Ex-10.6


 


September 30, 2010


 


Credit
Suisse AG


Shipfinance


St.
Alban-Graben 1-3


4002
Basel


Switzerland


Attn. Mrs Carla Vogel-Sforzini


Fax: +41 61 266 79 39


 


RE:                           Forbearance of Events of
Default under Credit Suisse AG  Facility and the Master Agreement dated December 7,
2007.


 


Reference
is hereby made to (a) the Loan Agreement dated 07 December 2007 made
between (i) Claremont Shipping Corp. and Yorkshire Shipping Corp. as joint
and several Borrowers (the “Borrowers”)and (ii) Credit Suisse AG as
Lender and Swap Bank (the “Lender”) relating a term loan facility of
US$40,000,000 as supplemented by an
amendment letter dated 19 March 2008, a waiver letter dated 24 March 2009,
an extension of waiver letter dated 22 December 2009, a supplemental
agreement dated 8 January 2010, an extension of waiver letter dated 31 March 2010
and a further waiver letter dated 21 April 2010 (together the “Loan
Agreement”) and the Master Agreement dated 07 December 2007 made
between the Borrowers and the Lender (the “Master Agreement”). Capitalized
terms defined in the Loan Agreement or the Master Agreement and not otherwise
defined herein are used herein as therein defined, as applicable.


 


We
hereby notify you that  the Borrowers
will be suspending the payment of certain upcoming scheduled principal
installments owing in respect of certain Indebtedness of such persons, as more
particularly described on Schedule 1 hereto, for a period of 45 days beginning
on September 30, 2010 (the “Payment Suspension”).  The Payment Suspension will result in one or
more Events of Default occurring under the Loan Agreement and the Master
Agreement (any such Event of Default resulting from the Payment Suspension, the
“Specified Events of Default”). The Borrowers acknowledge that the
principal of USD 437,000 due 19 November 2010 remains due and payable on
such date (plus interest as advised in your letter dated 17.08.2010) according
to above mentioned Loan Agreement.


 


In
order to allow time for TBS International, plc and its affiliates to work with
their various lenders, including you, towards a mutually agreeable solution on
their outstanding indebtedness, we hereby request that the Lender forbear from
exercising any of the rights or remedies arising from the Specified Events of
Default available to it under the Loan Agreement, the Master 


 

















 


Agreement,
other transaction documents or under applicable law (all of which rights and
remedies are hereby expressly reserved by the Lender until the earlier of (i) the
occurrence of a Forbearance Termination Event and (ii) November 15,
2010.  As used herein, a “Forbearance
Termination Event” shall mean the occurrence of any Event of Default under
the Loan Agreement or the Master Agreement (other than the Specified Events of
Default).


 


By
counter-signing this letter, the Lender agrees to forbear from exercising any
of the rights or remedies arising from the Specified Events of Default on the
terms set forth above.


 


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  Very
  truly yours,

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  TBS INTERNATIONAL, PLC

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/
  Ferdinand V. Lepere

  
	
   

  	
   

  	
  Name:
  Ferdinand V. Lepere

  
	
   

  	
   

  	
  Title: Senior Executive
  Vice President and Chief Financial Officer

  



 


 


	
  Acknowledged
  and Agreed,

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
  CREDIT
  SUISSE AG,

  	
   

  
	
  As
  Lender and Swap Bank

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
  By:

  	
  /s/
  Meike Rubin

  	
   

  
	
   

  	
  Name:
  Meike Rubin

  	
   

  
	
   

  	
  Title:
  Director

  	
   

  
	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Carla Vogel-Sforzini

  	
   

  
	
   

  	
  Name: Carla Vogel-Sforzini

  	
   

  
	
   

  	
  Title: Assistant Vice President

  	
   

  



 


[Signature Page to CS Forbearance Agreement]


 

















 


Schedule 1


 


	
  Facility

  	
   

  	
  Principal Amount

  	
   

  	
  Date

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Bank of America Facility,
  as amended and restated on March 26, 2008

  	
   

  	
  $

  	
  9,500,000

  	
   

  	
  September 30, 2010

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  AIG Facility dated as of
  December 7, 2007

  	
   

  	
  $

  	
  1,800,000

  	
   

  	
  October 1, 2010

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  DVB Facility dated as of
  January 16, 2008

  	
   

  	
  $

  	
  2,608,000

  	
   

  	
  October 23, 2010