Exhibit 10.11


 


SHORT
TERM FINANCING AGREEMENT, DATED


JUNE 6,
2005, BY AND AMONG LEVERET


INTERNATIONAL
INC., AS LENDER, AND CERTAIN


BORROWERS
LISTED THEREIN


 





















 


SHORT
TERM FINANCING AGREEMENT


 


THIS AGREEMENT is made today: 6th June 2005.


 


BETWEEN:


 


LEVERET INTERNATIONAL INC., a Liberian
Corporation of 80 Broad street, Monrovia, Liberia (the “Lender”) and


 


AMORGOS MARITIME INC, KIMOLOS MARITIME INC, KITHNOS MARITIME INC, MILOS MARITIME
INC, MYCONOS MARITIME INC, NAXOS MARITIME INC, PAROS MARITIME INC, SANTORINI
MARITIME INC, SERIFOS MARITIME INC, SYROS MARITIME INC, all of Ajeltake Road, Ajeltake
Island, Majuro, Marshall Islands MH96960, Marshall Islands (hereinafter the “Co-Borrowers”)


 


WHEREAS:


 


The Co-Borrowers have requested the Lender to
make available to them a short term joint and several Loan facility of up to
US$ 5,875,000.00 (hereinafter called the “Facility”),
which the Lender agreed to grant on the following terms and conditions:


 


A.   TERMS OF FACILITY


 


a.    The Lender hereby agrees to make available to the
Co-Borrowers the Facility for the purpose of financing


 


i)              the first installment
due under ten Shipbuilding Contracts dated 6.2.2005 as amended by addenda No. 1
dated 31.3.2005, No. 2 dated 27.4.2005 and No. 3 dated 27.5.2005 (the “Shipbuilding Contracts”) made between each of the
Co-Borrowers and Fujian Shipbuilding Industry Group Corporation and Fujian
Southeast Shipyard (collectively the ‘Builders’) providing for the construction
by the Builders for each of the Co-Borrowers of one 3,500 DWT oil/product
tanker for a contract price for each vessel of United State Dollars Six Million
Eight Hundred Thousand (US$ 6,800,000.00) and


ii)             the first installment
due under ten Supervision Agreements dated 10.2.2005 made between each of the
Co-Borrowers and IOTA Corporation of Liberia, pursuant to which IOTA has agreed
to provide services to each of the Co-Borrowers in connection with the
construction of the above vessels for a fee of USD 1,550,000 for each vessel.


 


b.    The Facility will bear no interest at all


c.    The Co-Borrowers hereby acknowledge, state and
confirm receipt of the Facility 


d.    The Facility is repayable upon Lender’s first
written demand for the repayment of the Facility in part or in whole not later
than four (4) months as of today.


 


B.    REPRESENTATIONS AND WARRANTIES


 


The Co-Borrowers hereby represent and warrant to the
Lender, that


 


a.    Each of the Co-Borrowers is a company duly
organized and validity existing and in good standing under the laws of the
Republic of Marshall Islands and has the corporate authority to own/acquire
assets and carry out its business and other activities as they are now or
in the future going to be conducted.


 





















 


b.    Each of the
Co-Borrowers has the power to enter into and perform this Agreement and to
authorize the execution of this Agreement and any other documents related thereto.


c.    This
Agreement constitutes legally binding obligation of each of the Co- Borrowers and
is enforceable in accordance with its terms.


d.    Each of the
Co-Borrowers has the legal ability to undertake towards the Lender the
repayment of the Facility upon Lender’s first demand in whole or in part(s) in
foreign exchange in any part of the world and in Greece and has and/or will
have in Greece available funds of its own or through its affiliate companies or
through further bunking borrowing facilities in foreign exchange free and not
subject to any mandatory assignment to the Bank of Greece, pursuant to any
provisions of any law, decision or regulation of any governmental body or other
regulatory authority and out of such funds the Co-Borrowers may without any
restrictions whatsoever effect payments to the Lender in connection with this
Agreement.


 


C.    LAW/JURISDICTION


 


a.    This
Agreement shall be governed and construed in all respects in accordance with the
laws of Greece.


b.    All disputes
under this Agreement including enforcement proceedings and the taking of any
conservative measures are submitted to the exclusive jurisdiction of the Courts
of Piraeus.


 


IN
WITNESS whereof these presents were issued the date first above written.


 


	
  THE
  LENDER 

  	
  THE
  CO- BORROWER

  
	
   

  	
   

  
	
   

  	
   

  
	
  By
  :

  	
   /s/ Dimitrios Melisanidis

  	
   

  	
  By
  :

  	
   /s/ Dimitrios Koutsoucos

  	
   

  
	
  Dimitrios
  Melisanidis

  Director

  	
  Dimitrios
  Koutsoucos

  Director

  
						



 


2





















 


ADDENDUM No.1 TO THE


SHORT TERM FINANCING AGREEMENT


DATED 6th JUNE 2005
(the “Agreement”)


 


AN ADDENDUM made the 3rd October 2005


 


BETWEEN:


 


LEVERET INTERNATIONAL INC., a Liberian Corporation of 80 Broad street,
Monrovia, Liberia (the “Lender”)
and


 


AMORGOS MARITIME INC, KIMOLOS MARITIME INC, KITHNOS
MARITIME INC, MILOS MARITIME INC, MYCONOS MARITIME INC, NAXOS MARITIME INC,
PAROS MARITIME INC, SANTORINI MARITIME INC, SERIFOS MARITIME INC, SYROS MARITIME INC, all of Ajeltake
Road, Ajeltake Island, Majuro, Marshall Islands MH96960, Marshall Islands
(hereinafter the “Co-Borrowers”).


 


WHEREBY IT IS AGREED AS FOLLOWS:


 


1. Clause A(d) of the Agreement is hereby replaced and amended
to read as follows:


 


“d.  The Facility is repayable upon Lender’s first written
demand for the repayment of the Facility in part or in whole not later than the 31st December 2005.”


 


2. All other terms and conditions of the Agreement remain in full
force and effect.


 


IN WITNESS whereof these presents were issued the date first above
written.


 


	
  THE
  LENDER

  	
   

  	
  THE CO-BORROWERS

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  
	
  By:

  	
  /s/
  Dimitrios Melisanidis

  	
   

  	
  By:

  	
  /s/
  Dimitrios Koutsoucos

  	
   

  
	
  Dimitrios
  Melisanidis

  Director

  	
  Dimitrios
  Koutsoucos

  Director