Exhibit 10.94

 

GROUP MESSAGING GATEWAY (GMG2.08.002)

 

PRI NO SGRRC2Q:62910 BY SGR OPR SYS Mar 26, 2014 AT 4:36:26 PM

 

	
IRN 140850737311
    	
SERVICE IN SWF8
    	
HASH
    	
1111
    
	
SRN 26HSBCSGSGAXXX669580
    	
SERVICE OUT
    	
OSN
    	
669580
    


 

	
SENDER ADDRESS
    	
IBKOKRSE
    
	
ROUTE CODE (MDDYKRSL)
    	
INDUSTRIAL BANK OF KOREA
    
	
 
    	
HEAD OFFICE
    
	
 
    	
PO BOX
    
	
 
    	
4153 50
    
	
 
    	
2-GA ULCHIRO
    
	
 
    	
CHUNG-GU SEOUL KOREA
    


 

*** INFORMATION WARNING BITS SET ***

Copy Service Checked, RMA Authorization success

Standard Digest Verification Success, Processed Routing Msg

Checksum correct, Message Parsed

 

(1:F01HSBCSGSGAXXX3836669580)

(2:O7601735140326IBKOKRSEAXXX84715132031403261635N)

(3:(113:HIGH) (108:0001462074))

	
MT 760
    	
GUARANTEE / STANDBY LETTER OF CREDIT
    
	
27
    	
Sequence of Total
    	
 
    
	
 
    	
Number
    	
1
    
	
 
    	
Total
    	
/ 1
    
	
20
    	
Transaction Reference Number
    	
M04KC403ZZ00025
    
	
23
    	
Further Identification
    	
ISSUE
    
	
30
    	
Date
    	
26MAR2014
    
	
40C
    	
Applicable Rules
    	
 
    
	
 
    	
Type
    	
OTHR
    
	
 
    	
Narrative
    	
/ LAWS OF ENGLAND
    
	
77C
    	
Details of Guarantee
    
	
 
    	
· GUARANTEE NO
    	
: M04KC403ZZ00025
    
	
 
    	
· BENEFICIARY
    	
: NAVIG 8 CRUDE TANKERS INC
    
	
 
    	
· APPLICANT
    	
: HYUNDAI HEAVY INDUSTRIES CO., LTD
    
	
 
    	
· DATE OF   EXPIRY
    	
: NOVEMBER 15, 2016
    
	
 
    	
· AMOUNT
    	
: USD50, 655, 148.00
    
	
 
    	
 
    	
 
    
	
 
    	
·
    	
 
    
	
 
    	
· ALL   DOCUMENTS MUST BE ISSUED IN ENGLISH
    
	
 
    	
 
    
	
 
    	
·
    	
 
    
	
 
    	
DEED OF GUARANTEE
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
·
    	
 
    
	
 
    	
NO.:M04KC403ZZ00025
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
·
    	
 
    
	
 
    	
DATE : MARCH 26, 2014
    	
 
    
	
 
    	
 
    	
 
    
	
 
    	
·
    	
 
    
	
 
    	
GENTLEMEN:
    	
 
    
	
 
    	
 
    	
 
    
					


 

WE, INDUSTRIAL BANK OF KOREA 50, ULCHIRO 2—GA, CHUNG-GU, SEOUL, KOREA, HEREBY OPEN OUR IRREVOCABLE LETTER OF GUARANTEE NUMBER M04KC403ZZ00025 (THIS “GUARANTEE”) IN FAVOUR OF NAVIG8 CRUDE TANKERS INC, A CORPORATION ORGANIZED AND EXISTING UNDER THE LAWS OF MARSHALL ISLANDS AND HAVING ITS PRINCIPAL OFFICE AT TRUST COMPANY COMPLEX, AJELTAKE ROAD, AJELTAKE ISLAND, MAJURO, MARSHALL ISLANDS MH 96960 (HEREINAFTER CALLED THE “BUYER”) FOR ACCOUNT OF HYUNDAI HEAVY INDUSTRIES CO., LTD., ULSAN, KOREA (HEREINAFTER CALLED THE “BUILDER”) AS FOLLOWS IN CONNECTION WITH THE SHIPBUILDING CONTRACT DATED MARCH 24, 2014 (HEREINAFTER CALLED “CONTRACT”) MADE BY AND BETWEEN THE BUYER AND THE BUILDER FOR THE CONSTRUCTION OF 300,000 DWT CLASS CRUDE OIL CARRIER HAVING THE BUILDER’S HULL NO. 2795 (HEREINAFTER CALLED THE “VESSEL”).

 

·

IF, IN CONNECTION WITH THE TERMS OF THE CONTRACT, THE BUYER SHALL BECOME ENTITLED TO A REFUND OF THE ADVANCE PAYMENT MADE TO THE BUILDER PRIOR TO THE DELIVERY OF THE VESSEL, WE HEREBY IRREVOCABLY, UNCONDITIONALLY AND ABSOLUTELY GUARANTEE, AS PRIMARY OBLIGOR AND NOT MERELY AS SURETY, TO YOU, YOUR SUCCESSORS AND ASSIGNEES, THE REPAYMENT OF THE SAME TO THE BUYER WITHIN THIRTY (30) DAYS AFTER DEMAND NOT EXCEEDING USD20, 262, 058 (SAY U.S. DOLLARS TWENTY MILLION TWO HUNDRED SIXTY TWO THOUSAND FIFTY EIGHT ONLY)TOGETHER WITH INTEREST

 

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THEREON AT THE RATE OF SIX PER CENT (6PCT) PER ANNUM FROM THE DATE FOLLOWING THE DATE OF RECEIPT BY THE BUILDER TO THE DATE OF REMITTANCE BY TELEGRAPHIC TRANSFER OF SUCH REFUND.

 

·

THE AMOUNT OF THIS GUARANTEE WILL BE AUTOMATICALLY INCREASED UPON THE BUILDER’S RECEIPT OF THE RESPECTIVE INSTALMENT, NOT MORE THAN THREE (3) TIMES, EACH TIME BY THE AMOUNT OF SUCH INSTALMENT PLUS INTEREST THEREON AS PROVIDED IN THE CONTRACT, BUT IN ANY EVENTUALITY THE AMOUNT OF THIS GUARANTEE SHALL NOT EXCEED THE TOTAL SUM OF USD50, 655, 148 (SAY U.S. DOLLARS FIFTY MILLION SIX HUNDRED FIFTY FIVE THOUSAND ONE HUNDRED FORTY EIGHT ONLY) PLUS INTEREST THEREON AT THE RATE OF SIX PER CENT (6PCT) PER ANNUM FROM THE DATE FOLLOWING THE DATE OF THE BUILDER’S RECEIPT OF EACH INSTALMENT TO THE DATE OF REMITTANCE BY TELEGRAPHIC TRANSFER OF THE REFUND. HOWEVER, IN THE EVENT OF CANCELLATION OF THE CONTRACT BEING BASED ON DELAYS DUE TO FORCE MAJEURE AS PROVIDED UNDER ARTICLE VIII OF THE CONTRACT, THE INTEREST RATE OF REFUND SHALL BE REDUCED TO FOUR PER CENT (4PCT) PER ANNUM AS PROVIDED IN ARTICLE X.5 OF THE CONTRACT FOR THE PERIODS AFFECTED BY SUCH DELAYS.

 

·

THE PAYMENT BY US UNDER THIS GUARANTEE SHALL BE MADE(SUBJECT TO THE THIRD PARAGRAPH HEREOF) AGAINST THE BUYER’S FIRST WRITTEN DEMAND AND SIGNED STATEMENT CERTIFYING THAT THE BUYER’S DEMAND FOR REFUND HAS BEEN MADE IN CONFORMITY WITH ARTICLE X OF THE CONTRACT AND THE BUILDER HAS FAILED TO MAKE THE REFUND WITHIN THIRTY (30) DAYS AFTER THE BUYER’S DEMAND. REFUND SHALL BE MADE TO THE BUYER BY TELEGRAPHIC TRANSFER IN UNITED STATES DOLLARS. ALL PAYMENTS UNDER THIS GUARANTEE SHALL BE MADE WITHOUT ANY SET-OFF OR COUNTERCLAIM AND WITHOUT ANY DEDUCTION OR WITHHOLDING FOR OR ON ACCOUNT OF ANY TAXES, DUTIES OR CHARGES WHATSOEVER UNLESS WE ARE COMPELLED BY LAW TO DEDUCT OR WITHHOLD THE SAME, IN WHICH CASE WE SHALL MAKE THE MINIMUM DEDUCTION OR WITHHOLDING PERMITTED AND WILL PAY TO YOU SUCH ADDITIONAL AMOUNTS AS MAY BE NECESSARY IN ORDER THAT THE NET AMOUNT RECEIVED BY YOU AFTER SUCH DEDUCTION OR WITHHOLDING SHALL BE EQUAL TO THE AMOUNT WHICH WOULD HAVE BEEN RECEIVED HAD NO SUCH DEDUCTION OR WITHHOLDING BEEN MADE.

 

·

IN CASE ANY REFUND IS MADE TO THE BUYER BY THE BUILDER OR BY US UNDER THIS GUARANTEE, OUR LIABILITY HEREUNDER SHALL BE AUTOMATICALLY REDUCED BY THE AMOUNT OF SUCH REFUND.

 

·

NOTWITHSTANDING THE PROVISIONS HEREINABOVE, IN THE EVENT THAT WITHIN THIRTY (30) DAYS FROM THE DATE OF YOUR CLAIM TO THE BUILDER REFERRED TO ABOVE, WE RECEIVE NOTIFICATION FROM YOU OR THE BUILDER ACCOMPANIED BY WRITTEN CONFIRMATION TO THE EFFECT THAT YOUR CLAIM TO CANCEL THE CONTRACT OR YOUR CLAIM FOR REFUNDMENT THEREUNDER HAS BEEN DISPUTED AND REFERRED TO ARBITRATION IN ACCORDANCE WITH THE PROVISIONS OF THE CONTRACT, WE SHALL UNDER THIS GUARANTEE, REFUND TO YOU THE SUM ADJUDGED TO BE DUE TO YOU BY THE BUILDER PURSUANT TO THE AWARD MADE UNDER SUCH ARBITRATION, OR, IF APPLICABLE, PURSUANT TO A FINAL COURT JUDGMENT ISSUED IN RELATION THERETO, IMMEDIATELY UPON RECEIPT FROM YOU OF A DEMAND FOR THE SUMS SO ADJUDGED AND A COPY OF THE AWARD OR COURT JUDGMENT, AS THE CASE MAY BE.

 

·

THE VALIDITY OF THIS GUARANTEE AND OUR LIABILITY UNDER OR IN CONNECTION THEREWITH SHALL NOT BE DISCHARGED, IMPAIRED, REDUCED OR IN ANY WAY AFFECTED BY ANY EXTENSION OF TIME OR OTHER AMENDMENT, VARIATION, MODIFICATION OR SUPPLEMENT WHATSOEVER OF OR TO THE CONTRACT NOR BY THE GIVING OF ANY TIME OR ANY CONCESSION GRANTED BY YOU TO THE BUILDER OR ANY INDULGENCE, WAIVER OR CONSENT ON YOUR PART IN RESPECT OF TIME OR ANY OTHER TERMS OF THE CONTRACT, NOR BY ANY DELAY OR FAILURE BY YOU IN ENFORCING YOUR RIGHTS UNDER OR IN CONNECTION WITH THE CONTRACT, NOR BY THE LIQUIDATION, INSOLVENCY, BANKRUPTCY, REORGANIZATION, AMALGAMATION, RECONSTRUCTION OR ANALOGOUS PROCEEDINGS OR OTHER FINANCIAL FAILURE OF THE BUILDER OR ANY OTHER PERSON, NOR BY THE ILLEGALITY, INVALIDITY OR UNENFORCEABILITY OR ANY DEFECT IN THE CONTRACT OR ANY PROVISIONS THEREOF, OR ANY REPUDIATION, TERMINATION OR RESCISSION THEREOF OR ANY OTHER MATTER OR

 

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CIRCUMSTANCE WHICH WOULD (BUT FOR THE PROVISIONS OF THIS PARAGRAPH) DISCHARGE, IMPAIR, AFFECT OR REDUCE OUR LIABILITY UNDER OR IN CONNECTION WITH THIS GUARANTEE.

 

·

THIS GUARANTEE SHALL BECOME NULL AND VOID UPON RECEIPT BY THE BUYER OF THE SUM GUARANTEED HEREBY TOGETHER WITH INTEREST THEREON OR UPON ACCEPTANCE BY THE BUYER OF THE DELIVERY OF THE VESSEL IN ACCORDANCE WITH THE TERMS OF THE CONTRACT AND, IN EITHER CASE, THIS GUARANTEE SHALL BE RETURNED TO US.

 

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THIS GUARANTEE IS VALID AND EFFECTIVE FROM THE DATE OF THIS GUARANTEE UNTIL SUCH TIME AS THE VESSEL IS DELIVERED BY THE BUILDER TO THE BUYER IN ACCORDANCE WITH THE PROVISIONS OF THE CONTRACT. HOWEVER IN THE EVENT THAT A DISPUTE IN RESPECT OF A REFUND IS BEING RESOLVED BY ARBITRATION IN ACCORDANCE WITH ARTICLE XIII OF THE CONTRACT, THEN THIS GUARANTEE SHALL CONTINUE TO REMAIN IN FORCE UNTIL 30 BUSINESS DAYS AFTER SUCH ARBITRATION PROCEEDINGS ARE CONCLUDED AND A FINAL ARBITRATION AWARD HAS BEEN ISSUED.

 

·

WE AGREE THAT YOU MAY ASSIGN WITHOUT OUR PRIOR WRITTEN CONSENT THE BENEFIT OF THIS GUARANTEE TO ANY LAWFUL ASSIGNEE OF THE BENEFIT OF THE CONTRACT.

 

·

THIS GUARANTEE AND ANY NON-CONTRACTUAL OBLIGATIONS ARISING OUT OF OR IN CONNECTION WITH IT SHALL BE GOVERNED BY, INTERPRETED AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF ENGLAND. THE UNDERSIGNED HEREBY SUBMITS TO THE EXCLUSIVE JURISDICTION OF THE COURTS OF ENGLAND FOR THE SETTLEMENT OF ANY DISPUTES WHICH MAY ARISE OUT OF OR IN CONNECTION WITH THIS GUARANTEE AND ANY NON-CONTRACTUAL OBLIGATIONS ARISING OUT OF OR IN CONNECTION WITH IT. WE HEREBY IRREVOCABLY APPOINT INDUSTRIAL BANK OF KOREA, LONDON BRANCH (LEAF B 38TH FLOOR, TOWER 42, 25 OLD BROAD STREET, LONDON, UNITED KINGDOM, EC2N LHQ)TO ACT AS OUR AGENT TO RECEIVE AND ACCEPT ON OUR BEHALF ANY PROCESS OR OTHER DOCUMENT RELATING TO ANY PROCEEDINGS IN THE ENGLISH COURTS WHICH ARE CONNECTED WITH THIS GUARANTEE.

 

·

VERY TRULY YOURS,

 

(5: (CHK : 45E4FD7B2E59) )

 

PRT NO SGRRC2Q:62910 BY SGR OPR SYS Mar 26, 2014 AT 4:36:26 PM

END OF MESSAGE

 

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