ChartWorld GmbH

General Standard Purchase Terms
and Conditions
Art. 1: General, Scope of Application
1.1 The following exclusive General Standard PurchaseTerms and Conditions (hereinafter: “GSPTC”) shall govern
the entirety of business relations - with the exception ofLicense Agreements - between ChartWorld and its Clients.
They shall apply likewise to all such future business relations, even if this should not be expressively stated otherwise.
1.2 ChartWorld will deliver digital data (hereinafter:“DATA”) and will perform services only in accordance withthis GSPTC. ChartWorld does not recognise purchaseterms, general standard terms or other stipulations madeby Client. This shall apply even if Client makes counter
confirmations with reference to Client’s own terms andconditions. Such terms and conditions shall not become
part of the business relations even if ChartWorld remains
silent thereon or effects delivery of DATA or performanceof services. This GSPTC shall apply, as well, if ChartWorldeffects delivery of DATA or performance of services without reservation of rights, although being aware of Client’s
terms and conditions at the variance with these GSPTC.
1.3 Deviations from this GSPTC are effective only if they
have been agreed upon or confirmed by ChartWorld in
writing. An oral waiver of this form requirement is not admissible.
1.4 All deliveries of DATA or performance of services will
be stipulated in ancillary contracts (hereinafter: "Ancillary
Contracts"), to be concluded exclusively on the basis ofthese GSPTC. Amendments or alterations to the Ancillary
Contracts must be in writing. An oral waiver of this form
requirement is not admissible.
1.5 ChartWorld retains ownership rights and copyrights toillustrations, drawings, calculations and other documents.
1.6 The contracting parties undertake not to poach or to
aid third parties to poach current or former employees of
the respective other party, neither during nor after performance of the Ancillary Contracts.

Art. 2: Conclusion and Terms of the Ancillary Contracts
2.1 The Ancillary Contracts (e.g. Contracts of Purchase),even if entered into via Internet, shall not become legallyeffective unless ChartWorld confirmed Client's order (e.g.
purchase order via Internet) in writing, by telefax or via
electronic data transmission (e.g. e-mail).

2.3 Offers, prices quotas, delivery dates, time limits, product descriptions and other product condition data must be
confirmed by ChartWorld in writing to become effective.
Unless confirmed in writing, they are always, especiallywithout being limited to, if made in brochures, advertisements, internet pages or other publications, nonbinding
and subject to changes without notice.
2.4 If ChartWorld grants Client to update purchased DATA
free of charge, ChartWorld shall be entitled to determine
the period of time such Update Service shall be granted.
Currently, the Update Service is granted for a one (1) year
period. ChartWorld may abridge such period, especially,
without being limited to, if Client is in breach with the Ancillary Contract or ChartWorld's General Standard License
Terms and Conditions (GSLTC).
2.5 In the event Client asks ChartWorld to submit a recommendation of a concrete ocean route for a maritime
navigation planed or carried out by Client, such recommendation shall be considered in any and all circumstances as an act of courtesy, made out of mariner's colleagueship, free of charge, independent and unattached toChartWorld's performances and therefore not creating,causing or constituting a contractual obligation whatsoever, especially, without being limited to, a contractual
liability for defects, damages or losses. Art. 10 shall apply
mutatis mutandis to claims given by operation of law.
However, if Client heeds ChartWorld's recommendation,
Client still shall act on Client's own risk.

Art. 3: Prices, Advance Payments and Setoff by Client
3.1 The prices for the delivery of DATA and performanceof services will be stipulated in the Ancillary Contracts. All
prices are quoted ex business premises of ChartWorld
plus value added tax at applicable statutory rate.
3.2 ChartWorld shall be entitled to increase regularly recurring user fees upon three months prior written announcement. Should such fees be increased by more thanten (10) Percent, Client may give notice within two (2)weeks, whether the respective contract shall be terminated upon expiration of the agreed upon period of cancellation; if no period of cancellation had been agreed upon,a period of three (3) months shall apply. In the event therespective contract had been cancelled by Client, the thanagreed upon user fees shall remain valid until expiration of
the period of cancellation. The fees may not be increased
in intervals of less than six (6) months.
3.3 ChartWorld will charge for data carriers and otheraccessories at current list prices.

2.2 In the event Client should order DATA via Internet,
ChartWorld's acknowledgement of receipt of Client's orderand - especially - Client's admission to download DATA
shall be deemed to be a 'confirmation' for the purposes of
Art 2.1. In this case, an explicit acceptance of such orderby ChartWorld shall not be necessary.

3.4 Costs for special services or performances of ChartWorld ascribable to incorrect or incomplete information
provided by Client, to indicated defects not verifiable or to
inappropriate handling of DATA by Client shall be borneby Client.
3.5 ChartWorld may demand advanced payment of theagreed upon price, especially, without being limited to, inthe event of a purchase order via Internet.

Commercial Reg. No: Amtsgericht Hamburg HRB 103146 – Chief Executive Officer: John Humphrey
Bank: HSH NORDBANK - SWIFT: HSHNDEHH - Code: 210 500 00 - Account: 732 461 000
IBAN: DE28210500000732461000 - National tax Id: 02/116/03380 Finanzamt HH Altona - VAT-Id: DE221183682

-23.6 If, in the aftermath of the conclusion of an Ancillary
Contract, ChartWorld shall become aware of circumstances, which lead to reasonable doubts about Client’s
solvency, ChartWorld shall be entitled to refuse any performance of outstanding obligations unless a reasonableadvance guarantee payment is made or security is deposited. If Client fails to respond within a reasonable period toa justified demand for advance payment or the depositionof security, ChartWorld shall be entitled to rescind fromcontract.
3.7 Client may offset his debts to ChartWorld only withcounter accounts receivable which have been finally ruled
upon in a court of law, which are ripe for judgement or
which are not in dispute. The foregoing shall apply likewise to Client’s rights of retention.

Art. 4: Payment in Arrears
4.1 Due dates for Client’s payments are those agreed
upon or, if not agreed upon and in any event at the latest,at the time risks passes accordingly to Art.6.
4.2 If Client’s payments are in arrears, Client shall return
upon ChartWorld’s request DATA, goods and services
supplied by ChartWorld without undue delay.

Art. 6: Way of Delivery, Passing of risk, Insurance
6.1 DATA, may, as Client chooses, be retrieved by Internet via “ftp-server” or may be dispatched on data carriersof agreed specifications.
6.2 If Client wishes to retrieve DATA by Internet via “ftpserver”, ChartWorld will set up a personal internet accountfor Client. When full payment has been received byChartWorld, ChartWorld will give Client a code number
with which Client may access the DATA. Client is obliged
to retrieve DATA via Internet within the time period permitted by ChartWorld. Risks of accidental destruction andaccidental loss of the DATA shall pass to Client upon the
beginning of the retrieval of DATA by Client.
6.3 If DATA are provided on specified data carriers, delivery will be made via a forwarding agent. Risks of accidental destruction and accidental loss shall pass to Client assoon as ChartWorld has handed out the goods to theforwarding agent. If previously, however, forwarding
should be delayed or should become impossible due tocircumstances beyond ChartWorld’s control, risks of accidental destruction and accidental loss shall pass to Clientas early as dispatch of the notification of readiness forforwarding.
6.4 ChartWorld shall be entitled to partial delivery.

4.3 Furthermore, when Client's payments are in arrears,
ChartWorld shall be entitled to charge interest as provided
by statute.

6.5 Insurance will be taken out only at Client’s expressed
written request and Client’s expenses, which shall be paidin advance.

4.4 If ChartWorld can prove exceeding damages andlosses due to Client's payments in arrears, ChartWorld
shall be entitled to claim these; ChartWorld’s other rights
and claims whatsoever shall not be prejudiced.

Art. 7: Time of Delivery, Delay in Performance byChartWorld

Art. 5: Reservation of Title
5.1 DATA and services covered by the Ancillary Contract
shall remain property of ChartWorld until ChartWorld hasreceived full payment of the agreed upon price. The foregoing shall apply to copies of DATA and to the provided
accompanying materials and data carrier, as well. Any
additional objects supplied by ChartWorld for test purposes (such as data carriers, accompanying materialsetc.) shall remain property of ChartWorld in any event.
5.2 Client shall not be entitled to pledge or assign the
DATA, goods and services covered by Ancillary Contract.
If a third party should seize ChartWorld’s property, especially in cases of attachment, Client shall make known to
the third party that ChartWorld is owner of property andshall notify ChartWorld of the seizure without undue delay.
Client shall be responsible for all caused costs, losses anddamages.
5.3 Should Client be in breach of contract, particularly if
Client is in arrears with payments, ChartWorld shall beentitled to repossess its property at Client’s expense or, if
such should be the case, to demand the assignment ofClient’s rights to recover possession from a third party.
Neither repossession nor attachment of the property by
ChartWorld shall constitute cancellation of the Ancillary
Contract, subject to the proviso, that ChartWorld does notindicate or mandatory legal regulations dictate otherwise.

7.1 All delivery dates agreed upon are subject to the proviso that ChartWorld itself receives supplies correctly andon time.
7.2 ChartWorld shall be in arrears with performance only,
if Client's written notice granting a grace period for performance of at least four (4) weeks had been of no avail.
In this case, Client shall be entitled to compensation in theamount of 0.5 % for every full week ChartWorld being inarrears, up to a limit of 5 % of the invoice value of thedeliveries and services which are in arrears.
7.3 Any other rights and claims of Client whatsoever shallbe excluded, unless provided otherwise in this GSPTC.

Art. 8: Client's Duty to Cooperate and Breach of such
Duty
8.1 Client undertakes to create free of charge the necessary preconditions for the delivery of DATA and performance of the services agreed upon in the Ancillary Contract.
8.2 Should Client fail to fulfil duties to cooperate, ChartWorld may refuse performance. However, if Client is inbreach of such duties notwithstanding an appointment of aperformance date and a warning of withdrawal by ChartWorld, ChartWorld may withdraw from the respective
Ancillary Contract. In this event, ChartWorld shall cease to
be bound to perform duties under the Ancillary Contract
and, Client shall bear ChartWorld's expenses, damages
and losses ascribable to the withdrawal of contract.

Commercial Reg. No: Amtsgericht Hamburg HRB 103146 – Chief Executive Officer: John Humphrey
Bank: HSH NORDBANK - SWIFT: HSHNDEHH - Code: 210 500 00 - Account: 732 461 000
IBAN: DE28210500000732461000 - National tax Id: 02/116/03380 Finanzamt HH Altona - VAT-Id: DE221183682

-3Art. 9: Liability for defects
9.1 Client’s strict compliance with inspection and notice
obligations as set forth in Sec. 377 Handelsgesetzbuch(German Commercial Code) shall be precondition for any
and all of Client’s rights and claims in case the delivered
DATA should be defective.
9.2 Current technology is such that faults in digital data,
especially in digital maritime charts, can never be completely ruled out. Client hereby takes notice of and accepts
this fact.
9.3 ChartWorld shall not be liable for defects of or ascribable to data which ChartWorld obtained from third parties.
Data which ChartWorld obtained from third parties arechecked by ChartWorld’s in-house quality insurance service; ChartWorld assumes no further reaching liability or
liability for defects which have remained undetected bysuch service.
9.4 Furthermore, ChartWorld shall not be liable for defects
ascribable to incorrect employment, such as, without being
limited to, the unauthorised alteration of or the unauthorised link to software, programs, program elements or data,or ascribable to the use of unsuitable resources or to an
unusual operating environment.
9.5 In case and to the extent that the objects of the Ancillary Contract are digital maritime charts the following shallapply, as well: The sea-maps which were made to thebasis for the digital maritime charts have been obtained byChartWorld from the respective institutes or companies
which produced the sea-maps. Any liability of ChartWorld
shall be restricted to the best possible transfer of thesesea-maps into the digital format according to the standardof technique at the time of transfer. It is pointed out thatthe data derived from such sea-maps and – as a consequence – the digital maritime charts as well have solely
been prepared and processed with the accuracy possible
from a point of view of science, technique as well as an
economic and personal aspect at the time of their preparation. The digital maritime charts may not replace official
products, like, by way of example, official sea-maps.
9.6 ChartWorld shall not be liable if the software appliedby Client to process the delivered DATA should not process or should not longer process the DATA, for the reason
that the usability of the delivered DATA had been limited
by such software.
9.7 In case and to the extend of a DATA defect covered byChartWorld’s liability, ChartWorld shall be entitled to subsequential performance. ChartWorld may thereto choose –at its own discretion – either to remedy the defect or to
supply new and defect-free DATA. If ChartWorld chooses
to remedy the defect, ChartWorld shall bear all thereto
necessary costs, especially without being limited to, costsof transportation, labour and materials, unless such costs
were incurred because the defective DATA were replaced
to another place than the agreed upon place of delivery.
9.8 In the event that ChartWorld declines subsequential
performance without being entitled to or ChartWorld's
subsequential performance had been of no avail or reasonably unacceptable for Client, Client shall be entitled toeither claim damages as set forth in Art. 10 or to reduce
the agreed upon price. Client shall not be entitled to any
other or further claims or rights.
9.9 The period of limitation for Client’s rights and claims incase of a defect of the delivered DATA or of the services

performed shall be two (2) years, whereas such period
shall begin when risks passed accordingly to Art. 6.

Art. 10: Exclusion of Liability
10.1 Except as stated otherwise in Article 7.2, Article 9
and the following provisions of this Article, ChartWorld’s
liability for damages and losses shall be excluded, whatsoever cause in law such liability may have and of whatsoever nature such damages and losses may be. Suchexclusion of liability shall apply especially to, without being
limited to, direct, indirect and consequential damages andlosses, to claims based on fault prior to conclusion ofcontract (“culpa in contrahendo”; Sec. 311 subsec. 2 Bürgerliches Gesetzbuch; German Civil Code), to claims
based on breach of contractual duties and obligations not
being related to DATA defects, to tortious claims based on
property damages and to claims for vain expenses.
10.2 ChartWorld shall be liable in accordance with German Law if Client claims damages and losses based upon
ChartWorld’s, its agents’ or servants’ intent or gross negligence. Inasmuch as ChartWorld is not held liable by Client
for intentional breach of contract, ChartWorld’s liability fordamages and losses shall be limited to the reasonably
foreseeable and typically incurable damages and losses.
10.3 Furthermore, ChartWorld shall be liable in accordance with German Law if ChartWorld is at fault with abreach of an essential contractual obligation (“cardinalobligation”). However, liability shall be limited in this caseto the reasonably foreseeable and typically incurable
damages and losses, as well.
10.4 ChartWorld’s liability for faulty injury of life, body orhealth remains unaffected as well as its liability in accordance with product liability laws.
10.5 In case ChartWorld may be held liable, liability for theloss of Client's data shall be limited to the reasonable
costs of recovery of such data which would have been
incurred if a backup copy of such data would have been
made at reasonable intervals.
10.6 Insofar and inasmuch as ChartWorld’s liability islimited or excluded, such limitation or exclusion shall apply
to ChartWorld’s members of staff, employees, servants
and agents, as well.

Art. 11: Assignment of Rights
11.1Client may not assign to third parties Client's rights
and claims under the Ancillary Contract unless ChartWorld
has given prior approval in writing.
11.2 ChartWorld shall be entitled to assign to third parties
ChartWorld's rights and claims under the Ancillary Contract. ChartWorld shall furthermore be entitled to transfer
the contractual relationship entered into by way of Ancillary Contract in its entirety with all duties there under to athird party.

Art. 12: Term of Contract, Cancellation
12.1 Should the Ancillary Contract by its purpose be arranged for a definite or indefinite period of time, Client
undertakes in the event of the expiration of the contract
term, as well as in the event of cancellation of such contract to forbear using the delivered DATA and the accompanying materials upon termination of the Ancillary Con-

Commercial Reg. No: Amtsgericht Hamburg HRB 103146 – Chief Executive Officer: John Humphrey
Bank: HSH NORDBANK - SWIFT: HSHNDEHH - Code: 210 500 00 - Account: 732 461 000
IBAN: DE28210500000732461000 - National tax Id: 02/116/03380 Finanzamt HH Altona - VAT-Id: DE221183682

-4tract and to return the delivered DATA, data carrier andthe accompanying materials free of charge without undue
delay.
12.2 Furthermore, Client shall delete irrevocably any andall copies of the delivered DATA and the accompanying
materials upon termination of the respective Ancillary
Contract.

Art. 13: Obligation to Limit Liability
Should Client be entitled by law or by prior written approval of ChartWorld to sell the DATA, goods and services
covered by Ancillary Contract, Client undertakes to limit
Client’s liability at least to the extend as set forth in Art. 9
and Art. 10 of this GSPTC.

Art. 14: Duty to avoid unauthorized Access to DATA
Client shall undertake all necessary precautions to prevent
unauthorized access to the DATA, goods and services
covered by Ancillary Contract, especially, without limitation
to, by third parties. Furthermore, Client shall assure, that
Client’s members of stuff, employees, servants, agents,
workgroups, subsidiary companies and branch-officesobey such duty, as well.

Art. 15: Place of Performance, Jurisdiction and Governing Law
15.1 In the event, that a provision contained in the Ancillary Contract or this GSPTC should be or become fully orin part invalid or unenforceable, the validity or enforceability of the remaining provisions of the Ancillary Contract
and this GSPTC as well as the validity or enforceability of
the Ancillary Contract and this GSPTC itself shall not beaffected or impaired in any way. In such an event, theparties shall undertake to replace in writing the invalid or
unenforceable provision by a provision which best meetsthe purpose, particularly the aspired economic and legal
purpose of the replaced provision.
Same shall apply in the event that the execution of theAncillary Contract or this GSPTC should reveal an omission, which the parties would have avoided, if they would
have perceived such omission.
15.2 Place of performance for all deliveries, services andobligations under the Ancillary Contracts or this GSPTC
shall be the domicile of ChartWorld, unless stated otherwise in such contracts.
15.3 ChartWorld's principal place of business shall be theexclusive place of jurisdiction if Client has the status of amerchant pursuant to the Handelsgesetzbuch (German
Commercial Code) or if Client should relocate Client's
domicile or place of abode after conclusion of the Ancillary
Contract out of the area of application of the Zivilprozeßordnung (German Code of Civil Procedure) or if Client's domicile or place of abode should be unknown at the
moment the action was brought to court. ChartWorld,
however, shall be entitled to prosecute its rights andclaims in Client’s local court, as well.
15.4. The ancillary contracts and this GSPTC shall begoverned by the laws of the Federal Republic of Germany
without regard to conflict of law provisions thereof andwithout regard to the United Nations Convention on Contracts for the International Sale of Goods.

As of February 2009

Commercial Reg. No: Amtsgericht Hamburg HRB 103146 – Chief Executive Officer: John Humphrey
Bank: HSH NORDBANK - SWIFT: HSHNDEHH - Code: 210 500 00 - Account: 732 461 000
IBAN: DE28210500000732461000 - National tax Id: 02/116/03380 Finanzamt HH Altona - VAT-Id: DE221183682