exhibit446ett20110930vit







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      1   STORAGE CONTRACT        1. Contract number   No:  2011-09    Dated: 30-09-2011      2. Euro Tank Terminal BV (the Company)      Euro Tank Terminal BV   PO Box 1000   3180 AA Rozenburg   The Netherlands      3. Principal/Client   Vitol S.A.   Boulevard Du Pont D'Arve 28   P.O. Box  384   1211 GENEVA   Switzerland      4. Storage period   Duration: 5 years   Start: 01-02- 2012*   End: 31-01- 2017*      At the expiry of this period the Client shall have first right to the contracted capacity. Twelve (12)   months prior to expiry both Parties shall negotiate the terms and conditions for a contract renewal   for a period to be mutually agreed upon.      * The start date and end date are indicative. 6 months prior to the indicated start date the Company   shall give a Revised Indicative Start date. 3 months prior to the Revised Indicative Start date the   Company and the Client shall agree on a Firm Start Date that shall be binding on both Parties. The   contract duration of 5 years shall commence upon start of operations.  The final end date shall be   calculated based on the exact date of start of operations plus 5 years.      5. Products   Jet A1 and components                 





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      2      6. Storage location (Terminal)   Eurotank Terminal BV   Moezelweg 151   3198 LS  Europoort - Rotterdam   Netherlands      Port and Draft restrictions   : Ref. Appendix 1    Opening hours of the terminal  : Ref. Appendix 1   Nominations and Operational procedures : Ref. Appendix 2   7. Contractual Capacity   Contractual capacity :   137,000m3      Products will be stored on a dedicated basis.      Tank Contractual   Capacity (m3)   Nett capacity   (m3)   Roof Type Product Filter+water   separator   Certified* Dewatering   Unit   TK 303 41,500 TBD Domed+Floating Jet A1 Yes Yes Yes   TK 304 41,500 TBD Domed+Floating Jet A1 Yes Yes Yes   TK 401 54,000 TBD Domed+Floating Jet A1 Yes Yes Yes      The tanks are Class 1, meaning suitable for handling of product with a flashpoint <21°c and an    RVP < 14.7 psi.    * for barge and DPO deliveries      8. Means of delivery    Receipt ex seagoing vessel, barge, DPO or pump-over   Redelivery into seagoing vessel, barge, DPO pipeline, railtankcar or pump over                                             





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      3   9. Rates (expressed in Euro)       a. Tank rental (from 2012)        3.64         Expressed in cubic meter (M3) per contractual capacity per month or part thereof.    Tank rental rate includes:   - Delivery from seagoing vessel or barge (in min. parcel size 800 Mt)   - Redelivery into seagoing vessel or barge (min. parcel size 800 Mt)   - Storage during the period    - Standard documentation on ship’s departure at terminal (B/L, AAD, T1, Timesheet, Master   receipt document)   - Ten free throughputs per year (calculated as 1 import and export of the nett tank capacity)   - Ten filter replacements per year   - De-watering of tank via water-separator      b. Additional Throughput Surcharge             10-12 throughputs:         0.95   12-15 throughputs:         0.85   >15 throughputs:         0.70      Charged on the difference, expressed in M3 at 15°c, between the actual    throughput per year and the free throughput mentioned in paragraph a), per M3.            c. Pumpover fee         0.50    Per M3 at 15°c pumped over from shoretank to shoretank within the Terminal.    A minimum charge based on 500 m3 per operation shall apply.             d. Homogenisation/Circulation fee per hour (in shore tank)              250.00   Minimum 6 hours per operation.                            





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      4   e. Board-to-board Surcharge (using 1 berth)      1.10   Minimum quantity of 2,000 MT per parcel, per M3 at 15°c.      f. Handling of additives         2500.00   Expressed in Euros per operation.    Delivery, receipt and operation of additives shall take place after consultation    with the Terminal. This rate is the all-in rate for Stadis additiviation (excluding Stadis).      g. Railtankcar loading per MT loaded (Min 10 RTC’s)     5.50      h. Additional Services (per document)       70.00   Supply of Certificate of Origin (not counter-signed by Chamber of Commerce),    EUR1, Form A, INF3, ATR      i. DPO delivery (per M3)        0.75       j.  Water on Board   In case water is found on board or in tank after discharge, water will be drained, removed and   disposed of at the cost charged by the contractor with a surcharge of 10% for coordination,   handling and administration costs...       Rates exclude:      VAT and any other taxes, levies, fees, quay dues, port charges, and any other 3   rd    party fees   charged by 3   rd    parties such as the Port authority, Customs, Ship’s representative and Cargo   representative etc... Company will invoice these fees to the Client on 1:1 basis without any mark-   up or fee charged by the Company.         10. Terms of Operation      Oil movement planning including quality and quantity must be clearly identified and detailed by the   Client in writing and intimated to the Company well in advance for execution.  The Company will   not be responsible for any effect of oil movement planning whatsoever. In implementing the oil   movement planning, the Company shall follow the instructions of the Client, but the Client should   always observe and consider the Quality and Quantity requirements of tank heels bottoms i.e.   ROB.           





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      5      11. Product Acceptance procedure      Upon nomination of a vessel/barge for a discharge operation the Client shall provide actual   specifications of the cargo on board, containing at least the following:       Density    Freewater    Colour    Conductivity    Temperature    Viscosity      The product shall meet all of the following criteria:      Specification Max/Min Method   Temperature 45°c       If the Terminal requests all or any of the abovementioned specifications and is not properly   informed by the Client the Terminal shall have the right to refuse discharge. If product does not   meet the abovementioned specification Company shall have the right to refuse discharge.      Terminal shall also be informed of SDS and REACH Number for each delivery prior to discharge.       12. Tank cleaning   Tanks are prepared for their respective products prior to commencement of the Contract. On   completion of the Contract the tank shall be re-delivered in a state suitable for CPP storage. If   required, cleaning shall have taken place prior to contract expiry. Costs involved in cleaning the   tanks to their original condition in preparation for the next service and the disposal of wastes if any   are to the Client’s account. A copy invoice of the cleaning company will be attached to our invoice   with a surcharge of 10% for coordination and administration costs.       13. Dyeing   Adding of dye can only be performed on board and not in tank or line of the terminal.        





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      6      14. Contractual loss   Contractual loss during Operations and Storage will be actual loss as determined after unloading   & loading operations on basis of the shore tanks gauging. Product losses will be to the account of   the Client.          15. Rates/conditions are exclusively for the client    The client is not authorised to cede or subcontract the Contractual Capacity as well as any right   granted by this Contract without the Terminal prior written approval.      Sub-leasing of Clients tank to a 3   rd    Party      In case the Client wishes to sub-lease one or more of the contracted tanks it may request the   Company to do so on its behalf. In this case the Company shall at its discretion approach   potentially interested parties and negotiate a sub-lease contract acceptable to the Client for the   tank and period agreed with the Client provided that:   (i) the Client remains fully responsible for the performance of the sublease contract and   especially the payment of the rates outlined in Article 9, in the event that a sub-lessee fails   to honor its commitments.   (ii) the sublease termination date is always earlier than the termination date of the present   Contract    (iii) the sublease does not comprise any option to renew or extend or increase the duration or   the capacity or any conditions referred to in the Sub lease Agreement.      The Client is not allowed to enter into any direct negotiations or discussions concerning its   contracted tanks with a 3   rd    Party and the Company is under no obligation to accept any 3   rd    parties   as a sub-lessee. In case the company is not able to find a sub-lessee on its own accord the Client   may propose a suitable alternative, approval of which shall not be unreasonably withheld.   The proceeds of any sub-lease arrangement shall be divided equally between Company and   Client.       3   rd    Party Supply Chain Clients      Notwithstanding the above, the Client may make arrangements with 3   rd    Parties with which it has   entered into a supply chain contract for joint operation of its tanks. In such cases the title and risk   of the product shall always remain with the Client, and all payable fees shall continue to be paid by   the Client at all times, irrespective of to whom a service was rendered. The Client shall inform the   Company of any such 3   rd    Party supply-chain arrangements including operational particulars prior   to such arrangement taking effect.              





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      7   16. Index / escalation clause    The rates in Article 9 will be (de)escalated by the CPI as published by the Netherlands CBS   annually. Initial rates in 2012 are as stated in Article 9a and b. The escalation per year will be   capped at 3%. In case the actual CPI escalation exceeds 3%, the Company and Client agree to   review whether a larger escalation in rates is justified by the actual cost increases faced by the   Company in the performance of its day-to-day business.       Invoicing and payment   Tank Rental fee will be invoiced monthly; invoices will be issued at the beginning of each calendar   month, in advance. All other charges (Pumpovers, Homogenization, Additivation, Additional   throughput, etc...) for any other services rendered will be invoiced upon expiry of the month in   which the respective service was rendered.   Excess throughput as per Article 9b shall be invoiced on a monthly basis once the free throughput allowed   under this contract has been achieved.      Invoices are payable in the currency as invoiced and within 15 days after the date of invoice and   before final lifting of product.       17. Insurance      a) Title and risks of the oil products will remain with Client at all time.      b) Client will be responsible for insuring the oil stored under this Contract at their cost and expense.      c) Both Parties will be responsible for procuring third party liability insurance to cover their   respective legal liabilities arising from their responsibilities under this Contract.      d) Company shall at no time be liable for any damage to or loss of product stored.          18. General terms and conditions   The General Conditions for Tankstorage in the Netherlands (VOTOB) and the VOTOB jetty   conditions shall be applicable to this Contract.                                   





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      8   19. Modification of the General Conditions     The provisions set forth in the Contract may be modified by a decision of the Terminal in   accordance with technical or legal requirements. In this case the Terminal shall endeavour to give   at least three months notice, except in the event of urgency in particular regarding regulations   and safety measures.   By exception to the abovementioned General Conditions, the Parties agree that in case any   storage capacity of the Client becomes unavailable due to maintenance or repairs undertaken by   ETT, the tank rental rate mentioned in Article 9a will be credited on a pro-rata basis for the period   that the capacity is unavailable.      20. Equity Clause    In the event of unexpected, heavy changes in exploitation costs, or important disruption of the   general economy, or any duty or tax not already included, the parties to this Contract will meet to   discuss the necessity of modifying part or all of the conditions of this Contract.      21. Law and jurisdiction:   Dutch law and English language will govern the present Contract.   For every dispute not settled amicably the only qualified jurisdiction will be Rotterdam Courts.                                                                                





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      9   22. Notices      All notices which may be given under any provisions of this Contract shall be in writing in English   and deemed to have been duly given when (a) served by (i) facsimile or other written electronic   means and communication confirmed by registered airmail, (ii) personally or (iii) mailed by certified   or registered first class mail, return receipt requested, postage prepaid and (b) properly addressed   to the Parties at their addresses first above written or to such other address as each of the Parties   may designate in writing to the other Parties in the manner provided in this Clause 13, together   with copies as follows:         In case of notice to ETT:        Euro Tank Terminal BV   PO Box 1000   3180 AA Rozenburg   The Netherlands         In case of notice to Vitol Distillate Matrix                Vitol Distillates   Vitol S.A.   Boulevard Du Pont D' Arve 28   P.O. Box  384   1211 GENEVA         Euro Tank Terminal BV     Vitol SA                /s/ Jack de Moel      /s/ Roland Favre    Name: Jack de Moel      Name: Roland Favre                  Date: 15 May 2014      Date: 15 May 2014         





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      10   Appendix 1         Jetties available for jet loading and discharge operations      Jetty No. Draught (m)      Max Beam (m) Min/Max LOA (m) Operational Date      Sea going vessels berths         Jetty "Caland" outside West (D)  17.85      not restricted  125 - 280  Operational   Max freeboard 2.29 m x 20.54 m       (*) If “Caland” outside Center is used, “Caland” outside East is not available and “Caland” outside West will be   restricted.      Jetty 1 (M)    16.00           not restricted  80 - 260  TBA    Max freeboard 2.29 m x 20.54 m      Barges berths      Berth G     4.62          22  max 135  TBA        Berth H     4.62          22   max 135  TBA         Berth P     4,62      22  max 135  TBA       Berth Q (Certified Jet)   7.00      22  max 135  TBA      1. Above stated draughts are general figures. Contact the local harbour authorities for the latest draught restrictions.         Minimum vessel capabilities      Vessels calling at the Terminal with a DWT tonnage of more than 25,000 shall be able to maintain a   minimum pumping or receiving rate of 1000 m3 per hour or 7 bar at the ships manifold.      Vessels calling at the Terminal with a DWT tonnage between 10,000 and 25,000 shall be able to   maintain a minimum pumping or receiving rate of 800 m3 per hour       Vessels calling at the Terminal with a DWT tonnage between 5,000 and 10,000 shall be able to   maintain a minimum pumping or receiving rate of 600 m3 per hour.      Vessels calling at the Terminal with a DWT tonnage lower than 5,000 shall be able to maintain a   minimum pumping or receiving rate of 400 m3 per hour.      In the event that the abovementioned performance criteria are not met by a vessel, the Terminal shall   have the right to unberth such vessel if it is causing delays to other vessels’ operations.     





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      11            Surveying   Before loading and unloading of vessels the Principal must appoint an independent surveying company. When    failing to do so the Terminal may nominate one, on behalf of the Principal and all costs will be for account of and   invoiced to the Principal.       Working hours and overtime:   For operations the Terminal is working on a 365/7/24 basis    For emergency please contact key-personnel at below stated phone numbers.      Emergency contact details Key-personnel:    General Manager  : A.G.M. Schneiders   E-mail    : asn@ett.vtti.com   Tel    : 0181-240024      Terminal Manager  : C. Saaltink   E-mail    : cls@ett.vtti.com   Tel    : 0181-240024      Manager Customer Services  : D.C.N.H. de Beaumont   E-mail    : ddb@ett.vtti.com   Tel    : 0181-240024        





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      12   Appendix 2           NOMINATION AND OPERATIONAL PROCEDURES      All activities performed by Customer Services (CS) and Operations, involving movement of product   physically or administrative at the Terminal are backed by a formal order from the customer.        Orders performed at the Terminal:       AST Administrative Stock Transfer   BLE Blending   CLN Tank cleaning   DBA Discharge barge   DTR Discharge truck   DVE Discharge vessel   HEA Heating   HOM Homogenising   IMP Importation   ITS In-tank-sale   LBA Load barge   LVE Load vessel   MAI Maintaining   SDC Stock density correction   SER Generic services   STR Stock transfer   TTT Tank-to-tank transfer   WAS Washing/ treatments   WDR Water draining      All load or discharge nominations and other orders are to be received in writing via e-mail to the   attention of Customer Services.      Customer Services receives the nominations/orders and enters these into TOMCAT. This is the   terminal enterprise resource program.      Nominations for loading or discharging should at least include the following:      a. Type operation: Loading or Discharging, Tank-to-tank transfer   b. Name of vessel/barge   c. Name of tank(s) involved   d. Estimated Time of Arrival (ETA)   e. Name product/ quality   f. Quantity per tank in m   3    L15 or mt (vac)   g. Surveyor appointed   h. Customs status   i. Document instructions: draft B/L one working day prior to departure.   j. In case load nominations: receiver details, Name + Full address, excise number   k. In case discharge nominations: Analyses of product before discharging, SDS                             





 







   Exhibit 4.46         Storage Contract ETT 3- Distillate Matrix/Jet A1      13   Customer Services approves nominations received based on the above. If one or more items are   missing, the customer is informed accordingly and the order is not further processed.    Once the missing items are received the order is processed.       Before handing over the nomination to Operations the order is checked again. When all relevant   information is inserted into TOMCAT, the order is activated.   From this moment Operations is able to start the discharge or load operation.