Navios Maritime Acquisition Corporation (the “ Maker ”) promises to pay to the order of Navios
Maritime Holdings, Inc. (the “ Payee ”) the principal sum of Five hundred thousand Dollars ($500,000.00) in
lawful money of the United States of America, on the terms and conditions described below.
1. Principal . The principal balance of this Note shall be repayable on the earlier of (i) March 31, 2009, or
(ii) the date on which Maker consummates an initial public offering of its securities (the “ Maturity Date ”).
2. Interest . This Note shall bear no interest.
3. Application of Payments . All payments shall be applied first to payment in full of any costs incurred in
the collection of any sum due under this Note, including (without limitation) reasonable attorneys’ fees, then to the
payment of interest and, finally, to the reduction of the unpaid principal balance of this Note.
4. Events of Default . The following shall constitute Events of Default:
(a) Failure to Make Required Payments . Failure by Maker to pay the principal of or accrued interest
on this Note within five (5) business days following the date when due.
(b) Voluntary Bankruptcy, Etc. The commencement by Maker of a voluntary case under applicable
bankruptcy law, or any other applicable insolvency, reorganization, rehabilitation or other similar law, or the
consent by it to the appointment of or taking possession by a receiver, liquidator, assignee, trustee, custodian,
sequestrator (or other similar official) of Maker or for any substantial part of its property, or the making by it of
any assignment for the benefit of creditors, or the failure of Maker generally to pay its debts as such debts
become due, or the taking of corporate action by Maker in furtherance of any of the foregoing.
(c) Involuntary Bankruptcy, Etc. The entry of a decree or order for relief by a court having jurisdiction
in the premises in respect of maker in an involuntary case under applicable bankruptcy law, or any other