ADDITIONAL GALLEY EQUIPMENT & CATERING FURNITURE	 	$	2,500	 	 	 	 	 	 	 	 	 
	 	 	TOTAL	 	$	7,800	 	 	 	 	 	 	 	 	 



 




    	 



    	 



    

  


	BASIC DESIGN PART 
	1	 	Delete FEED WATER TANK	 			 	 	$	3,000	 	 	Kick off meeting of

 OCT. 15~17, 2013
	2	 	Delete AIR LOCK TRUNK & WATER TIGHT DOOR between E/R and S/G RM.	 	 	 	 	 	$	7,000	 	 	Kick off meeting of OCT. 15~17, 2013
	 	 	TOTAL	 	 	 	 	 	$	10,000	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 
	STEEL OUTFITTING DESIGN PART
	1	 	ONE(l) SET WINCH FOR S.P.M & E.T.S IS ADDED AND IS RE-DESIGN THE DRUM OF WINDLASS BY OWNER REQUIPEMENT	 	$	50,000	 	 	 	 	 	 	Only 5130
	2	 	ONE(1) SET WINCH FOR S.P.M & E.T.S IS ADDED AND IS RE-DESIGN THE DRUM OF WINDLASS BY OWNER REQUIPEMENT	 	$	33,000	 	 	 	 	 	 	S5131's
	3	 	DECREASE OF CLOSED CHOCK FROM 24EA TO 18EA ACCORDING TO CONTRACT SPEC.	 	 	 	 	 	$	5,500	 	 	 
	4	 	WHARF LADDER TYPE CHANGE BY OWNER REQUIPMENT	 	$	1,900	 	 	 	 	 	 	 
	 	 	TOTAL	 	$	51,900	 	 	$	5,500	 	 	Only S5130
	 	 	TOTAL	 	$	34,900	 	 	$	5,500	 	 	S5131's
	 	 	TOTAL(ALL PART)	 	$	287,274	 	 	$	43,620	 	 	Only S5130
	 	 	TOTAL(ALL PART)	 	$	270,274	 	 	$	43,620	 	 	S5131’s



 




    	 



    	 



    

 


IN WITNESS WHEREOF the Parties
have caused this Addendum to be duly executed by their duly authorised officers and/or attorneys-in-fact on the day and year first
above written.




 


	Signed by:
	 	 
	/s/ Gerasimos Roumantzas	 
	Gerasimos Roumantzas	 
	President/Director	 
	 	 
	For and on behalf of	 
	METROSTAR MANAGEMENT CORP.	 
	 	 
	Signed by: 
	 	 
	/s/ Michael Kougellis	 
	 Michael Kougellis	 
	Authorised Signatory	 
	 	 
	For and on behalf of 	 
	ALSAFI NAVIGATION CO.	 
	 	 
	Signed by: 
	 	 
	/s/ Michael Kougellis	 
	 Michael Kougellis
	Authorised Signatory	 
	 	 
	For and on behalf of	 
	CARINA SHIPPING & TRADING S.A.	 
	 	 
	Signed by: 
	 	 
	/s/ Michael Kougellis	 
	 Michael Kougellis	 
	Authorised Signatory	 
	 	 
	For and on behalf of 	 
	DRACONIS MARITIME CO. S.A.	 
	 	 
	Signed by: 
	 	 
	/s/ Michael Kougellis	 
	 Michael Kougellis	 
	Authorised Signatory	 
	 	 
	For and on behalf of 	 
	LACERTA MARINE S.A.	 
	 	 
	Signed by:
	 	 
	/s/ Michael Kougellis	 
	 Michael Kougellis	 
	Authorised Signatory	 
	 	 
	For and on behalf of	 
	LYRA MARITIME COMPANY	 


 




    	- 6 -



    	 



    

 


	Signed by:
	 	 
	/s/ Michael Kougellis	 
	 Michael Kougellis
	 Authorised Signatory	 
	 	 
	For and on behalf of 	 
	PAVONIS MARINE LIMITED
	 	 
	Signed by: 
	 	 
	/s/ Michael Kougellis	 
	 Michael Kougellis
	Authorised Signatory	 
	 	 
	For and on behalf of	 
	POLARIS SHIPHOLDING CORP.	 
	 	 
	Signed by:
	 	 
	/s/ Michael Kougellis	 
	 Michael Kougellis
	Authorised Signatory	 
	 	 
	For and on behalf of 	 
	SIGNUS TRADING CO. LTD.
	 	 
	Signed by: 
	 	 
	/s/ Michael Kougellis	 
	 Michael Kougellis
	Authorised Signatory	 
	 	 
	For and on behalf of	 
	VULPECULA SHIPPING COMPANY
	 	 
	Signed by: 
	 	 
	/s/ Michael Kougellis	 
	 Michael Kougellis
	Authorised Signatory	 
	 	 
	For and on behalf of 	 
	TAYGETA CORPORATION
	 	 
	Signed by: 
	 	 
	/s/ Sanjay Sukhrani	 
	Sanjay Sukhrani C.O.O.	 
	For and on behalf of	 
	DIAMOND S SHIPPING GROUP, INC.	 


 




    	- 7 -



    	 



    




	Signed by:	 
	 	 
	/s/ Sanjay Sukhrani	 
	Sanjay Sukhrani,	 
	Manager	 
	 	 
	For
    and on behalf of	 
	SPP 1 LLC	 
	 	 
	Signed by:	 
	 	 
	/s/ Sanjay Sukhrani	 
	Sanjay Sukhrani,	 
	Manager	 
	 	 
	For and on behalf of	 
	SPP 2 LLC	 
	 	 
	Signed by:	 
	 	 
	/s/ Sanjay Sukhrani	 
	Sanjay Sukhrani,	 
	Manager	 
	 	 
	For and on behalf of	 
	SPP 3 LLC	 
	 	 
	Signed by:	 
	 	 
	/s/ Sanjay Sukhrani	 
	Sanjay Sukhrani,	 
	Manager	 
	 	 
	For and on behalf of	 
	SPP 4 LLC	 
	 	 
	Signed by: 	 
	 	 
	/s/ Sanjay Sukhrani	 
	Sanjay Sukhrani,	 
	Manager	 
	 	 
	For and on behalf of	 
	SPP 5 LLC	 
	 	 
	Signed by: 	 
	 	 
	/s/ Sanjay Sukhrani	 
	Sanjay Sukhrani,	 
	Manager	 
	 	 
	For and on behalf of	 
	SPP 6 LLC	 


 




    	- 8 -



    	 



    

 


	Signed by:	 
	 	 
	/s/ Sanjay Sukhrani	 
	Sanjay Sukhrani,	 
	Manager	 
	 	 
	For and on behalf of 	 
	SPP 7 LLC	 
	 	 
	Signed by:	 
	 	 
	/s/ Sanjay Sukhrani	 
	Sanjay Sukhrani,	 
	Manager	 
	 	 
	For and on behalf of	 
	SPP 8 LLC	 
	 	 
	Signed by:	 
	 	 
	/s/ Sanjay Sukhrani	 
	Sanjay Sukhrani,	 
	Manager	 
	 	 
	For and on behalf of	 
	SPP 9 LLC	 
	 	 
	Signed by:	 
	 	 
	/s/ Sanjay Sukhrani	 
	Sanjay Sukhrani,	 
	Manager	 
	 	 
	For and on behalf of	 
	SPP 10 LLC 	 


 








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