exhibit45477atpc20160201







Exhibit 4.54      CERTAIN MATERIAL (INDICATED BY THREE ASTERISKS) HAS BEEN OMITTED FROM THIS   DOCUMENT PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED   MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE   COMMISSION.      *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.      Term Storage Agreement   Between   ATPC Terminal N.V. and Vitol S.A.   (“Agreement”)      1. Agreement number      No.:   VITOLMD-ATPC-2016-01    Effective Date: 01 February 2016        2. This Agreement is made by and between       ATPC Terminal N.V., a company with limited liability incorporated under the laws of Belgium   and having its registered address at Haven 279, Beliweg 20, B-2030, Antwerp, Belgium (the   “Company”).       and       Vitol S.A. a private company with limited liability, incorporated in Switzerland and having its   registered office at Boulevard du Pont-d’Arve 28, 1211 Geneva 4, Switzerland (the “Client”).      The Client and the Company may be referred to herein individually as a “Party” and collectively   as the “Parties”.        Whereas        a. The Company owns and operates the Terminal and is able to provide storage, handling   and other terminal services at the Terminal;      b. The Client wishes to store its products at the Terminal and receive certain services and   access to specific infrastructure at the given capacities;      c. The Parties intend to set forth the terms and conditions for the services in this Agreement.           





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   2   NOW, THEREFORE, in consideration of the mutual promises herein contained, Parties agree   as follows:      3. Storage Location        The terminal is located in the Port of Antwerp with harbor no. 279 and registered address at van   Beliweg 20, B-2030, Antwerp, Belgium (“Terminal”).       4. Storage Period:       Duration: Eighteen (18) months      Start Date: 1 January 2016   End Date: 30 June 2017      4.1 This Agreement shall enter into force on the Start Date and shall continue for a duration of   eighteen (18) months until the End Date.       5. Product      5.1 The Parties agree to handle gasoil in accordance with the product specification mentioned in   Article 10 (“Product”). The Client shall provide the Company with the (M)SDS, REACH number   and the products specifications as stipulated in Appendix 2 and Article 10, prior to the each   delivery to the Terminal.       5.2 The Client ensures to comply with the provisions of the European Regulation number 1907/2006   of 18 December 2006, as amended from time to time with regards to the Registration,   Evaluation, Authorization and Restriction of Chemical substances (“REACH Regulation”) and   shall provide the Company with the necessary information related to such compliance and the   Product.       6. Contractual Capacity     





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   3   The Company shall provide the Client with a total contractual capacity of 175.974 m3   (“Contractual Capacity”) in the following tank dedicated exclusively to the Client; During the   course of the Agreement, various tanks will have to undergo planned maintenance. The Client   shall procure that the Product is timely removed from such tanks for such maintenance.       The tanks mentioned above are Class 1 and Class 3, which means suitable for handling of a   product with a flashpoint below 21°c (Class 1) and above 55°c (Class 3).       7. Means of Delivery      Receipt of Product:  ex-seagoing vessel, barge or pumping over          Re-delivery of Product:  into seagoing vessel, barge or pumping over       8. Rates (expressed in Euro) – applicable for this Agreement only.       a. Tank rental:     Class 1 tanks         € ***    Class 3 tanks         € ***        Expressed in cubic meter (M3) per Contractual Capacity per month or part thereof.       Tank rental rate shall include:    Delivery from seagoing vessel or barge (min. parcel size 1000 Mt);    Redelivery into seagoing vessel or barge (min. parcel size 1000 Mt);    Storage during the Storage Period;   Shell Nett   Tank # Capacity in Capacity in January February March April May June July August September October November December January February March April May June   m3 m3   287 9.859 9.615 9.859 9.859 9.859 9.859 9.859 9.859 9.859 9.859 9.859   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   9.859 9.859 9.859   288 9.916 9.391 9.916 9.916 9.916 9.916 9.916 9.916 9.916 9.916 9.916 9.916 9.916 9.916   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   289 9.906 9.382 9.906 9.906 9.906 9.906 9.906 9.906 9.906 9.906 9.906 9.906 9.906 9.906 9.906 9.906 9.906   Out-of-   service   Out-of-   service   Out-of-   service   600 27.5 tbd   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   27.5 27.5 27.5 27.5 27.5 27.5 27.5 27.5 27.5   604 28.244 46.856 28.244 28.244 28.244 28.244 28.244 28.244 28.244 28.244 28.244 28.244 28.244 28.244 28.244 28.244 28.244 28.244 28.244 28.244   611 18.616 17.646 18.616 18.616 18.616 18.616 18.616 18.616 18.616 18.616 18.616 18.616 18.616 18.616 18.616 18.616 18.616 18.616 18.616 18.616   709 14.866 14.285 14.866 14.866 14.866 14.866 14.866 14.866 14.866 14.866 14.866 14.866 14.866 14.866 14.866 14.866 14.866 14.866 14.866 14.866   710 14.807 13.95 14.807 14.807 14.807 14.807 14.807 14.807 14.807 14.807 14.807 14.807 14.807 14.807 14.807 14.807 14.807 14.807 14.807 14.807   713 14.904 12.419 14.904 14.904   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   14.904 14.904 14.904 14.904 14.904 14.904 14.904 14.904 14.904 14.904   714 14.893 12.975 14.893 14.893 14.893 14.893 14.893 14.893 14.893 14.893   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   14.893 14.893 14.893 14.893   715 12.464 10.758 12.464 12.464 12.464 12.464 12.464 12.464 12.464 12.464 12.464 12.464 12.464 12.464 12.464 12.464   Out-of-   service   Out-of-   service   Out-of-   service   Out-of-   service   175.974 148.474 148.474 133.57 133.57 133.57 133.57 133.57 133.57 133.581 151.223 151.223 151.223 141.306 141.306 143.735 143.688 143.688 143.688    





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   4    Standard customs documentation on vessels/barges departure at the Terminal (B/L, Transit   document, e-AD, Timesheet, Master receipt document, Certificate of Origin (not counter-   signed by Customs or Chamber of Commerce))    *** free throughputs in M3 for a period of *** (calculated as 1 import and export of the nett tank   capacity)         b. Additional Throughput Surcharge      € ***      Charged on the difference, expressed in M3 at 15°c, between the actual    throughput per year and the free throughput mentioned in Paragraph a of this Article), per M3.         c. Pumpover Surcharge        € ***   Per M3 at 15°c pumped over from shoretank to shoretank within the Terminal.    A minimum charge based on *** m3 per operation shall apply.    Pumpover surcharge is not included as part of the tank throughput.           d. Homogenisation surcharge per hour (in shore tank)               € ***   Minimum 6 hours of operation.        e. Board-to-board Surcharge       € ***   Minimum quantity of *** M3 per parcel, per M3 at 15°c.   Board-to-board surcharge is not included as part of the tank throughput.       g. Additional Services (per document)       € ***   Supply of Certificate of Origin (not counter-signed by Chamber of Commerce),    EUR1, Form A, INF3, ATR   Signed by Chamber of Commerce             h. Water on Board   The Client is responsible for checking shore tanks on water and/or sludge. In case water is found   on board or in tank after discharge, water can be drained, removed and disposed of at the cost   charged by a third party with a surcharge of ***% for coordination, handling and administration   costs, which shall be approved by the Client in writing prior to such activity.      j. Handling of additives            Expressed in Euros per operation.      





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   5   Delivery, receipt and operation of additives shall take place after informing and subject to a written   approval of the Terminal, such approval shall not be unreasonably withheld.          <1 IBC*                          € ***   1-15 IBC’s          € ***   16-60 IBC’s          € ***   >60 IBC’s          € ***       In case the Client will dope the cargo with additives on board the vessel or barge, the above will   not be applicable.      * Rate applicable for adding an additive quantity less than one (1) IBC and when added to a   barge only.         k. Mobile pump    In case Client wants to completely empty a tank, it might be necessary to install a third party   mobile pump, use a vacuum truck or open the tank (after spading). The pre agreed actual costs for   such mobile pump plus ***% administration fee shall be invoiced to Client.         All rates exclude:   VAT and any other taxes, levies, fees, quay dues, port charges, and any other    third party fees such as, but not limited to, the Port Authority, Customs, ship’s    representative and cargo representative. The Company will invoice these fees    to the Client on *** basis without any mark-up or fee charged by the Company. It being understood   that the rates are VAT exclusive.      9. Terms of Operation      Product movement planning including quality and quantity must be clearly identified and detailed   by the Client in writing for execution. The Client shall use its best endeavors to provide its   instructions to the Company at least three (3) working days prior to execution. The Company shall   not be responsible for any effect of Product movement planning whatsoever if such Product   movement is based on the written instruction of the Client. In implementing the Product movement   planning, the Company shall follow the written instructions of the Client, but the Client should   always observe and consider the quality and quantity requirements of tank heels bottoms i.e.   ROB.        





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   6   10. Product Acceptance procedure      Upon nomination of a vessel/barge for a discharge operation, the Client shall provide actual   specifications of the cargo on board prior to the vessel/barge’s arrival. The aforementioned   certificate should always contain at least the following:       Flashpoint     Density    Colour*    Sulphur    Conductivity    Pour Point **    Viscosity    Distillation / % recovered at 250°C    Distillation / % recovered at 350°C       The Product shall meet all of the following specifications:      Specification Max/Min Method   Flash Point Min 55°C for Class 3 tanks   Lower than 21°C for Class 1 tanks      Viscosity Max 20 CST @ 40 °C    Pour Point Max 0°c (>0 °c will be reviewed on   case by case basis as per ambient   temperature)         If the Company is not properly informed by the Client, the Company shall have the right to refuse   discharge. If the Product does not meet the abovementioned specifications, the Company shall   have the right to refuse discharge.      * If colour is > 2.5 Client shall provide material with which lines can be flushed.   **If pour point > 0°c the Client and the Company will agree a flush procedure ensuring that the   lines and tanks fall within the above contractual specification parameters.          The Company shall also be informed of SDS, REACH number and custums code for each delivery   of the Product prior to its discharge.     





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   7      11. Tank Cleaning      The Company undertakes that the tanks shall be suitable and are prepared for the Product prior   to the Start Date. On the End Date, the tanks shall be re-delivered by the Client in the same   state as at the Start Date. If required, cleaning shall have taken place prior to the End Date. The   Company and Client shall agree at least two (2) weeks before the End Date on the best   program and procedure to ensure that the cleaning operations are completed by the End Date.   The reasonable and documented 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.   The Company shall appoint an independent surveyor acceptable to the Client acting reasonably   to determine whether the respective tanks are clean and suitable for the next service. In the   event the tanks are not approved by the independent surveyor, the Client shall clean the tanks   until it is approved by the independent surveyor. The tank rental rate under Article 8 (a) shall be   payable by the Client until the independent surveyor appointed by the Company has approved   the tanks for the next service. A copy invoice of the cleaning company will be attached to our   invoice.       12. Dying      The Client agrees to and acknowledges that dying cannot be conducted at the shore   installation. This can only  be done by an independent surveyor on board and subject to the   written approval of the master of the vessel/barge and should always be witnessed by a   Customs representative In the event the Client complies with the above, the operation shall only   be performed between Monday to Saturday from 8am to 8pm at the risk and account of the   Client.  Both Parties agree to and acknowledge that the Company shall not be liable nor   responsible for such operation of dying whatsoever.       13. Maintenance      Save for as otherwise set out in this Agreement, the Company will schedule its annual planned   maintenance to the tanks prior to the start of each calendar year and may be adjusted by the   Company during the storage period The Company reserves the right to perform unplanned   maintenance for immediate action for safety or environmental reasons or for other urgent   reasons the Company deems necessary. In the event of planned maintenance the Client shall     





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   8   not pay the Tank Rental Rate as mentioned in Article 8 a for the tanks which are unavailable as   a result of maintenance.      14. Contractual Loss       Contractual loss during operations and storage will be actual loss as determined after unloading   and loading operations on basis of the shore tanks gauging. Only Product losses due to   evaporation, clingage, line loss, shrinkage and other handling losses above ***% over the total   throughput of Product during a contract year will be for the account of the Company.      Any complaint in respect of deficiency of quantity or of variation of quality must be notified in   writing by the claiming Party within thirty (30) days from the day such deficiency or variation is   discovered.      15. Rules of Engagement      The Client agrees to and acknowledges the Rules of Engagement of the Terminal as specified in   the following appendices:       Terminal details and rules of engagement  : Ref. Appendix 1    Opening hours of the Terminal   : Ref. Appendix 1    Nomination and programme information  : Ref. Appendix 2   Customer Service contact details   : Ref. Appendix 3   First Come First Serve policy   : Ref. Appendix 4   Tank Specifics and operational limitations  : Ref. Appendix 5      16. Indexation /Escalation        As per the 1st of January of each year after the Start Date, The rates in Article 8 will be adjusted   in accordance with the Belgian Index of Retail Prices as published by the Belgian Ministry of   Economics Affairs annually.       17. Rates/Conditions are Exclusively for the Client       The Client shall not be authorised to cede or subcontract the Contractual Capacity as well as   any right granted by this Agreement without the Company’s prior written approval.     





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   9      Sub-leasing of Clients tank to a third party      In case the Client wishes to sub-lease one or more of the tanks of the Contractual Capacity   mentioned in Clause 6, the Client 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 agreement acceptable to the Client for the tank(s) and period agreed with the Client   provided that:   (i) the Client remains jointly and severally liable for the performance of the sublease   agreement including but not limited to the payment of the rates outlined in Article 8;   (ii) the sublease termination date is always earlier than the termination date of this   Agreement; and    (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   subleased tanks with a      third party and the Company is under no obligation to accept any      third   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.       Any incremental revenues of a sub-lease arrangement shall be *** between the Company and   the Client.       18. Anti-bribery and Trade controls   Anti-bribery   Notwithstanding anything to the contrary herein, nothing in this Agreement is intended or shall be   interpreted to require either party to the Agreement to act in any manner which is inconsistent with,   penalised or prohibited under any laws, regulations, rules or requirements applicable to such party   which relate to foreign trade controls, export controls, embargoes, sanctions or international   boycotts of any type.       The parties to this Agreement each agree and undertake to the other that in connection with this   Agreement, they will each respectively comply with and act in a manner consistent with all   applicable laws, rules, regulations, decrees and/or official government orders of the governments     





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   10   of the United Kingdom, European Union, United States of America or Switzerland applicable to the   parties relating to anti-bribery and anti-money laundering.      If either Party reasonably believes that the other Party has breached or is likely to breach its   obligations under this Clause, it shall have the right, by giving notice to the other Party, to suspend   performance of the Parties’ obligations under this Agreement for fourteen (14) days.  During such   suspension period, the Party in receipt of such notice shall provide such information as the other   Party shall reasonably request. If the notifying Party has proof of the breach of this clause, it shall   be entitled, by giving written notice to the other party after the expiry of the suspension period, to   terminate this Agreement upon notice to the other party of its proof of breach. Such termination   shall be without prejudice to any remedies available to the parties under this Agreement or   otherwise and without prejudice to any rights and obligations of the Parties which have accrued   prior to termination. If the notifying Party does not produce proof of the breach of this Clause within   the suspension period specified in this Agreement the suspension shall be lifted and the Parties   will continue to perform under the Agreement         Trade Controls   Notwithstanding anything to the contrary herein, neither Party shall be obliged to act in any way or   to perform, and nothing in this Agreement is intended, or should be interpreted or construed as   requiring or inducing a party to act in any way or to perform, any obligation otherwise required by   this Agreement (including without limitation an obligation to (a) perform, deliver, accept, sell,   purchase, pay or receive monies to, from or through a person or entity, or (b) engage in any other   acts) if this would be in violation of, inconsistent with, penalised or prohibited by, or expose such   party to punitive measures under any laws, regulations, decrees, ordinances, orders or rules of the   European Union (“EU”), any EU member state, Switzerland, the United Nations or the United   States of America applicable to that Party relating to international boycotts, trade sanctions,   foreign trade controls, export controls, non-proliferation, anti-terrorism or similar laws (the “Trade   Restrictions”).      19. Insurance      a) Title to and risks of the Products will remain with Client at all times.   b) Client shall be responsible for insuring the Product under this Agreement at their risk and   account.   c) Both Parties shall be responsible for procuring third party liability insurance to cover their     





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   11   respective legal liabilities arising from their responsibilities under this Agreement.      20. Invoicing and payment      The Tank Rental fee will be invoiced monthly and will be issued at the beginning of each   calendar month in advance. All other charges mentioned in Clause 8 (pumpovers,   homogenization, additivation, additional throughput) and for any other services rendered will be   invoiced upon expiry of the month in which the respective service was rendered. Additional   throughput as per Clause 8 (b) shall be invoiced on a monthly basis once the free throughput   allowed under this Agreement has been achieved. Invoices are payable in EUR and within   fifteen (15) days after the date of invoice and before final lifting of the Product. Any prepaid   amounts shall be returned by the Company to the Client within 10 bank days after they have   been invoiced by the Client in case the Company failed to provide the prepaid service for any   reason, including, but not limited by force-majeure.      21. General Terms and Conditions      The General Conditions for Tankstorage in the Netherlands filed of record in the Dutch, English   and German languages at the Registry of the Arrondissements Courts at Amsterdam, Dordrecht   and Rotterdam on 21   st    December 1992 (“General Conditions”) and the jetty conditions of the   association of independent tank storage companies (VOTOB) filed of record at the Registry of   the Arrondissements Courts in Amsterdam, Dordrecht and Rotterdam (“Jetty Conditions”) shall   be applicable to this Agreeement. In the event of any conflict or inconsistency between this   Agreement and the General Conditions and Jetty Conditions, the terms and conditions of this   Agreement shall prevail.      In deviation of article 58.2 of the the General Conditions Parties agree that neither Party shall be   liable to the other whether under this Agreement or otherwise in connection with it, whether in   contract, tort (including in negligence), breach of statutory duty or otherwise (whether or not   foreseeable and howsoever arising) in respect of (a) any indirect or consequential losses or   expenses; and (b) to the extent not constituting indirect or consequential losses or expenses,   any loss of anticipated profits, refinery or plant shut-down or reduced production, goodwill, use,   market reputation, business receipts or contracts or commercial opportunities.      22. Modification of the General Conditions          





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   12   The provisions set forth in the Agreement may be modified upon mutual agreement of the Parties   in accordance with technical or legal requirements      23. Notices      All notices and communications under this Agreement are to be sent to the Parties by, courier   or registered mail to the following address:      In the case of the Company, to:   Attention:  Gert Quint   Title:  Director     Address: ATPC Terminal N.V.       Beliweg 20, Port Nr 279        2030 Antwerp, Belgium        Fax No.: +32 3 303 16 62       BTW BE 0428.806.613      In the case of the Client, to:   Attention:     Title:     Address:       Any notices, approvals or consents shall be effective only upon actual receipt:      (a) in the case of registered post, on the day on which it is received and acknowledged at   that Recipient Party’s address.   (b) in the case of personal delivery, at the time it is received and acknowledged at the   Recipient Party’s address.      Notwithstanding the above, communications between the Parties via email are permitted and   shall be sent to the email addresses as notified by the Parties from time to time provided that   any request for approval or consent by the recipient Party or notice of breach sent by email   must be followed by a letter to the other Party in accordance with this Article 23.2       24. Law and jurisdiction     





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   13      This Agreement shall be governed and construed in accordance with the law of Belgium. Any   dispute arising from or connected with this Agreement (including a dispute regarding the   existence, validity or termination of this Agreement or the consequences of its termination), shall   be referred to and finally resolved by the Courts of Antwerp in the English language. The   language of this Agreement is English. All communications including notices under and in   respect of this Agreement shall be in the English language.      This Agreement may be executed in any number of counterparts and delivered by electronic   transmission, each of which so delivered shall be considered an original counterpart, but all such   counterparts together constitute but one and the same agreement.             





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   14      IN WITNESS WHEREOF the Parties hereto have set their hands the day and year first above written.      For and on behalf of       For and on behalf of   Company       Vitol S.A.               /s/ Gert Quint       /s/ David Fransen   Name: Gert Quint      Name: David Fransen     Director       Managing Director      Date: 1 February 2016      Date: 1 February 2016           





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   15   Appendix 1 Terminal details and rules of engagement      BERTHS AVAILABLE FOR LOADING AND DISCHARGE OPERATIONS    Loading Arm No. Draught (m)  Max Beam (m) Max LOA (m) Loading Arms   MLA 1/2 11.1 Barge/Coaster N/A 8”   MLA 3 11.1 50   280 (MAX DWT   100,000)   12”   MLA 7,8 10.5 Barge/Coaster N/A 8”   MLA 9, 10 10.5 Barge/Coaster N/A 8”   MLA 12 10.5 Barge/Coaster N/A 8”   MLA 14 / 16 14 48   280 (MAX DWT   160,000)   2* 16”   MLA 17 11.1 28 / 32 200 / 180 m * 10"   MLA 30 11.1 Barge/Coaster   8”   MLA 21/22 11.1 Barge   8”   * When vessel on the jetty 281 P, max LOA for MLA 17 is 160 meter   - The Company advices on the abovementioned draughts which are general and indicative figures.  The Client shall   contact the local harbour authorities for the latest draught restrictions. The Company shall not be liable for the above   mentioned draft restrictions.   - Above is subject to product and other operations / to be decided by the Company      The Contractual Capacity and stored Product will determine the jetties the Client can be served on.      Seagoing vessels and barges shall be handled on the basis of the First Come First Serve basis as set   forth in appendix 4 of this Agreement..        Minimum vessel capabilities   Vessels calling at the Company shall be able to maintain a minimum pumping or receiving rate of 800   M3 per hour at 7 bar at the ships manifold.      Surveying   Before loading and unloading of vessels the Client shall appoint an independent surveying company. If   the Client omits to do so the Terminal may nominate one, for and on behalf of the Client, and all costs   plus ***% will be for account of and invoiced to the Client.       Working hours:   For operations the Terminal is working on a 365/7/24 basis         





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   16   Rules of Engagement    All customers are served on a first come first serve (“FCFS”) basis. The Company reserves   the right to deviate from the FCFS rules. Such deviation should be for the sake of operational   safety and/ or other emergency reasons and/or where there can be positive impact upon   overall terminal operations;    The Client is, if necessary, responsible to offer a movement of Product (flush) through the line,   pump or Client‘s tank with the required volume to prepare the line, pump or Client’s tank for   the manipulation with the nominated Product specification of the Client. The volume of the   flush is advised by the Terminal. The tank to flush into is advised by the Client;    Basic information for nomination and programme are outlined in Appendix 2.    Nominations, programmes and questions can be sent to: xcustomerservice@atpc.vtti.com.     The Client shall use the above mentioned e-mail address to contact the Terminal and shall not   contact our Customer Service team members via their individual e-mail account.    Customer Service office hours: 08:30-18:00 during weekdays.     Contact details of the Customer Service are mentioned in Appendix 3.    One Customer Service colleague shall be on duty outside office hours. The details of on duty   colleague will be communicated to the Client on a week by week basis.    In case of emergency or urgent need of assistance, the on duty Customer Service colleague   can be reached outside office hours via their mobile telephone number (Appendix 3).    Changes within the nomination and programmes that occur outside office hours and need to   be urgently dealt with before upcoming office hours, which can be sent to:   xcustomerservice@atpc.vtti.com and should be accompanied by a telephone call to the on   duty Customer Service colleague (mobile phone) (Appendix 3).     Send complete and up to date nominations and programmes (Appendix 2) to Customer   Service. Any change or additional information requires a complete update of a nomination or   programme, which is re-sent to Customer Service.     A vessel / barge without nomination, programme and / or by the Company approved SDS and   product specification cannot berth, remain on jetty or are handled by the Company.       Customs    The Company will facilitate the customs formalities in relation to the storage and throughput activities   of the Client’s Product.  This facilitation entails that the Company will utilize its customs and excise   licenses to suspend any customs and excise duties to the extent possible, in accordance with the   Client’s nomination.  This means that, other than in case of irregularities, shortages and/or exceeding   of tolerances, no customs and/or excise duties become due, unless Client specifically request     





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   17   Company to release product for free circulation, subject to VAT and potentially subject to customs   duties and/or release product for consumption, potentially subject to excise duties.  The activities   mentioned in the Agreement are generally covered by the current licenses held by the Company or   third party service providers.  As stated in this Agreement, any licenses required for future activities at   the Company can be obtained in consultation with the Company subject to applicable laws.       Any customs or excise debts incurred by the Company in relation to the Product of the Client shall be   for the account of Client in accordance with this Agreement.       The services that the Company shall provide utilizing our customs licenses, or those of third party   service providers, are as follows:      o The storage of non-community Product under the suspension of customs duties (customs   warehouse license).  This includes the common storage where community and non-   community Product of the same CN code are stored in the same tank and usual forms of   handling;   o The blending of Product involving non-community components under suspension of customs   duties, with the aim of re-exportation out of the Community (Inward Processing Relief   License);   o The blending of Product involving non-community components under suspension of customs   duties, with the aim of the release free circulation of the processed Product attracting lower or   nil customs duties (Processing Under Customs Control license);   o The storage and blending of Community (excise) Product under the suspension of excise   duties (excise warehouse license); and   o The suspension of customs and excise duties during transportation (respectively, approved   consignor, approved consignee, NCTS (Transit) and excise warehouse license)       The Company shall inform the Client on a customs claim and gather all necessary and relevant   information in cooperation with the Client. If the Client requires the Company to perform additional   work to in relation to a customs claim, the Company shall have the right to charge additional   manpower per hour to the Client and/or appoint third parties, including but not limited to legal advisors   at the account of the Client. The Client shall remain responsible for the custom formalities and if   necessary indemnify and hold the Company harmless from claims, fines, levies and any other costs   associated with such custom formalities,           





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   18   Appendix 2       NOMINATION AND OPERATIONAL PROCEDURES      All services (administrative or physical) performed by the Company are backed by a formal written   order from the Client, including the minimal requirements as set forth below.    All orders are to be received via e-mail to the attention of Customer Service (CS).      An instructed service without complete and written order, as set forth below, will not commence and   related vessels/barges cannot berth, remain on jetty or be handled by the Terminal. Any costs arising   from such event are for the account of the Client.      Rules of Engagement    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. Numbers of the tank(s) involved   d. Estimated Time of Arrival (ETA)   e. Name product/ quality (full proper shipping name) + specify dyed or undyed   f. Quantity per tank in M3 L15 or Mt (vac)   g. Surveyor appointed   h. Customs status   i. Product name and CN code, including the CN code of the end product in case of   blends (i.e. excluding intermediate blends)     j. Origin   k. Document instructions: draft B/L one working day prior to departure.   l. In case load nominations: receiver details, Name + Full address, authorized   warehouse keeper number and tax warehouse number   m. In case discharge nominations: Analyses of product before discharging, SDS   n. In case of seagoing vessel; shipping agent to be appointed     Nominations, programmes and questions can be sent to: xcustomerservice@atpc.vtti.com     All services performed by the Terminal are backed by a formal written instruction (nomination   and program) from the Client. Any change or additional information requires a complete   revised nomination or programme, which is re-sent to Customer Service.      





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   19    An instructed service without complete and written nomination or program, as outlined   previously, will not commence and related vessels/barges cannot berth, remain on jetty or be   handled by the Terminal. Any costs arising from such event are for the account of the Client.    The Client will use this e-mail address and will not contact our Customer Service team   members via their individual e-mail account.    One Customer Service colleague is on duty outside office hours. The on duty colleague will be   communicated to the Client on a week by week basis.    In case of emergency or direct need of assistance, the on duty Customer Service colleague   can be reached outside office hours via their mobile telephone number.     Changes within nomination and programmes that occur outside office hours and need to be   urgently dealt with before upcoming office hours, can be sent to   xcustomerservice@atpc.vtti.com and should be accompanied by a telephone call to the on   duty Customer Service colleague (mobile phone).       A. Basic information on nomination if loading       Destination    If EU movement Excise and VAT details    Loading plan to be provided if loading for more than one tank in following format:    Tank No    Tolerance (min / max / as close to but never more than)    Quantity allocations     Value     Line flushes into (only in TTT)    Additivation (who, quantity (litres) in which tanks)    Remarks (open box) e.g. Sulphur details (optional information)    Documentary instructions to Terminal         B. Basic information on nomination if discharging       Discharge plan to be provided if loading for more than one tank in following format:   Tank No   Tolerance (min / max / as close to but never more than)   Quantity allocations      





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   20         Volume measurement    All quantity calculations are according to International standards API/ASTM/ISO or local   regulations if more stringent than the industry standards.            





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   21   Appendix 3      Details Key-personnel:      Daily Operations (24/7/365)   Customer Services representatives    Hans Mannaert   xcustomerservice@atpc.vtti.com   +32 474 041 103    Mersad Karahmet   xcustomerservice@atpc.vtti.com   +32 471 204 937         General Manager  : Gert Quint   E-mail    : geq@atpc.vtti.com   Tel    : +32 3 303 16 01      HSE Manager   : Wouter van de Velde   E-mail    : wov@atpc.vtti.com   Tel    : + 32 3 303 16 26      Operations  Manager  : Marijn van Maanen   E-mail    : mvm@atpc.vtti.com   Tel    : +32 470 19 13 52      Commercial  Manager  : Quinten van Dam Merrett   E-mail    : qdm@vtti.com   Tel    : +31 6 2146 9129               





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   22   Appendix 4       ATPC FIRST COME FIRST SERVE POLICY       ATPC operates a First Come, First Served (“FCFS”) policy based upon the following procedures:      1.  Operation Orders are to be received in writing. Orders will contain Vessel Name / Cargo /   Quantity / ATPC / Operational Details (according to Appendix 2). Changes to Operation Orders   shall be made in writing and shall be accepted subject to the condition that other operations   remain substantially unaffected by the proposed changes. Discharge / Reload Operations are   acceptable but must be nominated as two separate operations.       2. Berthing priority for Seagoing Vessel is allocated on a valid NORT basis arrival at Antwerp Pilot   Station. Where the Operation Order is received after vessel has tendered NOR; the time of   acceptance of the Operation Order shall determine the allocation of position in the berthing   queue.   Berthing priority for Barges is allocated on a formal request for Loading/Discharge by telephone   or email of the Barge crew to the ATPC Loadingmaster. For acceptance in the FCFS list the   barge has to be within 1/one hour sailing to the Company. When the Operation Order is   received after the barge has requested position at the FCFS queue the time of acceptance of   the Operation Order shall determine the allocation of position in the berthing queue.   When a barge, called for loading/discharge, does not show up within 1/one hour the Company   has the right to continue with the next operation and re-allocate the barge at the FCFS list.      3. 4 hours prior to the planned operation the Operation Order shall be checked to ensure that:      (i)         Tank(s) is released for loading   (ii)        Sufficient Volume is available (loading)   (iii)       Sufficient Ullage is available (discharge)      Failure to satisfy the above mentioned criteria will result in the vessel call to berth being   cancelled and the vessel rejoins the queue (as next vessel to be called). Cargo operations may   commence whilst sequential operational steps are in progress, subject to the condition that no   additional delays to the overall operational program are incurred.        





 







        *** Certain information in this document has been omitted and filed separately with the Securities and Exchange   Commission. Confidential treatment has been requested with respect to the omitted portions.   23   4. Max Idle Time after vessel is All Fast shall not exceed 8 hours (inclusive of product analysis).   ATPC reserves the right to un-berth and re-schedule vessels which do not comply.      5. These rules are to be applied with equanimity to all users. ATPC reserves the right to deviate   from these rules. Such deviation should be for the sake of operational safety or where there can   be positive impact upon overall company operations.      6. Jetties can be used for board to board (or ship to ship) operations subject to both vessels being   ready for board to board operations. Vessels are to be nominated separately and must be   concurrently scheduled to ensure idle time of either vessel does not exceed 6 hours.      7.    Jetties   Regarding berth planning, the Company shall apply the First Come First Serve Policy. An   exception to the First Come First Serve Policy applies to crude vessels delivering feedstock to   the Company 1-2 times per month with an average berth stay of 36 hours and the LPG vessels.   The Client shall be entitled to prioritize the order of their own respective nominations submitted   to the Company.