SEC Info℠ | Home | Search | My Interests | Help | Sign In | Please Sign In | ||||||||||||||||||||
¶
– Release Delayed ·As Of Filer Filing For·On·As Docs:Size Issuer Agent 5/08/18 EuroDry Ltd. F-1¶ 42:14M Seward & Kissel LLP |
Document/Exhibit Description Pages Size 1: F-1 Registration Statement by a Foreign Private Issuer HTML 1.07M 42: CORRESP ¶ Comment-Response or Other Letter to the SEC HTML 15K 2: EX-3.1 Articles of Incorporation/Organization or By-Laws HTML 58K 3: EX-3.2 Articles of Incorporation/Organization or By-Laws HTML 58K 4: EX-4.1 Instrument Defining the Rights of Security Holders HTML 21K 5: EX-4.2 Instrument Defining the Rights of Security Holders HTML 18K 6: EX-4.3 Instrument Defining the Rights of Security Holders HTML 46K 7: EX-4.4 Instrument Defining the Rights of Security Holders HTML 141K 8: EX-4.5 Instrument Defining the Rights of Security Holders HTML 231K 9: EX-4.6 Instrument Defining the Rights of Security Holders HTML 268K 10: EX-5.1 Opinion re: Legality HTML 19K 11: EX-8.1 Opinion re: Tax Matters HTML 20K 12: EX-10.1 Material Contract HTML 44K 21: EX-10.10 Material Contract HTML 124K 22: EX-10.11 Material Contract HTML 62K 23: EX-10.12 Material Contract HTML 78K 24: EX-10.13 Material Contract HTML 138K 25: EX-10.14 Material Contract HTML 619K 26: EX-10.15 Material Contract HTML 61K 27: EX-10.16 Material Contract HTML 554K 28: EX-10.17 Material Contract HTML 17K 29: EX-10.18 Material Contract HTML 68K 30: EX-10.19 Material Contract HTML 141K 13: EX-10.2 Material Contract HTML 43K 31: EX-10.20 Material Contract HTML 162K 32: EX-10.21 Material Contract HTML 494K 33: EX-10.22 Material Contract HTML 106K 34: EX-10.23 Material Contract HTML 126K 35: EX-10.24 Material Contract HTML 86K 36: EX-10.25 Material Contract HTML 66K 37: EX-10.26 Material Contract HTML 191K 14: EX-10.3 Material Contract HTML 147K 15: EX-10.4 Material Contract HTML 17K 16: EX-10.5 Material Contract HTML 12K 17: EX-10.6 Material Contract HTML 342K 18: EX-10.7 Material Contract HTML 20K 19: EX-10.8 Material Contract HTML 454K 20: EX-10.9 Material Contract HTML 627K 38: EX-14.1 Code of Ethics HTML 50K 39: EX-21.1 Subsidiaries HTML 13K 40: EX-23.1 Consent of Experts or Counsel HTML 12K 41: EX-23.3 Consent of Experts or Counsel HTML 13K
(A) |
The Subsidiaries are the registered owners of the ships (the "Vessels") described in Schedule A annexed hereto, as such Schedule may be amended from time to time.
|
(B) |
The Company has retained the Manager to provide, subject to the terms and conditions set forth herein, management services in respect of the Vessels and to the Company and the Manager is willing and able to provide such management services.
|
1. |
The Manager is hereby appointed by the Company as manager and the Manager hereby agrees to act as manager of the Vessels and to the Company.
|
2. |
The Manager undertakes to use its best endeavours to provide the following services to the Vessels, namely: Crewing, Technical Management, Insurance, Freight Management, Accounting, Chartering, Sale and Purchase, Provisions, Bunkering and Operation (the "Services"). The parties acknowledge that in performing these services the Manager may use other agents, consultants, brokers etc as is customary, some of which may be affiliates. In particular the parties acknowledge that the Manager's exclusive agent in respect of Chartering and Purchase and Sale transactions is Eurochart S.A, an affiliate.
|
3. |
The Manager undertakes to use its best endeavours to provide the following services to the Company: compliance with SEC rules and regulations, compliance with Sarbanes-Oxley and various other services related to the proper administration of the Company's obligations for the proper operation of the Vessels (the "Services").
|
4. |
The terms of conditions under which the Manager will provide the Services to the Vessels are set out in the attached BIMCO standard Ship Management Agreement ("SHIPMAN") as amended, which is hereby attached - Schedule B. Each Subsidiary will sign a management agreement with the Manager. The terms and conditions of this Agreement in relation to the Services to be provided by the Manager to the Vessels shall prevail over the terms and conditions of the SHIPMAN to the extent the two are inconsistent or in conflict.
|
5. |
In the exercise of its duties to the Vessels, Manager shall act faithfully and diligently according to prudent shipping management standards and is entitled to provide the services in its own discretion, subject however to the terms and conditions of SHIPMAN.
|
a) |
For cause, which shall mean a party's willful misconduct in any material respect, or the material breach or material failure by a party to perform its duties or responsibilities hereunder or under any SHIPMAN, which shall not have been cured within 10 days after receipt of written notice;
|
b) |
On at least 90 days written notice prior to the end of the Initial Term or prior to the expiration of any applicable renewal term;
|
c) |
If the Company or the Manager ceases to conduct business, or all or substantially all of the properties or assets of either party is sold, seized or appropriated; or
|
d) |
The Company or the Manager file a petition under any bankruptcy law or make an assignment for the benefit of their creditors, or otherwise seek relief under any law for the protection of debtors or shall adopt a plan of liquidation or a petition shall be filed against Company or Manager seeking to have it declared an insolvent or a bankrupt, and such petition is not dismissed or stayed within 90 days of its filing, or if Company or Manager shall admit in writing its insolvency or its inability to pay its debts as they mature, or if an order is made for the appointment of a liquidator, manager, receiver or trustee of Company or Manager of all or a substantial part of its assets, then this Agreement shall forthwith terminate and be of no further force and effect.
|
Eurodry Ltd.
|
|||
By:
|
|
||
Name:
|
Aristides J. Pittas
|
||
Title:
|
Chairman of the Board,
President, CEO |
||
Eurobulk (Far East) Ltd. Inc.
|
|||
By:
|
|
||
Name:
|
Mark Martin
|
||
Title:
|
Director
|
This ‘F-1’ Filing | Date | Other Filings | ||
---|---|---|---|---|
5/6/23 | ||||
Filed as of: | 5/8/18 | |||
Filed on: | 5/7/18 | DRS, DRS/A | ||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/24/24 EuroDry Ltd. 20-F 12/31/23 94:14M Globenewswire Inc./FA 7/14/23 EuroDry Ltd. F-3 5:498K Seward & Kissel LLP 7/14/23 EuroDry Ltd. F-3 7:1.2M Seward & Kissel LLP 4/24/23 EuroDry Ltd. 20-F 12/31/22 81:9.2M Globenewswire Inc./FA 4/15/22 EuroDry Ltd. 20-F 12/31/21 84:12M Globenewswire Inc./FA 4/22/21 EuroDry Ltd. 20-F 12/31/20 82:8M Seward & Kissel LLP 5/14/18 SEC UPLOAD¶ 6/21/18 1:41K EuroDry Ltd. |