GENERAL TERMS AND CONDITIONS OF SALES FOR MARINE LUBRICANTS AND
GREASESMOL Techno-Trade,Ltd
1. GENERALThis GTC (as defined below) prescribes the general terms and conditions on the Product (asdefined below) to be sold by the Seller (as defined below) to the Buyer (as defined below).
Any terms and conditions contrary to this GTC shall not apply to any sale and purchasetransaction for the Products between the Seller and the Buyer unless otherwise agreed
between the Seller and the Buyer in writing. Invalidity or unenforceability of any provisions ofthis GTC does not affect the validity and enforceability of any remaining provisions of thisGTC.

2. DEFINITION
The following terms shall have their meanings as set forth below:
2.1 “Seller” means MOL Techno-Trade, Ltd. and/or its affiliates
2.2 “Buyer” means the Vessel, which has been supplied with the Product, its master, owner,manager, operator, time charterer and/or charterer, the trader who purchases theProduct from the Seller to directly or indirectly supply the Product to the Vessel, and/or
any other party entering into a sale and purchase contract with the Seller for the sale andpurchase of Product.
2.3 “Product” means Marine Lubricants and Greases sold by Seller under this GTC and theSales Agreement.
2.4 “Vessel” means the vessel, barge or offshore facility that receives the supply of Producteither as end-user or for the purpose of subsequently transferring such Product to a thirdparty.
2.5 “Supplier” a person who delivers the Product to the Buyer based on the instructions ofSeller or Seller’s agent.
2.6 “Delivery” means (i) delivery by Seller or Supplier to the Vessel or Buyer’s agent in caseof Product in drums or other containers or (ii) the transfer of Product from the Seller’s orSupplier’s delivery equipment through the flange of Vessel’s intake pipe in the case ofbulk delivery of Product from a barge or shore facility.
2.7 “Delivery Receipt” means a document signed by the Seller or the Supplier and the Buyeror their respective agents to confirm the delivery of Product and its quantity.
2.8 “Sales Agreement” means any contracts executed between the Seller and the Buyer
which set forth the terms of sale and purchase of Products in addition to this GTC.
2.9 “GTC” means these General Terms and Condition on sales of Marine Lubricants and1

Greases.

3. QUOTATIONS AND PRICES
3.1 Quotation for the Product as provided by the Seller to the Buyer shall not be deemed as
execution of Sales Agreement between the Seller and the Buyer. Sales Agreement shallbe deemed executed only when the Buyer places an order of Product to the Seller basedon the quotation and the Seller confirms the order in writing. The terms and scope ofSeller’s Delivery shall be as provided in the Seller’s written order confirmation and thisGTC. Any statement made by Seller or its personnel orally or by telephone shall not
become binding until confirmed by the Seller in writing.
3.2 The price of Product shall be the price as determined by the Seller and accepted by theBuyer in writing. Any taxes or other public charges imposed on the Seller by any
governmental authority and any costs resulting from or in connection with any accident,manufacture, storage, loading, unloading, transportation, distribution, sale or handling ofProducts in connection with the sale and purchase of Products between the Seller andthe Buyer shall be added to the contract price and be paid by the Buyer to the Seller.
3.3 Price of Product, for which the Seller provided a quotation to the Buyer, and which has
been accepted by the Buyer, shall only apply (i) to the Vessel designated in the Seller’s
written order confirmation and (ii) on the date or period designated in such written orderconfirmation. In the event that the designated Vessel changes for any reason, the Seller
shall have the right to change the price or terminate all or part of the terms under theSales Agreement.
3.4 The Buyer shall bear any additional costs incurred by the Seller due to any event beyond
the reasonable control of Seller (including, without limitation, any foreign exchange
fluctuation, currency regulation, change in tax system, significant increase in prices ofmaterials, and force majeure), any change in delivery date, quantity or specification of
Product based on the request by the Buyer, any delay in Delivery caused by any
instructions of Buyer, and any failure of Buyer to give adequate information to the Seller.

4. SPECIFICATION
4.1 The Buyer shall be responsible for the selection of Product with the correct type andproduct number of Product suitable for the equipment used in the Vessel.
4.2 Updated specification and examples published by the manufacturer of Product shallapply to the Product. The Seller will deliver the Products on an as is basis. In no event
shall the Seller provide a warranty of fitness for particular purpose or merchantability ofProducts.
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4.3 In no event shall the Seller become liable for any damages incurred by the Buyer due tothe fact that the type and product number of Product selected by the Buyer turned out tobe inappropriate to be used for the equipment used in the Vessel. The Seller also shallnot assume any obligation to verify the type and product number of Product suitable tothe equipment used in the Vessel.

5. QUANTITY
5.1 The quantity of Product, which is specified in the Delivery Receipt and is delivered to theVessel, shall be determined by confirming the quantity in the presence of Seller at thewarehouse or such other place where Delivery takes place.
5.2 The Buyer and the Seller or their respective agents shall have the right to be present at
the place where the quantity of delivered Product will be confirmed and to receive
information necessary to verify the quantity of Product delivered.

6. DELIVERIES & RECEIPT
6.1 The Vessel’s estimated time of arrival shall be as stated in the Sales Agreement. If theVessel arrives at the date and time which is different from the time stated in the SalesAgreement, the Seller shall be under no obligation to deliver the Product by the date andtime provided in the Sales Agreement. Moreover, the Seller shall be entitled tounilaterally postpone the date of Delivery and to deliver the Product at a new date andtime to be notified by the Seller to the Buyer and the Vessel. Neither the Seller nor theSupplier shall be liable to the Buyer or the Vessel for any damages incurred by the Buyeror the Vessel from the Seller’s action taken above.The Buyer or its agent(s) (whosename(s) is to be provided by the Buyer in the Sales Agreement) shall notify the Seller
and the Supplier in writing 48 hours, 24 hours and 6 hours prior to the scheduled arrival(i) the status of arrival of the Vessel and the times when the Vessel is ready to receive
the Product. In case the Buyer or its agent(s) fails to perform the obligation mentionedabove, neither the Seller nor the Supplier shall be liable for any consequences resulting
from such failure.
6.2 The Buyer or its agent(s) shall be required to cause the Vessel to be ready to receive theDelivery of Product by the deadline, place and time prescribed in the Sales Agreement
and in compliance with all other terms and conditions under the Sales Agreement. In theevent that the Buyer or its agent(s) fails to perform the obligation mentioned above, theSeller shall have the right to exercise its right prescribed in Article 6.1 at its discretion.
6.3 The Seller shall comply with the relevant regulations pertaining to the Delivery ofProduct at the port or other place of Delivery of Product in all material respects.
36.4 The Buyer shall have the obligation, prior to Delivery, to notify the Seller and the Supplierin writing of (i) Vessel’s readiness to accept Delivery, (ii) steps for Delivery, (iii) any
problems related to the Vessel which may have any adverse effect on the Delivery ofProduct, (iv) method of communication, (v) interruption of Delivery in emergency
situations, and (vi) any other material information related to the Delivery. The Buyer shallalso be ready to receive the Delivery of Product, including, without limitation, allnecessary assistance which may be necessary to moor or unmoor the Vessel upon
Delivery.
6.5 Neither the Seller nor the Supplier shall be responsible to ensure the safety of the placein the Vessel where the delivered Product will be loaded at the time of Delivery. However,during the loading of Product onto the Vessel, the Seller and the Supplier shall makecommercially reasonable efforts to act in accordance with the reasonable instructions of
the master of the Vessel or such other authorized person of the Vessel.
6.6 The period of Delivery of Product onto the Vessel shall be between the berthing ofVessel and the time of signing of Delivery Receipt.
6.7 In the event that the Buyer has any outstanding payment on the delivered Product, theSeller shall have the right to postpone any subsequent Delivery of Products until the full
payment of outstanding amount or to cancel any subsequent Delivery of Products. TheSeller shall not be held liable in neither of the above cases for any damages incurred by
the Vessel and/or the Buyer.

7. TERMINATIONIn the event that the Buyer terminates the Sales Agreement for any reason (including,
without limitation, circumstances beyond the Buyer’s reasonable control), the Buyer shallbe liable for any and all damages, losses and costs incurred by the Seller and theSupplier as a result of such termination, including, but not limited to, barge costs, costs tostore the Products again, hedging costs, any difference between the total sale price of
any Products under the Sales Agreement which could not be delivered to the Buyer due
to such termination and the amount received by the Seller upon resale of such
undelivered Product to a third party, and any amount of decrease in the market value of
any Products under the Sales Agreement which could not be delivered to the Buyer due
to such termination and which could not be resold to a third party.

8. CLAIM4

8.1 In the event that any problem occurs with respect to the quantity of Product delivered to
the Buyer, the Buyer shall make a complaint or bring a claim in writing to the Seller within
fifteen (15) days after the completion of delivery of such Product together with supporting
documents. In the event that the Buyer fails to make a complaint or bring a claim withinsuch period, the Buyer shall be deemed to have waived the right to bring any claim
relating to such Product, including, without limitation, the right to claim for compensation.
8.2 In the event that any problem occurs with respect to the quality of Product delivered to
the Buyer, the Buyer shall make a complaint or bring a claim for compensation against
the Seller in writing within fifteen (15) days after the completion of delivery together withsupporting documents. In the event that the Buyer fails to make a complaint or bring aclaim within such period, the Buyer shall be deemed to have waived the right to bring any
claim for compensation relating to such Product, including, without limitation, the right toclaim for compensation.
8.3 If the Buyer brings any complaint or claim against the Seller with respect to the quality or
quantity of Product delivered, the Seller or the Seller’s agent shall be entitled to board
the Vessel and investigate the Vessel’s records, log books, engine logs, etc. and to makecopies of any such document the Seller or the Seller’s agent may consider necessary for
its investigations. The Buyer shall allow the Seller or Seller’s agent to do so and in casethe Buyer has chartered the Vessel, then the Buyer shall obtain authorization from ownerof Vessel to allow the Seller or Seller’s agent to take steps mentioned above and to give
instructions to the Vessel’s officers and crews as the Seller or Seller’s agent may require.
The Buyer’s failure to allow the Seller or Seller’s agent to board the Vessel, to makerequired copies of documents and to obtain the authorization from owner of Vessel asmentioned above shall constitute a waiver of the Buyer’s claim.
8.4 In no event shall the Buyer insert “No Lien” clause or any similar clause in any Delivery
Receipt. Any such clause on any Delivery Receipt shall be invalid and have no effectwhatsoever.

9. RISK OF LOSS AND TITLE
9.1 Any risk of loss in any Product, including, without limitation, loss, damage, deteriorationand evaporation shall pass to the Buyer at the Delivery point as follows:
9.1.1 In the case of Delivery in bulk by barge or truck, when it passes the flange of theVessel.
9.1.2 In the case of Delivery by drums or other package, at the time of offloading when thepackage is removed from the barge, truck provided by the Seller to the Vessel or theplace stated on the Sales Agreement.
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The Buyer warrants that representatives from the Vessel shall be responsible for
ensuring that the Product is received in a safe way.
9.2 Title in the Product shall remain with the Seller until the Buyer has paid for the Product infull. Until that time, the Buyer shall hold the Product as bailee, store it in such a way thatit can be identified as the Seller’s property and keep it separate from the Buyer’s own
property, etc. In the event that the Buyer fail to make payment, the Seller has the right torequire immediate return of the Product against the Buyer or any other party whoconsumes the Product.

10. PAYMENT
10.1 Payments for Products and any other related costs shall be made by the Buyer inJapanese yen or United States Dollars upon the Buyer’s receipt of Seller’s invoice nolater than the payment due date provided in such invoice without any discount, setoff ordeduction.
10.2 If the due date falls on a non-business day, the Buyer shall pay on or before theimmediately preceding business day.
10.3 Any complaints lodged by the Buyer shall not affect its obligation to make the fullpayment of the amount provided in the invoice.
10.4 Payment shall be made by telegraphic transfer to the Seller’s bank account provided in
the invoice.
10.5 Overdue payment by the Buyer shall be subject to a late payment charge at the rate of
two percent (2%) per month or the maximum rate permissible under the applicable law.

11. ENVIRONMENTAL PROTECTION
In the event of a spill or discharge of Product before, during or after Delivery of Product, theBuyer shall, and shall cause the Vessel to, at their cost, immediately take whatever action
necessary to give prompt notice to the relevant authorities and organizations and to clean
up the spilled or discharge Product. In the event that the Buyer and the Vessel fail to takeprompt action, upon the Seller’s request, the Buyer and the Vessel shall authorize the Sellerto carry out such cleanup at the Buyer’s and the Vessel’s cost. The Buyer warrants that theVessel is in compliance with all relevant laws, regulations and ordinances including, withoutlimitation, those requiring proof of financial ability in relation to spills or discharges of oil. TheBuyer shall indemnify, defend and hold harmless the Seller from and against any and all
claims, damages, losses, expenses (including attorney’s fees) or penalties arising frombreach by the Buyer of this warranty.

612. FORCE MAJEURE
The Seller and the Supplier shall not be liable for non-Delivery or partial non-Delivery ordelay in Delivery either by the Seller or the Supplier as a consequence of force majeure.
Force majeure shall mean any cause, even if it could have been foreseen, for which theSeller cannot reasonably be held liable, such as war, hostilities, blockades, riots, civilcommotions, strikes, lockouts, labor or employment disputes, epidemics, fires, floods, perilsof sea, other events caused by nature, or prohibition of imports, export or transit, or any
other executive or administrative act by or on behalf of any governments breakdown ofmachinery, transport difficulties affecting Product to be delivered, total or partial breakdown
in the regular supply of Product to be delivered or their raw materials, breakdown of power
supplies or any other cause or circumstances affecting the possibility to deliver the Productor any other cause whatsoever which is not within the reasonable control of the Seller or theSupplier. In case of force majeure the Seller may terminate the Sales Agreement without
incurring any liabilities for any damages, losses or costs incurred by the Buyer or the Vessel.

13. LIMITATION OF LIABILITY
13.1 Neither the Seller nor the Supplier shall be liable for any damages, losses or costs
arising from any death, physical injury, illness or damage to property or any delay indelivery of Products or provision of any other related services, regardless of whether
such death, physical injury, illness, damage to property or delay in delivery of Products
was attributable to the Seller, its personnel, agents or (sub)contractors, or the Supplier.
13.2 In no event shall the Seller or the Supplier be liable for any indirect, consequential,special, liquidated or punitive damages, including, but not limited to, lost profits.
Notwithstanding anything herein to the contrary, the maximum cumulative liability ofSeller or the Supplier under this GTC and the Sales Agreement shall be the total price ofProduct in question.
13.3 No personnel, agents or (sub)contractors of Seller or the Supplier shall be liable to theBuyer for any damages, losses or delay in delivery of Products to the Buyer under thisGTC, while acting for the Seller. Without prejudice to the above, all rights, exemptions,limitations of liability, defenses and immunities of whatever nature applicable to theSeller or to which the Seller is entitled hereunder shall also be available and shall extend
to the protection of such personnel, agents and (sub)contractors of Seller and theSupplier.

14. INDEMNIFICATIONThe Buyer shall indemnify, defend and hold harmless the Seller, its personnel and agents,
7and the Supplier from and against any and all judgments, claims, lawsuits, actions, liabilities,damages, losses, penalties and costs (including, but not limited to, attorney’s fees) of any
kind, nature or form whatsoever arising out of or relating to (i) any breach by the Buyer of
any of its obligations under this GTC or the Sales Agreement, (ii) any violation of applicablelaws and regulations by the Buyer, (iii) any third party claim of death, physical injury, illness
or property damage in connection with this GTC or the Sales Agreement, or (iv) anynegligence, gross negligence or willful misconduct of Buyer or any of its personnel, agentsor (sub)contractors in connection with this GTC or the Sales Agreement.

15. ASSIGNMENT
The Buyer shall not assign to any third party or create a security interest on its contractual
position or any of its rights or obligations under this GTC or the Sales Agreement without theprior written consent of Seller.

16. MARITIME LIEN
The Seller and the Buyer agree that the sale of Products by the Seller to the Buyer under
this GTC and the Sales Agreement creates a maritime lien in favor of Seller over the Vessel
and other vessels of Buyer for the price of such Products (and all interests and costs
payable in respect thereof, including, without limitation, reasonable attorney’s fees) to themaximum extent permitted by law.

17. GOVERNING LAW AND JURISDICTION
This GTC and the Sales Agreement shall be governed by and construed in accordance withthe laws of Japan. Tokyo District Court shall be the court of first instance having exclusive
jurisdiction over any and all disputes in connection with this GTC and the Sales Agreement.

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