Exhibit 4.6


 


		Master
    Crude Oil Service Contract  

    General Conditions	


 


MASTER
CRUDE OIL SERVICE CONTRACT


 


This contract (hereinafter the “Master
Service Contract”) for the transportation of Crude Oil, storage of Crude Oil, unloading of Crude Oil from tank trucks,
loading services for Crude Oil at Ports and loading of Crude Oil into tank trucks for ECOPETROL Crude Oil (term defined in Clause
34 of the General Conditions of this Master Service Contract), is signed this first (1st) day of April, 2013 (hereinafter
the “Date of Signature”), by and between,


 


		1.	ECOPETROL S.A., a mixed economy company linked to the Ministry of Mines and Energy,
                                                                   with its principal domicile in Bogota, Capital District,
                                                                   with Tax Identification Number 899.999.068-1, represented for
                                                                   the purpose of entering into this Master Service Contract by
                                                                   Javier Genaro Gutierrez Pemberthy, identified by the
                                                                   title below his signature, acting in his capacity as President,
                                                                   with authority to sign this Master Service Contract as provided
                                                                   for under the Bylaws for ECOPETROL S.A. (hereinafter, “ECOPETROL”);
                                                                   and



 


		2.	CENIT TRANSPORTE Y LOGÍSTICA
                                                                   DE HIDROCARBUROS S.A.S., a Colombian commercial corporation
                                                                   and type of simplified joint stock company, domiciled in Bogota,
                                                                   Capital District, organized by virtue of private document dated
                                                                   June fifteenth (15th), 2012, registered in the commercial
                                                                   registry on June fifteenth (15th), 2012, with commercial
                                                                   registration number 02224959, represented for the purpose of
                                                                   entering into this Master Service Contract by Camilo Marulanda
                                                                   López, identified by the title below his signature,
                                                                   authorized for such purposes by the Board of Directors as provided
                                                                   for under Meeting Minute No. eight (8) of February twenty-first
                                                                   (21st), 2013 (hereinafter “CENIT”).



 


Based on the foregoing conditions, ECOPETROL
and CENIT (together the “Parties” and, individually, a “Party” or the “Party”),
hereby affirm that they have entered into this Master Service Contract, taking into account the following


 


Recitals


 


		1.	ECOPETROL, pursuant to the provisions
                                                            of Article 4 of the Petroleum Code, engages in activities related
                                                            to the exploration, production, refining and transport of hydrocarbons,
                                                            which are characterized as public utilities.



 


		2.	ECOPETROL, prior to the Date of Signature,
                                                            had infrastructure, either owned or in concession, for the unloading,
                                                            transport, storage and export of Crude Oil.



 


		3.	ECOPETROL, likewise (i) subject to
                                                            available capacity for the assets referred to in the previous clause
                                                            and (ii) pursuant to authorizations under the law or current concession
                                                            contracts, had been prior to the Date of Signature providing unloading,
                                                            transportation, storage and loading services for Crude Oil for export
                                                            of hydrocarbons owned by third parties.



 




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		4.	ECOPETROL individually constructed
                                                            and operated prior to the Date of Signature pipelines for private
                                                            use, which in accordance with the provisions of the Petroleum Code
                                                            and Resolution 18 1258 of 2010 of the Ministry of Mines and Energy,
                                                            and that it and its Affiliates (a term defined in Clause 34 of the
                                                            General Conditions of this Master Service Contract) utilized pursuant
                                                            to the provisions of Article 45 of the Petroleum Code.



 


		5.	ECOPETROL, individually, currently
                                                            has in concession and/or under a licensing regime, private service
                                                            port infrastructure, for exclusive use by it and its legal and financial
                                                            entities, as provided for under law.



 


		6.	By virtue of the authorization contained
                                                            in Decree 1320 of 2012, ECOPETROL formed the corporation CENIT as
                                                            a subsidiary of ECOPETROL, specialized in providing transportation,
                                                            storage and logistics services for hydrocarbons, derivatives, products
                                                            and related materials in Colombia or abroad.



 


		7.	ECOPETROL (i) as part of the formation
                                                            and effective start-up of CENIT and (ii) in its capacity as CENIT’s
                                                            sole partner, carried out through an Asset Contribution Contract (a
                                                            defined term in Section Clause 34 of the General Conditions of this
                                                            Master Service Contract) (a) the contribution of assets associated
                                                            with the transportation of Crude Oil owned by ECOPETROL (hereinafter
                                                            the “Assets”) and (b) committed to undertake the
                                                            processes aimed at the assignment of port concession contracts related
                                                            to the import and export of Crude Oil and its products to CENIT, under
                                                            the terms as determined and approved by the competent authority.



 


		8.	In accordance with the provisions
                                                            of ECOPETROL’s Procurement Manual, entering into of this Master
                                                            Service Contract is derived from a direct selection process based
                                                            on the following specific and special conditions of CENIT: (i) to
                                                            be the beneficiary of the transfer of the Assets, according to provisions
                                                            in the foregoing recitals and (ii) be the only provider of the Services
                                                            that are contemplated by this Master Service Contract, through Assets
                                                            contributed by ECOPETROL.



 


		9.	This Master Service Contract shall
                                                            establish the terms under which ECOPETROL will contract capacity for
                                                            the Assets, taking into account ECOPETROL’s status as a petroleum
                                                            exploration, production and refining company, pursuant to the provisions
                                                            of Article 45 of the Petroleum Code.



 


		10.	The Parties, through agreements separate
                                                             from this Master Service Contract, defined the terms and conditions
                                                             under which ECOPETROL committed to assign to CENIT the rights and
                                                             obligations in force as of the date of transfer of the Assets, particularly
                                                             with relation to services provided to third parties, bilateral agreements,
                                                             operating agreements and financial and social commitments associated
                                                             with them.



 


		11.	CENIT is in compliance with its obligations
                                                             concerning systems for health, professional risk, pension and contributions
                                                             to Family Compensation Funds, the Colombian Institute of Family Welfare
                                                             and the National Learning Service, with regard to all of its employees
                                                             in Colombia. To confirm this, it provided ECOPETROL with a certificate
                                                             attesting to the foregoing, issued by CENIT’s internal auditor.



 




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		12.	CENIT is not listed in the Fiscal
                                                             Debtor Bulletin prepared by the Colombian National Comptroller’s
                                                             Office as an entity that has received a final tax liability decision
                                                             and failed to comply with the obligation therein.



 


Based on the foregoing recitals, the Parties
have agreed to enter into this Master Service Contract, which shall be subject to the following


 


General
Conditions


 


	Clause
    1	Interpretation


 


Section
1.01    Interpretation. All capitalized terms in this Master Service
Contract shall have the meaning indicated in Clause 34 of the General Conditions, or as expressly set forth herein. Definitions
shall apply to the General Conditions of the Master Service Contract, its Chapters and Chapter annexes, as well as to any supplementary
agreement signed, except where otherwise provided. The meanings set forth for defined terms in this Master Service Contract shall
be applicable both for singular and plural forms, and feminine, masculine or gender-neutral defined terms shall include all other
genders.


 


Section 1.02   Interpretation
Criteria. In the event there is a contradiction between the provisions contained in the General
Conditions of this Master Service Contract, its Chapters and annexes hereof, in accordance with the Service in question, the order
of prevalence regarding its interpretation shall be as follows: 


 


		(i)	Chapters
                                                                                                    excluding their annexes.



 


		(ii)	Clauses
                                                                                                     of the General Conditions
                                                                                                     of the Master Service Contract,
                                                                                                     excluding their annexes.
                                                                                                     



 


		(iii)	Annexes.



 


	Clause
    2	Purpose


 


Section 2.01   The
purpose of this Master Service Contract is to regulate the comprehensive provision of Services by CENIT to ECOPETROL, with respect
to ECOPETROL Crude Oil. CENIT shall provide Services with full technical, financial and administrative autonomy in exchange for
payment of Rates by ECOPETROL and in accordance with the Service provided.


 


Notwithstanding the provisions of this
Master Service Contract, the scope, terms and specific conditions for the provision of each of the contracted Services are regulated
in Chapters I, II, III, IV and V.


 




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Section 2.02    In
order to ensure the comprehensive provision of Services contemplated in this Master Service Contract for ECOPETROL, CENIT may
utilize:


 


		(i)	The
                                                                                                      Assets listed in the descriptive
                                                                                                      annexes corresponding to
                                                                                                      each of the Chapters I,
                                                                                                      II, III, IV and V of this
                                                                                                      Master Service Contract,
                                                                                                      or



 


		(ii)	All
                                                                                                       additional or supplementary
                                                                                                       infrastructure that is
                                                                                                       developed and/or acquired
                                                                                                       and/or transferred and/or
                                                                                                       leased and/or that CENIT
                                                                                                       has available following
                                                                                                       the Date of Signature hereof,
                                                                                                       that is related to and/or
                                                                                                       incidental to the Assets
                                                                                                       referenced in (i) above
                                                                                                       and that is necessary or
                                                                                                       advisable to ensure the
                                                                                                       provision of the Services
                                                                                                       contemplated in this Master
                                                                                                       Service Contract. The Parties
                                                                                                       understand that the infrastructure
                                                                                                       referred to in this sub-paragraph
                                                                                                       shall not include the infrastructure
                                                                                                       referenced in Section 2.03
                                                                                                       of the General Conditions
                                                                                                       of this Master Service
                                                                                                       Contract.



 


Section 2.03    This
Master Service Contract may include the provision of Services regarding: 


 


		(i)	All
                                                                                                      infrastructure that following
                                                                                                      the conclusion of this Master
                                                                                                      Service Contract is acquired
                                                                                                      by and/or becomes available
                                                                                                      to CENIT, and that:



 


		(a)	Is
                                                                                                            not listed in the
                                                                                                            annexes for Chapters
                                                                                                            I, II, III, IV and
                                                                                                            V hereof, and, 



 


		(b)	Is
                                                                                                            not necessary or advisable
                                                                                                            to ensure the provision
                                                                                                            of the Services contemplated
                                                                                                            in this Master Service
                                                                                                            Contract. With respect
                                                                                                            to such infrastructure,
                                                                                                            CENIT is required
                                                                                                            to offer access to
                                                                                                            such infrastructure
                                                                                                            to ECOPETROL, in identical
                                                                                                            conditions as would
                                                                                                            be offered to any
                                                                                                            other CENIT client,
                                                                                                            except in the case
                                                                                                            of business transactions
                                                                                                            tailored to meet the
                                                                                                            particular requirements
                                                                                                            of a third party.



 


		(ii)	All
                                                                                                       infrastructure that following
                                                                                                       the conclusion of this
                                                                                                       Master Service Contract
                                                                                                       is assigned to CENIT in
                                                                                                       its capacity as concessionaire
                                                                                                       and that:



 


		(a)	Is
                                                                                                            not included in the
                                                                                                            annexes for Chapters
                                                                                                            I, II, III, IV and
                                                                                                            V hereof, and, 



 


		(b)	Is
                                                                                                            not necessary or advisable
                                                                                                            to ensure the provision
                                                                                                            of the Services contemplated
                                                                                                            in this Master Service
                                                                                                            Contract. With respect
                                                                                                            to this, CENIT is
                                                                                                            required to offer
                                                                                                            access to such infrastructure
                                                                                                            to ECOPETROL, in identical
                                                                                                            conditions as would
                                                                                                            be offered to any
                                                                                                            other CENIT client,
                                                                                                            except in the case
                                                                                                            of business transactions
                                                                                                            tailored to meet the
                                                                                                            particular requirements
                                                                                                            of a third party.
                                                                                                            



 


In
each specific instance, CENIT and ECOPETROL shall define the terms under which the respective services shall be included in this
Master Service Contract.


 




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	Clause
    3	Capacity
    Contracted by ECOPETROL 


 


Section 3.01   For
the comprehensive provision of Services, CENIT is required to guarantee for ECOPETROL the capacity necessary to transport ECOPETROL
Crude Oil up to the Capacity Contracted by ECOPETROL. 


 


Section 3.02   Notwithstanding
the special considerations provided for in Chapters I, II, III, IV and V of this Master Service Contract, the Capacity Contracted
by ECOPETROL shall include the following modalities: (i) Firm Capacity and (ii) Additional Capacity. 


 


Section 3.03   Notwithstanding
the provisions in Sections 3.04, 3.05 and 3.07, CENIT warrants to ECOPETROL that for the effective term of the Master Service
Contract, it shall maintain availability of its Firm Capacity for each Asset at an amount that is no less than the figure resulting
from the following formula:


 


Minimum Firm Capacity Availability
= 0.9 x FC x (365 – S)


 


Where,


 


		·	FC
                                                                                                               is the Firm Capacity
                                                                                                               for each Asset;
                                                                                                               and



		·	S
                                                                                                               is the number of
                                                                                                               Days the applicable
                                                                                                               Service will be
                                                                                                               suspended due to
                                                                                                               a Justified Event.
                                                                                                               



 


Only during 2013, the Minimum Firm Capacity
Availability for each Asset shall be calculated using the following formula:


 


Minimum Firm Capacity
Availability = 0.9 x FC x (270 – S)


 


Section 3.04    Firm
Capacity.


 


		(i)	Upon
                                                                                                      signature of this Master
                                                                                                      Service Contract, ECOPETROL
                                                                                                      shall have a Firm Capacity
                                                                                                      for each of the Assets,
                                                                                                      as specified in the annexes
                                                                                                      to Chapters I, II, III,
                                                                                                      IV and V hereof. 



 


		(ii)	With
                                                                                                       respect to Firm Capacity:
                                                                                                       



 


		(a)	As
                                                                                                            specified in the annexes
                                                                                                            to Chapters I, II,
                                                                                                            III, IV and V hereof,
                                                                                                            ECOPETROL shall have
                                                                                                            a portion of such
                                                                                                            capacity under the
                                                                                                            “Ship or Pay”
                                                                                                            modality, pursuant
                                                                                                            to the definition
                                                                                                            contained in Clause
                                                                                                            34 of the General
                                                                                                            Conditions of this
                                                                                                            Master Service Contract.



 


		(b)	As
                                                                                                            specified in the annexes
                                                                                                            to Chapters I, II,
                                                                                                            III, IV and V hereof,
                                                                                                            ECOPETROL shall have
                                                                                                            a portion of such
                                                                                                            capacity under the
                                                                                                            “Ship and Pay”
                                                                                                            modality, pursuant
                                                                                                            to the definition
                                                                                                            contained in Clause
                                                                                                            34 of the General
                                                                                                            Conditions of this
                                                                                                            Master Service Contract.



 


		(c)	As
                                                                                                            a result of the provisions
                                                                                                            set forth in sub-paragraphs
                                                                                                            (a) and (b) above:



 




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		1.	The
                                                                                                          sum total of contracted
                                                                                                          capacities under the
                                                                                                          “Ship or Pay”
                                                                                                          and “Ship and Pay”
                                                                                                          modalities amounts to
                                                                                                          one hundred percent
                                                                                                          (100%) of the Firm Capacity
                                                                                                          contracted by ECOPETROL.
                                                                                                          



 


		2.	Firm
                                                                                                          Capacity contracted
                                                                                                          under the “Ship
                                                                                                          or Pay” modality
                                                                                                          and Firm Capacity contracted
                                                                                                          under the “Ship
                                                                                                          and Pay” modality
                                                                                                          shall comprise percentages
                                                                                                          of the total Firm Capacity,
                                                                                                          based on the specifications
                                                                                                          in the annexes to the
                                                                                                          respective Chapters
                                                                                                          hereof. As of the Date
                                                                                                          of Signature, such percentages
                                                                                                          equal seventy-seven
                                                                                                          percent (77%) for the
                                                                                                          “Ship or Pay”
                                                                                                          modality and twenty-three
                                                                                                          percent (23%) for the
                                                                                                          “Ship and Pay”
                                                                                                          modality. 



 


Section
3.05    Specific rights concerning Firm Capacity. ECOPETROL
shall be entitled to release and/or assign in whole or in part Firm Capacity, based on the rules set forth below:


 


		(i)	Temporary
                                                                                                          Firm Capacity Release
                                                                                                          under “Ship or
                                                                                                          Pay” modality:
                                                                                                          



 


		(a)	ECOPETROL
                                                                                                            may at any point make
                                                                                                            the Firm Capacity
                                                                                                            under the “Ship
                                                                                                            or Pay” modality
                                                                                                            available to CENIT,
                                                                                                            either fully or in
                                                                                                            part, on a temporary
                                                                                                            basis.



 


It
shall be understood that ECOPETROL releases such capacity in the following cases:


 


		1.	When
                                                                                                         ECOPETROL notifies CENIT
                                                                                                         by any means of the volumes
                                                                                                         it releases and the time
                                                                                                         for which the capacity
                                                                                                         release will be effective.
                                                                                                         



 


		2.	When
                                                                                                         ECOPETROL fails to nominate
                                                                                                         volumes within the Firm
                                                                                                         Capacity, in which case
                                                                                                         the release time shall
                                                                                                         be understood to be the
                                                                                                         respective Operational
                                                                                                         Month; and 



 


		3.	When
                                                                                                         ECOPETROL fails to use
                                                                                                         all or part of its Scheduled
                                                                                                         Capacity, in which case
                                                                                                         the release time shall
                                                                                                         be understood to be the
                                                                                                         respective Day. 



 


		(b)	For
                                                                                                            Temporary Capacity
                                                                                                            Release the Parties
                                                                                                            shall agree on the
                                                                                                            procedure for ensuring
                                                                                                            its commercialization.



 


If
the Parties agree that CENIT is to market the Temporary Capacity Release, CENIT shall be required, on an ongoing basis, to offer
and put forth its best efforts to market it. It is understood that CENIT shall offer the Temporary Capacity Release to third parties
at such time as CENIT’s Available Asset Capacity is exhausted. 


 




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		(c)	ECOPETROL
                                                                                                          shall not be required
                                                                                                          to pay the Service Rate
                                                                                                          with regard to any Temporary
                                                                                                          Capacity Release that
                                                                                                          CENIT or ECOPETROL successfully
                                                                                                          markets to a third party.



 


		(d)	ECOPETROL
                                                                                                          shall pay a Service
                                                                                                          Rate on the Temporary
                                                                                                          Capacity Release when
                                                                                                          CENIT or ECOPETROL are
                                                                                                          unable to market such
                                                                                                          Temporary Capacity Release.



 


		(e)	With
                                                                                                          regard to ECOPETROL’s
                                                                                                          Temporary Capacity Releases
                                                                                                          which CENIT successfully
                                                                                                          markets, ECOPETROL shall
                                                                                                          remit to CENIT a Marketing
                                                                                                          Rate to be agreed by
                                                                                                          the Parties and shall
                                                                                                          not be required to pay
                                                                                                          any additional Rate.
                                                                                                          In any event, the amount
                                                                                                          of the Marketing Rate
                                                                                                          agreed by the Parties
                                                                                                          shall not be greater
                                                                                                          than:



 


		1.	For
                                                                                                        released and marketed
                                                                                                        capacities of up to twenty
                                                                                                        thousand (20,000 BPCD)
                                                                                                        Barrels per Calendar Day,
                                                                                                        the Marketing Rate shall
                                                                                                        not exceed ten percent
                                                                                                        (10%) of the Service Rate
                                                                                                        corresponding to the Asset(s)
                                                                                                        subject to temporary release
                                                                                                        by ECOPETROL.



 


		2.	For
                                                                                                          released and marketed
                                                                                                          capacities in excess
                                                                                                          of twenty thousand (20,000
                                                                                                          BPCD), the Marketing
                                                                                                          Rate shall not exceed
                                                                                                          seven percent (7%) of
                                                                                                          the Service Rate corresponding
                                                                                                          to the Asset(s) subject
                                                                                                          to temporary release
                                                                                                          by ECOPETROL.



 


		(f)	CENIT
                                                                                                          shall not be required
                                                                                                          to accept nominations
                                                                                                          from ECOPETROL with
                                                                                                          respect to the Temporary
                                                                                                          Capacity Release, except
                                                                                                          in the event that it
                                                                                                          has not successfully
                                                                                                          marketed such Temporary
                                                                                                          Capacity Release.



 


		(g)	In
                                                                                                          those cases where various
                                                                                                          users release capacity
                                                                                                          for the respective Asset
                                                                                                          and CENIT markets a
                                                                                                          portion of such Temporary
                                                                                                          Capacity Release, for
                                                                                                          purposes of applying
                                                                                                          the rules set forth
                                                                                                          in letters (c) and (e)
                                                                                                          above, CENIT shall distribute
                                                                                                          such marketed capacity
                                                                                                          among the users that
                                                                                                          have released capacity,
                                                                                                          based on the proportion
                                                                                                          of contracted firm capacity
                                                                                                          held by each one of
                                                                                                          the users that have
                                                                                                          released capacity. 



 


		(h)	The
                                                                                                          release of capacity
                                                                                                          does not involve contractual
                                                                                                          modification of the
                                                                                                          Firm Capacity under
                                                                                                          ECOPETROL’s “Ship
                                                                                                          or Pay” modality.
                                                                                                          



 


		(ii)	Permanent
                                                                                                       Firm Capacity Release under
                                                                                                       the “Ship or Pay”
                                                                                                       modality: 



 


		(a)	Within
                                                                                                          the first ten (10) Calendar
                                                                                                          Years of the Completion
                                                                                                          Period of the Master
                                                                                                          Service Contract, ECOPETROL
                                                                                                          may permanently make
                                                                                                          available to CENIT all
                                                                                                          or part of the contracted
                                                                                                          Firm Capacity.



 


		(b)	For
                                                                                                          purposes of the Permanent
                                                                                                          Capacity Release, ECOPETROL
                                                                                                          may at any time notify
                                                                                                          CENIT, and by any written
                                                                                                          means, of the volumes
                                                                                                          it is releasing of the
                                                                                                          respective Firm Capacity
                                                                                                          and the Asset to which
                                                                                                          such Permanent Capacity
                                                                                                          Release applies. The
                                                                                                          Permanent Capacity Release
                                                                                                          shall be effective as
                                                                                                          of the first (1st)
                                                                                                          Day of the third (3rd)
                                                                                                          month following the
                                                                                                          date of notification
                                                                                                          of such permanent release.



 




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		(c)	Following
                                                                                                          the first ten (10) Calendar
                                                                                                          Years of the Completion
                                                                                                          Period of the Master
                                                                                                          Service Contract, ECOPETROL
                                                                                                          may permanently make
                                                                                                          available to CENIT,
                                                                                                          at any time, all or
                                                                                                          part of the Firm Capacity.
                                                                                                          In this case of capacity
                                                                                                          release, the Firm Capacity
                                                                                                          shall only be modified
                                                                                                          when expressly accepted
                                                                                                          by CENIT. 



 


		(d)	ECOPETROL
                                                                                                          shall not be required
                                                                                                          to pay any Rate with
                                                                                                          regard to Permanent
                                                                                                          Capacity Release.



 


		(e)	The
                                                                                                        permanent capacity release
                                                                                                        leads to a contractual
                                                                                                        modification of ECOPETROL’s
                                                                                                        Firm Capacity. In order
                                                                                                        to determine the modified
                                                                                                        amount of Firm Capacity
                                                                                                        for each modality, the
                                                                                                        percentages set forth
                                                                                                        in Section 3.04 (ii) (c)
                                                                                                        (2) of the General Conditions
                                                                                                        shall be applied to the
                                                                                                        total amount of capacity
                                                                                                        that ECOPETROL has advised
                                                                                                        it will permanently release. 



 


		(f)	When
                                                                                                        ECOPETROL permanently
                                                                                                        releases capacity as a
                                                                                                        result of the termination
                                                                                                        or modification of the
                                                                                                        contract in force with
                                                                                                        the National Hydrocarbons
                                                                                                        Agency for the purchase
                                                                                                        of royalty Crude Oil,
                                                                                                        the Permanent Capacity
                                                                                                        Release shall modify the
                                                                                                        Firm Capacity:



 


		1.	When
                                                                                                     the release occurs during
                                                                                                     the first ten (10) Calendar
                                                                                                     Years of the Master Service
                                                                                                     Agreement, the percentages
                                                                                                     set forth in Section 3.04
                                                                                                     (ii) (c) (2) the General
                                                                                                     Conditions shall be applied
                                                                                                     to the total amount of capacity
                                                                                                     that ECOPETROL has advised
                                                                                                     it will permanently release.



 


		2.	Following
                                                                                                        the tenth Calendar Year
                                                                                                        the Master Service Contract
                                                                                                        has been in force, ECOPETROL
                                                                                                        may only unilaterally
                                                                                                        release capacity for volumes
                                                                                                        corresponding to royalty
                                                                                                        hydrocarbons that, pursuant
                                                                                                        to an order from the National
                                                                                                        Hydrocarbons Agency (or
                                                                                                        the entity acting in its
                                                                                                        stead) or from ECOPETROL
                                                                                                        in its capacity as purchaser,
                                                                                                        shall no longer form part
                                                                                                        of the contract(s) for
                                                                                                        royalty purchases that
                                                                                                        ECOPETROL has in effect
                                                                                                        at any given time. 



 


In
this case, it shall be understood that Permanent Capacity Release corresponds solely to the Firm Capacity subject to the “Ship
or Pay” modality. Consequently, the percentages set forth in Section 3.04 (ii) (c) (2) of the General Conditions shall be
adjusted based on the total amount of the capacity that ECOPETROL has indicated it will permanently release.  


 


		(iii)	Assignment
                                                                                                        of rights to Firm Capacity:



 


		(a)	ECOPETROL
                                                                                                          may temporarily or permanently
                                                                                                          assign all or a portion
                                                                                                          of its contractual rights
                                                                                                          to the Firm Capacity
                                                                                                          agreed in this Master
                                                                                                          Service Contract. 



 




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		(b)	Should
                                                                                                          ECOPETROL exercise the
                                                                                                          option mentioned in
                                                                                                          the previous sub-paragraph,
                                                                                                          the following aspects
                                                                                                          must be taken into account:
                                                                                                          



 


		1.	ECOPETROL
                                                                                                     must inform CENIT of the
                                                                                                     volume of the capacity assigned
                                                                                                     to a third party, as well
                                                                                                     as of the effective time
                                                                                                     of the assignment for cases
                                                                                                     involving temporary assignment.
                                                                                                     



 


		2.	CENIT
                                                                                                           shall have a period
                                                                                                           of fifteen (15) Days
                                                                                                           to inform ECOPETROL
                                                                                                           of any objection it
                                                                                                           may have regarding
                                                                                                           any third party assignee.
                                                                                                           CENIT may not object
                                                                                                           to the assignment in
                                                                                                           cases where the third
                                                                                                           party assignee meets
                                                                                                           the following conditions:



 


		(A)	The assignee is a duly organized
                                                                   legal entity whose validity is at least equal to that of the
                                                                   assignment period, plus three (3) Calendar Years;



 


		(B)	The assignee has the financial
                                                                   capacity to satisfy the assigned obligations;



 


		(C)	The assignee grants to CENIT,
                                                                   if it so requests, an adequate guarantee to the satisfaction
                                                                   of the latter with respect to the obligations that are assumed;
                                                                   and



 


		(D)	The assignee is not authorized
                                                                   to in turn assign such rights to a third party, except where
                                                                   previously approved by CENIT.



 


		3.	The
                                                                                                           assignment of rights
                                                                                                           carried out by ECOPETROL
                                                                                                           and to which CENIT
                                                                                                           does not object, shall
                                                                                                           be fully binding and
                                                                                                           obligatory for CENIT.
                                                                                                           



 


		4.	The
                                                                                                           exercise of the rights
                                                                                                           to Firm Capacity by
                                                                                                           the assignee shall
                                                                                                           be subject to the execution
                                                                                                           of a separate contract
                                                                                                           between the third party
                                                                                                           and CENIT.



 


		5.	ECOPETROL
                                                                                                           shall not be jointly
                                                                                                           liable with the assignee
                                                                                                           regarding the obligations
                                                                                                           under its responsibility
                                                                                                           that are derived as
                                                                                                           a result of the assignment
                                                                                                           of Firm Capacity. 



 


		6.	As
                                                                                                           a result of the Firm
                                                                                                           Capacity transfers,
                                                                                                           ECOPETROL shall not
                                                                                                           be required to pay
                                                                                                           any Rate for such assigned
                                                                                                           capacity. 



 


Section 3.06    Additional
Capacity.


 


		(i)	Should
                                                                                                      ECOPETROL so require, CENIT
                                                                                                      is required to offer Additional
                                                                                                      Capacity beyond the Firm
                                                                                                      Capacity in identical conditions
                                                                                                      as would be offered to a
                                                                                                      third party, subject to
                                                                                                      the existence of Unused
                                                                                                      Capacity. 



 




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		(ii)	Any
                                                                                                       Additional Capacity utilized
                                                                                                       by ECOPETROL shall be understood
                                                                                                       as having been agreed under
                                                                                                       the “Ship and Pay”
                                                                                                       modality, subject to the
                                                                                                       existence of Unused Capacity
                                                                                                       and shall be compensated
                                                                                                       by the payment of Service
                                                                                                       Rates applicable for the
                                                                                                       Services effectively provided
                                                                                                       to ECOPETROL. 



 


Section
3.07    Addition to Firm Capacity. At any time, the Parties may agree that
all or part of the Additional Capacity requested by ECOPETROL be added as Firm Capacity, for which the Parties shall enter into
the respective agreement whereby the conditions for completing such additional shall be defined.



 


Section 3.08    In
identical conditions as those offered to third parties, any increase in capacity in the Assets obtained by CENIT as of the Date
of Signature of this Master Service Agreement, may be contracted by ECOPETROL under the Additional Capacity or Firm Capacity modality.



 


Any change to the Firm Capacity pursuant
to the provisions of Section 3.08 shall require a previous written agreement by the Parties.


 


Section 3.09    The
Parties understand ECOPETROL’s position vis-á-vis other Shippers or users of the Assets is diminished if: (i) it
constitutes or grants new easements for the Assets to third parties; (ii) extends the term of existing easements with regard to
the Assets and thereby affects the rights of ECOPETROL as derived from this Master Service Agreement; (iii) grants, allows or
acknowledges for any user or Shipper privileges or priority regarding access to the infrastructure that diminish the status of
Shipper held by ECOPETROL by virtue of this Master Service Contract, with the exception of the Preferential Right for royalty
Crude Oil. 


 


	Clause
    4	Terms
    


 


Section 4.01  Term
of Validity. This Master Service Contract shall take effect on the Date of Signature and shall
remain in effect until it is terminated. The foregoing is without prejudice to the provision contained in number (iv) of Section
31.01 of the General Conditions hereof. 


 


Section 4.02   Completion
Period. CENIT is required to unconditionally and irrevocably, and subject to the conditions
hereof, provide ECOPETROL with the Services described in this Master Service Contract, as of the Commencement Date to the thirty-first
(31st) of March, 2044.


 


For purposes of formalizing the commencement
of each of the Services to be provided, the Parties shall sign a certificate of commencement specific to each one of these.


 


The Completion Period shall not be impacted
when (a) CENIT’s permits, licenses or authorizations required in order to provide one or more of the contracted Services
are not granted; (b) CENIT’s permits, licenses or authorizations required in order to provide one or more of the contracted
Services are cancelled; (c) CENIT’s permits, licenses or authorizations required in order to provide one or more of the
contracted Services cannot be extended. Should any of these situations arise, CENIT shall still be required to provide those Services
that are not impacted by the failure to grant, cancellation, inability to extend or lack of permits, licenses or authorizations,
notwithstanding any responsibility attributable to CENIT, when these cases, for reasons attributable to CENIT, impact the continuity
of Services provided to ECOPETROL.


 




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Section 4.03Extension.
The Completion Period shall be extended automatically in periods of five (5) Calendar Years.
ECOPETROL must have funds available in the budget as a necessary condition for the automatic extension to take effect. ECOPETROL
must notify CENIT, no less than six (months) in advance of the date of expiration of the Completion Period, of the Services that
will be extended automatically, in accordance with existing availability of budgetary funds.


 


	Clause
    5	Value
    of the Contract and Consideration 


 


Section 5.01   Value
of the Contract. This Master Service Contract is for an undetermined amount. The final value
of this Master Service Contract shall be established once it has been terminated and final settlement has occurred. 


 


Section 5.02   Consideration.
CENIT shall be compensated for the Services through payment of Service Rates pursuant to the
terms and conditions established in the General Conditions and the Chapter regulating the respective Service.


 


ECOPETROL
shall only be required to pay CENIT the Service Rate applicable to Services provided to ECOPETROL, and under the terms agreed
in this Master Service Contract. Consequently, ECOPETROL shall not be required to make additional payments. 


 


Section 5.03   Comprehensive
nature of Service Rates. Service Rates shall include all costs, expenses, risks and utility
associated with providing the Services contemplated under the Master Service Agreement. 


 


Section 5.04    Notwithstanding
CENIT’s contractual responsibility, ECOPETROL shall not be required to remit Service Rates for: 


 


		(i)	The
                                                                                                      volumes of ECOPETROL Crude
                                                                                                      Oil corresponding to Identifiable
                                                                                                      Losses, except where CENIT
                                                                                                      demonstrates that they were
                                                                                                      attributable to a Justified
                                                                                                      Event and that all Reasonable
                                                                                                      Efforts were put forth;
                                                                                                      or



 


		(ii)	The
                                                                                                       volumes of ECOPETROL Crude
                                                                                                       Oil corresponding to Non-Identifiable
                                                                                                       Losses exceeding the maximum
                                                                                                       allowable tolerance under
                                                                                                       the law for these losses
                                                                                                       or the tolerance agreed
                                                                                                       by the Parties. 



 


ECOPETROL shall remit the applicable Rate
in those situations where CENIT provides the same volumes to ECOPETROL in kind, in the grades delivered by ECOPETROL, or its equivalent
in offset volumes.


 


Section 5.05    Review
of Service Rates. Service Rates may be reviewed: 


 


		(i)	For
                                                                                                      Crude Oil Transportation
                                                                                                      Service:



 




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		(a)	In
                                                                                                            each rate period or
                                                                                                            in the situations
                                                                                                            permitted under law,
                                                                                                            pursuant to the provisions
                                                                                                            of the Ministry of
                                                                                                            Mines and Energy Resolution
                                                                                                            12 4386 of 2010, as
                                                                                                            amended or superseded;
                                                                                                            



 


		(b)	At
                                                                                                            any time when changes
                                                                                                            to the regulations
                                                                                                            for this activity
                                                                                                            occur; or 



 


		(c)	When
                                                                                                            CENIT establishes
                                                                                                            more favorable conditions
                                                                                                            for Shippers than
                                                                                                            those set forth in
                                                                                                            this Master Service
                                                                                                            Contract for ECOPETROL,
                                                                                                            taking into consideration
                                                                                                            the applicable contracting
                                                                                                            schedules.



 


		(ii)	For
                                                                                                       other Services, every four
                                                                                                       (4) years from the Date
                                                                                                       of Signature, for which
                                                                                                       a new written agreement
                                                                                                       modifying current Rates
                                                                                                       will be necessary. 



 


When
either of the Parties requests that a Rate be revised, the other Party shall be required to provide the respective studies in
advance, for which the Party requesting the revision shall submit or furnish all supporting documentation on which its request
is based. The Party completing the study may refuse to modify the Rate only by reasonable written justification.


 


In
the event of disagreement, the interested Party may pursue the mechanisms provided for under Clause 24 of the General Conditions
of the Master Service Contract, which shall not imply the suspension of the respective Services or the suspension of ECOPETROL’s
obligation to continue remitting the respective Service Rate in force.


 


Section
5.06   Agreements concerning Benefits, Discounts and Monetary Conditions. At
any time while this Master Service Contract is in force, the Parties may agree in writing on benefits, discounts or Monetary
Conditions concerning contracted Services. 


 


Section 5.07    Readjustment
of Rates. Rates shall be readjusted as follows:


 


		(i)	Rates
                                                                                                      corresponding to Crude Oil
                                                                                                      Transportation Service shall
                                                                                                      be readjusted annually by
                                                                                                      applying the formula set
                                                                                                      forth in Article 13 of the
                                                                                                      Ministry of Mines and Energy
                                                                                                      Resolution 12 4386 of 2010,
                                                                                                      as amended, supplemented
                                                                                                      or superseded. 



 


		(ii)	Rates
                                                                                                       for other Services shall
                                                                                                       be readjusted each Calendar
                                                                                                       Year by using: 



 


		(a)	The
                                                                                                            consumer price index
                                                                                                            published by the National
                                                                                                            Administrative Department
                                                                                                            of Statistics, or
                                                                                                            the entity that may
                                                                                                            replace it, corresponding
                                                                                                            to the immediately
                                                                                                            preceding Calendar
                                                                                                            Year, for those Rates
                                                                                                            agreed in Colombian
                                                                                                            pesos; 



 


		(b)	The
                                                                                                            Consumer Price Index
                                                                                                            of the United States
                                                                                                            of America, series
                                                                                                            CPI for All Urban
                                                                                                            Consumers (CPI-U)
                                                                                                            1982-84=100 (Unadjusted)
                                                                                                            - CUUR0000SA0 corresponding
                                                                                                            to the immediately
                                                                                                            preceding Calendar
                                                                                                            Year, pursuant to
                                                                                                            the data reported
                                                                                                            by the Bureau of Labor
                                                                                                            Statistics or the
                                                                                                            entity that may replace
                                                                                                            it, for Rates agreed
                                                                                                            in United States dollars.
                                                                                                            



 




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	Clause
    6	Invoicing
    and Payment


 


Section 6.01   Invoicing.
CENIT shall issue an original and copy of individual invoices for each Service, i.e. Crude Oil
Transportation Service, Tank Truck Crude Oil Unloading Service, Crude Oil Loading Service at Ports, Tank Truck Crude Oil Loading
Service and marketing service for Temporary Capacity Release.


 


Crude Oil Transportation Service, Tank
Truck Crude Oil Unloading Service, Crude Oil Loading Service at Ports and Tank Truck Crude Oil Loading Service shall be invoiced
monthly within the first twenty (20) Days of the Operational Month. 


The volumes that must be taken into account
when invoicing for Crude Oil Transportation Service, Tank Truck Crude Oil Unloading Service, Crude Oil Loading Service at Ports
and Tank Truck Crude Oil Loading Service under the “Ship or Pay” modality shall be the volumes corresponding to the
Firm Capacity in effect as of the invoice date.


 


The volumes that must be taken into account
when invoicing for Crude Oil Transportation Service, Tank Truck Crude Oil Unloading Service, Crude Oil Loading Service at Ports
and Tank Truck Crude Oil Loading Service under the “Ship and Pay” modality and Additional Capacity, shall be the volumes
corresponding to ECOPETROL’s Scheduled Capacity for the Operational Month.


 


Section 6.02    Notwithstanding
the foregoing, CENIT must provide ECOPETROL with an annex providing for the breakdown of the invoice based on the following factors:



 


		(i)	Detail
                                                                                                      concerning the volume invoiced
                                                                                                      for each Pipeline, Unloading
                                                                                                      Platform, Port and Loading
                                                                                                      Platform.



 


		(ii)	Detail
                                                                                                       concerning the Crude Oil
                                                                                                       Transportation Rate, Tank
                                                                                                       Truck Crude Oil Unloading
                                                                                                       Rate, Crude Oil Loading
                                                                                                       at Ports Rate, Tank Truck
                                                                                                       Crude Oil Loading Rate
                                                                                                       for the service invoiced
                                                                                                       for each Pipeline, Unloading
                                                                                                       Platform, Port and Loading
                                                                                                       Platform.



 


Section 6.03    In
order to facilitate and expedite the verification of ECOPETROL’s invoices, CENIT shall send a PDF copy of the invoice and
any corresponding debit or credit notes via e-mail the same day the invoice is prepared, to the e-mail account registered to ECOPETROL.


 





Section 6.04     Currency.
Invoices shall be issued in United States dollars.


 





Section 6.05    Payment.
ECOPETROL is required to remit irrevocable payment of the invoice within thirty (30) Days following
its date of issuance, in Colombian pesos or United States dollars pursuant to the agreement of the Parties, to the bank account
registered to ECOPETROL, in immediately available funds and in accordance with CENIT’s Asset Laundering Policy. In the event
of a disagreement, the Parties accept that in all cases the payment shall be made in Colombian pesos. 


 


ECOPETROL
may remit payment for invoices in United States dollars, provided that the Colombian exchange legislation in force allows payment
in dollars by national residents. 


 




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For
purposes of payment for Services in pesos, the amount of the payment shall be determined by using the respective service Rate
in dollars as a base and applying the official Representative Market Rate (TRM, for its initials in Spanish) certified by the
Financial Superintendence applicable to the Date of payment. 


 


Section 6.06    Invoicing
Disputes.


 


		(i)	CENIT
                                                                                                      must provide ECOPETROL with
                                                                                                      invoices for each service
                                                                                                      provided, yet in no case
                                                                                                      shall its receipt imply
                                                                                                      acceptance of the respective
                                                                                                      invoice.



 


		(ii)	ECOPETROL
                                                                                                       shall have a period of
                                                                                                       ten (10) business days
                                                                                                       as of the date of issuance
                                                                                                       of the invoices for each
                                                                                                       service, to review or dispute
                                                                                                       them. Upon the expiry of
                                                                                                       this period, if ECOPETROL
                                                                                                       has not raised an objection,
                                                                                                       the invoice shall be understood
                                                                                                       to have been accepted in
                                                                                                       its entirety by ECOPETROL.
                                                                                                       Objections to the invoice
                                                                                                       shall not disrupt the payment
                                                                                                       period for those amounts
                                                                                                       that are not in dispute.



 


ECOPETROL shall provide notice to CENIT
within the period provided concerning any disputed invoice so that it may be adjusted and corrected, clearly specifying the sections
that should be adjusted and corrected and the respective reasons why.


 


CENIT must respond to the objection within
ten (10) business days following its receipt, provided that ECOPETROL provides CENIT with all documentation giving rise to the
dispute, except where the Parties determine via mutual agreement to extend this period as may be advisable given the complexity
of the objection or any other reasonable circumstance.


 


In the event that CENIT fails to respond
to the objection within the aforementioned period, the objection shall be deemed accepted by CENIT. If CENIT makes a determination
about the objection that is favorable to ECOPETROL, it shall be understood that there is no payment obligation for the disputed
invoice as originally submitted. In this case, the receipt date shall be the date of submission of the new invoice.


 


If CENIT decides the objection in its
favor, ECOPETROL shall be required to pay any outstanding amount within ten (10) business days following CENIT’s notification
of its decision regarding the objection. In order to resolve any disagreement, each Party shall provide the other Party with a
copy of the documentation in support of the invoice and the objection. Should ECOPETROL disagree with CENIT’s determination,
ECOPETROL may apply the provisions of Clause 23 of the General Conditions of this Master Service Agreement (Disputes and Direct
Settlement), in which case ECOPETROL shall not be required to remit payment to CENIT of the amount in dispute.


 


Section 6.07    Payment
Delinquency. Notwithstanding the provisions of Section 19.03 of the General Conditions of the Master Service Contract, in
the case of unjustified failure to pay when due invoices are not challenged within a timely manner by ECOPETROL, in accordance
with the provisions of this Clause, ECOPETROL shall pay CENIT (i) interest in pesos at the maximum penalty Rate authorized by
the Financial Superintendence each day the balance due is unpaid, or (ii) interest due in dollars at the maximum annual penalty
Rate of Libor (+4), which under no circumstances may be more than the usury Rate established by Colombian law or less than the
consumer price index for the immediately preceding Calendar Year, for each day the balance due is unpaid. 


 




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Invoices for collection of interest shall
be paid by ECOPETROL within thirty (30) Days following the date they are submitted by CENIT.


 


Invoices issued, as well as this Master
Service Contract, are enforceable per se as a judgment debt, and ECOPETROL and CENIT expressly waive any formal private or legal
declarations of default.


 


Section 6.08    Adjustments
in Invoicing. Adjustment shall be made to invoiced amounts in the following cases:


 


		(i)	In the case of adjustment arising
                                                             from information regarding Volumetric Compensation for Quality agreed
                                                             to by the Parties.



 


		(ii)	In the case of adjustments against
                                                              Barrels actually transported in the case of Ship and Pay and Additional
                                                              Capacity contracts.



 


		(iii)	In cases of adjustments for Temporary
                                                               Capacity Releases that arise and are used by another Shipper under
                                                               the terms of Section 3.05 (i) Temporary Release of Firm Capacity
                                                               under “Ship or Pay” modality and Section 3.05 (iii)
                                                               Assignment of Firm Capacity rights of the General Conditions of
                                                               this Master Service Contract.



 


		(iv)	In the event of adjustments due
                                                              to challenges to the invoices as set forth in this Clause.



 


		(v)	For Identifiable Losses and Non-Identifiable
                                                             Losses attributable to CENIT, for each of the services provided and
                                                             pertinent Assets.



 


		(vi)	Due to Suspension of services performed
                                                              according to the provisions of Clause 19 of the General Conditions
                                                              of this Master Service Contract, for each of the services rendered
                                                              and pertinent Assets.



 


		(vii)	Penalties to ECOPETROL for breach
                                                               of CENIT’s Transportation Program according to the provisions
                                                               of Clause 22 of CENIT’s Transporter Manual, for each of the
                                                               services provided.



 


		(viii)	Any adjustment in keeping with
                                                                the agreement between the Parties, arising from the rights and
                                                                obligations of this Master Service Contract.



 


		(ix)	Any adjustment in keeping with the
                                                              provisions of the annexes to this Master Service Contract.



 


		(x)	In any case, adjustments shall be
                                                             made by issuing invoices or debit or credit notes subject to the
                                                             same provisions regarding payment term, interest, and procedure for
                                                             invoicing disputes stipulated in this Clause.



 




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Section 6.09   If
for any reason CENIT requests that: (i) payments be made to another natural person or legal entity, or (ii) that invoices be prepared
by another natural person or legal entity, such operations of CENIT shall not be binding on ECOPETROL, unless: (a) ECOPETROL is
notified regarding the operation intended by CENIT at least three (3) months prior to issuance of the invoice or payment; (b)
the operation intended by CENIT does not affect rights in effect on the date of the operation or the future rights of ECOPETROL;
and (c) in the event of acceptance by ECOPETROL, the assignee complies with all of the requirements established by ECOPETROL for
procedures for invoicing and payments.


 


Section 6.10   ECOPETROL
shall have a period of thirty (30) Days following the date of receipt of notification from CENIT to accept or decline. If ECOPETROL
does not reply within the referenced period, it shall be understood that there is no objection to the intended operation notified
by CENIT.


 


Section 6.11   If
CENIT is interested in factoring the invoices that it issues to ECOPETROL with regard to this Master Service Contract, ECOPETROL
shall first be given the option to pay the individual invoices for each of the following services in advance: Crude Oil Transportation
Service, Tank Truck Crude Oil Unloading Service, Crude Oil Loading Service at Ports, and the Tank Truck Crude Oil Loading Service
in the term and under the discounts stipulated by the Parties.


 


Section 6.12    With
respect to the Crude Oil Storage Service, the terms and conditions applicable to this Clause shall be stipulated by the Parties
taking into account the provisions of Chapter II of this Master Service Contract.


 


	Clause
    7	Representations
    of the Parties


 


Section 7.01   Representations
of ECOPETROL. ECOPETROL represents in favor of and to the benefit of CENIT that:


 


		(i)	It is a company whose corporate purpose
                                                             is carrying out in Colombia or in foreign countries commercial or
                                                             industrial activities pertaining to or related to the exploration,
                                                             production, refining, transportation, storage, distribution and marketing
                                                             of hydrocarbons, their products and any supplementary, connected
                                                             or useful activity for the performance of the foregoing, organized
                                                             in the Republic of Colombia pursuant to Colombian law.



 


		(ii)	It is fully qualified according
                                                              to the laws of the Republic of Colombia to enter into this Master
                                                              Service Contract and to comply with the obligations assumed under
                                                              the same, and it is authorized to enter into it and comply with
                                                              it in accordance with all corporate requirements and other pertinent
                                                              acts.



 




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		(iii)	Notwithstanding the special conditions
                                                               arising from the provisions of Recital 10, the signature and performance
                                                               of the Master Service Contract, and the Chapters and annexes thereto
                                                               do not constitute a violation or breach of the terms or conditions
                                                               of any contract or agreement to which it is a party, its bylaws
                                                               or any law, regulation or court order.



 


		(iv)	ECOPETROL has the respective budgetary
                                                              approval for the multi-annual payments budgeted for performance
                                                              of the Master Service Contract hereunder.



 


Section 7.02   Representations
of CENIT. CENIT represents in favor of and to the benefit of ECOPETROL that:


 


		(i)	It is a simplified joint stock company
                                                             organized in the Republic of Colombia according to Colombian law,
                                                             dedicated primarily to the transportation and storage of hydrocarbons,
                                                             their products and related materials by means of transportation and/or
                                                             storage systems, for which it may design, build, operate, manage,
                                                             develop commercially and own hydrocarbon transportation systems and
                                                             related installations, including without limitation loading platforms,
                                                             unloading platforms and storage tanks, as well as providing services
                                                             related to port operation.



 


		(ii)	It is fully qualified according
                                                              to the laws of the Republic of Colombia, its company bylaws and
                                                              other company or corporate provisions to enter into this Master
                                                              Service Contract and to comply with the obligations assumed hereunder,
                                                              and it is authorized to enter into it and comply with it in accordance
                                                              with all corporate requirements and other pertinent acts.



 


		(iii)	It shall have all the licenses,
                                                               authorizations and permits necessary for compliance with its obligations
                                                               in order to provide the Services.



 


		(iv)	During the effective term of this
                                                              Master Service Contract it shall have available and shall directly
                                                              maintain or contract services for the operation and maintenance
                                                              of infrastructure for transportation and logistics of hydrocarbons
                                                              by an expert operator.



 


		(v)	The signature and performance of
                                                             the Master Service Contract and the Chapters and annexes thereto
                                                             do not constitute a violation or breach of the terms and conditions
                                                             of any contract or agreement to which it is a party, its bylaws or
                                                             any law, regulation or court order.



 


	Clause
    8	Obligations
    of the Parties


 


Section 8.01    Obligations
of CENIT. The following are special obligations of CENIT, among others:


 


		(i)	To comply promptly with all the obligations
                                                             pertaining to it pursuant to the Master Service Contract and current
                                                             law as:



 


		(a)	Employer;



 




    	17



    	 



    

 


		(b)	A party to the contract;



 


		(c)	Agent in the hydrocarbons chain;
                                                                and



 


		(d)	Provider of transportation, loading,
                                                                unloading, storage and operation of Ports.



 


		(ii)	To schedule and provide the Services
                                                              efficiently in accordance with the requirements of ECOPETROL, under
                                                              the terms defined in this Master Service Contract.



 


		(iii)	To operate the infrastructure associated
                                                               with the Services and to perform maintenance on it.



 


		(iv)	To exclusively assume all of the
                                                              operating expenses and capital investments of the Assets. Without
                                                              limitation, CENIT shall also assume on its own accord and at its
                                                              own risk all costs and expenses associated with:



 


		(a)	Operation of the Assets.



 


		(b)	Maintenance of the Assets.



 


		(c)	Investments for integrity or increase
                                                                of capacity or expansions regarding the Assets.



 


		(d)	Abandonment of the Assets.



 


		(v)	To be liable to ECOPETROL for any
                                                             event or situation that constitutes a breach of its contractual obligations.



 


		(vi)	To be liable for:



 


		(a)	Any damage or loss that may be
                                                                incurred by third parties during the performance of the activities
                                                                or execution of the obligations established in this Master Service
                                                                Contract.



 


		(b)	Any penalty and/or fine arising
                                                                from failure to comply with the law or failure to comply with
                                                                the permits, licenses and/or authorizations related to the performance
                                                                of this Master Service Contract.



 


		(vii)	To abstain from carrying out or
                                                               permitting practices or behavior that is not provided for in this
                                                               Master Service Contract and in applicable law, which affects or
                                                               jeopardizes the rights of ECOPETROL as user of the Services.



 


		(viii)	To carry out all the acts and
                                                                procedures necessary to ensure proper performance of the purpose
                                                                of this Master Service Contract.



 


		(ix)	To accept nominations made by ECOPETROL
                                                              within Contracted Capacity related to the Services under this Master
                                                              Service Contract, as well as to receive, store, handle, and deliver
                                                              ECOPETROL Crude Oil, according to the scheduling.



 




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		(x)	To process and/or apply for government
                                                             permits and/or licenses that are necessary to perform the Services
                                                             and the extensions thereof if necessary, and to comply fully with
                                                             the aforementioned authorizations.



 


		(xi)	To assess, collect, and remit the
                                                              transportation tax on Crude Oil belonging to ECOPETROL, as well
                                                              as to send to the Ministry or Mines and Energy or any entity that
                                                              acts in its stead information regarding volumes transported by the Pipeline
                                                              under the Master Service Contract.



 


		(xii)	To notify ECOPETROL as soon as
                                                               reasonably possible of any event that may occur or that may be
                                                               reasonably foreseen, that affects or could affect the provision
                                                               of the Services or the legal effect of this Master Service Contract.



 


		(xiii)	To expedite and maintain updated
                                                                in keeping with national laws and Prudent Industry Practices all
                                                                regulations, manuals and procedures applicable to the Services
                                                                to be performed under this Master Service Contract.



 


		(xiv)	To ensure practices for attending
                                                               to, controlling and mitigating risks associated with the Services
                                                               and for managing contingencies aimed at preventing or mitigating
                                                               the effects vis-à-vis the provision of the Services under
                                                               this Master Service Contract.



 


		(xv)	To promptly provide any reports
                                                              and/or information required by ECOPETROL in the performance of this
                                                              Master Service Contract.



 


		(xvi)	To allow ECOPETROL, at its own cost and subject to prior request at least five (5) Days in
                                                               advance, to carry out an inspection, audit and verification regarding
                                                               information and documentation related to this Master Service Contract.



 


		(xvii)	To facilitate and assist in attending
                                                                to requests of any type that may be made by oversight agencies
                                                                that monitor the activity of ECOPETROL, related to the Services
                                                                and the compliance of obligations under this Master Service Contract.



 


		(xviii)	To permanently assist with and
                                                                 perform all activities related to the Services under this Master
                                                                 Service Contract, in coordination with other Agents that provide
                                                                 to CENIT services of the same or a similar nature and that are
                                                                 necessary to attend to requests made by ECOPETROL.



 


		(xix)	To comply with and ensure that
                                                               contractors related to the provision of the Services comply with
                                                               current standards regarding Hygiene, Safety, and the Environment
                                                               (hereinafter “HSE”).



 


		(xx)	To fully comply with legal provisions
                                                              regarding prevention and monitoring of asset laundering and terrorism
                                                              financing (hereinafter “LA/FT”) as applicable,
                                                              efficiently and promptly implementing policies and procedures necessary
                                                              for such purpose.



 




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		(xxi)	To advance all necessary procedures
                                                               to make needed changes to the Transporter Manual applicable on
                                                               the Date of Signature of the transportation contracts signed by
                                                               ECOPETROL with the partners of the Oil Pipeline of Bicentenario
                                                               S.A., assigned to CENIT under the Asset Contribution Contract.



 


		(xxii)	To discharge all other obligations
                                                                arising from the nature of the Master Service Contract.



 


Section 8.02    Obligations
of ECOPETROL. The following are special obligations of ECOPETROL, among others:


 


		(i)	To comply in a timely manner with
                                                             all the obligations pertaining to it according to the Master Service
                                                             Contract and current law as:



 


		(a)	Employer;



 


		(b)	A Party to the contract; and



 


		(c)	Agent in the hydrocarbons chain.
                                                                



 


		(ii)	To comply with procedures applicable
                                                              to this Master Service Contract, particularly those associated with
                                                              nominations, Hydrocarbons Quality and Line Filling.



 


		(iii)	To nominate and deliver the nominated
                                                               and accepted quantities of ECOPETROL Crude Oil at the applicable
                                                               Entry Points, as well as to receive the pertinent volumes at the
                                                               Exit Points when applicable.



 


		(iv)	To make payment of the Rates and
                                                              payment of the taxes for which it is responsible under the terms
                                                              and conditions established in this Master Service Contract.



 


		(v)	To be liable for:



 


		(a)	Any
                                                                damage or loss that may be incurred by third parties during the
                                                                performance of the activities or execution of the obligations
                                                                established in this Master Service Contract.



 


		(b)	Any penalty and/or fine arising
                                                                from failure to comply with the law or failure to comply with
                                                                the permits, licenses and/or authorizations related to the performance
                                                                of this Master Service Contract.



 


		(vi)	To make its best efforts to coordinate
                                                              with other Agents who provide the same or similar services to CENIT
                                                              any activities that are necessary in order to avoid hindering performance
                                                              of the obligations of CENIT arising from this Master Service Contract.



 


		(vii)	To notify CENIT as soon as reasonably
                                                               possible of any event that arises or that could reasonably be foreseen
                                                               that affects or could affect the provision of the Services or the
                                                               legal effect of this Master Service Contract.



 




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		(viii)	To carry out all the acts and
                                                                procedures necessary to ensure proper performance of the purpose
                                                                of this Master Service Contract.



 


		(ix)	To discharge all other obligations
                                                              arising from the nature of the Master Service Contract.



 


	Clause
    9	Followup
    Committee 


 


Notwithstanding the authority of ECOPETROL
to supervise and audit compliance of the obligations of CENIT, the Parties agree to form a Followup Committee whose principal
objective shall be to monitor performance of the Services, which shall be governed by the following rules:


 


Section 9.01   Formation.
The Followup Committee shall consist of four (4) members and their alternates. Each Party shall appoint two (2) members with
their respective alternates. Each Party may independently replace their members on the Followup Committee, and it shall be necessary
to inform the other Party in writing of any change at least fifteen (15) Days prior to the date the appointed person fills the
position.


 


Section 9.02Duties. The Followup
Committee shall have the following duties:


 


		(i)	To analyze situations that affect
                                                             provision of the Services in order to recommend the actions to be
                                                             taken.



 


		(ii)	To study any items of interest submitted
                                                              by the Parties in order to improve provision of the Services according
                                                              to the requirements of the Parties.



 


		(iii)	To present and track claims submitted
                                                               by ECOPETROL due to or related to performance of the Master Service
                                                               Contract.



 


		(iv)	To define, stipulate, discuss and
                                                              request reports and clarifications that CENIT is required to provide
                                                              to ECOPETROL pursuant to the obligations contained in number (xv)
                                                              of Section 8.01 of the General Conditions of this Master Service
                                                              Contract due to its performance.



 


The duties of the Followup Committee shall
under no circumstances be deemed as an authority of ECOPETROL to co-manage provision of the Services or to affect the technical,
administrative, financial and operating autonomy of CENIT.


 


Section 9.03   Meetings.
The Followup Committee shall meet at least once a month within the first ten (10) Days of the respective month, notwithstanding
the ability to meet at any other time when circumstances require, by communication sent by one of the representatives to the other.


 


Annual scheduling of meetings shall be
carried out by CENIT and sent to ECOPETROL within the first fifteen (15) Days of December of each Calendar Year. For the first
year of the Completion Period of the Master Service Contract, the schedule shall be sent on the last business day of April 2013
at the latest. 


 




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	Clause
    10	Exclusion
    of Employment Affiliation


 


		(i)	This Master Service Contract establishes
                                                             a purely commercial affiliation between the Parties associated with
                                                             the provision of the Services, and therefore this Master Service
                                                             Contract does not entail any employment affiliation or subordination
                                                             or intermediation between the Parties, or between any one of them
                                                             and the personnel that, under the Master Service Contract, each Party
                                                             appoints for its performance.



 


		(ii)	CENIT shall be and shall be considered
                                                              an independent contractor and not the agent, representative, or
                                                              mere intermediary of ECOPETROL. At no time shall CENIT be authorized
                                                              to bind ECOPETROL or to act on its behalf, except with express authorization
                                                              in writing from ECOPETROL. The performance of the Master Service
                                                              Contract shall be under the exclusive supervision and control of
                                                              CENIT.



 


		(iii)	Each Party and its subcontractors,
                                                               and the workers of one and of others, shall not be subordinated
                                                               in the work to the other Party, nor shall they be the other Party’s
                                                               intermediaries, and shall have full technical, administrative and
                                                               managerial autonomy with respect to their obligations under this
                                                               Master Service Contract.



 


	Clause
    11	Claims


 


Notwithstanding (i) the procedure for
claims established for invoices under Section 6.06 of the General Conditions of this Master Service Contract and (ii) the special
procedure established for management of indemnities, any other claim that ECOPETROL may have arising from the performance of this
Master Service Contract shall be submitted in writing within ninety (90) Days following occurrence of the event from which the
claim arose, with any applicable supporting arguments.


 


All claims shall be processed according
to the procedures defined by CENIT for addressing complaints and claims promptly and diligently, within a maximum period of sixty
(60) Days to provide a substantive response to them.


 


This claims procedure does not in any
way affect the rights of ECOPETROL to claim any type of damage, loss or indemnity in accordance with the procedures established
in this Master Service Contract.


 


	Clause
    12	Environmental
    and occupational health liability 


 


Section 12.01 CENIT:


 


		(i)	Acknowledges that it is the sole
                                                             party responsible for any damage or deterioration, however slight,
                                                             that CENIT or its workers or contractors cause related to provision
                                                             of the Services regarding the air, water, ground, or to human health
                                                             and animal or plant life, or for pollution or damage to highways,
                                                             internal roads, streets, marshes, rivers, drainage ditches, parks,
                                                             green areas, residential areas and equipment or plants, as a consequence
                                                             of the performance of its activities, and consequently will hold
                                                             ECOPETROL harmless under the terms of this Master Service Contract.



 




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		(ii)	Declares that it is aware of Colombian
                                                              law on the protection of human health, natural resources and
                                                              the environment, and agrees to comply with it.



 


		(iii)	Acknowledges that it shall be the
                                                               sole party responsible for compliance with laws on occupational
                                                               health, safety of all personnel who work for CENIT or for its
                                                               contractors related to performance of the Services and protection
                                                               of assets.



 


		(iv)	Agrees to implement a special policy
                                                              for protection of health and conservation of the environment, expressly
                                                              making employees and contractors related to provision of the Services
                                                              aware of it.



 


Under such policy, in actual
practice CENIT shall give proper attention to the environment, workers’ health and health of other individuals at the
locations where the Master Service Contract will be performed, preserving the air, water, soil and animal and plant life from
any adverse effect that could arise from activities pertaining to the Master Service Contract and collaborating
closely with ECOPETROL.


 


		(v)	Shall provide all protection systems
                                                             necessary to ensure the safety of the people and assets of ECOPETROL,
                                                             being directly responsible for any damage arising from the performance
                                                             of the Master Service Contract.



 


Section 12.02  ECOPETROL
may carry out periodic inspections at the installations of CENIT related to providing the Services in order to verify compliance
with standards regarding protection of health, environment and assets as well as to detect any harmful or hazardous action, for
which it shall have and has the respective authorization.


 


Any violation of standards regarding protection
of health, environmental protection and handling of assets, as established in this Clause during the performance of this Master
Service Contract shall be corrected by CENIT at its own cost and risk.


 


	Clause
    13	Corporate
    Responsibility 


 


CENIT agrees to:


 


		(i)	Respect and observe the Code of Good
                                                             Governance, the Policies of Comprehensive Responsibility and Corporate
                                                             Responsibility of ECOPETROL and the policies on prevention, oversight,
                                                             and management of the risk of asset laundering and the financing
                                                             of terrorism of ECOPETROL. In the event of contradictory provisions between the
                                                             policies of CENIT and those of ECOPETROL, the Parties agree in good
                                                             faith to agree on a solution and a course of action to follow.



 




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		(ii)	Endeavor to establish and maintain
                                                              good relations with the institutions (authorities) and communities
                                                              located in the regions and areas where the Master Service Contract
                                                              will be performed.



 


		(iii)	Report to the contract manager
                                                               of the Master Service Contract or to the person who carries out
                                                               his/her duties, any incidents or events that could affect its image
                                                               and/or that of ECOPETROL within three (3) business days following
                                                               their occurrence in order to handle the matter jointly.



 


	Clause
    14	Transparency
    commitment


 


The Parties agree to:


 


		(i)	Uphold appropriate behaviors and
                                                             oversight to ensure ethical conduct in accordance with current standards.



 


		(ii)	Refrain from making (directly or
                                                              indirectly or through employees, representatives, affiliates or
                                                              contractors), payments, loans, gifts, bonuses, commissions to employees,
                                                              management, administrators, contractors or providers of the Parties,
                                                              public officials, members of popularly-elected bodies or political
                                                              parties, with the purpose of inducing such persons to carry out
                                                              an act or make a decision or use their influence with the objective
                                                              of contributing in order to obtain or retain business transactions
                                                              related to the Master Service Contract.



 


		(iii)	Refrain from producing incorrect
                                                               records or information or distributing information that affects
                                                               the image of the other Party when it is based on unfounded conjectures.



 


		(iv)	Report to each other any deviation
                                                              from the policy of conduct indicated in this clause.



 





	Clause 15	Code of Good Governance and Asset Laundering Policies.













 


The Parties agree to respect and observe
the Code of Good Governance and Policies of Loyalty and Transparency of CENIT and the Code of Good Governance and Asset Laundering
Policy of ECOPETROL, which shall be available respectively on the websites of CENIT and ECOPETROL. In the event of conflicting
provisions between the policies of CENIT and those of ECOPETROL, the Parties shall implement in good faith the dispute resolution
procedure established in the General Conditions of this Master Service Contract.


 


	Clause
    16	Responsibility


 


Section 16.01   Responsibility
of the Parties.


 





 




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		(i)	The Parties declare that they are
                                                             aware of the conditions of public order and safety of the areas in
                                                             which the purpose of the Master Service Contract will be carried
                                                             out in whole or in part, and each Party assumes responsibility for
                                                             its own risks arising from such conditions.



 


		(ii)	Each Party shall be exclusively
                                                              responsible for damages incurred by third parties due to its activity.
                                                              Specifically, each Party shall be responsible for any loss or damage
                                                              to all third party property or third party injury, illness or death
                                                              as a result of acts or omissions or those of its personnel or those
                                                              of the personnel of its contractors.



 


		(iii)	Compliance with the pertinent legal
                                                               obligations of each of the Parties, between them specifically including
                                                               those related to their operation, their personnel, compliance with
                                                               environmental policies, those related to the legality of rights
                                                               of intellectual property, of tax provisions or any others of a
                                                               similar nature, is the duty and exclusive responsibility of the
                                                               Party with whom the referenced obligation rests, and any noncompliance
                                                               shall only affect the referenced Party.



 


Section 16.02Contractual liability
of CENIT. 


 


		(i)	With
                                                                                               the exception of the provisions
                                                                                               of numbers (ii) and (iii) of this
                                                                                               Section and/or in each Chapter
                                                                                               within the Master Service Contract,
                                                                                               CENIT shall be liable in all cases
                                                                                               for damages incurred by ECOPETROL
                                                                                               that are generated, derived from
                                                                                               or related to, breach in whole
                                                                                               or in part by CENIT, by act or
                                                                                               omission, of the obligations contained
                                                                                               in this Master Service Contract.
                                                                                               



 


		(ii)	CENIT
                                                                                                shall be liable for damages arising
                                                                                                from breach in the availability
                                                                                                of Firm Capacity in any events
                                                                                                in which the latter is under the
                                                                                                Minimum Firm Capacity Availability
                                                                                                established in Section 3.03 of
                                                                                                the General Conditions. 



 


		(iii)	CENIT
                                                                                                 shall only be exonerated in whole
                                                                                                 or in part from liability for
                                                                                                 failure to perform or for defective
                                                                                                 or late performance of its obligations
                                                                                                 under this Master Service Contract
                                                                                                 if it provides full proof that
                                                                                                 the cause of the damage is due
                                                                                                 to a Justified Event and that
                                                                                                 it also made all Reasonable Efforts.



 


Section 16.03Contractual liability
of ECOPETROL. ECOPETROL shall be liable for damages incurred by CENIT that are generated, derived from or related to, breach
in whole or in part by ECOPETROL by act or omission of the obligations under this Master Service Contract, except when there are
grounds for exemption from liability in accordance with the law. 


 


	Clause
    17	Indemnity


 


Section 17.01   CENIT
agrees to protect, defend, indemnify and hold ECOPETROL, parent companies of ECOPETROL, subordinate companies of ECOPETROL (excluding
CENIT), directors of ECOPETROL, officers of ECOPETROL, representatives and/or employees of ECOPETROL harmless from any claim,
complaint, litigation, legal or non-legal action, argument and judgment of any type or nature filed or that may be filed against
any of them by third parties, arising from or related to the activities of Crude Oil Transportation, Crude Oil Storage, Tank Truck
Crude Oil Unloading, Crude Oil Loading at Ports and Tank Truck Crude Oil Loading, except when it is due to events of bad faith
or gross negligence of ECOPETROL.


 




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Consequently all costs and expenses necessary
for repair or compensation of such damages, costs, expenses or loss will be borne exclusively by CENIT, as well as legal and non-legal
costs incurred and attorneys’ fees.


 


Section 17.02   ECOPETROL
agrees to protect, defend, indemnify and hold CENIT, directors of CENIT, officers of CENIT, representatives and/or employees of
CENIT harmless from any claim, complaint, litigation, legal or non-legal action, argument and judgment of any type or nature filed
or that may be filed against any of them by third parties, arising from or related to the performance of the obligations of ECOPETROL
under this Master Service Contract, except when due to events of bad faith or gross negligence of CENIT.


 


Section 17.03   CENIT
and/or ECOPETROL, as applicable (hereinafter the “Claimant Party”), may file claims or the pertinent actions
to enforce the indemnity set forth in Sections 17.01. and 17.02 of Clause 17 of the General Conditions of this Master Service
Contract, subject to the procedure established below:


 


Section 17.04    Indemnity
claim procedure.


 


		(i)	In the event that either of the Claimant
                                                             Parties seeks to be held harmless or defended in the event of the
                                                             indemnity obligations provided in this Clause, the interested Claimant
                                                             Party shall notify the other party (hereinafter the “Respondent
                                                             Party”) promptly regarding the process, claim or loss.



 


		(ii)	In the case of court orders, the
                                                              Claimant Party shall answer the complaint promptly and implead or
                                                              file a formal accusation against the Respondent Party, as applicable,
                                                              unless the Parties reach a direct mutual agreement. The Respondent
                                                              Party may not allege or file an exception on the existence
                                                              of an arbitration clause in this Master Service Contract.



 


		(iii)	In the case of administrative procedures,
                                                               the Claimant Party shall file any timely recourse allowed by governmental
                                                               channels.



 


The Parties may agree at any
time that the Respondent Party shall directly assume the legal or administrative defense of the Claimant Party. In such event,
the Claimant Party shall collaborate and provide assistance to the Respondent Party in order to take necessary or advisable measures
in the course of the process, including conferring powers of attorney.


 


The Parties agree that neither
the Claimant Party nor the Respondent Party may conciliate, settle or in any other way agree or commit to any aspect of the procedure
by means of which the Claimant Party seeks to be held harmless or defended by the Respondent Party, without the prior consent
of the other Party, unless settlement, conciliation or consent includes the unconditional release of the Claimant Party or of
the Respondent Party, as the case may be, from all liability within the process. The aforementioned requested consent may not
be unreasonably denied or delayed by the Party from whom such consent was requested.


 




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		(iv)	The Claimant Party and the Respondent
                                                              Party shall work closely and consistently together regarding the
                                                              situation and the status of any action or means of defense that
                                                              the Claimant Party may have initiated or filed. If the Parties agree
                                                              that the Respondent Party would assume the defense directly, the
                                                              latter shall keep the Claimant Party informed about the status of
                                                              the process. Likewise, the Claimant Party must inform the Respondent
                                                              Party of the status of the process.



 


		(v)	After the process is concluded, as
                                                             applicable, the Respondent Party shall be obligated to pay the Claimant
                                                             Party within a period of not more than sixty (60) Days following
                                                             receipt by the Respondent Party of the Claimant Party’s written
                                                             communication regarding the conclusion of the process, and the amount
                                                             established in the ruling, decision, award or act that ends the process,
                                                             including all applicable interests, default  and penalties,
                                                             as set forth in the respective proceeding.



 


		(vi)	In the event that the decision of
                                                              the Respondent Party is not to initiate or file actions or means
                                                              of defense or, as applicable, the respective response to charges
                                                              and clarifications are not submitted, the Respondent Party shall
                                                              proceed to pay the Claimant Party the pertinent amount according
                                                              to the notification received of third-party claim, and as of the
                                                              payment date shall be released from any liability due to the aforementioned
                                                              procedure or court order.



 


		(vii)	The defense strategy shall endeavor
                                                               to ensure that the Claimant Party is not subject to attachment
                                                               or other loss. If such precautionary measures, attachment or similar
                                                               processes are ordered that affect the operations of the Claimant
                                                               Party, the Respondent Party shall take the pertinent legal steps
                                                               to lift or suspend such measures, doing so promptly and diligently.



 


		(viii)	With regard to any claim of the
                                                                Claimant Party pursuant to the provisions of this Master Service
                                                                Contract, the Respondent Party shall make the pertinent payment:



 


		(a)	Within sixty (60) Days following
                                                                   the date the claim was made, in the event that it concerns
                                                                   a matter regarding which there is no dispute between the Parties;
                                                                   or



 


		(b)	Within sixty (60) Days following
                                                                   the date of the final ruling or the agreement reached regarding
                                                                   the claim, in the event of a dispute between the Parties involved.



 


		(ix)	The Parties agree to cooperate to
                                                              the greatest extent possible in connection with any third-party
                                                              claim regarding which indemnity may or may not be demanded under
                                                              this Master Service Contract.



 




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Section 17.05    If
subsequent to the date the respective legal or administrative process is concluded, a Dispute arises between the Parties with
respect to the indemnity obligation, the same shall be resolved by means of the mechanisms established in Clause 23 of the General
Conditions of this Master Service Contract.


 


	Clause
    18	Confidentiality


 


Section 18.01    The
Parties agree to maintain strictly confidential without disclosing to anyone the information notified as confidential (hereinafter
the “Information”), that was furnished during the performance of this Master Service Contract and during the
activities of ECOPETROL and/or of CENIT.


 


Section 18.02    Notwithstanding
the foregoing, Information may be disclosed only in the following cases:


 


		(i)	When disclosure of the Information
                                                             is required by law;



 


		(ii)	When disclosure of the Information
                                                              is ordered by a competent authority;



 


		(iii)	When the Information in question
                                                               is of the public domain, without being due to any act or omission
                                                               of the Parties; or



 


		(iv)	When the person who provided the
                                                              information has authorized it previously in writing in each case.



 


Section 18.03   For
any Information that must be or needs to be disclosed as stipulated in the foregoing sections, the disclosure in question shall
only take place after consultation, if the deadline granted by law or the authorities who ordered disclosure of the Information
permits, with the Party who provided the Information. In cases in which it is not possible to implement the period granted by
law or the authorities to disclose the Information, the Party disclosing the Information shall subsequently inform the other Party
of the referenced disclosure.


 


Section 18.04    In
addition, the Information shall be understood as being available for disclosure to employees, advisors and officers of the Parties.


 


Section 18.05   The
Parties may disclose the Information without prior written consent of the other to an Affiliate company, provided that the Parties
guarantee that the aforementioned Affiliate company shall observe the confidentiality terms and other conditions of this Master
Service Contract.


 




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Section 18.06    In
all cases, the Parties shall ensure that the individuals to whom the Information is disclosed maintain such Information confidential
and refrain from disclosing it. The Parties shall be responsible for any disclosure of Information by their employees, advisors,
and officers. If the Parties become aware of an unauthorized disclosure of Information, it shall be immediately notified to the
other Party, and they shall jointly take all measures necessary and/or advisable to prevent other disclosures of Information in
the future.


 


Section 18.07   The
Parties shall only use or allow use of the disclosed Information in the performance of this Master Service Contract in order to
comply with it. Disclosure of Information under this Master Service Contract shall not grant any other right.


 


Section 18.08    The
Parties shall be responsible if, through negligent acts or omissions, they disclose or make any Information public outside the
terms provided hereunder in accordance with the law.


 


Section 18.09    Either
of the Parties may demand return of the Information at any time following written notification to the other Party. Within thirty
(30) Days following receipt of such notification, the receiving Party shall return all original Information and shall destroy
or ensure destruction of all copies and reproductions (in any form, including but not limited to electronic means) that it has
in its possession or in possession of individuals to whom it was disclosed under this Master Service Contract. In all cases, at
the end of the Completion Period of the Master Service Contract, each of the Parties shall return to the other Party all original
Information and destroy or ensure destruction of all copies and reproductions (in any form, including but not limited to electronic
means) that it has in its possession or in possession of individuals to whom it was disclosed under this Master Service Contract.


 


Section 18.10 During the Completion
Period, the Parties are required to keep confidential and not disclose the Information expressly identified in writing by
each of them that is protected by copyright or industrial secrecy according to current laws, which is directly delivered by one
of the Parties to the other due to the performance of the Master Service Contract, and agree not to provide such Information to
third parties, unless ordered to do so by legal or administrative authorities or in events in which current legal provisions so
order.


 


This confidentiality Clause shall remain
in effect after termination of the Master Service Contract.


 


	Clause
    19	Suspension


 


Section 19.01   Suspension
of the Services. Provision of the Services may be suspended in part when:


 


		(i)	In the case of Justified Events.
                                                             In these cases the affected Party shall notify the other Party, first
                                                             by the most expeditious means and later in writing within a maximum
                                                             period of twenty-four (24) hours regarding the respective situation,
                                                             indicating the events that brought about the Justified Event. Also,
                                                             the lifting of the Justified Event and its consequences will be communicated
                                                             in writing within twenty-four (24) hours of the conclusion of the
                                                             respective Justified Event.



 




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The Party affected by a Justified
Event is required to do everything reasonably advisable and possible, under extraordinary conditions, to mitigate and minimize
the effects of the Justified Event, as well as to overcome them as soon as possible.


 


Partial suspension of the Services
does not authorize either of the Parties to interrupt performance of their other contractual obligations that are not affected
by the partial suspension.


 


		(ii)	Due to causes not attributable
                                                              to CENIT it does not have the permits, licenses or authorizations
                                                              required to perform the Services, without prejudice to the responsibility
                                                              of CENIT under the provisions of Sections 8.01 and 16.02 of the
                                                              General Conditions of this Master Service Contract.



 


		(iii)	Causes attributable to CENIT that
                                                               make it impossible to perform the Services, without prejudice to
                                                               CENIT’s contractual liability for breach of its obligations.



 


		(iv)	Negligent breach by ECOPETROL except
                                                              when it is a matter of disputed amounts of money. Negligent breach
                                                              shall be considered to exist when ECOPETROL has failed to comply
                                                              with its payment obligations after the grace period has expired
                                                              and the credit limit stipulated between the Parties is reached.



 


Section 19.02   Suspension
of the Services shall not affect the authority of ECOPETROL to search for and implement alternatives that allow it to ensure supply
of suspended Services directly by another provider, regarding which CENIT may not make claims or request any compensation.


 


Section 19.03   ECOPETROL
shall not be required to pay the Rate for Services that have been suspended or have not been performed due to the occurrence of
the events established in numbers (ii) and (iii) of Section 19.01.


 




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Section 19.04   
ECOPETROL shall be required to pay the Rate for Services that are suspended or not performed due to occurrence of the event indicated
in number (iv) of Section 19.01.


 


Section 19.05   In
the case of suspension of the Crude Oil Transportation Service due to occurrence of a Justified Event in the Caño Limón
Coveñas Oil Pipeline and/or the Transandino Oil Pipeline, pursuant to the provisions of number (i) of Section 19.01, the
following procedure shall apply:


 


		(i)	When during the same Calendar Year,
                                                             one or more Justified Events are alleged by CENIT, jointly or separately,
                                                             as a cause of suspension of the Crude Oil Transportation Service
                                                             by any of the aforementioned Oil Pipelines, ECOPETROL shall be required
                                                             to pay the lower price in effect at the time of the suspension between
                                                             operating and maintenance costs or the current Transportation Rate
                                                             recognized by the Ministry of Mines and Energy or the entity acting
                                                             in its stead, applicable to Firm Capacity under the “Ship or
                                                             Pay” modality.



 


If, within the same
Calendar Year, the Crude Oil Transportation Services have been suspended for continuous or discontinuous periods whose total
exceeds one hundred and eighty (180) Days after the first Day of suspension, ECOPETROL, after Day one hundred and eighty-one
(181) of the suspension, shall not be required to pay any amount to CENIT until the pertinent Service is recommenced.


 


		(ii)	When during the same Calendar Year
                                                              one or more Justified Events are alleged by ECOPETROL, jointly or
                                                              separately, as a cause of suspension of the Transportation Service
                                                              by any of the aforementioned Oil Pipelines, ECOPETROL shall not
                                                              be required to pay the Transportation Rate for Crude Oil Transportation
                                                              Services until day one hundred and eighty (180) of the suspension.



 


If during the
same Calendar Year the Services have been suspended for continuous or discontinuous periods that exceed one hundred and
eighty (180) Days following the first Day of suspension, ECOPETROL shall be required to pay the Transportation Rate for
Firm Capacity under the Ship or Pay modality as of Day one hundred eighty-one (181) of the suspension, until the
requirement for Crude Oil Transportation Services by ECOPETROL is recommenced.


 


Section 19.06    For
other Assets and Services, in the case of suspension or failure to provide the Services due to a Justified Event, in accordance
with the provisions of number (i) of Section 19.01, the following procedure shall apply:


 


		(i)	When during the same Calendar Year
                                                             one or more Justified Events are alleged by CENIT, jointly or separately,
                                                             as a cause of suspension of one or more Services for one or more
                                                             Assets in particular, ECOPETROL, during the first ninety (90) Days
                                                             of suspension, shall be required to pay the Rate for Firm Capacity
                                                             under the Ship or Pay modality for the suspended Services.



 


If during the same Calendar
Year the Services for particular Assets have been suspended for continuous or discontinuous periods that exceed ninety (90) Days
following the first Day of suspension, ECOPETROL shall not be required to pay the Rate until the pertinent Service is recommenced.


 




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		(ii)	When during the same Calendar Year
                                                              one or more Justified Events are alleged by ECOPETROL, jointly or
                                                              separately, as a cause for suspension of one or more Services for
                                                              one or more of the Assets, ECOPETROL shall not be required to pay
                                                              the Rate pertaining to Firm Capacity under the Ship or Pay modality
                                                              for suspended Services.



 


If during the same Calendar
Year the Services have been suspended for continuous or discontinuous periods that exceed ninety (90) Days following the first
Day of suspension, ECOPETROL shall be required to pay the Rate as of Day ninety-one (91) of suspension, until the requirement
for Crude Oil Transportation Services by ECOPETROL is recommenced.


 


	Clause
    20	Termination
    of the Master Service Contract


 


This Master Service Contract will terminate:


 


		(i)	Due to expiration of the stipulated
                                                             Completion Period; or



 


		(ii)	By mutual agreement of the Parties.



 


	Clause 21	Final settlement of the Master Service Contract


 


After termination of the Master Service
Contract, the Parties shall sign the record of finalization of performance.


 


The Parties shall prepare the final settlement
of the Master Service Contract by mutual agreement within six (6) months following the Termination Date of the Master Service
Contract. For such purpose ECOPETROL shall prepare the record of finalization, which shall be submitted for review by CENIT.


 


If CENIT does not agree on the final
settlement or there is no agreement regarding its content within the aforementioned term, ECOPETROL may
independently make a final settlement in one (1) month, which in any case is not binding on CENIT and may be challenged by
the latter.


 


The record of final settlement shall expressly
set forth the following:


 


		(i)	Declaration regarding compliance
                                                             of obligations of each of the Parties in the performance of the Master
                                                             Service Contract; and



 


		(ii)	Any agreements, conciliations and
                                                              settlements reached by the Parties in order to finalize differences
                                                              and prepare a no-debt certificate.



 




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After final settlement of the Master Service
Contract, each Party shall pay the other any amounts owed for any reason that are obtained in the final settlement procedure,
after making any pertinent deductions.


 


	Clause 22	Assignment and subcontracting


 


Section 22.01    The
Parties shall have the right to assign or transfer in whole or in part their interests, rights and obligations under this Master
Service Contract according to the rules established herein. Any assignment or transfer that is contrary to the aforementioned
rules shall not be valid or binding on the other Party.


 


Section 22.02   Assignment
by CENIT. CENIT may assign in whole or in part the rights and obligations under this Master Service Contract provided that
it does not affect the rights of ECOPETROL to the Services. Any assignment of rights and obligations that affects the rights of
ECOPETROL under this Master Service Contract shall require prior written approval from ECOPETROL, except when the assignment is
made to a subordinate or controlling company of CENIT.


 


For purposes of the provisions of this
number, CENIT shall submit a written request for approval, indicating the essential elements of the transaction, such as possible
parties, rights and obligations, scope of the assignment and the manner they affect or may affect the referenced rights of ECOPETROL.
ECOPETROL shall have a period of thirty (30) Days following delivery of the request for approval to provide the decision to accept
or reject the request. If ECOPETROL fails to answer within such term, the assignment shall be considered approved.


 


Section 22.03    Assignment
by ECOPETROL. ECOPETROL may assign in part or in whole the rights and obligations under this Master Service Contract provided
that it does not affect the rights of CENIT under this Master Service Contract.


 


Any assignment of rights and obligations
that affects the rights of CENIT under this Master Service Contract shall require prior written approval from CENIT, except when
the assignment is made to a subordinate or controlling company of ECOPETROL.


 


For purposes of the provisions of this
number, ECOPETROL shall submit a written request for approval, indicating the essential elements of the transaction, such as possible
parties, rights and obligations, scope of the assignment and the manner they affect or may affect the referenced rights of CENIT.
CENIT shall have a term of thirty (30) Days following delivery of the request for approval to provide the decision to accept or
reject the request. If CENIT fails to answer within such term, the assignment shall be considered approved.


 


CENIT may require the assignee to provide
an adequate guarantee to the satisfaction of the former with respect to the obligations that are assumed.


 


In no case shall ECOPETROL be jointly
responsible to CENIT or to third parties with the assignee in the event of assignment of the Master Service Contract.


 




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The provisions of this Section shall not
apply to assignments of rights to Firm Capacity provided under Section 3.05 number (iii) of the General Conditions.


 


Section 22.04    Subcontracting.
CENIT may subcontract all or part of the obligations for the provision of the Services. In all cases:


 


		(i)	CENIT shall maintain control and
                                                             supervision of activities of its subcontractors.



 


		(ii)	CENIT shall continue to be the sole
                                                              party responsible to ECOPETROL for compliance of its obligations
                                                              under this Master Service Contract.



 


		(iii)	There shall be no contractual connection
                                                               between ECOPETROL and subcontractors of CENIT.



 


		(iv)	Any complaint, claim or petition
                                                              of a subcontractor of CENIT shall be entirely addressed by CENIT.



 


		(v)	No breach by subcontractors of CENIT
                                                             shall be considered a Justified Event, extraneous cause or exculpatory
                                                             circumstance for CENIT vis-à-vis ECOPETROL.



 


	Clause
    23	Dispute
    and Direct Settlement


 


		(i)	Any disagreement or dispute that
                                                             arises between the Parties due to or as a result of this Master Service
                                                             Contract, or anything related (hereinafter the “Dispute”),
                                                             shall be resolved through the mechanisms indicated in this Clause,
                                                             subject to prior written notification from one Party to the other
                                                             regarding the existence of the Dispute (hereinafter the “Notice
                                                             of Dispute”).



 


		(ii)	The individuals authorized by CENIT
                                                              and ECOPETROL shall attempt to reach a direct settlement that definitively
                                                              resolves the Dispute, set out in writing, within sixty (60) Days
                                                              following the date the Notice of Dispute is sent. If the Parties
                                                              reach a direct settlement in writing pursuant to this provision,
                                                              it shall have the effects of a settlement and shall be confidential
                                                              in the terms of the confidentiality clause of this Master Service
                                                              Contract and shall not constitute an admission of liability or proof
                                                              thereof, unless expressly stipulated to the contrary. Also, documents
                                                              exchanged by the Parties as a result of the Dispute shall also be
                                                              confidential in the terms of the confidentiality clause of this
                                                              Master Service Contract.



 


		(iii)	If the term indicated in number
                                                               (ii) above expires without the Parties reaching a direct settlement
                                                               in writing, the Dispute shall be resolved according to the following
                                                               sections, as applicable.



 




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Clause 24           Disputes
of a Technical Nature or regarding Review of Rates other than the Crude Oil Transportation Service.


 


Section 24.01Any Dispute of
a technical nature or that arises in the event of the provisions established in Section 5.05 of the General Conditions concerning
review of Rates other than those applicable to the Crude Oil Transportation Service, which cannot be settled directly according
to the procedure provided in Clause 23 of the General Conditions, shall be submitted to conciliation before the Conciliation Center
of the Chamber of Commerce of Bogota so that within thirty (30) Days following the date of expiration of the term indicated in
number (ii) of Clause 23 the Parties may endeavor to reach an agreement regarding the Dispute.


 


If
a conciliator is not appointed, he may be appointed at the request of either of the Parties by the director of the Arbitration
Center of the Bogota Chamber of Commerce.


 


	Clause
    25	Arbitration


 


Section
25.01   Without prejudice to the provisions of Clause 24, if the Dispute is not resolved through a direct settlement
and the Parties have exhausted the procedure set out in Clause 23, it shall be resolved definitively
by arbitration in accordance with the following provisions:


 


		(i)	The Tribunal shall consist of three
                                                             (3) arbitrators appointed by mutual agreement between the Parties.



 


		(ii)	If the Parties fail to designate
                                                              the arbitrators by mutual agreement within the period of twenty
                                                              (20) days from the date of the request to convene the Tribunal,
                                                              the arbitrators shall be appointed by the Arbitration and Conciliation
                                                              Center of the Bogota Chamber of Commerce from said Center’s
                                                              “A List” of arbitrators.



 


		(iii)	The Tribunal shall be based in
                                                               the city of Bogota, Capital District.



 


		(iv)	The proceedings shall be carried
                                                              out in Spanish.



 


		(v)	The arbitration shall be governed
                                                             by the rules set out in Colombian law for domestic institutional
                                                             arbitration and shall be administered by the Arbitration and Conciliation
                                                             Center of the Bogota Chamber of Commerce.



 


		(vi)	Upon accepting their appointments,
                                                              the arbitrators must declare their independence and impartiality
                                                              to act as arbitrators in the dispute to the Parties in writing.



 


		(vii)	The arbitration shall be arbitration
                                                               at law.



 




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Section 25.02    Neither
Party may invoke the arbitration clause as the basis for:


 


		(i)	Avoiding or objecting to being impleaded
                                                             by the other Party in legal proceedings that affect one of the Parties,
                                                             and in respect to which an indemnity obligation exists under the
                                                             terms of this Master Service Contract.



 


		(ii)	Avoiding or making a legal objection
                                                              to a complaint in legal proceedings that affect one of the Parties,
                                                              and in respect to which an indemnity obligation exists under the
                                                              terms of this Master Service Contract.



 


		(iii)	Obstructing or hindering in any
                                                               way the indemnity rights set out in favor of the Parties in this
                                                               Master Service Contract.



 


	Clause
    26	Taxes
      


 


All national, departmental, district or
municipal taxes, contributions, rates, surcharges and duties that are levied due to the signing, execution and final settlement
of this Master Service Contract shall be the responsibility of the Party to which that payment corresponds by law.


 


	Clause
    27	Guarantees


 


Given that (i) CENIT is a subsidiary of
ECOPETROL and (ii) in addition to this Master Service Contract, ECOPETROL and CENIT have entered into an Operation, Maintenance
and Project Management Contract, the Parties agree that this Master Service Contract shall not create the obligation for either
Party to provide guarantees.


 


	Clause
    28	Notifications


 


		(i)	The communications and invoices to
                                                             be sent between CENIT and ECOPETROL by virtue of this Master Service
                                                             Contract shall be valid when made in writing and delivered, at the
                                                             election of the issuing party, by fax, e-mail or any other means
                                                             through which their having been sent and received may be verified
                                                             (with acknowledgment of receipt and verification by mail).



 


		(ii)	All communications shall be considered
                                                              received and shall enter into effect:



 


		(a)	On the date of receipt, if
                                                                   delivered personally, or



 


		(b)	Twenty-four (24) hours after
                                                                   the date of transmission, if transmitted by fax, e-mail or
                                                                   any other means through which their having been sent and received
                                                                   may be verified, provided that confirmation is received within
                                                                   the following eight (8) Days, whichever comes first.



 




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		(iii)	Each Party may change its address
                                                               for the purposes set out in this Master Service Contract, subject
                                                               to making written notice to the other Party fifteen (15) Days prior
                                                               to the date indicated for the change.



 


		(iv)	All notices and communications that
                                                              the Parties must make with regard to the performance of this Contract
                                                              shall be made to the following addresses:



 


ECOPETROL


 


	Address	Carrera 7 No. 37 – 69 Piso 9 Edificio
    Teusacá
	Contact	Alvaro Castañeda Caro
	Telephone	2343491
	Fax	2343532
	City	Bogotá D.C.
	E-mail	alvaro.castañeda@ecopetrol.com.co


 


CENIT


 


	Address	Carrera 9 76 49 Piso 4
	Contact	Camilo Marulanda López
	Telephone	3198800
	Fax	3198700
	City	Bogotá D.C.
	E-mail	camilo.marulanda@cenit-transporte.com


 


	Clause 29	Domicile 


 


The contractual domicile for all legal
and procedural effects and purposes shall be the city of Bogota, Capital District.


 


	Clause 30	Applicable Law
    


 


For all effects and purposes, this Master
Service Contract shall be governed by the laws of the Republic of Colombia.  


 


	Clause 31	Entire Agreement
    and Amendments  


 


Section 31.01    Integrity.


 


		(i)	This Master Service Contract contains
                                                             the full and complete terms accepted and agreed by the Parties to
                                                             govern the legal transaction with respect to the Capacity Contracted
                                                             by ECOPETROL of the Assets, as well as the Services that CENIT shall
                                                             provide thereunder. The Parties mutually agree to fully invalidate
                                                             all agreements, pacts, contracts, understandings or dialogues that
                                                             they may have undertaken prior to the Date of Signature in relation
                                                             with the Services and Capacity Contracted by ECOPETROL.



 




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		(ii)	The following documents form an
                                                              integral part of the Master Service Contract:



 


Chapter I –
Crude Oil Transportation Service


 


	ANNEX TC-1	Quality Specifications.
	 	 
	ANNEX TC-2	Pipelines.
	 	 
	ANNEX TC-3	CENIT Transporter Manual.
	 	 
	ANNEX TC-4	ECOPETROL Transporter Manual. 
	 	 
	ANNEX TC-5	Caño Limón–Coveñas Pipeline Transporter
    Manual.
	 	 
	ANNEX TC-6	Crude Oil Transportation Rates for each Pipeline.
	 	 
	ANNEX TC-7	Capacity Contracted by ECOPETROL for each Pipeline.
	 	 
	ANNEX TC-8	Pipeline Entry and Exit Points.
	 	 
	ANNEX TC-9	CENIT Measurement Manual.
	 	 
	ANNEX TC-10	Segregated Crude Oil by Pipeline.


 


Chapter III - Tank
Truck Crude Oil Unloading Service


 


	ANNEX DCC-1	Crude Oil Quality Specifications.
	 	 
	ANNEX DCC-2	Unloading Platforms.
	 	 
	ANNEX DCC-3	Crude Oil Unloading Rates.
	 	 
	ANNEX DCC-4	Operating and Unloading Standards.
	 	 
	ANNEX DCC-5	Capacity Contracted by ECOPETROL for each Unloading Platform.
	 	 
	ANNEX DCC-6	Unloading Platform Entry and Exit Points.
	 	 
	ANNEX DCC-7	CENIT Measurement Manual.


 


Chapter IV - Crude
Oil Loading Service at Ports


 


	ANNEX CCP-1	Ports.


 




    	38



    	 



    

 


	ANNEX CCP-2	Rates for Crude Oil Loading Services at Ports.
	 	 
	ANNEX CCP-3	Crude Oil Removal Procedure.
	 	 
	ANNEX CCP-4	Port Operations Regulations.
	 	 
	ANNEX CCP-5	CENIT Measurement Manual.
	 	 
	ANNEX CCP-6	Procedure for Resolving Delays.
	 	 
	ANNEX CCP-7	Capacity Contracted by ECOPETROL at Ports.
	 	 
	ANNEX CCP-8	Port Entry and Exit Points.
	 	 
	ANNEX CCP-9	Procedure for Scheduling Windows.
	 	 
	ANNEX CCP-10	Crude Oil Quality Specifications for Loading at Ports.
	 	 
	ANNEX CCP-11	MARPOL.


 


		(iii)	If any provision of this Master
                                                               Service Contract is prohibited, annulled, deemed inoperative or
                                                               cannot be enforced under applicable law, the remaining provisions
                                                               shall survive with full force and binding effect on the Parties,
                                                               unless the prohibited, annulled, inoperative or unenforceable provision
                                                               were essential to it, in such a manner that its interpretation
                                                               or enforcement would be impossible in the absence of said provision.
                                                               In this case, the Parties agree to negotiate a legally valid clause
                                                               in good faith with the same purpose as the annulled, inoperative
                                                               or unenforceable provision or provisions.



 


		(iv)	The termination of this Master Service
                                                              Contract shall not release the Parties from any obligation owed
                                                              to the other Party hereunder, nor from any loss, cost, damage, outlay,
                                                              expense or liability that may arise under this Master Service Contract
                                                              prior to or as a result of such termination.



 


Therefore, upon the termination
of this Master Service Contract, Clauses 1, 11, 12, 15, 16, 17, 23, 24, 25, 26 and 30, amongst others, shall survive.


 


Section 31.02    Amendments.
Only those amendments to this Master Service Contract and its Chapters and annexes which are recorded in a document signed
by both Parties shall be valid.


 


	Clause 32	Execution of the
    Contract 


 


The Master Service Contract shall only
be deemed executed once it has been signed.  


 




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	Clause 33	Legal and Contractual
    Requirements for Performance 


 


The performance of the Master Service
Contract may only begin after the Commencement Date.


 


			



	Clause 34	Definitions


 





A


Additional Capacity: means capacity
in addition to the Firm Capacity for each of the Services to which ECOPETROL shall be entitled under the Master Service Contract
and which shall be calculated in BPCD. 


 


Affiliate: means: (i) any person
who directly or indirectly controls any of the Parties; (ii) a legal entity that is controlled directly by the Parties; (iii) a
legal entity that is controlled indirectly by either of the Parties through its subsidiaries. A situation of control shall be understood
to exist when the events set out in Article 261 of the Commercial Code take place.


 


API: means (i) the “American
Petroleum Institute” or (ii) a unit for measuring density, recognized around the world as one of the selling properties of
Hydrocarbons. It is defined as follows: API = 141.5/SG-131.5, where SG is specific gravity.


 


Assets: means the infrastructure
and/or assets transferred by ECOPETROL to CENIT on occasion of the assets transfer referred to in the Asset Contribution Contract.



 


Asset Contribution Contract: the
Contract through which ECOPETROL transfers infrastructure or assets that it owns, leases or licenses to CENIT.


 


ASTM: means the “American
Society for Testing Materials.”


 


Available Capacity: for a given
period, it is the difference between the effective capacity and the sum of: (i) the Owner’s Capacity, (ii) the Contracted
Capacity, and (iii) the Preferential Right.


 


Available Capacity of CENIT Assets:
for purposes of this Master Service Contract, for Pipelines, and for a given period, it means the difference between the Effective
Capacity and the sum of: (i) the Contracted Capacity and (ii) the Preferential Right, which is available for the transportation
of Crude Oil from third parties in exercise of the right to free access to Pipelines.


 


For the Caño Limón –
Coveñas Pipeline, according to the Caño Limón – Coveñas Pipeline Transporter Manual for the Transportation
Contract for Crude Oil Owned by OXY entered into by and between ECOPETROL and Occidental de Colombia Inc. and Occidental de Andina
Inc., it shall be understood that, for a determined period, it is the difference between the effective capacity and the sum of:
(i) the Owner’s Capacity, (ii) the Contracted Capacity and (iii) the Preferential Right, which is available for the transportation
of Crude Oil from third parties under the terms set out in the Caño Limón – Coveñas Pipeline Transporter
Manual.


 


For the other services it shall mean the
difference between the Effective Capacity and the Contracted Capacity in a given period.







 




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B


 


Balance for Shipper: means the Volumetric
Balance for each of the Shippers that use the Pipeline.


 


It shall also mean the Volumetric Balance
for each of the Shippers or users of the other Services.


 


Barrel: a unit of volume for Crude
Oil equal to forty-two (42) United States gallons. Every gallon is equivalent to three liters and seven thousand eight hundred
and fifty-three ten-thousandths of a liter (3.7853).


 


Barrels per Calendar Day (BPCD): means
a unit of measurement of flow Rate with respect to the average value of a given period.


 


Barrels per Operational Day (BPOD):
means a unit of measurement of flow Rate with respect to the days actually operated.


 


 


C


 


Calendar Month: means the period
of time that begins at 00:00:01 hours on the first day of a calendar month and ends at 24:00 hours on the last day of the same
calendar month, always referring to Colombian time.


 


Calendar Year: means the term that
begins at 00:00:01 hours on January first (1st) of each year and ends on December thirty-first (31st) of
the same year at 24:00 hours, always referring to Colombian time.


 


Capacity Contracted by ECOPETROL:
means all of the capacity committed to ECOPETROL by CENIT for the provision of the Services by CENIT under the Master Service Contract,
including the Firm Capacity and Additional Capacity modalities.


 


CENIT: means the company CENIT Transporte
y Logística de Hidrocarburos S.A.S., as it is identified at the beginning of the Master Service Contract.


 


Claimant Party: means any of the
Parties entering into this Master Service Contract that initiates a claim or actions designed to collect indemnity. 


 







 




    	41



    	 



    

  





Commencement Date: means the date
that the Certificate of Commencement is signed or the date expressly provided therein.


 


Connection: means the installation
that allows the Delivery of Crude Oil to the Pipeline and/or the Removal of Crude Oil from the Pipeline.


 


Contracted Capacity: in accordance
with Resolution 18 1258 of 2010, it means the capacity committed for transportation between CENIT and the Shippers.


 


Contracted Capacity Subject to Availability:
for Crude Oil Transportation Service, it means the Contracted Capacity which CENIT commits to a Shipper, calculated in BPCD, subject
to the existence of Unused Capacity.


 


For Crude Oil Storage Service, Tank Truck
Crude Oil Unloading Service, Crude Oil Loading Services at Ports and Tank Truck Crude Oil Loading Service, it means the capacity
of the assets or infrastructure committed by CENIT through contracts for the provision of such services.


 


Coordination of Operations: means
the set of activities carried out by CENIT to control the development of the Crude Oil Transportation Program and to ensure its
implementation.


 


Crude Oil: Petroleum, as it is defined
in Article 1 of the Petroleum Code, which exists in liquid form in natural underground deposits and remains liquid at atmospheric
pressure after going through the surface separation facilities, as well as the products required to facilitate its transportation,
such as Diluents.


 


Crude Oil for Transportation: means
the Crude Oil delivered to the Pipeline for transportation. This category includes Inspected Crude Oils, both segregated or separated
from others, as well as those mixed with them, and in both cases they may be mixed with any other substance for transportation
purposes.


 


Crude Oil Loading Service at Ports:
means the Port services to be provided to ECOPETROL by CENIT at the Ports for ECOPETROL Crude Oil, the rules for which are included
in the General Conditions of this Master Service Contract, Crude Oil Loading Service at Ports Chapter (Chapter IV), and its annexes.


 


Crude Oil Storage Rate: means the
monetary compensation that ECOPETROL must pay to CENIT for the Crude Oil Storage Service.


 


Crude Oil Storage Service: means
the storage service for ECOPETROL Crude Oil, to be provided to ECOPETROL by CENIT, the rules for which are included in the General
Conditions of this Master Service Contract, Crude Oil Storage Service Chapter (Chapter II), and its annexes.




 





 




    	42



    	 



    

 





Crude Oil Transportation Program: the
program of Pipeline Operations for an Operation Month prepared by CENIT based on the transportation Nomination cycle.


 


For the Caño Limón –
Coveñas Pipeline, according to the Caño Limón – Coveñas Pipeline Transporter Manual for the Transportation
Contract for Crude Oil Owned by OXY and entered into by and between ECOPETROL, Occidental de Colombia Inc. and Occidental de Andina
Inc., it means the program of Pipeline Operations for an Operation Month prepared by CENIT based on the transportation Nomination
cycle. It specifies the use of the Effective Capacity, the volumes of Crude Oil entering at the Entry Points, and the volumes of
Crude Oil coming out of the system at the Exit Points.


 


For all other Services, it means the operating
program for Tanks, Unloading Platforms, loading at Ports and loading into tank trucks for an Operating Month prepared by CENIT
based on the transportation Nomination cycle and included in the Crude Oil Transportation Program.


 


Crude Oil Transportation Rate: the
single monetary value, per Barrel transported across a span, which CENIT charges all Shippers under equal conditions, and which
is the basis for paying the transportation tax in accordance with the provisions of Articles 56 and 57 of the Petroleum Code, as
regulated by Ministry of Mines and Energy Resolutions 12 4386 of 2010 and 12 4547 of 2010. The surcharges, rebates and discounts
set out in the Monetary Conditions shall be applied to this Rate.


 


For the Caño Limón –
Coveñas Pipeline, according to the Caño Limón – Coveñas Pipeline Transporter Manual for the Transportation
Contract for Crude Oil Owned by OXY and entered into by and between ECOPETROL, Occidental de Colombia Inc. and Occidental de Andina
Inc., it means the single monetary value, per Barrel transported across a span, which CENIT charges Shippers. The surcharges, rebates
and discounts set out in the Monetary Conditions shall be applied to this Rate.


 


Crude Oil Transportation Service:
means the transportation service for ECOPETROL Crude Oil through the Pipelines, to be provided to ECOPETROL by CENIT, the rules
for which are included in the General Conditions of this Master Service Contract, Crude Oil Transportation Service Chapter (Chapter
I), and its annexes.


 


 


D


 


Date of Signature: means the date
on which this Master Service Contract is signed, indicated at the beginning of the General Conditions in this Master Service Contract.


 














 




    	43



    	 



    

 


Day
or Days: shall be calendar day or calendar days, respectively.




 





Declared Value: means the value
of ECOPETROL Crude Oil at the moment that it is handed over to CENIT at the Entry Point.


 


Delivery: means the action by which
the custody of a volume of the Shipper’s Crude Oil is transferred to CENIT for transportation through the Pipeline.


 


For all other Services it means the action
by which the custody of a volume of the Shipper’s Crude Oil is transferred to CENIT for storage in Tanks, unloading at Unloading
Platforms, loading into tank truck, or loading at Ports.


 


Design Capacity: The anticipated
capacity for the Pipeline based on the properties of the Crude Oil and the specifications of the equipment and other related infrastructure
used for system design calculations. If the system design is modified to increase the design capacity, that shall be the new capacity.


 


For the other services it means anticipated
capacity, based on the properties of the Crude Oil and the specifications of equipment and other related infrastructure used to
calculate the design of the Tanks, Unloading Platforms, Ports and Loading Platforms.


 


Diluent: means the natural or refined
product that is mixed with heavy Crude Oil to bring it up to Quality Specifications in order to facilitate transportation through
each of the Pipelines.


 


For all other Services it means the natural
or refined product that is mixed with heavy Crude Oil to bring it up to Quality Specifications in order to facilitate storage in
Tanks, unloading at Unloading Platforms, loading into tank trucks or loading at Ports.


 


Dispute: It shall have the meaning
assigned to it in Section 23 (i) of the General Conditions of this Master Service Contract.


 


 


E


 


ECOPETROL: means ECOPETROL S.A.,
as it is identified at the beginning of this Master Service Contract.


 


ECOPETROL Crude Oil: means: (i)
the Crude Oil owned by ECOPETROL and its Affiliates (not including CENIT), (ii) the fuel-oil owned by ECOPETROL and its Affiliates
(not including CENIT), (iii) the Diluents owned by ECOPETROL and its Affiliates (not including CENIT) and (iv) any other product
that may technically be transported through the Pipeline owned by ECOPETROL and its Affiliates (not including CENIT), subject to
agreement with CENIT. 






 





 




    	44



    	 



    

 


Effective Capacity: means the average
maximum transportation capacity effectively made available. It is calculated as the product of the Nominal Capacity multiplied
by the Service Factor.


 


For the other Services, it means the average
maximum daily capacity that can effectively be made available. It is calculated as the product of the Nominal Capacity multiplied
by the Service Factor.


 


Entry Hub: means the set of facilities
located in a determined geographical area where the Shipper delivers the Crude Oil and at which a Span is started.


 


Entry Points: the exact Point in
the system of transportation, storage, tank truck unloading, loading at Ports, and tank truck loading at which CENIT takes custody
of the Crude Oil delivered by ECOPETROL at the Entry Hub. They are described in Annex TC-8 to the Crude Oil Transportation
Service Chapter, Annex DCC-6 to the Tank Truck Crude Oil Unloading Service Chapter and Annex CCP-9 to the Crude Oil
Loading at Ports Chapter.


 


Excessive Withdrawal: means the
volume of Crude Oil that has been withdrawn by a Shipper above the limits set out in the Crude Oil Transportation Program.


 


Exit Hub: means the set of facilities
located in a determined geographical area where the Shipper withdraws the Crude Oil from the Pipeline and at which a Span ends.


 


 


F


 


Final Station: means the Pipeline’s
final station.


 


Firm Capacity: means the capacity
that includes “Ship or Pay” and “Ship and Pay” modalities for each of the Services to which ECOPETROL is
entitled under the Master Service Contract, calculated in BPCD.


 


First Pumping Station: means the
Pipeline’s first station.


 


 


G


 


Gross Barrel: means the volume of
Crude Oil, including dissolved water, suspended water and suspended sediment, but excluding free water and bottom sediments, calculated
at standard conditions (60°F and 14.7 lbf/in2, or 15°C and 1.01325 bar).


 








 




    	45



    	 



    

 


H


 


Hydrocarbon Quality: means the set
of physicochemical characteristics that a volume of Crude Oil must have in order to be transported through the Pipeline under normal
conditions. These characteristics refer to: viscosity, API gravity, specific gravity, percent by weight of sulfur, pour point,
acidity, steam pressure, percent by volume of water, percent by weight of sediment and salt content, among other things.


 


This definition shall also include ECOPETROL
Crude Oil that is delivered for the other Services.


 


 


I


 


Identifiable Losses: losses of Crude
Oil that may be localized to a specific point along the Pipeline and which are attributable to specific events such as breakages,
spills, theft, force majeure, or acts of nature.


 


For the Caño Limón –
Coveñas Pipeline, according to the Caño Limón – Coveñas Pipeline Transporter Manual for the Transportation
Contract for Crude Oil Owned by OXY entered into by and between ECOPETROL, Occidental de Colombia Inc. and Occidental de Andina
Inc., it shall be understood as the losses of Crude Oil that may be localized to a specific point along the Pipeline and which
are attributable to specific events such as breakages, spills or Justified Events.


 


For all other Services, it means the losses
of Crude Oil that may be localized to a specific point in the Tank, Unloading Platform, Port, or Loading Platform and which are
attributable to specific events such as breakages, spills, theft, force majeure, or acts of nature.


 


Indemnifying Party: means any of
the Parties entering into this Master Service Contract that must indemnify the Claimant Party.


 


Information: Information classified
as confidential in accordance with the rules set out in Clause 18 of the General Conditions of this Master Service Contract.


 


Inspected Crude Oil: means Crude
Oil that has been treated, dehydrated, degassed, drained, settled, stabilized and measured at the inspection facilities approved
by the Ministry of Mines and Energy or the entity acting in its stead.




 




 








 




    	46



    	 



    

 





J


 


Justified Event: means any force
majeure events or circumstances, acts of nature, acts by third parties, or the exclusive fault of the victim and/or defects of
or inherent in the Crude Oil.


 


For the Caño Limón –
Coveñas Pipeline, pursuant to the Caño Limón – Coveñas Pipeline Transporter Manual for the Transportation
Contract for Crude Oil Owned by OXY entered into by and between ECOPETROL and Occidental de Colombia Inc. and Occidental de Andina
Inc., it shall be understood as an event or circumstance beyond CENIT’s control cases such as extraneous causes, force majeure,
acts of nature, actions by third parties or by the victim, labor disputes or any other type of actions by an organized labor force,
external war (whether declared or not), civil war, sabotage, revolution, insurrection, riot, civil disturbance, terrorism, unlawful
acts by third parties, epidemics, tornados, tsunamis, landslides, lightning, earthquakes, floods, storms, fire, adverse weather
conditions, expropriation, nationalization, laws, regulations, or orders by a competent authority, explosions, damage or accidents
involving machinery, equipment, piping, power transmission lines, or any other installations, embargos, the inability or delays
in obtaining equipment or materials and/or defects of or inherent in the Crude Oil.


 


 


L


 


Line Fill: means the entire volume
of Crude Oil that must be kept in the Pipelines permanently for operation.


 


Line Fill includes, but is not limited
to the unpumpable bottoms of Tanks and the line fill for processes and equipment.


 


For all other Services it means the entire
volume of Crude Oil that must be kept in the Tanks, Unloading Platforms and Ports for operation, including but not limited to the
unpumpable bottoms of Tanks and the line fill for processes and equipment.


 


 


M


 


Marketing Rate: means the monetary
compensation that ECOPETROL must pay to CENIT for its marketing of ECOPETROL’s Temporary Capacity Release. 


 


Master Service Contract: means the
General Conditions, their chapters, and the corresponding annexes.


 


Measurement Manual: means the document
that contains the general conditions for measuring Crude Oil, which is attached as Annex TC-9 to the Crude Oil Transportation
Service Chapter, DCC-7 and CCP-6 to the Crude Oil Loading Service at Ports Chapter, notwithstanding the provisions
of Sections 5.01 of Chapter I and 4.01 of Chapter III.







 





 







 




    	47



    	 



    

 





Minimum Firm Capacity Availability:
the minimum availability of ECOPETROL’s Firm Capacity that CENIT shall guarantee for each Asset. It shall be calculated
according to the formula set out in Section 3.03 of the General Conditions. 


 


Mixed Crude Oil or Mix: means the
combination of different Crude Oils before and/or after being delivered to the Pipeline for transportation.


 


For all other Services, it means the combination
of different Crude Oils before and/or after being delivered to the Tank, Unloading Platform, Port or Loading Platform.


 


Monetary
Conditions: means the tables or formulas for calculating the
surcharges and rebates for Hydrocarbon Quality, as well as the discounts that will apply to the Transportation Rate by Span for
commercial concepts.


 


 


N


 


Net Barrel: means the volume of
Crude Oil, excluding total water and total sediment, calculated at standard conditions (60°F and 14.7 lbf/in2, or
15°C and 1.01325 bar).


 


Nominal Capacity: means the maximum
transportation capacity between a Pumping Station and a Pipeline terminal, or between two Pumping Stations, calculated by considering
the equipment installed in the Pipeline and the anticipated Crude Oil quality for a determined period. It is expressed in BPOD.


 


For all other services it means the maximum
capacity calculated by considering the equipment installed and the anticipated Crude Oil quality for a determined period.


 


Nominated Capacity: means the volume
of Crude Oil that the Shipper or Third Party requests be transported through the Pipeline according to the communication sent to
CENIT during the respective Nomination month in accordance with the procedures set out in the Transporter Manual.


 


Nomination: a Service Request for
the Operational Month that specifies the required transportation volume, the Entry Hub, the Exit Hub and the Quality of the Hydrocarbon
being transported.


 


For the other Services it means the corresponding
Service request formalized by the Shipper for an Operation Month, which specifies the volume required for each Tank, Unloading
Platform, Port, and Loading Platform, the Entry Point, the Exit Point, Hydrocarbon Quality and the ownership of the Crude Oil for
which storage, unloading, loading at Ports and loading into tank trucks, respectively, has been requested.










 




    	48



    	 



    

 








 





Nomination Month: means the Calendar
Month during which the Nomination process is carried out, which shall take place two (2) Calendar Months prior to the Operational
Month.


 


Nonidentifiable Losses: the normal
losses inherent in the operation of the Services corresponding to the following, among other things:


 


		·	Mixing.



		·	Drainage.



		·	Undetected illegal extractions.



		·	Defects in meter factors.



		·	Volumetric contraction.



		·	Leaks/escapes in the valves.



		·	Evaporation.



		·	Minor leakages.



		·	Uncertainties inherent in the measurement
systems and associated instrumentation.



		·	Uncertainties inherent in laboratory analyses
related to the liquidation of volumes.



		·	Propagation of the uncertainties inherent
in internationally accepted procedures for the liquidation of volumes through static and dynamic measurement.



 


Notice of Dispute: shall have the
meaning assigned to it in Section 23 (i) of the General Conditions of this Master Service Contract.


 


Notice of Resumption: means the
written communication which CENIT shall send to ECOPETROL indicating the date on which the provision of the Service shall be resumed.


 


Notice of Suspension: means the
written communication which CENIT shall send to ECOPETROL indicating the date on which the provision of a Service shall be suspended.


 


 


O


 


Operational Month: means the Calendar
Month for which ECOPETROL has nominated each of the Services, and during which CENIT executes the Crude Oil Transportation Program
for each Pipeline, Tank, Unloading Platform, loading at Ports and loading into tank trucks.


 


Operations Agent or Agent: means
any individual or legal entity, whether public or private, with which technical and/or commercial relationships are maintained
in the provision of Pipeline Crude Oil Transportation Service, Crude Oil Storage Service, Tank Truck Crude Oil Unloading Service,
Crude Oil Loading Service at Ports and Tank Truck Crude Oil Loading Service.


 


Operation and Maintenance Contract:
The Contract through which ECOPETROL shall provide the operation, maintenance and complementary services for the infrastructure
owned by CENIT.







 




    	49



    	 



    

 








Owner: in the case of Pipelines
for private use, it is a set of operators or oil refining companies and their Affiliates, which the Colombian state allows to benefit
from the Pipeline pursuant with Article 45 of the Petroleum Code.


 


Owner’s Capacity: for Crude
Oil Transportation Service, it means the capacity necessary for a given period for the transportation of Crude Oil produced by
CENIT.


 


 


P


 


Party or Parties: means CENIT
or ECOPETROL, or both, according to the context in which the term is used.


 


Penalty Fee: means a charge in addition
to the Crude Oil Transportation Rate corresponding to a penalty for the Shipper’s non-compliance with the Delivery Schedule,
which shall be calculated as expressly indicated in the CENIT Transporter Manual.


 


Permanent Capacity Release: means
the ECOPETROL Firm Capacity released permanently according to the rules set out in Section 3.05 (ii) of the General Conditions
of this Master Service Contract.


 


Pipelines: all of the necessary
physical installations for the transportation of Inspected Crude Oil from the Entry Hubs to the Exit Hubs, including the piping,
pumping units, measuring stations, control systems and the Tanks to be used to operate the transportation system, among other things.


 


Pipeline Transportation Bulletin (PTB):
means the Web page where CENIT makes information available to Agents and other stakeholders specified in Ministry of Mines and
Energy Resolutions No. 18-1258 and No. 12-4386 of 2010, which regulate Crude Oil transportation by Pipelines and the methodology
for setting Rates, respectively, or those which modify or replace them.


 


Platforms: all of the physical installations
required for loading ECOPETROL Crude Oil onto tank trucks under the Master Service Contract.


 


Points of Exit: the exact Point in the system of
transportation, storage, tank truck unloading, loading at Ports and tank truck loading at which ECOPETROL takes the Crude Oil delivered
by CENIT at the Exit Hub and CENIT’s custody of the Crude Oil is brought to an end. They are described in Annex TC-8 to
the Crude Oil Transportation Service Chapter, Annex DCC-6 to the Tank Truck Crude Oil Unloading Service Chapter and Annex








 




    	50



    	 



    

 


 


CCP-9 to the Crude Oil Loading at
Ports Chapter.


 


Ports: the set of physical elements
that includes installations, access channels, facilities, and services which allow an area on the coast or a riverbank to be exploited
under conditions favorable for the execution of loading and unloading operations of all manner of vessels and the exchange of assets
with land, sea and/or river traffic. Port terminals, docks and piers are included within ports.


 


Port Operating Regulations: the
document that regulates the relations between CENIT and the Shippers for the most advantageous, safest and timely provision of
Port Services and the execution of the operations related thereto, approved by the Ministry of Transportation, along with its amendments
and additions.


 


Port Services: means the support
services required to attend to a tanker or vessel, carried out by port operators.


 


Pour Point: means the temperature
at which Crude Oil ceases to flow.


 


Project Management Contract: the
Contract through which CENIT shall assign project management.  


 


Preferential Right: means the power
of the National Government, exercised through the National Hydrocarbons Agency (ANH) or the entity appointed by it, over the Design
Capacity of Pipelines for private use for the transportation of royalty Crude Oil. This preference is limited to the Crude Oil
originating from the royalties from the production of the Owners or from the fields for which the pipeline was built. The Preferential
Right shall be for up to twenty percent (20%) of the Design Capacity.


 


Provisional Notice: means the notice
that CENIT shall make to ECOPETROL with regard to the damages or additional costs arising from non-compliance with ECOPETROL’s
obligations, or regarding its intention to remove and dispose of ECOPETROL Crude Oil to pay sums owed to CENIT by ECOPETROL and/or
to prevent operational interruptions in any of the Services.


 


Prudent
Industry Practices: means the practices generally followed by an experienced and prudent operator
and hydrocarbon transportation infrastructure maintenance entity in the United States of America, adapted for carrying out operations
in Colombia, where necessary, due to weather, topographical,
public order and socio-environmental conditions, as well as the known state of the Infrastructure. 










 


 




    	51



    	 



    

 





Q


 


Quality Specifications: means the
quality specifications that Crude Oil must meet for the performance of the Services, which are described in Annex TC-1 to
the Crude Oil Transportation Service Chapter, Annex DCC-1 to the Tank Truck Crude Oil Unloading Service Chapter, and Annex
CCP-1 to the Crude Oil Loading Service at Ports Chapter.


 


 


R


 


Rate for Crude Oil Loading Services
at Ports: means the monetary compensation that ECOPETROL must pay to CENIT for Crude Oil Loading Services at Ports.


 


Reasonable
Effort: means the reasonable and timely measures to be taken by a comprehensive hydrocarbon logistics and transportation service
provider, according to the demands of the profession and Prudent Industry Practices, in order to prevent a loss or its aggravation.



 


 


S


 


Scheduled Capacity: means the portion
of the Pipeline’s Effective Transportation Capacity assigned to each Shipper or Third Party requesting Crude Oil Transportation
Service in accordance with the provisions of the Transporter Manual.


 


For all other Services it means the portion
of Effective Capacity assigned to each Shipper or Third Party requesting the respective service.


 


Segregated Crude Oil: means Crude
Oil that, by agreement between CENIT and a Shipper, is to be transported through the Pipeline without being mixed with other Crude
Oil.


 


For all other Services, it means Crude
Oil that, by agreement between CENIT and a Shipper, is to be stored, unloaded, loaded into Tank Trucks or loaded at Ports without
being mixed with other Crude Oil.


 


Services: refers jointly to the
Crude Oil Transportation Service, the Crude Oil Storage Service, the Tank Truck Crude Oil Unloading Service and the Crude Oil Loading
Service at Ports as well as the Tank Truck Crude Oil Loading Service.


 


Service Factor: The percentage of
the Nominal Capacity effectively usable due to temporary operating and maintenance restrictions of the Pipeline and its related
and complementary facilities, calculated for a given period of time in which the effects of mechanical equipment not being available,
line maintenance programs and the number of days of the period considered must be taken into account.


 





For all other Services it means the percentage
of the Nominal Capacity effectively usable due to the temporary operating and maintenance restrictions of the Tanks, Unloading
Platforms, Ports, Loading Platforms and their related and complementary facilities, calculated for a given period of time, in which
the effects of mechanical equipment not being available, maintenance programs and the number of days of the period considered must
be taken into account.


 


Service Rate: refers jointly to
the Crude Oil Transportation Rate, Crude Oil Storage Rate, Tank Truck Crude Oil Unloading Rate, Rate for Crude Oil Loading at Ports,
and the Tank Truck Crude Oil Loading Rate.


 


Ship and Pay: means the modality
under which part of the Firm Capacity is committed, and by virtue of which ECOPETROL is only required to pay a Service Rate for
the volumes actually used within said capacity.


 


Ship or Pay: means the modality
under which part of the Firm Capacity is committed, and by virtue of which ECOPETROL is required to pay a Service Rate for the
committed volume, regardless of whether or not it actually uses said capacity.


 


Shipper: the party which contracts
the service and signs an agreement for any of the Services with CENIT. It shall be understood that the Shipper acts as the owner
of the Crude Oil to be transported, unloaded, stored, loaded at Ports and loaded into tank trucks unless specified to the contrary.
The ANH is included among the Shippers.


 


Short Withdrawal: means the volume
of Crude Oil that a Shipper has not withdrawn according to the Crude Oil Transportation Program.


 


Span: means the portion of the Pipeline
between an Entry Hub and an Exit Hub, which must have a Crude Oil Transportation Rate.


 


 


T


 


Tanks: The set of assets used to
store ECOPETROL Crude Oil.


 


Tank Truck Crude Oil Loading Rate: means
the monetary compensation that ECOPETROL must pay to CENIT for the Tank Truck Crude Oil Loading Service.


 


Tank Truck Crude Oil Loading Service:
means the tank truck loading service for ECOPETROL Crude Oil to be provided to ECOPETROL by CENIT, the rules for which are included
in the General Conditions of this Master Service Contract, Tank Truck Crude Oil Loading Service Chapter (Chapter V), and its annexes.












 




    	52



    	 



    

 








Tank Truck Crude Oil Unloading Rate:
means the monetary compensation that ECOPETROL must pay to CENIT for the Tank Truck Crude Oil Unloading Service at the Unloading
Platform.


 


Tank Truck Crude Oil Unloading Service:
means the tank truck unloading service to be provided to ECOPETROL by CENIT at the Unloading Platforms, the rules for which are
included in the General Conditions of this Master Service Contract, Tank Truck Unloading Service Chapter (Chapter III), and its
annexes.


 


Tanker Loading Units: the single-buoy
moorings licensed to CENIT and located at the different Ports for loading tankers, or those which replace them.


 


Temporary Capacity Release: means
the ECOPETROL Firm Capacity released temporarily according to the rules set out in Section 3.05 (i) of the General Conditions of
this Master Service Contract.


 


Term of Suspension: means the period
that commences on the date of the Notice of Suspension and ends on the date of the Notice of Resumption.


 


Term of Validity: It shall have
the meaning assigned to it in Section 4.01 of the General Conditions of this Master Service Contract.


 


Third Party: the person who owns
or has possession of the Crude Oil and requests the provision of the service through a Pipeline from CENIT.


 


For the Caño Limón –
Coveñas Pipeline, according to the Caño Limón – Coveñas Pipeline Transporter Manual for the Transportation
Contract for Crude Oil Owned by OXY and entered into by and between ECOPETROL, Occidental de Colombia Inc. and Occidental de Andina
Inc., it shall be understood as the person who owns or has possession of the Crude Oil and requests the provision of the service
through a Pipeline from CENIT, conditioned upon the Available Capacity of CENIT Assets.


 


For the other Services, it means the person
who owns or has possession of the Crude Oil and requests the provision of the Storage, Tank Truck Crude Oil Unloading, Crude Oil
Loading at Ports and Tank Truck Crude Oil Loading services from CENIT.


 


Followup Committee: means the committee
formed to track the performance of this Master Service Contract according to the rules set out in Clause 9 of the General Conditions.


 


Transportation Contract: means the
memorandum of understanding executed in writing between the Transporter and a Shipper, the purpose of which is or includes the
transportation of Crude Oil by Pipeline.




 


 





For the purposes of this document, the
Parties understand that the Transportation Contract includes the General Conditions of the Master Service Contract and Chapter
I on the Transportation of ECOPETROL’s Crude Oil.


 


Transporter’s Manual: the
document which contains information and CENIT’s operating and administrative procedures designed to regulate the operation
of the system in accordance with Article 6 of Ministry of Mines and Energy Resolution 18 1258 of July 14, 2010. It is attached
as Annex TC-3 and Annex TC-4 to the Crude Oil Transportation Service Chapter, as applicable in accordance with the
provisions of Section 7.03 of Chapter I.


 


For the Caño Limón–Coveñas
Pipeline, it is understood that it shall be governed by the Caño Limón – Coveñas Pipeline Transporter
Manual for the Transportation Contract for Crude Oil Owned by OXY entered into by and between ECOPETROL and Occidental de Colombia
Inc. and Occidental de Andina Inc. It is attached as Annex TC-5 to the Crude Oil Transportation Service Chapter.


 


Transportation Plan: means the projection
of the volumes to be transported through the Pipeline and of Unused Capacity in the medium and long term.


 


For all other Services, it means the projection
of volumes to be stored, unloaded, loaded at Ports and loaded into tank trucks and which are included in the Transportation Plan.


 


 


U


 


Unloading Platforms: all of the
physical installations required for unloading Crude Oil under the Master Service Contract.


 


Unused Capacity: means the unused
Effective Capacity, which consists of the sum of: (i) the Available Capacity of CENIT Assets, (ii) the Preferential Right not exercised
by the National Hydrocarbons Agency (ANH) (scheduled but not used or nominated), (iii) the unused Owner’s Capacity and (iv)
the unused Contracted Capacity (scheduled but not used or nominated).


 


 


V


 


Volume to be Transported: means
the Gross Standard Barrels delivered by the Shipper to CENIT at the Entry Point.


 





Volumetric Balance: means the balance
of the operations that CENIT shall carry out at the end of each Operating Month in order to establish the different amounts of
Crude Oil handled in the Pipeline and to determine the amount and distribution of Crude Oil losses.


 


It also refers to the balance of the operations
that CENIT shall carry out at the end of each Operating Month in order to establish the different amounts of Crude Oil handled
in the Tank, Unloading Platform, Port and Loading Platform.


 


 


W


 


Water and Sediment: means all material
that coexists with the Crude Oil without being part of it.


 


Withdrawal: means the act by which
CENIT returns a volume of Crude Oil to the Shipper, or to the entity that it designates, at the Exit Point, bringing its custody
to an end.


 












[SPACE INTENTIONALLY LEFT BLANK]


 




    	53



    	 



    

 


		Contrato
    Marco de Servicios para Crudos 

    Capítulo IV – Servicio de Cargue de Crudos en

Puertos	


 


Chapter
I


Transportation
of Crude Oil by Pipeline Service


 


In addition to the terms set forth in
the General Conditions of this Master Service Contract, the Parties agree that the Transportation Service shall be governed by
the following:


 


Clauses


 


	Clause 1	Scope of the Service


 


Section 1.01     This
Chapter and any annexes shall regulate the specific conditions for the provision of the Transportation Service for ECOPETROL Crude
Oil, in accordance with the General Conditions of the Master Service Contract.


 


Section 1.02      Description
of the Crude Oil Transportation Service. CENIT agrees to provide services to ECOPETROL, with respect to ECOPETROL Crude Oil
that has been nominated and delivered within the Capacity Contracted by ECOPETROL, including but not limited to those described
below:


 


		(i)	Receive
                                                             and accept the Nominations of ECOPETROL Crude Oil in accordance with
                                                             ECOPETROL requirements and pursuant to the rules pertaining to the
                                                             Capacity Contracted by ECOPETROL.



 


		(ii)	Receive
                                                              at each Entry Point the ECOPETROL Crude Oil that conforms to the
                                                              Quality Specifications contained in Annex TC-1 of this Chapter
                                                              on Crude Oil Transportation.



 


		(iii)	Transport,
                                                               custody, storage and decant the ECOPETROL Crude Oil through each
                                                               of the Pipelines listed in Annex TC-2 and to each
                                                               Exit Point, in accordance with the Nominations made by ECOPETROL
                                                               and accepted by CENIT.



 


		(iv)	Transport
                                                              the Segregated Crude Oil in accordance with the procedure and conditions
                                                              set forth in the CENIT Transporter Manual, including, but not limited
                                                              to, the Segregated Crude Oil specified in Annex TC-10.



 


		(v)	Make
                                                             available to ECOPETROL, at each Exit Point, the ECOPETROL Crude Oil.



 


		(vi)	Carry
                                                              out all activities related to Crude Oil Transportation Services
                                                              in this Chapter, in coordination with other operators providing
                                                              identical or similar services to CENIT and which are necessary in
                                                              order to meet the disposal requirements for ECOPETROL Crude Oil.



 


	Clause 2	Crude Oil Transportation
    Rate


 


		(i)	The Transportation Rates for ECOPETROL
                                                             Crude Oil are listed in Annex TC-6 and are the Rates in effect
                                                             for the year 2013.



 




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Clause 3 Contractual Liability
Limits of CENIT 


 


For the purposes of the provisions of
Section 16.02 of the General Conditions of the Master Service Contract, in the event of loss of or damage to ECOPETROL Crude Oil
during the Crude Oil Transportation Service, the following contractual liability limit shall apply:


 


		(i)	For actual damages, CENIT shall
                                                                 pay compensation equivalent to seventy-five percent (75%) of
                                                                 the Declared Value of the Crude Oil for each Barrel that is lost
                                                                 or damaged.



 


		(ii)	For lost profits, CENIT shall
                                                                  pay compensation equivalent to twenty-five percent (25%) of
                                                                  the Declared Value of the Crude Oil for each Barrel that is
                                                                  lost or damaged.



 


		(iii)	These compensation limits
                                                                   shall not be applicable to events of fraud or gross negligence
                                                                   on the part of CENIT.



 


Clause 4 Transportation Tax



 


		(i)	Payment of the transportation
                                                                 tax shall be made to the beneficiaries by CENIT in its capacity
                                                                 as transporter. Nevertheless, the amount determined pursuant
                                                                 to the legal procedure in force shall be assumed by ECOPETROL
                                                                 in its capacity as Shipper and paid to CENIT.



 


		(ii)	The transportation tax shall
                                                                  be billed separately on a quarterly basis within no more than
                                                                  fifteen (15) days from the close of the volumetric compensation
                                                                  for quality of the last month of the quarter, through issuance
                                                                  of an invoice or equivalent document in Colombian pesos to ECOPETROL,
                                                                  taking as a basis the net volumes to which the volumetric compensation
                                                                  for quality has not been applied.



 


		(iii)	ECOPETROL agrees to irrevocably
                                                                   pay the invoice or equivalent document in Colombian pesos within
                                                                   fifteen (15) days from the submission of invoices or billing
                                                                   statements by CENIT. Objections to the invoice shall not interrupt
                                                                   the time period for payment thereof. Delays in the payment
                                                                   of invoices shall generate default interest in accordance with
                                                                   Section 6.07 of the General Conditions of the Master Service
                                                                   Contract.



 


		(vi)	For the purposes of payment of the
                                                              corresponding tax, the following shall be taken into account: (i)
                                                              total net volumes transported; and (ii) the payment quarters shall
                                                              be: January-March, April–June, July–September and October
                                                              – December.



 


In addition to the above,
for informational purposes, CENIT shall send on a monthly basis the estimated value of the transportation tax, by the last day
of the following month at the latest.


 


		(v)	Adjustments to the invoice or
                                                                 equivalent document shall be made when: (i) adjustments have
                                                                 been made to the amount charged to the Shipper deriving from
                                                                 the payment received by the Ministry of Mines and Energy; (ii) adjustments
                                                                 have been made as a result of objections to invoices, in accordance
                                                                 with the procedure stipulated by the Parties. Such adjustments
                                                                 shall be acknowledged and compared by CENIT against the values
                                                                 established in the immediately following quarterly payment.



 




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Clause 5 Measurement


 


Section 5.01 Transition Policy. The
Parties agree that for the purposes of this Chapter, measurement shall be governed by the ECOPETROL Measurement Manual during
the first year, commencing as of the Date of Signature. From that moment on, the measurement shall be governed by the CENIT Measurement
Manual, which must ensure compliance with Prudent Industry Practices and in particular the API Manual of Petroleum Measurement
Standards.


 


ECOPETROL shall send to CENIT the ECOPETROL
Measurement Manual within the first five (5) days immediately following the Date of Signature.


 


Section 5.02 The Parties agree
that for the purposes of this Chapter, the dynamic measurement methodology shall be applied, in accordance with the Quality Specifications
for Crude Oil and the Measurement Manual which has been incorporated into this Master Service Contract as Annex TC-9 or
the ECOPETROL Measurement Manual, as applicable, in accordance with Section 5.01 of this Chapter.


 


Section 5.03 CENIT agrees to have
dynamic measurement devices on hand at the Entry Points and Exit Points of the Products throughout the validity period of the
Master Service Contract.


 


Section 5.04 Backup Measurement.
Notwithstanding the obligation of CENIT set forth in Section 5.02 of this Chapter, in cases where for whatever reason it is not
possible to apply the dynamic measurement methodology, the Parties agree that the static measurement methodology shall be applied
according to the Quality Specifications for Crude Oil and the Measurement Manual incorporated herein as Annex TC-9 of the
ECOPETROL Measurement Manual, as applicable, in conformity with Section 5.01 of this Chapter.


 


Section 5.05 Any disputes that
may arise between the Parties in connection with dynamic measurement or static measurement shall be resolved in accordance with
the procedures established in Clauses 23, 24 and 25 of the General Conditions of the Master Service Contract.


 


Clause 6 Procedures and Regulations
applicable to the Transportation Service 


 


The procedures and regulations set forth
below, attached hereto and which form an integral part of this Master Service Contract as an Annex, are the rules that govern
the operating conditions and Transportation Service for ECOPETROL Crude Oil. The provisions contained in the General Conditions
of the Master Service Contract and in this Chapter shall prevail with respect to the conditions established in the Annexes to
this Chapter. The procedures and rules are as follows: 


 




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	 	(i)	Quality Specifications, incorporated into this Master
    Service     Contract as Annex TC-1.







 


		(ii)	Pipelines,
                                                                                    incorporated into this Master Service Contract
                                                                                    as Annex TC-2.



 


		(iii)	CENIT Transporter Manual,
                                                                   incorporated into this Master Service Contract as Annex
                                                                   TC-3.



 


		(iv)	ECOPETROL Transporter Manual,
                                                                  incorporated into this Master Service Contract as Annex TC-4.



 


		(v)	Caño
                                                                                                                                 Limón-Coveñas
                                                                                                                                 Pipeline
                                                                                                                                 Transporter
                                                                                                                                 Manual,
                                                                                                                                 incorporated
                                                                                                                                 into
                                                                                                                                 this
                                                                                                                                 Master
                                                                                                                                 Service
                                                                                                                                 Contract
                                                                                                                                 as
                                                                                                                                 Annex
                                                                                                                                 TC-5.



 


		(vi)	Crude Oil Transportation
                                                                  Rates for each Pipeline, incorporated into this Master Service
                                                                  Contract as Annex TC-6.



 


		(vii)	Capacity Contracted by ECOPETROL
                                                                   for each Pipeline, incorporated into this Master Service
                                                                   Contract as Annex TC-7.



 


		(viii)	Pipeline Entry and Exit
                                                                    Points, incorporated into this Master Service Contract
                                                                    as Annex TC-8.



 


		(ix)	CENIT Measurement Manual,
                                                                  incorporated into this Master Service Contract as Annex TC-9.



 


		(x)	Segregated Crude Oil by Pipeline,
                                                                 incorporated into this Master Service Contract as Annex TC-10.



 


Clause 7 Specific Provisions 


 


Section 7.01 CENIT Transporter Manual
and Master Service Contract. Once the CENIT Transporter Manual, or any changes thereto made during the term of the Master
Service Contract, have been published and sent to the Ministry of Mines and Energy or to the entity acting in its stead, the Parties
shall review the impact thereof on the Master Service Contract and make the corresponding changes allowable under applicable regulations.



 


Section 7.02 With respect to the
provisions set forth in the CENIT Transporter Manual, the Parties specifically agree as follows:


 


		(i)	The obligations stipulated in the
                                                             CENIT Transporter Manual, as they relate to the information necessary
                                                             for drafting the transportation plans and the Transportation Program,
                                                             shall only be binding on ECOPETROL as of the Commencement Date.



 


		(ii)	This Chapter and all other provisions
                                                              that govern the Transportation Service under the Master Service
                                                              Contract shall be understood to be the Transportation Contract.



 




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		(iii)	For the purposes of applying the
                                                               terms of the CENIT Transporter Manual, the Contracted Capacity
                                                               of ECOPETROL under this Master Service Contract shall be understood
                                                               to mean the Firm Contracted Capacity.



 


		(iv)	Within a maximum of two (2) months
                                                              from the Date of Signature, CENIT shall notify ECOPETROL, for its
                                                              respective review and approval, of the following:



 


		(a)	The Volumetric Balance existing
                                                                   as of the Commencement Date.



 


		(b)	Line Fill data, so that CENIT
                                                                   may make the corresponding adjustments as of the Commencement
                                                                   Date.



 


		(v)	ECOPETROL shall not be required
                                                                 to pay a fee in addition to the Transportation Rate for Segregated
                                                                 Crude Oil Transportation Services that have been included in
                                                                 Annex TC-10.



 


Pursuant to the pertinent
provisions of the CENIT Transporter Manual with respect to the obligation to assume additional costs for such services, additional
costs shall only be applicable for new agreements entered into by the Parties after the Date of Signature and for Crude Oil not
expressly included in Annex TC-10.


 


		(vi)	For the purpose of the provisions
                                                                  of the CENIT Transporter Manual regarding Hydrocarbon Quality
                                                                  certifications, CENIT shall accept as valid existing certifications
                                                                  and all other information submitted to it by ECOPETROL as of
                                                                  the Commencement Date. Therefore, ECOPETROL shall only be required
                                                                  to renew such certifications on an annual basis as of the First
                                                                  (1st) day of January of 2014.



 


		(vii)	At the request of ECOPETROL,
                                                                   the Parties may define the terms and conditions for the provision
                                                                   of ECOPETROL Crude Oil Transportation Services bidirectionally
                                                                   via the Pipelines.



 


Section 7.03 Transition Policy. The
Parties agree that the Transportation Manual in


 


effect as of the Date of Signature shall
be applicable for Pipelines until the date of publication of the CENIT Transporter Manual and remittance thereof to the Ministry
of Mines and Energy or the entity acting in its stead.


 


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Chapter
II


Crude
Oil Storage Service 


 


In addition to the terms set forth in
the General Conditions of this Master Service Contract, the Parties agree that the Storage Service shall be governed by the following:


 


Clauses


 


Clause 1 Scope of the Service


 


Section 1.01 This Chapter
and any Annexes agreed to by the Parties shall regulate the specific conditions for the provision of the Storage Service for ECOPETROL
Crude Oil, in accordance with the General Conditions of the Master Service Contract.


 


Section 1.02 Description of
the Service


 


		(i)	CENIT agrees to provide services
                                                                 to ECOPETROL, with respect to ECOPETROL Crude Oil, including
                                                                 but not limited to those described below:



 





		(a)	Receive the ECOPETROL Crude Oil
                                                                to be stored for up to the Contracted Storage Capacity at the
                                                                Entry Point.



 


		(b)	Storage, custody and preservation
                                                                of ECOPETROL Crude Oil.



 


		(c)	Deliver to ECOPETROL or to the
                                                                party indicated by the latter the ECOPETROL Crude Oil at the Exit
                                                                Point.



 


(ii) The Crude Oil Storage Service referred
to in this Chapter is a service in addition to the storage activities required in order to ensure the provision of the Crude Oil
Transportation Services, Tank Truck Crude Oil Loading, Tank Truck Crude Oil Unloading and Crude Oil Loading at Ports, which services
are listed under the corresponding Rate Schedule.


 


Clause 2 Contracted Capacity
for Storage Service 


 


		(i)	As at the Date of Signature of this
                                                            Master Service Contract there is no Firm Contracted Capacity for the
                                                            Crude Oil Storage Service provided to ECOPETROL.



 


		(ii)	As a result of the above, any
                                                                  requirements that ECOPETROL may have for the Crude Oil Storage Service
                                                                  must be agreed upon by the Parties pursuant to the rules for
                                                                  Additional Capacity established in Section 3.06 of the General
                                                                  Conditions of the Master Service Contract.



 




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Clause 3 Procedures and Regulations applicable
                                                            to the Crude Oil Storage Service 


 





The procedures and regulations
applicable to the Crude Oil Storage Service shall be those agreed upon by the Parties from time to time, taking into account CENIT’S
obligations as custodian.


 


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Chapter
III


Service:
Tank Truck Crude Oil Unloading 


 


In addition to the terms set forth in
the General Conditions of this Master Service Contract, the Parties agree that the Unloading Service shall be governed by the
following:


 


Clauses


 


Clause 1 Scope of the Service


 


Section 1.01 This Chapter and its
Annexes regulate the specific conditions for the provision of the Unloading Service for ECOPETROL Crude Oil pursuant to the General
Conditions of the Master Service Contract.


 


Section 1.02 Description of the Service.
CENIT agrees to provide services to ECOPETROL, with respect to the ECOPETROL Crude Oil that is nominated and delivered under
the Capacity Contracted by ECOPETROL, including but not limited to those described below:


 


		(i)	Receive and accept the Nominations
                                                            of ECOPETROL Crude Oil, in accordance with the requirements of ECOPETROL
                                                            and pursuant to the rules applicable to the Capacity Contracted by
                                                            ECOPETROL.



 


		(ii)	Receive at each Point of Entry the
                                                             ECOPETROL Crude Oil that meets the requirements of the Quality Specifications
                                                             set forth in Annex DCC-1 of this Chapter on Unloading of Crude
                                                             Oil from Tank Trucks.



 


		(iii)	Custody, storage and decant the
                                                              ECOPETROL Crude Oil at each of the Unloading Platforms listed
                                                              in Annex DCC-2 and to each Exit Point, in accordance
                                                              with the Nominations made by ECOPETROL and accepted by CENIT.



 


		(iv)	Handle the Crude Oil in accordance
                                                             with the agreements to be made by the Parties for the transportation
                                                             of Segregated Crude Oil, including, but not limited to, the Segregated
                                                             Crude Oil specified in Annex TC-10.



 


		(v)	Make available to ECOPETROL, at each
                                                            Exit Point, the ECOPETROL Crude Oil received by CENIT at the corresponding
                                                            Unloading Platform.



 


		(vi)	Carry out all activities related
                                                             to the Services under this Master Service Contract, in coordination
                                                             with other operators providing identical or similar services to CENIT
                                                             and which are necessary in order to meet the disposal requirements
                                                             for ECOPETROL Crude Oil.



 




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Section 1.03 The Service for Tank
Truck Crude Oil Unloading referred to in this Chapter is a service in addition to the unloading activities required in order to
ensure the provision of the Crude Oil Transportation Services, Crude Oil Storage, Tank Truck Crude Oil Loading, and Crude Oil
Loading at Ports, which services are listed under the corresponding Rate Schedule.


 


Clause 2 Crude Oil Unloading
Rate 





 


(i) The Unloading Rates for
ECOPETROL Crude Oil are those listed in Annex DCC-3 and are the Rates in effect for the year 2013.


 


Clause 3 Contractual Liability
Limits of CENIT


 


For the purposes of the provisions of
Section 16.02 of the General Conditions of the Master Service Contract, in the event of loss of or damage to ECOPETROL Crude Oil
during the Tank Truck Crude Oil Unloading Service, the following contractual liability limit shall apply:


 


(i) For actual damages, CENIT
shall pay compensation equivalent to seventy-five percent (75%) of the Declared Value of the Crude Oil for each Barrel that is
lost or damaged.


 


(ii) For lost profits, CENIT
shall pay compensation equivalent to twenty-five percent (25%) of the Declared Value of the Crude Oil for each Barrel that is
lost or damaged.


 


(iii) These compensation limits
shall not be applicable to events of fraud or gross negligence on the part of CENIT.


 


Clause 4Measurement



 


Section 4.01 Transition Policy.
The Parties agree that for the purposes of this Chapter, measurement shall be governed by the ECOPETROL Measurement Manual during
the first year, commencing as of the Date of Signature. From that moment on, the measurement shall be governed by the CENIT Measurement
Manual, which must ensure compliance with Prudent Industry Practices and in particular the API Manual of Petroleum Measurement
Standards.


 


ECOPETROL shall send to CENIT the ECOPETROL
Measurement Manual within the first five (5) days immediately following the Date of Signature.


 


Section 4.02 The Parties agree
that for the purposes of this Chapter, the dynamic measurement methodology shall be applied, in accordance with the Quality Specifications
for Crude Oil and the Measurement Manual, which has been incorporated into this Master Service Contract as Annex DCC-7
or the ECOPETROL Measurement Manual, as applicable, in accordance with Section 4.01 of this Chapter.


 




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Section 4.03 CENIT agrees to have
dynamic measurement devices on hand at the entry Points and exit Points throughout the validity period of this Master Service
Contract.


 


Section 4.04 Backup Measurement.
Without prejudice to the obligation of CENIT set forth in Section 4.02 of this Chapter, in cases where for whatever reason it
is not possible to apply the dynamic measurement methodology, the Parties agree that the static measurement methodology shall
be applied according to the Quality Specifications for Crude Oil and the Measurement Manual incorporated herein as Annex DCC-7
or the ECOPETROL Measurement Manual, as applicable, in conformity with Section 4.01 of this Chapter.


 


Section 4.05 Any disputes that
may arise between the Parties in connection with dynamic measurement or static measurement shall be resolved in accordance with
the procedures established in Clauses 23, 24 and 25 of the General Conditions of the Master Service Contract.


 


Clause 5 Procedures and Regulations
applicable to the Unloading Service 


 


The procedures and regulations set forth
below, attached hereto and which form an integral part of this Master Service Contract as an Annex, are the rules that govern
the operating conditions and Unloading of ECOPETROL Crude Oil. The procedures and rules are as follows: 


 


		(i)	Crude Oil Quality Specifications,
                                                             incorporated into this Master Service Contract as Annex DCC-1.



 


		(ii)	Unloading Platforms, incorporated
                                                              into this Master Service Contract as Annex DCC-2.



 


		(iii)	Crude Oil Unloading Rates,
                                                               incorporated into this Master Service Contract as Annex DCC-3.



 


		(iv)	Operating and Unloading Standards,
                                                              incorporated into this Master Service Contract as Annex DCC-4.



 


		(v)	Capacity Contracted by ECOPETROL
                                                             for each Unloading Platform, incorporated into this Master Service
                                                             Contract as Annex DCC-5.



 


		(vi)	Unloading Platform Entry and
                                                              Exit Points, incorporated into this Master Service Contract
                                                              as Annex DCC-6.



 


		(vii)	CENIT Measurement Manual,
                                                               incorporated into this Master Service Contract as Annex DCC-7.



 


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Chapter
IV


Crude
Oil loading at ports 


 


In addition to the terms set forth in
the General Conditions of this Master Service Contract, the Parties agree that the Crude Oil Loading Service at Ports shall be
governed by the following,


 


Clauses


 


Clause 1 Scope of the Crude
Oil Loading Service at Ports


 


Section 1.01 This Chapter and its
Annexes regulate the specific conditions for the provision of the Crude Oil Loading Service at Ports for ECOPETROL Crude Oil pursuant
to the General Conditions of the Master Service Contract.


 


Section 1.02 Description of the Crude
Oil Loading Service at Ports. CENIT agrees to provide to ECOPETROL services including but not limited to those listed below,
with respect to the ECOPETROL Crude Oil that is delivered by ECOPETROL and received by CENIT:


 


		(i)	Receive the ECOPETROL Crude Oil that arrives at the Ports
through the Pipelines. Similarly, receive the ECOPETROL Crude Oil that arrives at the Ports through any other means, provided
that the infrastructure required for receipt thereof is installed.



 





		(ii)	Necessary storage of ECOPETROL
Crude Oil.












 


		(iii)	Ensure the quality of ECOPETROL Crude Oil in accordance
with the specifications agreed by the Parties, the provisions of this Chapter and Annex CCP-10.



 


		(iv)	Handle, pump, decant and load onto tankers for export or
                                                              coastal shipping at the Ports specified in Annex CCP-1 ECOPETROL
                                                              Crude Oil within the Contracted Capacity.



 


		(v)	Schedule timeframes at the Tank Loading Units.



 


		(vi)	Port Services for tankers arriving at the Ports.



 


Clause 2           Service
Conditions


 


		(i)	The effective provision of the
                                                                Crude Oil Loading Service at Ports discussed in this Chapter shall
                                                                be subject to:





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		(a)	Approval by the respective authority
                                                               of the transfer of the respective concession contracts or of equivalent
                                                               rights, whichever is applicable to CENIT, with respect to the Ports
                                                               discussed in Annex CCP-1.



 


		(b)	CENIT obtaining the respective
                                                                 licenses, permits and authorizations to act as concessionaire.



 


		(ii)	During such time as the port
                                                                 concessions overseen by CENIT are operating under the private
                                                                 port system, and if for any reason a competent authority were
                                                                 to modify the interpretation of the concept of “Legally
                                                                 and Economically Bound Party” referred to in Law 1 of 1991,
                                                                 thereby affecting the ECOPETROL’S rights to access the
                                                                 Ports contracted pursuant to this Chapter, CENIT shall be required
                                                                 to promptly modify the port concession contracts in order to
                                                                 guarantee the Services under such contracts.



 


(iii)     Unless
expressly agreed otherwise between the Parties, any modification to the concession contracts or to the Port authorization terms
shall not result in a modification to the access rights and terms in favor of ECOPETROL set forth in this Master Service Contract.



 


Clause 3      Service
Rate for Crude Oil Loading at Ports





 


(i) The Service Rates for
Loading Crude Oil at Ports are the rates set forth in Annex CCP-2 and are the rates in effect for the year 2013.


 


(ii) Rates for Port Services
shall be billed according to Port Operating Regulations.


 


Clause 4      Contractual
Liability Limits of CENIT


 


For the purposes of the provisions of
Section 16.02 of the General Conditions of the Master Service Contract, in the event of loss of or damage to ECOPETROL Crude Oil
during the Loading of Crude Oil at Ports Service, the following contractual liability limit shall apply:


 


		(i)	For actual damages, CENIT shall pay compensation equivalent to
                                                             seventy-five percent (75%) of the Declared Value of the Crude Oil
                                                             for each Barrel that is lost or damaged.



 


		(ii)	For lost profits, CENIT shall pay compensation equivalent to
                                                              twenty-five percent (25%) of the Declared Value of the Crude Oil
                                                              for each Barrel that is lost or damaged.



 


		(iii)	These compensation limits shall not be applicable to events
                                                               of fraud or gross negligence on the part of CENIT.



 




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Clause 5 Procedures and Regulations
applicable to the Crude Oil Loading at Ports Service 


 


Section 5.01 The procedures and
regulations set forth below, attached hereto and which form an integral part of this Master Service Contract as an Annex, are
the rules that govern the operating conditions and Port service. The procedures and rules include, but are not limited to:


 


		(i)	Ports, which forms part of
                                                            this Master Service Contract as Annex CCP-1.



 


		(ii)	Rates for Crude Oil Loading Services
                                                             at Ports, which forms part of this Master Service Contract as
                                                             Annex CCP-2.



 


		(iii)	Crude Oil Removal Procedure,
                                                              which forms part of this Master Service Contract as Annex CCP-3.



 


		(iv)	Port Operations Regulations,
                                                             which form part of this Master Service Contract as Annex CCP-4.



 


		(v)	CENIT Measurement Manual, which
                                                            forms part of this Master Service Contract as Annex CCP-5.



 


		(vi)	Procedure for Resolving Delays,
                                                             which forms part of this Master Service Contract as Annex CCP-6.



 


		(vii)	Capacity Contracted by ECOPETROL
                                                              at Ports, which forms part of this Master Service Contract as
                                                              Annex CCP-7.



 


		(viii)	Port Entry and Exit Points,
                                                               which forms part of this Master Service Contract as Annex CCP-8.



 


		(ix)	Procedure for Scheduling Windows,
                                                             which forms part of this Master Service Contract as Annex CCP-9.



 


		(x)	Crude Oil Quality Specifications
                                                            for Loading at Ports, which forms part of this Master Service
                                                            Contract as Annex CCP-10.



 


		(xi)	MARPOL: International Convention
                                                             for the Prevention of Pollution from Ships, published in London on
                                                             November 2, 1973 and approved by the Colombian Congress through Law
                                                             12 of 1981, its amendments and additions, which forms part of this
                                                             Master Service Contract as Annex CCP-11.



 


Section 5.02 Considering that as
of the Date of Signature CENIT is not the owner of the port concessions that have currently been awarded to ECOPETROL, the Parties
agree to execute the Annexes listed in this Master Service Contract within a period not to exceed six (6) months from the Date
of Signature hereof.


 


Section 5.03 Notwithstanding the
foregoing, and in the event that the transfer of the port concessions by ECOPETROL to CENIT is realized, the Parties shall review
the Annexes listed in this Chapter within a period of two (2) months from the assignment date of the port concessions and shall
make any necessary changes.


 






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Chapter
V


Service:
Tank Truck Crude Oil Loading 


 


In addition to the terms set forth in
the General Conditions of this Master Service Contract, the Parties agree that the Loading of Crude Oil onto ECOPETROL Tank Trucks
shall be governed by the following,


 


Clauses


 


Clause 1 Scope of the Service


 


Section 1.01 This Chapter and any
Annexes that may be executed by the Parties in the future regulate the specific conditions for the provision of the Service for
Loading ECOPETROL Crude Oil onto Tank Trucks pursuant to the General Conditions of the Master Service Contract.


 


Section 1.02 Description of the
Service. CENIT agrees to provide to ECOPETROL, with respect to ECOPETROL Crude Oil, services including but not limited to
those listed below:


 


(i) Make available to ECOPETROL,
at each Exit Point, the ECOPETROL Crude Oil;


 


(ii) Perform the loading of
ECOPETROL Crude Oil into Tank Trucks at each Exit Point.


 


Clause 2 Contracted Capacity for
Loading Crude Oil onto Tank Trucks  


 


(i) As of the Date of Signature
of this Master Service Contract, there is no Contracted Capacity for the Tank Truck Crude Oil Loading Service for ECOPETROL.


 


(ii) As a result of the above,
any requirements ECOPETROL may have for the Tank Truck Crude Oil Loading Service must be agreed upon by the Parties pursuant to
the rules for Additional Capacity established in Section 3.06 of the General Conditions of the Master Service Contract.


 


Clause 3 Procedures and Regulations
applicable to the Tank Truck Crude Oil Loading Service 


 


The procedures and regulations applicable
to the Tank Truck Crude Oil Loading Service shall be those that may be agreed upon by the Parties from time to time. The provisions
contained in the General Conditions of the Master Service Contract and in this Chapter shall prevail with respect to the conditions
established in the Annexes to this Chapter.


 


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