Contract analysis

1. PARTIES 1.1 Borrower Thalassa Americas Inc. ("TAI" or the "Borrower"), a corporation organized and existing under the laws of the State of Delaware. EIN: 84-3291057 Principal Office: 1400 McKinney Street, Suite 2200, Houston, TX 77010 Registered Agent: Capitol Registered Agents LLC, 1209 Orange Street, Wilmington, DE 19801 TAI is a wholly-owned subsidiary of Thalassa Shipping & Logistics SA, a société anonyme orga

2. DIP FACILITY — SUMMARY TERMS 2.1 Type of Facility The DIP facility shall be structured as a superpriority senior secured debtor-in-possession revolving credit facility pursuant to Sections 364(c) and 364(d) of Title 11 of the United States Code (the "Bankruptcy Code"). The revolving credit structure permits the Borrower to borrow, repay, and re-borrow amounts under the facility during the commitment period, up to

3. PRIORITY AND SECURITY 3.1 Superpriority Administrative Expense Claim All obligations of the Borrower under the DIP facility shall constitute allowed superpriority administrative expense claims against the Borrower's estate under Section 364(c)(1) of the Bankruptcy Code, with priority over all other administrative expense claims, whether now existing or hereafter arising, of any kind or nature whatsoever, including

4. MILESTONES 4.1 DIP Milestones The Borrower shall comply with the following milestones (collectively, the "DIP Milestones"), measured from the petition date: Failure to achieve any DIP Milestone by the applicable deadline shall constitute an Event of Default under the DIP facility, unless such deadline has been extended in accordance with Section 4.2 below. > *[C&H COMMENT: The milestones are aggressive but general

5. ADEQUATE PROTECTION 5.1 Adequate Protection for Prepetition Senior Secured Lenders As adequate protection of the interests of the prepetition Senior Secured Lenders in the DIP Collateral, the Borrower shall provide the following: (a) Current-Pay Cash Interest. The Borrower shall pay current cash interest on the outstanding obligations under the Prepetition Credit Agreement at the non-default contract rate of SOFR

6. CARVE-OUT 6.1 Professional Fee Carve-Out Notwithstanding the superpriority administrative expense claims and the DIP liens, there shall be carved out from such claims and liens (the "Carve-Out") the following amounts: (a) Pre-Trigger Notice Carve-Out. All unpaid professional fees, costs, and expenses of (i) the Debtor's retained professionals, including Calderwood & Harkness LLP (restructuring counsel), Kensington

7. CONDITIONS PRECEDENT 7.1 Conditions to Interim Borrowing The obligation of the DIP Lenders to make loans under the DIP facility at the interim stage shall be subject to the satisfaction (or waiver by the DIP Lenders) of each of the following conditions precedent: (a) Interim DIP Order. The Bankruptcy Court shall have entered an order (the "Interim DIP Order"), in form and substance acceptable to the DIP Lenders, a