Exhibit 4.1


 





PLACEMENT AGENCY AGREEMENT


 


December 7, 2020


 


Globus Maritime Limited

128 Vouliagmenis Avenue, 3rd Floor


166 74 Glyfada

Athens, Greece

Attention: Athanasios Feidakis, Chief Executive Officer


 


Dear Mr. Feidakis:


 


This agreement (the “Agreement”)
constitutes the agreement between Maxim Group LLC (the “Placement Agent”) and Globus
Maritime Limited, a Republic of the Marshall Islands corporation (the “Company”), pursuant to which the
Placement Agent shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis,
in connection with the proposed placement (the “Placement”) of registered common shares (the “Shares”)
of the Company, par value $0.004 per share (the “Common Stock”), pre-funded warrants to purchase Common Shares
(collectively, the “Pre-Funded Warrants”) and Warrants (collectively, the “Warrants”) to
purchase shares of Common Stock (the shares of Common Stock underlying the Pre-Funded Warrants and the Warrants, collectively with
the Pre-Funded Warrants, the Warrants and the Shares, the “Securities”). The terms of the Placement and the
Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively,
the “Purchasers”) and nothing herein constitutes that the Placement Agent would have the power or authority
to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Placement. This Agreement
and the documents executed and delivered by the Company and the Purchasers in connection with the Placement, including but not
limited to the Purchase Agreement (as defined below), the form of the Pre-Funded Warrants and the form of the Warrants shall be
collectively referred to herein as the “Transaction Documents.” The date of the closing of the Placement shall
be referred to herein as the “Closing Date.” The Company expressly acknowledges and agrees that the Placement
Agent’s obligations hereunder are on a reasonable best efforts basis only and that the execution of this Agreement does not
constitute a commitment by the Placement Agent to purchase the Securities and does not ensure the successful placement of the Securities
or any portion thereof or the success of the Placement Agent with respect to securing any other financing on behalf of the Company.
With the prior written consent of the Company, the Placement Agent may retain other brokers or dealers to act as sub-agents or
selected-dealers on its behalf in connection with the Placement. The sale of the Securities to any Purchaser will be evidenced
by a securities purchase agreement (the “Purchase Agreement”) between the Company and such Purchaser in a form
reasonably acceptable to the Company and the Placement Agent. Capitalized terms that are not otherwise defined herein have the
meanings given to such terms in the Purchase Agreement. Prior to the signing of any Purchase Agreement, officers of the Company
will be available to answer inquiries from prospective Purchasers.


 






     


     


    

 


SECTION 1.          
REPRESENTATIONS AND WARRANTIES OF THE COMPANY; COVENANTS OF THE COMPANY.


 


A.           
Representations of the Company. Each of the representations and warranties (together with any related disclosure
schedules thereto) and covenants made by the Company to the Purchasers in the Purchase Agreement in connection with the Placement
is hereby incorporated herein by reference into this Agreement (as though fully restated herein) and is, as of the date of this
Agreement and as of the Closing Date, hereby made to, and in favor of, the Placement Agent. In addition to the foregoing, the Company
represents and warrants that:


 


1.                  The
Company has prepared and filed with the U.S. Securities and Exchange Commission (the “Commission”) a
registration statement on Form F-3 (Registration No. 333-240265), and amendments thereto, and related preliminary
prospectuses, for the registration under the Securities Act of 1933, as amended (the “Securities Act”), of
the Securities which registration statement, as so amended (including post-effective amendments, if any) became effective on
August 12, 2020. At the time of such filing, the Company met the requirements of Form F-3 under the Securities Act. Such
registration statement meets the requirements set forth in Rule 415(a)(1)(x) under the Securities Act and complies with said
Rule. The Company will file with the Commission pursuant to Rule 424(b) under the Securities Act, and the rules and
regulations (the “Rules and Regulations”) of the Commission promulgated thereunder, a supplement to the
form of prospectus included in such registration statement relating to the placement of the Securities and the plan of
distribution thereof and has advised the Placement Agent of all further information (financial and other) with respect to the
Company required to be set forth therein. Such registration statement, including the exhibits thereto, as amended at the date
of this Agreement, is hereinafter called the “Registration Statement”; such prospectus in the form in
which it appears in the Registration Statement is hereinafter called the “Base Prospectus”; and the
supplemented form of prospectus, in the form in which it will be filed with the Commission pursuant to Rule 424(b) (including
the Base Prospectus as so supplemented) is hereinafter called the “Prospectus Supplement.” Any reference
in this Agreement to the Registration Statement, the Base Prospectus or the Prospectus Supplement shall be deemed to refer to
and include the documents incorporated by reference therein (the “Incorporated Documents”) pursuant to
Item 6 of Form F-3 which were filed under the Exchange Act on or before the date of this Agreement, or the issue date of the
Base Prospectus or the Prospectus Supplement, as the case may be; and any reference in this Agreement to the terms
 “amend,” “amendment” or “supplement” with respect to the Registration Statement, the Base
Prospectus or the Prospectus Supplement shall be deemed to refer to and include the filing of any document under the Exchange
Act after the date of this Agreement, or the issue date of the Base Prospectus or the Prospectus Supplement, as the case may
be, deemed to be incorporated therein by reference. All references in this Agreement to financial statements and schedules
and other information which is “contained,” “included,” “described,”
 “referenced,” “set forth” or “stated” in the Registration Statement, the Base Prospectus
or the Prospectus Supplement (and all other references of like import) shall be deemed to mean and include all such financial
statements and schedules and other information which is or is deemed to be incorporated by reference in the Registration
Statement, the Base Prospectus or the Prospectus Supplement, as the case may be. No stop order suspending the effectiveness
of the Registration Statement or the use of the Base Prospectus or the Prospectus Supplement has been issued, and no
proceeding for any such purpose is pending or has been initiated or, to the Company’s knowledge, is threatened by the
Commission. For purposes of this Agreement, “free writing prospectus” has the meaning set forth in Rule
405 under the Securities Act and the “Time of Sale Prospectus” means the preliminary prospectus, if any,
together with the free writing prospectuses, if any, used in connection with the Placement, including any documents
incorporated by reference therein.


 






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2.                 
The Registration Statement (and any further documents to be filed with the Commission) contains all exhibits and
schedules as required by the Securities Act. Each of the Registration Statement and any post-effective amendment thereto, at the
time it became effective, complied in all material respects with the Securities Act and the Exchange Act and the applicable Rules
and Regulations and did not and, as amended or supplemented, if applicable, will not, contain any untrue statement of a material
fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.
The Base Prospectus, the Time of Sale Prospectus and the Prospectus Supplement, each as of its respective date, comply in all material
respects with the Securities Act and the Exchange Act and the applicable Rules and Regulations. Each of the Base Prospectus, the
Time of Sale Prospectus and the Prospectus Supplement, as amended or supplemented, did not and will not contain as of the date
thereof any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein,
in the light of the circumstances under which they were made, not misleading. The Incorporated Documents, when they were filed
with the Commission, conformed in all material respects to the requirements of the Exchange Act and the applicable Rules and Regulations,
and none of such documents, when they were filed with the Commission, contained any untrue statement of a material fact or omitted
to state a material fact necessary to make the statements therein (with respect to Incorporated Documents incorporated by reference
in the Base Prospectus or Prospectus Supplement), in the light of the circumstances under which they were made not misleading;
and any further documents so filed and incorporated by reference in the Base Prospectus, the Time of Sale Prospectus or Prospectus
Supplement, when such documents are filed with the Commission, will conform in all material respects to the requirements of the
Exchange Act and the applicable Rules and Regulations, as applicable, and will not contain any untrue statement of a material fact
or omit to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were
made, not misleading. No post-effective amendment to the Registration Statement reflecting any facts or events arising after the
date thereof which represent, individually or in the aggregate, a fundamental change in the information set forth therein is required
to be filed with the Commission. There are no documents required to be filed with the Commission in connection with the transaction
contemplated hereby that (x) have not been filed as required pursuant to the Securities Act or (y) will not be filed within the
requisite time period. There are no contracts or other documents required to be described in the Base Prospectus, the Time of Sale
Prospectus or Prospectus Supplement, or to be filed as exhibits or schedules to the Registration Statement, which (x) have not
been described or filed as required or (y) will not be filed within the requisite time period.


 


3.                  The
Company is eligible to use free writing prospectuses in connection with the Placement pursuant to Rules 164 and 433 under the
Securities Act. Any free writing prospectus that the Company is required to file pursuant to Rule 433(d) under the Securities
Act has been, or will be, filed with the Commission in accordance with the requirements of the Securities Act and the
applicable rules and regulations of the Commission thereunder. Each free writing prospectus that the Company has filed, or is
required to file, pursuant to Rule 433(d) under the Securities Act or that was prepared by or behalf of or used by the
Company complies or will comply in all material respects with the requirements of the Securities Act and the applicable rules
and regulations of the Commission thereunder. The Company will not, without the prior consent of the Placement Agent,
prepare, use or refer to, any free writing prospectus.


 






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4.                 
There are no affiliations with any FINRA member firm among the Company’s officers, directors or, to the knowledge
of the Company, any five percent (5.0%) or greater shareholder of the Company, except as set forth in the Registration Statement
and the other documents the Company has filed or furnished with the Commission.


 


B.            
Covenants of the Company. The Company has delivered, or will as promptly as practicable deliver, to the Placement
Agent materially complete conformed copies of the Registration Statement and of each consent and certificate of experts, as applicable,
filed as a part thereof, and conformed copies of the Registration Statement (without exhibits), the Base Prospectus, the Time of
Sale Prospectus and the Prospectus Supplement, as amended or supplemented, in such quantities and at such places as the Placement
Agent reasonably requests. Neither the Company nor any of its directors and officers has distributed and none of them will distribute,
prior to the Closing Date, any offering material in connection with the offering and sale of the Securities pursuant to the Placement
other than the Base Prospectus, the Time of Sale Prospectus, the Prospectus Supplement, the Registration Statement, copies of the
documents incorporated by reference therein and any other materials permitted by the Securities Act.


 


SECTION
2.           REPRESENTATIONS
OF THE PLACEMENT AGENT. The Placement Agent represents and warrants that it (i) is a member in good standing of FINRA, (ii)
is registered as a broker/dealer under the Exchange Act, (iii) is licensed as a broker/dealer under the laws of the states applicable
to the offers and sales of the Securities by such Placement Agent, (iv) is and will be a body corporate validly existing under
the laws of its place of incorporation, and (v) has full power and authority to enter into and perform its obligations under this
Agreement. The Placement Agent will immediately notify the Company in writing of any change in its status as such. The Placement
Agent covenants that it will use its reasonable best efforts to conduct the Placement hereunder in compliance with the provisions
of this Agreement and the requirements of applicable law.


 


SECTION
3.           COMPENSATION.
In consideration of the services to be provided for hereunder, the Company shall pay to the Placement Agent or their respective
designees their pro rata portion (based on the Securities placed) of the following compensation with respect to the Securities
which they are placing:


A.           
A cash fee (the “Cash Fee”) equal to an aggregate of seven percent (7%) of the aggregate gross
proceeds raised in the Placement. The Cash Fee shall be paid at the closing of the Placement (the “Closing”).


 


B.             Subject
to compliance with FINRA Rule 5110(f)(2)(D), the Company also agrees, in case of Closing of the Placement, to reimburse the
Placement Agent for all travel and other out-of-pocket expenses incurred, including the reasonable fees, costs and
disbursements of its legal counsel, in an amount not to exceed an aggregate of $40,000 (against invoices provided to the
Company). The Company will reimburse Placement Agent directly upon the Closing of the Placement from the gross proceeds
raised in the Placement (if detailed invoices are provided in advance).


 






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C.            
In addition, if within the Participation Period (as defined below) the Company completes any financing of equity,
equity-linked, or debt (but excluding commercial or bank debt) of the Company (other than the exercise by any person or entity
of any options, warrants or other convertible securities) with the six investors who are participating in the offering to which
this Agreement relates as well as the two entities contacted by the Placement Agent in relation to the offering to which this Agreement
relates and listed on Exhibit A hereto (the “PA Investors”), if the Placement Agent is not acting as an underwriter
or placement agent in such financing, then the Company will pay to the Placement Agent upon the closing of such financing as a
financing participation right the compensation set forth in Section 3(A) above with respect the funds received by the Company from
the PA Investors. The “Participation Period” shall be the period of time nine (9) months after the Closing.


 


D.           
The Placement Agent reserves the right to reduce any item of its compensation or adjust the terms thereof as specified
herein in the event that a determination shall be made by FINRA to the effect that such Placement Agent’s aggregate compensation
is in excess of FINRA rules or that the terms thereof require adjustment.


 


SECTION
4.           INDEMNIFICATION.
The Company agrees to the indemnification and other agreements set forth in the Indemnification Provisions (the “Indemnification”)
attached hereto as Addendum A, the provisions of which are incorporated herein by reference and shall survive the termination
or expiration of this Agreement.


 


SECTION
5.           ENGAGEMENT
TERM. The Placement Agent’s engagement hereunder shall be until the earlier of (i) the final closing date of the Placement,
(ii) the date the Company elects to terminate this Agreement, and (iii) December 22, 2020. If the Company elects to terminate
this Agreement prior to Closing for any reason even though the Placement Agent and all purchasers under the Purchase Agreement
were prepared to proceed with the Closing within the intent of this Agreement and the Purchase Agreement, and if within nine (9)
months following such termination, the Company completes any financing of equity, equity-linked or debt (but excluding commercial
or bank debt) of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities)
with any PA Investor, if the Placement Agent is not acting as an underwriter or placement agent in such financing, then the Company
will pay the Placement Agent upon the closing of such financing the compensation set forth in Section 3(A) above to the extent
of the gross proceeds received by the Company from such PA Investors. Notwithstanding anything to the contrary contained herein,
the provisions concerning confidentiality and indemnification and contribution contained herein and the Company’s obligations
contained in the Indemnification Provisions will survive any expiration or termination of this Agreement. The Placement Agent
agrees not to use any confidential information concerning the Company provided to the Placement Agent by the Company for any purposes
other than those contemplated under this Agreement.


 






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SECTION 6.           PLACEMENT
AGENT INFORMATION. The Company agrees that any information or advice rendered by the Placement
Agent in connection with this engagement is for the confidential use of the Company only in their evaluation of the Placement
and, except as otherwise required by law, the Company will not disclose or otherwise refer to the advice or information in any
manner without the Placement Agent’s prior written consent.


 


SECTION
7.           NO FIDUCIARY RELATIONSHIP.
This Agreement does not create, and shall not be construed as creating rights enforceable by any person or entity not a party
hereto, except those entitled hereto by virtue of the Indemnification Provisions hereof. The Company acknowledges and agrees that
the Placement Agent is not and shall not be construed as a fiduciary of the Company and shall have no duties or liabilities to
the equity holders or the creditors of the Company or any other person by virtue of this Agreement or the retention of such Placement
Agent hereunder, all of which are hereby expressly waived.


 


SECTION
8.           CLOSING.
The obligations of the Placement Agent, and the closing of the sale of the Securities hereunder are subject to the accuracy, when
made and on the Closing Date, of the representations and warranties on the part of the Company and its subsidiaries contained
herein and in the Purchase Agreement, to the accuracy of the statements of the Company and its subsidiaries made in any certificates
pursuant to the provisions hereof, to the performance by the Company and its subsidiaries of their obligations hereunder, and
to each of the following additional terms and conditions, except as otherwise disclosed to and acknowledged and waived by the
Placement Agent to the Company:


 


A.           
No stop order suspending the effectiveness of the Registration Statement shall have been issued and no proceedings
for that purpose shall have been initiated or threatened by the Commission, and any request for additional information on the part
of the Commission (to be included in the Registration Statement, the Base Prospectus, the Prospectus Supplement or otherwise) shall
have been complied with to the reasonable satisfaction of the Placement Agent. Any filings required to be made by the Company in
connection with the Placement shall have been timely filed with the Commission.


 


B.            
The Placement Agent shall not have discovered and disclosed to the Company on or prior to the Closing Date that the
Registration Statement, the Base Prospectus, the Prospectus Supplement or any amendment or supplement thereto contains an untrue
statement of a fact which, in the reasonable opinion of counsel for the Placement Agent, is material or omits to state any fact
which, in the reasonable opinion of such counsel, is material and is required to be stated therein or is necessary to make the
statements therein not misleading.


 


C.            
All corporate proceedings and other legal matters incident to the authorization, form, execution, delivery and validity
of each of this Agreement, the Shares, the Registration Statement, the Base Prospectus and the Prospectus Supplement and all other
legal matters relating to this Agreement and the transactions contemplated hereby shall be reasonably satisfactory in all material
respects to counsel for the Placement Agent, and the Company shall have furnished to such counsel all documents and information
that they may reasonably request to enable them to pass upon such matters.


 






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D.          
 The Placement Agent shall have received from outside counsel to the Company such counsel’s written opinions,
addressed to the Placement Agent and the Purchasers and dated as of the Closing Date, in form and substance reasonably satisfactory
to the Placement Agent.


 


E.            
On the Closing Date, the Placement Agent shall have received a “comfort” letter from Ernst
 & Young (Hellas) Certified Auditors-Accountants S.A. (the Company’s independent registered accounting firm) (“E&Y”)
as of each such date, addressed to each of the Placement Agent and in form and substance satisfactory in all respects to the Placement
Agent and Placement Agent’s counsel.


 


F.            
On the Closing Date, Placement Agent shall have received a certificate of the chief financial officer of the Company,
dated, as applicable, as of the date of such Closing, to the effect that, as of the date of this Agreement and as of the applicable
date, the representations and warranties of the Company contained herein and in the Purchase Agreement were and are accurate in
all material respects, except for such changes as are contemplated by this Agreement and except as to representations and warranties
that were expressly limited to a state of facts existing at a time prior to the applicable Closing Date, and that, as of the applicable
date, the obligations to be performed by the Company hereunder on or prior thereto have been fully performed in all material respects.
Such officer shall also provide a customary certification as to such accounting or financial matters that are included or incorporated
by reference in the Registration Statement or the Prospectus Supplement that E&Y is unable to provide assurances on in the
letter contemplated by Section 8(E) above.


 


G.            
On the Closing Date, Placement Agent shall have received a certificate of the Secretary of the Company, dated, as
applicable, as of the date of such Closing, certifying to the organizational documents, good standing in the jurisdiction of incorporation
of the Company and board resolutions relating to the Placement of the Securities from the Company.


 


H.           
Neither the Company nor any of its subsidiaries (i) shall have sustained since the date of the latest audited financial
statements included or incorporated by reference in the Registration Statement, the Base Prospectus and the Prospectus Supplement,
any loss or interference with its business from fire, explosion, flood, terrorist act or other calamity, whether or not covered
by insurance, or from any labor dispute or court or governmental action, order or decree, otherwise than as set forth in or contemplated
by the Registration Statement, the Base Prospectus and the Prospectus Supplement, (ii) since such date there shall not have been
any change in the capital stock or long-term debt of the Company or any of its subsidiaries or any change, or any development involving
a prospective change, in or affecting the business, general affairs, management, financial position, shareholders’ equity,
results of operations or prospects of the Company and its subsidiaries, otherwise than as set forth in or contemplated by the Registration
Statement, the Base Prospectus and the Prospectus Supplement, and (iii) since such date there shall not have been any new or renewed
inquiries by the Commission, FINRA or any other regulatory body regarding the Company, the effect of which, in any such case described
in clause (i), (ii) or (iii), is, in the judgment of the Placement Agent, so material and adverse as to make it impracticable or
inadvisable to proceed with the sale or delivery of the Securities on the terms and in the manner contemplated by the Base Prospectus,
Time of Sale Prospectus and Prospectus Supplement.


 






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I.            
 The Common Stock is registered under the Exchange Act and, as of the Closing Date, the Shares shall be listed and
admitted and authorized for trading on the Trading Market or other applicable U.S. national exchange, or an application for such
listing shall have been submitted to the Trading Market, and satisfactory evidence of such action shall have been provided to the
Placement Agent. The Company shall have taken no action designed to, or likely to have the effect of terminating the registration
of the Common Stock under the Exchange Act or delisting or suspending from trading the Common Stock from the Trading Market or
other applicable U.S. national exchange, nor, except as disclosed in the Base Prospectus, Time of Sale Prospectus and Prospectus
Supplement, has the Company received any information suggesting that the Commission or the Trading Market or other U.S. applicable
national exchange is contemplating terminating such registration or listing.


 


J.             
No action shall have been taken and no statute, rule, regulation or order shall have been enacted, adopted or issued
by any governmental agency or body which would, as of the Closing Date, prevent the issuance or sale of the Securities or materially
and adversely affect or potentially and adversely affect the business or operations of the Company; and no injunction, restraining
order or order of any other nature by any federal or state court of competent jurisdiction shall have been issued as of the Closing
Date which would prevent the issuance or sale of the Securities or materially and adversely affect or potentially and adversely
affect the business or operations of the Company.


 


K.           
The Company shall have prepared and filed with the Commission a Form 6-K with respect to the Placement, including
as an exhibit thereto this Agreement.


 


L.            
The Company shall have entered into a Purchase Agreement with each of the Purchasers and such agreements shall be
in full force and effect and shall contain representations, warranties and covenants of the Company as agreed between the Company
and the Purchasers.


 


M.          
FINRA shall have raised no objection to the fairness and reasonableness of the terms and arrangements of this Agreement.
In addition, the Company shall, if requested by the Placement Agent, make or authorize Placement Agent’s counsel to make
on the Company’s behalf, any filing with the FINRA Corporate Financing Department pursuant to FINRA Rule 5110 with respect
to the Placement and pay all filing fees required in connection therewith.


 


N.           
Prior to the Closing Date, the Company shall have furnished to the Placement Agent such further information, certificates
and documents as the Placement Agent may reasonably request.


 


If any of the conditions specified in this
Section 8 shall not have been fulfilled when and as required by this Agreement, or if any of the certificates, opinions, written
statements or letters furnished to the Placement Agent or to Placement Agent’s counsel pursuant to this Section 8 shall not
be reasonably satisfactory in form and substance to the Placement Agent and to Placement Agent’s counsel, all obligations
of the Placement Agent hereunder may be cancelled by the Placement Agent at, or at any time prior to, the consummation of the Closing.
Notice of such cancellation shall be given to the Company in writing or orally. Any such oral notice shall be confirmed promptly
thereafter in writing.


 






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SECTION 9.     
      WARRANT SOLICITATION FEE. The Company hereby agrees
to pay the Placement Agent a warrant solicitation fee of six percent (6%) of the gross proceeds received by the Company for each
exercise of a Warrant sold in the Placement that has been solicited by the Placement Agent at the request of the Company. The
warrant solicitation fee will be payable in cash.


 


SECTION
10.         GOVERNING
LAW; AGENT FOR SERVICE OF PROCESS, ETC. This Agreement will be governed by, and construed in accordance with, the laws of
the State of New York applicable to agreements made and to be performed entirely in such State, without regard to the
conflicts of laws principles thereof. This Agreement may not be assigned by either party without the prior written consent of
the other party. This Agreement shall be binding upon and inure to the benefit of the parties hereto, and their respective
successors and permitted assigns. Any right to trial by jury with respect to any dispute arising under this Agreement or any
transaction or conduct in connection herewith is waived. Any dispute arising under this Agreement may be brought into the
courts of the State of New York or into the federal court located in New York, New York and, by execution and delivery of
this Agreement, the Company hereby accepts for itself and in respect of its property, generally and unconditionally, the
jurisdiction of aforesaid courts. Each party hereto hereby irrevocably waives personal service of process and consents, to
the extent permitted by applicable law, to process being served in any such suit, action or proceeding by delivering a copy
thereof via overnight delivery (with evidence of delivery) to such party at the address in effect for notices to it under
this Agreement and agrees that such service shall constitute good and sufficient service of process and notice thereof.
Nothing contained herein shall be deemed to limit in any way any right to serve process in any manner permitted by law. The
Company agrees that a final judgment in any such action, proceeding or counterclaim brought in any such court shall be
conclusive and binding upon the Company and may be enforced in any other courts to the jurisdiction of which the Company is
or may be subject, by suit upon such judgment. If either party shall commence an action or proceeding to enforce any
provisions of a Transaction Document, then the prevailing party in such action or proceeding shall be reimbursed by the other
party for its attorney’s fees and other costs and expenses incurred with the investigation, preparation and prosecution
of such action or proceeding. In addition to and without limiting the foregoing, the Company has confirms that it has
appointed Watson Farley & Williams LLP, 250 West 55th Street, 31st Floor, New York, New York 10019, as its authorized
agent (the “Authorized Agent”) upon whom process may be served in any suit, action or proceeding arising
out of or based upon the this Agreement or the Transaction Documents or the transactions contemplated herein which may be
instituted in any New York federal or state court, by the Placement Agent, the directors, officers, partners, members,
managers, employees and agents of the Placement Agent, and expressly accept the non-exclusive jurisdiction of any such court
in respect of any such suit, action or proceeding. The Company hereby represents and warrants that the Authorized Agent has
accepted such appointment and has agreed to act as said agent for service of process, and the Company agrees to take any and
all action, including the filing of any and all documents that may be necessary to continue such appointment in full force
and effect as aforesaid. The Company hereby authorizes and directs the Authorized Agent to accept such service. Service of
process upon the Authorized Agent shall be deemed, in every respect, effective service of process upon the Company. If the
Authorized Agent shall cease to act as agent for service of process, the Company shall appoint, without unreasonable delay,
another such agent in the United States, and notify you of such appointment. Notwithstanding the foregoing, any action
arising out of or based upon this Agreement may be instituted by the Placement Agent, the directors, officers, partners,
members, managers, employees and agents of the Placement Agent, in any court of competent jurisdiction in the Republic of the
Marshall Islands. This paragraph shall survive any termination of this Agreement, in whole or in part.


 






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SECTION
11.         ENTIRE AGREEMENT/MISC. This Agreement
(including the attached Indemnification Provisions) embodies the entire agreement and understanding between the parties hereto,
and supersedes all prior agreements and understandings, relating to the subject matter hereof, except for that certain Underwriting
Agreement dated June 18, 2020 by and between the Placement Agent and the Company, that certain Placement Agency Agreement dated
June 26, 2020 between the Placement Agent and the Company and that certain Placement Agency Agreement dated July 17, 2020 between
the Placement Agent and the Company. If any provision of this Agreement is determined to be invalid or unenforceable in any respect,
such determination will not affect such provision in any other respect or any other provision of this Agreement, which will remain
in full force and effect. This Agreement may not be amended or otherwise modified or waived except by an instrument in writing
signed by both Placement Agent and the Company. The representations, warranties, agreements and covenants contained herein shall
survive the closing of the Placement and delivery of the Securities. This Agreement may be executed in two or more counterparts,
all of which when taken together shall be considered one and the same agreement and shall become effective when counterparts have
been signed by each party and delivered to the other party, it being understood that both parties need not sign the same counterpart.
In the event that any signature is delivered by facsimile transmission or a .pdf format file, such signature shall create a valid
and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as
if such facsimile or .pdf signature page were an original thereof.


 


SECTION
12. 
        CONFIDENTIALITY. The Placement Agent (i) will keep the
Confidential Information (as such term is defined below) confidential and will not (except as required by applicable law or
stock exchange requirement, regulation or legal process (“Legal Requirement”), without the Company’s
prior written consent, disclose to any person any Confidential Information, and (ii) will not use any Confidential
Information other than in connection with the Placement. The Placement Agent further agrees, severally and not jointly, to
disclose the Confidential Information only to its Representatives (as such term is defined below) who need to know the
Confidential Information for the purpose of the Placement, and who are informed by the Placement Agent of the confidential
nature of the Confidential Information. The term “Confidential Information” shall mean, all confidential,
proprietary and non-public information (whether written, oral or electronic communications) furnished by the Company to a
Placement Agent or its Representatives in connection with such Placement Agent’s evaluation of the Placement. The term
 “Confidential Information” will not, however, include information which (i) is or becomes publicly
available other than as a result of a disclosure by a Placement Agent or its Representatives in violation of this Agreement,
(ii) is or becomes available to a Placement Agent or any of its Representatives on a non-confidential basis from a
third-party, (iii) is known to a Placement Agent or any of its Representatives prior to disclosure by the Company or any of
its Representatives, or (iv) is or has been independently developed by a Placement Agent and/or the Representatives without
use of any Confidential Information furnished to it by the Company. The term “Representatives” shall mean the
Placement Agent’s directors, board committees, officers, employees, financial advisors, attorneys and accountants. This
provision shall be in full force until the earlier of (a) the date that the Confidential Information ceases to be
confidential and (b) two years from the date hereof. Notwithstanding any of the foregoing, in the event that the Placement
Agent or any of their respective Representatives are required by Legal Requirement to disclose any of the Confidential
Information, such Placement Agent and their respective Representatives will furnish only that portion of the Confidential
Information which such Placement Agent or their respective Representative, as applicable, is required to disclose by Legal
Requirement as advised by counsel, and will use reasonable efforts to obtain reliable assurance that confidential treatment
will be accorded the Confidential Information so disclosed.


 






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SECTION
13.         NOTICES.
Any and all notices or other communications or deliveries required or permitted to be provided hereunder shall be in writing and
shall be deemed given and effective on the earliest of (a) the date of transmission, if such notice or communication is sent to
the email address specified on the signature pages attached hereto prior to 6:30 p.m. (New York City time) on a business day,
(b) the next business day after the date of transmission, if such notice or communication is sent to the email address on the
signature pages attached hereto on a day that is not a business day or later than 6:30 p.m. (New York City time) on any business
day, (c) the third business day following the date of mailing, if sent by U.S. internationally recognized air courier service,
or (d) upon actual receipt by the party to whom such notice is required to be given. The address for such notices and communications
shall be as set forth on the signature pages hereto.


 


SECTION
14.         PRESS
ANNOUNCEMENTS. The Company agrees that the Placement Agent shall, from and after any Closing, have the right to reference
the Placement and the Placement Agent’ role in connection therewith in the Placement Agent’ marketing materials and
on its website and to place advertisements in financial and other newspapers and journals, in each case at its own expense.


 


[The remainder of this page has been
intentionally left blank.]


 






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Please confirm that the foregoing correctly
sets forth our agreement by signing and returning to Maxim the enclosed copy of this Agreement.


 


	 	Very truly yours,
	 	 
	 	MAXIM GROUP LLC
	 	 
	 	By:	/s/ Clifford A. Teller
	 	Name: Clifford A. Teller
	 	Title: Executive Managing Director, Investment Banking
	 	 
	 	Address for notice:
	 	405 Lexington Avenue
	 	New York, New York 10174
	 	Attention: Clifford A. Teller
	 	Email: cteller@maximgrp.com




 


	Accepted and Agreed to as of

    the date first written above:	 
	 	 
	GLOBUS MARITIME LIMITED	 
	 	 
	By:	/s/ Athanasios Feidakis	 
	Name: Athanasios Feidakis	 
	Title: Chief Executive Officer	 




	 	 
	Address
    for notice:	Globus Maritime Limited

    128 Vouliagmenis Avenue, 3rd Floor
 166 74 Glyfada
 Athens, Greece
 Attention: Athanasios Feidakis, Chief Executive
    Officer
 Email: a.g.feidakis@globusmaritime.gr




 






     


     


    

 


ADDENDUM A


 


INDEMNIFICATION PROVISIONS


 


In connection with the engagement of Maxim
Group LLC (the “Placement Agent”) by Globus Maritime Limited (the “Company”)
pursuant to a placement agency agreement dated as of the date hereof, between the Company and the Placement Agent, as it may be
amended from time to time in writing (the “Agreement”), the Company hereby agrees as follows:


 


1.            
To the extent permitted by law, the Company will indemnify the Placement Agent and its affiliates, directors, officers,
employees and controlling persons (within the meaning of Section 15 of the Securities Act of 1933, as amended, or Section 20 of
the Securities Exchange Act of 1934) against all losses, claims, damages, expenses and liabilities, as the same are incurred (including
the reasonable fees and expenses of counsel), relating to or arising out of its activities hereunder or pursuant to the Agreement,
except, with regard to the Placement Agent, to the extent that any losses, claims, damages, expenses or liabilities (or actions
in respect thereof) are found in a final judgment (not subject to appeal) by a court of law to have resulted primarily and directly
from any indemnitee’s willful misconduct or gross negligence.


 


2.             
Promptly after receipt by the Placement Agent of notice of any claim or the commencement of any action or proceeding
with respect to which the Placement Agent is entitled to indemnity hereunder, the Placement Agent will notify the Company in writing
of such claim or of the commencement of such action or proceeding, and the Company will assume the defense of such action or proceeding
and will employ counsel reasonably satisfactory to the Placement Agent and will pay the fees and expenses of such counsel. Notwithstanding
the preceding sentence, the Placement Agent will be entitled to employ counsel separate from counsel for the Company and from any
other party in such action if counsel for the Placement Agent reasonably determines that it would be inappropriate under the applicable
rules of professional responsibility for the same counsel to represent both the Company and the Placement Agent. In such event,
the reasonable fees and disbursements of no more than one such separate counsel will be paid by the Company. The Company will have
the exclusive right to settle the claim or proceeding provided that the Company will not settle any such claim, action or proceeding
without the prior written consent of the Placement Agent, which will not be unreasonably withheld. The Placement Agent and all
other indemnitees shall not settle any claim, action or proceeding without the prior written consent of the Company.


 


3.            
The Company agrees to notify the Placement Agent promptly of the assertion against it or any other person of any
claim or the commencement of any action or proceeding relating to a transaction contemplated by the Agreement.


 






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4.              If
for any reason the foregoing indemnity is unavailable to the Placement Agent or insufficient to hold the Placement Agent
harmless, then the Company shall contribute to the amount paid or payable by the Placement Agent, as the case may be, as a
result of such losses, claims, damages or liabilities in such proportion as is appropriate to reflect not only the relative
benefits received by the Company on the one hand, and the Placement Agent on the other, but also the relative fault of the
Company on the one hand and the Placement Agent on the other that resulted in such losses, claims, damages or liabilities, as
well as any relevant equitable considerations. The amounts paid or payable by a party in respect of losses, claims, damages
and liabilities referred to above shall be deemed to include any legal or other fees and expenses incurred in defending any
litigation, proceeding or other action or claim. Notwithstanding the provisions hereof, the Placement Agent’s share of
the liability hereunder shall not be in excess of the amount of fees actually received, or to be received, by the Placement
Agent under the Agreement (excluding any amounts received as reimbursement of expenses incurred by the Placement Agent).


 


5.            
These Indemnification Provisions shall remain in full force and effect whether or not the transaction contemplated
by the Agreement is completed and shall survive the termination of the Agreement, and shall be in addition to any liability that
the Company might otherwise have to any indemnified party under the Agreement or otherwise.




 






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