AMENDMENT TO SHARE PURCHASE AGREEMENT
This AMENDMENT TO SHARE PURCHASE AGREEMENT (this “Amendment”), dated as of June
29, 2009, is made by and between ANEMOS MARITIME HOLDINGS INC. (the “Seller”), a wholly-owned
subsidiary of Navios Maritime Holdings Inc. (“NMHI”) and a corporation organized under the laws of the
Republic of the Marshall Islands, and NAVIOS MARITIME PARTNERS L.P. (the “Buyer,” and together with
Seller, the “Parties”), a limited partnership organized under the laws of the Republic of the Marshall Islands.
WITNESSETH :
WHEREAS, the Parties are currently parties to that certain Share Purchase Agreement, dated as of
November 16, 2007 (the “Share Purchase Agreement”);
WHEREAS, Buyer, NMHI, Navios GP L.L.C., a Marshall Islands limited liability company, and
Navios Maritime Operating L.L.C., a Marshall Islands limited liability company (together, the “Navios Entities”),
are currently parties to that certain Omnibus Agreement, dated as of November 16, 2007 (the “Omnibus
Agreement”); and
WHEREAS, the Parties and the other Navios Entities desire to amend the Share Purchase Agreement,
as set forth herein, and the Omnibus Agreement, as set forth in that certain Amendment to Omnibus Agreement,
dated of even date herewith, in consideration for the issuance by Buyer to NMHI of 1,000,000 Subordinated
Series A Units of the Buyer pursuant to that certain Subscription Agreement, dated June 9, 2009, attached
hereto as Exhibit A ; capitalized terms used herein and not otherwise defined shall have the meanings given such
terms in the Share Purchase Agreement.
NOW, THEREFORE, in consideration of the premises and the mutual covenants contained herein and
for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
Parties hereby agree as follows:
1. The first recital of the Share Purchase Agreement is hereby deleted in its entirety and replaced by
the following:
WHEREAS, the Buyer may wish to purchase