Exhibit 10.16


 


SPECIFIC TERMS IN
THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. 

THE REDACTED MATERIAL HAS
BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN

 MARKED AT THE APPROPRIATE
PLACE WITH FIVE ASTERISKS (*****).


Time Charter


GOVERNMENT FORM


Approved by The New
York Produce Exchange


November 6th,
1913_Amended October 20th, 1921; August 6th, 1931’ October 3rd, 1946


 





This Charter Party, made
and concluded in Athens this
.....28th....... day of .......... January................
2011............................

Between Kayley Shipping Co. of Liberia, (hereinafter called the “Owners”)
who have contracted to aquire per the attached

Shipbuilding Contract dated 28 January 2011 made with Sungdong Shipbuilding
& Marine Engineering Co., Ltd of Korea (hereinafter

called the “Builder”).................................................................................................................................................

Owners of the good (flag to be advised) (Steamship/Motorship)
Sungdong Shipbuilding & Marine Engineering Co., Ltd Hull NoS4011

tbr ........of ...............
tons gross register, and ...................tons net register, having engines of ...............
indicated horse power [See Clause 38] ...

and with hull, machinery and equipment in a thoroughly efficient state, and classed ..........................................................................................

at .........................of about ................cubic
feet bale capacity, and about ......................................................................tons
of 2240 lbs ....

dead weight capacity (cargo and bunkers, including fresh water and stores not exceeding one and one half percent of ship’s
deadweight capacity, allowing a

minimum of fifty tons) on a draft of .................... feet .....................
inches on ..................... Summer freeboard, inclusive of permanent bunkers,

which are of the capacity of about .............................................................
tons of fuel, and capable of steaming, fully laden, under good weather

conditions about ..................... knots on a consumption of about .............................
tons of best Welsh coal best grade fuel oil best grad Diesel oil,

now on order in Sungdong Shipbuilding & Marine Engineering Co.,
Ltd of Korea ...........................................................................

............................ and ...... MSC-Mediterranean
Shipping Co. S.A. ..................Charterers of the City of ..................Geneva
...............


Witnesseth, That the
said Owners agree to let, and the said Charterers agree to hire the said vessel, from the time of delivery, for 

about
a timecharter period of 10 years, ***** days more or less at Charterers option, world
wide trading within MSC’s service .............. 

...................................................
............ via ...[safe port(s) always
afloat. always within I.W.L.] within below mentioned trading limits.

Charterers to have liberty to sublet the vessel for all or any part of the time covered by this Charter, but Charterers remaining
responsible for.................... 

the fulfillment of this Charter Party.

Vessel to be placed at the disposal of the Charterers, at ... when
ready/back to back with delivery of the vessel to Owners, upon ....................

arrival FSPS Pusan (see clause 30), at any time, date/night, Sundays
and Holidays Included .........................................................

in such dock or at such wharf or place (where she may safely lie, always afloat, at all times of tide, except as otherwise
provided in clause No. 6), as 

the Charterers may direct, If such dock, wharf or place be not available time to count as provided for in clause No. 5.
Vessel on her delivery to be

ready to receive cargo with clean-swept hold [free of insect and smells
to an Independent surveyor’s satisfaction] and tight, staunch, strong and in

every way fitted for the service, having water ballast, winches and donkey boiler with sufficient steam power, or if not equipped
with donkey boiler, then other

power sufficient to run all the winches at one and the same time (and with full complement of officers, seamen, engineers and
firemen for a vessel of her

tonnage), to be employed, in carrying [containerized] lawful
merchandise, including petroleum or its products, in proper containers, excluding arms,


ammunitions, explosives, nuclear products, waste and [poison
gas, cargoes in bulk, livestock of any description-see also clause 73]

(vessel is not to be employed in the carriage of Live Stock, but Charterers are to have the privilege of shipping a small
number on deck at their risk, all 

necessary fitting and other requirements to be for account on Charterers), in such lawful trades, between safe port and/or
ports in British North America, and/or

United States of America, and/or West Indies, and/or Central America, and/or Caribbean Sea, and/or Gulf of Mexico and/or
Mexico, and/or South America 

...and/or Europe and/or Africa, and and/or Asia, and/or Australia and/or Tasmania, and/or New
Zealand, but excluding Magdalena River, River St. Lawrence 

between October 31st and May 15th, Hudson Bay and all unsafe ports; also excluding, when out of season,
White Sea, Black Sea and the Baltic, 









    	 



    	



    



within
IWL with Charterers’ option to break IWL against paying Owners net extra premium levied. Excluding Iraq, Haiti, North Korea,


Congo, Turkish occupied Cyprus, Israel, Cabinda, Guinea-Blassao, Eritrea,
Sierra Leone, Cambodia, Iran (excluding Bandar Abbas but

[Charterers to ensure compliance with all IRAN related sanctions), Cuba,
St Laurence Seaway above Montreal, Liberia, Somalia and

countries which result in blacklisting/sanctions .... [by
other countries and/or UN] ...as the Charterers or their Agents shall direct, on the

following conditions:


1.     That the Owners shall provide and pay for
all provisions, wages [and immigration fees] and consular
shipping and discharging fees of

the Crew; shall pay for the insurance of the vessel, also for all the cabin, deck, engine-room, and other necessary stores, including
boiler water [and 

lubricating oil] and maintain her class and keep the vessel
in a thoroughly efficient state in hull [and holds] machinery
and equipment for and during the

service.


2.     That [whilst
on hire] the Charterers shall provide and pay for all the fuel except as other wise agreed, Port Charges, Pilotages,
Agencies

[Owners to appoint own agents for major repairs, drydocking and general
average, Charterers and/or their agents at all ports of call to

attend customary Owners matters without requiring extra agency fees,
Owners to pay all actual expenses incurred.] Commissions,

Consular Charges (except those pertaining to the Crew) [and flag of
the vessel] and all other usual expenses except those before stated, but when the vessel

puts into a port for causes for which vessel is responsible, then all such charges incurred shall be paid by the Owners, Fumigations
ordered because of illness of

the crew to be for Owners account. Fumigations ordered because of cargoes carried or ports visited while vessel is employed under
this charter to be for

Charters account. All other fumigation to be for Charterers account after vessel has been on charter for continuous period
of six months or more.


Charterers are to provide necessary dunnage and shifting boards, also any extra fittings requisite for a special trade or unusual
cargo, but Owners to 

allow them the use of any dunnage and shifting boards already aboard vessel. Charterers to have the privilege of using shifting boards for
dunnage, they 

making good any damage thereto.


3.     That Charterers, at the port of
delivery, and Owners, at the port of re-delivery, shall take over and pay for all fuel remaining on board the 

vessel at the current prices in the respective ports, the vessel to be delivered with not less than ...................................................tons
and not more than 

........................tons and to be re-delivered with not less than .......................................tons
and not more than ..............tons. See
clause 36.


4.     That the Charterers shall pay for
the use and hire of the said Vessel at the rate of US$ 42,000 ( US DOLLARS
FORTY TWO 

THOUSAND )net daily ...[Including
overtime from the time/date of delivery. (See Cl.30)] ..United States Currency per ton on vessel’s total

deadweight carrying capacity, including bunkers and stores, on ..............summer freeboard, per
Calendar Month, commencing on and from the day of her 

delivery, as aforesaid and at and after the same rate for any part of a month day;
hire to continue until the hour of the day of her re-delivery in like good order

and condition, ordinary wear and tear excepted, to the Owners (unless lost) at ......see
clause 76 ........................................................................

.. ................................................unless
otherwise mutually agreed. Charterers are to give Owners not less than ......60/30/15
........days ..............

notice of vessels expected date of re-delivery, and probable port, and
(3) and (1) days(s) redelivery notice together with redelivery port. ............


5.     Payment of said hire to be made in New
York [Athens free of bank charges. See clause 55]
in cash in United States Currency. [15 

days] semi-monthly in advance, and for the
last half month or part of same the approximate amount of hire, and should same not cover the actual time, hire is

to be paid for the balance day by day, as it becomes due, if so required by Owners, unless bank guarantee or deposit is made by
the Charterers, otherwise

failing the punctual and regular payment of the hire, or bank guarantee, or on any breach of this Charter Party, the Owners shall
be at liberty to withdraw the

vessel from the service of the Charterers, without prejudice to any claim they (the Owners) may otherwise have on the Charters.
Time to count from [time of 

delivery] 7 a.m. on the working day following that
on which written notice of readiness has been given to Charterers or their Agents before 4 p.m., but if 

required by Charterers, they to have the privilege of using vessel at once, such time used to count as hire. 


Cash for vessel’s ordinary disbursements
at any port may be advanced as required by the Captain, by the Charterers or their Agents, subject to 21⁄2%

commission and such advances shall be deducted from the hire. The Charterers, however, shall in no way be responsible for the application
of such

advances.


6.     That the cargo or cargoes be laden and/or
discharged in any dock or at any wharf or place that Charterers or their Agents may direct,

provided the vessel can safely lie always afloat at any time of tide, except at such places [safe
berths and roads] where it is customary for similar size 

vessels to safely lie aground.


7.     That the whole reach of the vessel’s
Hold, Decks, and usual places of loading (not more than she can reasonably stow and carry), also

accommodations for Supercargo, if carried, shall be at the Charterers’ disposal, reserving only proper and sufficient space
for Ship’s officers, crew, tackle,

apparel, furniture provisions, stores and fuel. Charterers have the privilege of passengers as far as accommodations allow,
Charterers paying Owners ........ 

................. per day per passenger for accommodations and meals. However, it is agreed that
in case any fines or extra expenses are incurred in the 

consequence of the carriage of passengers, Charterers are to bear such risk and expense.







    	 



    	



    



8.     That the Captain shall prosecute his voyages
with the utmost dispatch, and shall render all customary assistance with ship’s crew and boats.

The captain (although appointed by the Owners), shall be under the orders and directions of the Charterers as regards employment
and agency; and Charterers

are to load, stow, and trim, the cargo [lash, unlash,
secure, unsecure and discharge the cargo/containers] at their expense under the supervision

[and responsibility] of the Captain, who is to sing Bills
of Lading for cargo [containers] as presented,
in conformity with Mate’s or Tally Clerk’s receipts.


9.     That if the Charters shall have reason to
be dissatisfied with the conduct of the Captain, Officers, or Engineers, the Owners shall on

receiving particulars of the complaint, investigate the same, and if necessary, make a change in the appointments. [but
this provision does not affect


Charterers’ right to advance any claims to require arbitration
under cl.17 of any dispute regarding the Master in the prosecution of his 

voyages and in carrying out the orders and directions of Charterers.]


10.    That the Charterers shall have permission
to appoint a Supercargo, who shall accompany the vessel and see that voyages are prosecuted

with the utmost dispatch. He is to be furnished with free accommodation and same fare as provided for Captain’s table. Charterers
paying at the rate of [US$ 

8, per day] $1.00 per day. Owners to [reasonably]
victual Pilots and Customs Officers, and also when authorized by Charterers or their Agents, to victual

[reasonably] Tally Clerks, Stevedore’s Foremen, etc.,
Charterers paying [US$ 2, for breakfast, US$ 4, for lunch or dinner]
at the current rate per 

meal, for all such victualling.


11.    That the Charterers shall furnish the Captain
from time to time with all requisite instructions and sailing instructions, in writing, and the

Captain shall keep a full and correct Log of the voyage or voyages, which are to be patent to the Charterers or their Agents, and
furnish the Charterers, their

Agents or Supercargo, when required, with a true copy of daily Logs, showing the course of the vessel and distance run and the

consumption of fuel.


12.    That the Captain shall use diligence
in caring for the ventilation of the cargo.


13.    That the Charterers shall have
the option of continuing this charter for a further period of 

................................................................................................................................................................................................

on giving written notice thereof to the Owners of their Agents ................days previous to
the expiration of the first named term, or any declared option.


14.    That if required by Charterers, time not
to commence before ...............(see clause. 30)
.....................................and should

vessel not have given written notice of readiness on or before ........................(see
clause. 30) .....................but not later than 4 p.m. Charterers or

their Agents to have the option of canceling this Charter at any time not later than the day of vessel’s readiness.


15.    That in the event of the loss of time from
deficiency [and/or default of men including strikes of Officers and
Crew whether

due to labour disputes or otherwise or deficiency] of men
or stores, fire, breakdown or damages to hull, holds, machinery
or equipment, grounding,

detention by average accidents to ship or cargo, drydocking for the purposes of examination or painting bottom, or by any other
cause whatsoever ..

preventing the full working of the vessel, the payment of hire shall cease for the time thereby lost; and if upon the voyage the
speed be reduced by defect in or

breakdown of any part of her hull, machinery or equipment, the time so lost, and the cost of any extra fuel consumed in consequence
thereof, and all extra

expenses shall be deducted from the hire.


16.    That should the Vessel be lost, money paid
in advance and not earned (reckoning from the date of loss or being last heard of) shall be

returned to the Charterers at once. The act of God, enemies, fire, restraint of Princes, Rulers and People, and all dangers and
accidents of the Seas, Rivers,

Machinery, Boilers and Steam Navigation, and errors of Navigation throughout this Charter party, always mutually excepted.


         The vessel shall have the liberty to sail with
or without pilots, to tow and to be towed, to assist vessels in distress, and to deviate for the

purpose of saving life and property.


17.    That should any dispute arise between Owners
and the Charterers, the matter in dispute shall be referred to two
three persons [(and in the

event of disagreement to an umpire appointed by the forementioned two
persons)] at New York [London, English Law
to apply] one to be

appointed by each of the parties hereto, and the third by the two so chosen; their decision or [In
the event of disagreement, that of the umpire] that of 

any two of them; shall be final, and for the purpose of enforcing any award, this agreement may be made a rule
of the Court. The Arbitrators shall be

commercial men.


18.    That the Owners shall have the lien upon
all cargoes, and all, sub-freights for any amounts due under this Charter, including General

Average contributions, and the Charterers to have a lien on the Ship for all monies paid in advance and not earned, and any overpaid
hire or excess deposit to

be returned at once. Charterers will not suffer, nor permit to be continued, any lien or encumbrance incurred by them or their
Agents, which might have

priority over the title and interest of the Owners in the vessel.


19.    That all derelicts and salvage shall be
for Owners’ and Charterers’ equal benefit after deducting Owners’ and Charterers’ expenses and

Crew’s proportion. General Average shall be adjusted, stated and settled according to Rules 1 to 15, inclusive, 17
to 22, inclusive, and Rule F of  York-

Antwerp Rules 1974 [as amended in London 1980] 1924 at such port or place in the United States as may be selected by the
carrier, and as in matters not 








    	 



    	



    



provided for by these Rules, according to the laws and usages
at the port of New York. In such adjustment disbursements in foreign currencies shall be 

exchanged into United States money at the rate prevailing on the dates made and allowances for damage to cargo claimed
in foreign currency shall be 

converted at the rate prevailing on the last day of discharge at the port or place of final discharge of such damaged cargo
from the ship. Average 

agreement or bond and such additional security, as may be required by the carrier, must be furnished before delivery of
the goods. 

Such cash deposit as the carrier or his agent may deem sufficient as additional security for the contribution of the goods
and for any salvage and special 

charges thereon, shall, if required, be made by the goods, shippers, consignees or owners of the goods to the carrier before
delivery. Such deposit shall, at the 

option of the carrier, be payable in United States money and be remitted to the adjuster. When so remitted the deposit
shall be held in a special account at the 

place of adjustment in the name of the adjuster pending settlement of the General Average and refunds or credit balances,
if any, shall be paid in United States 

money.


In the event of accident, danger, damage,
or disaster, before or after commencement of the voyage resulting from any cause whatsoever, 

whether due to negligence or not, for which, or for the consequence of which, the carrier is not responsible, by statute,
contract, or otherwise, 

the goods, the shipper and the consignee, jointly and severally, shall contribute with the carrier in general average to
the payment of any sacrifices, losses or

expenses of a general average nature that may be made or incurred, and shall pay salvage and special charges incurred in
respect of the goods. 

If a salving ship is owned or operated by the carrier, salvage shall be paid for as fully and in the same manner as if
such salving ship or ships belonged to 

strangers.


         Provisions as to General Average in accordance
with the above are to be included in all bills of lading issued hereunder.


20.    Fuel used by the vessel while off hire,
also for cooking, condensing water, or for grates and stoves to be agreed to as to quantity, and the

cost of replacing same, to be allowed by Owners


21.    That as the vessel may be from
time to time employed in tropical water during the term of this Charter, Vessel is to be docked at a 

convenient place, bottom cleaned and painted whenever Charterers and Captain think necessary, at least once in every six
months, reckoning from time of last 

painting, and payment of the hire to be suspended until she is again in proper state for the service.

....Drydocking as required by the Class, except in case of emergency,
and/or to carry out necessary .................................................

....Builder’s guaranteed Inspections/ repairs during the period
of Builder’s guarantee. .......................................................................


22.    Owners shall maintain the gear of the ship
as fitted, providing gear (for all derricks) capable of handling lifts up to three tons, also

providing ropes, falls, stings and blocks. If vessel is fitted with derricks capable of handling heavier lifts, Owners are to provide
necessary gear for same,

otherwise equipment and gear for heavier lifts shall be for Charterers’ account. Owners also to provide on the vessel; [electric
lights on deck and in the 

holds] lanterns and oil for night work,
and vessel to give use of electric light when so fitted, but any additional lights over those on board to be at Charterers’

expense. The Charterers to have the use of any gear [Lashing
securing material] on board the vessel.


23.    Vessel to work night and day, [and
on Sundays and on holidays] if required by Charterers, and all winches to be at Charterers’ 

disposal during loading and discharging; steamer to provide one winchman per hatch to work winches day and night, as required,
Charterers agreeing to pay 

officers, engineers, winchmen, deck hands and donkeymen for overtime work done in accordance with the working hours and
rates stated in the ship’s articles. 

If the rules of the port, or labor unions, prevent crew from driving winches, shore Winchmen to be paid by Charterers.
In the event of a disabled winch or 

winches, or insufficient power to operate winches, Owners to pay for shore engine, or engines, in lieu thereof, if required, and
pay any loss of time occasioned

thereby.


24.    It is also mutually agreed that this Charter
is subject to all the terms and provisions of and all the exemptions from liability contained in the

Act of Congress of the United States approved on the 13th day of February, 1893, and entitled “An Act relating
to Navigation of Vessels, etc., in respect of all

cargo shipped under this charter to or from the United States of America. It is further subject to the following clauses, both
of which are to be included in all

bills of lading issued hereunder.


U.S.A.
Clause Paramount


This bill of lading shall have effect subject to
the provisions of the Carriage of Goods by Sea Act of the United States, approved April 16,

1936, which shall be deemed to be incorporated herein, and nothing herein contained shall be deemed a surrender by the
carrier of any of

its rights or immunities or an increase of any of its responsibilities or liabilities under said Act. If any term of this
bill of lading be

repugnant to said Act to any extent, such term shall be void to that extent, but no further.


Both-to-Blame Collision Clause


If the ship comes into collision with another ship as a
result of the negligence of the other ship and any act, neglect or default of the Master,

mariner, pilot or the servants of the Carrier in the navigation or in the management of the ship, the owners of the goods carried
hereunder

will indemnify the Carrier against all loss or liability to the other or non-carrying ship or her owners in so far as such loss
or liability








    	 



    	



    



represents loss of, or damage to, or any claim
whatsoever of the owners of said goods, paid or payable by the other or non-carrying ship or

her owners to the owners of said goods and set off, recouped or recovered by the other or non-carrying ship or her owners as part
of their

claim against the carrying ship or carrier.


25.    The vessel shall no be required to enter
any ice-bound port, or any port where lights or light-ships have been or are about to be with-

drawn by reason of ice, or where there is risk that in the ordinary course of things the vessel will not be able on account of
ice to safely enter the port or to get

out after having completed loading or discharging.


26.    Nothing herein stated is to be construed
as a demise of the vessel to the Time Charterers. The owners to remain responsible for the

navigation of the vessel, insurance, crew and all other matters, same as when trading for their own account. [Cargo
claims are to be settled in 

accordance with the NYPE Interclub Agreement latest addition. See Clause
49]


27.    A commission of 21⁄2 per cent
is payable by the Vessel and Owners to .......................................................................................

................................................................................................................................................................................................

on hire earned and paid under this Charter, and also upon any continuation or extension of this Charter.


28.    An address commission of 21⁄2
per cent is payable to ................ on the hire earned and paid under this Charter.


Additional Clauses 29-80 and attachment, both inclusive
per attached Rider, to be fully Incorporated In and form part

of this CharterParty



 


	The original Charter Party is our possession.	For Owners ....................................
	Charterers ..........................	Konstantinos Zacharatos / Attorney in fact






    	 



    	



    


RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		29.	The vessel will be delivered to Charterers already painted with their colours/ marks and Charterers
have timely to advise the intended name. Charterers’ option to rename the vessel subject Owners’ / Authorities’
approval and provided Charterers exercising this option with a pre-advice to Owners of minimum 15 days. Expenses and time in this
connection including changing back to Owners’ colours and/or name prior to redelivery to be for Charterers’ account.



 


		30.	The vessel will shortly be ordered from the Builder , and will be delivered to Charterers MSC when
ready, back to back with delivery to the Owners from the Builder in accordance with the terms of the attached Shipbuilding Contract
dated 28 January 2011 (save for transit time from shipyard to FSPS Pusan) and no claim to be made by MSC in respect of delay, save
for MSC’s right of cancellation as follows:



 


In case a right of cancellation
arises for the Owner under the attached Form of Shipbuilding Contract due to excessive delay in the delivery of the vessel, the
Owner shall advise MSC (advising also any new delivery date proposed by the Builder) and MSC will make an election within 48 hours
of the Owner’s notice that a right of cancellation of the shipbuilding contract has arisen whether it wishes to cancel this
charterparty.


 


In case MSC does not reply within
the aforementioned 48 hours, MSC shall be deemed to have affirmed this charterparty and accepted the new delivery date.


 


In case MSC elects to terminate
this charterparty, then same shall be considered null and void, both parties shall be discharged from any performance hereunder
and no claim or liability shall made or incurred by either party against the other.


 


In case MSC accepts the new delivery
date proposed by the Builder to the Owner, then MSC to pay 50% of the applicable hire for the period from the date the right of
cancellation has arisen and the date of the delivery of the vessel to MSC and the period of the charter to remain unchanged i.e.
10 years.


 


Owners will keep Charterers duly
informed about the dates of delivery and shall tender approximate notice(s) of delivery to MSC as per the attached Shipbuilding
Contract.


 


Cable Address: MEDITE-GENEVA,
Telex: 427445 msc ch.



    	 1



    	



    

RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		31.	The Master shall supervise the stowage of the cargo thoroughly and let one of his Officers control
all loading, handling, stowage, lashing and discharge of the cargo.



 


		32.	The Owners guarantee that the vessel is fully covered for the trade by and shall remain entered
in a P & I Association for the duration of this Charter Party. Owners’ P & I Club is: The Swedish Club
and Owners’ Club to confirm this by letter to Charterers. Charterers also to maintain a Charterers’ liability P
& I entry throughout the duration of this Charter Party.

Charterers’ P & I Club is: t.b.a.



 


		33.	The Owners to give Charterers ***** written notice, excluding Sundays and Holidays, before exercising
their rights under this contract for non-paid hire. The Charterers may deduct from last hire payment the value of bunkers estimated
on board on redelivery and the estimated expenses incurred by the Charterers for Owners’ account, for which, however vouchers
have not yet reached the Charterers for submission to Owners.



 


		34.	Owners’ P & I Club cover includes their liability for personal accidents or injuries
to third parties including the servants of Charterers on board the vessel. In the event that the vessel/her cargo or part thereof,
containers, bunkers or stores is arrested and/or seized through a competent court or tribunal in respect of any claim and/or a
lien whether maritime or otherwise is exercised against the vessel/her cargo or part thereof, containers, bunkers or stores preventing
the vessel from sailing and/or detaining/delaying the vessel in any way whatsoever not arising through any claim being the responsibility
of the Charterers, the vessel shall be off-hire for the time actually lost by arrest/seizure/the lien is exercised until the arrest/seizure/lien
is lifted ( whether or not such arrest, seizure or lien was justified or not ) and Charterers shall be reimbursed for any expenditure
which they may incur during the off-hire period.



 


		35.	Owners guarantee that the vessel is always safe in ballast without any solid ballast being required.
The Owners further warrant that the vessel is eligible for bunkers in areas within the agreed trade limits.




    	 2



    	



    

RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		36.	The vessel to be delivered with about ....... metric tons IFO and about ....... metric tons MDO
(apprx. quantities to be advised abt 20 days before delivery )and to be redelivered with about same quantities of bunkers as on
delivery but sufficient to reach nearest known bunkering port. Charterers to supply IFO and MDO per British Standards.



 


Charterers to take over and pay
for bunkers on delivery and Owners to take over and pay for bunkers on redelivery according to Platt’s Oilgram Bunkers wire
mean prices at ports of delivery/ redelivery or at the nearest port, valid at the dates of delivery/redelivery respectively.


 


		37.	Charterers will not be responsible for damage to the vessel unless the Master at time of occurrence
advises Charterers of such damage for which they may be responsible. Such damage must be duly substantiated by the Master’s
prompt notice of damage claimed, delivered in writing upon any party responsible and Master to try to obtain written acknowledgement
thereof. A copy of such notice together with the reply received, if any, to be sent immediately to:



 


MSC-MEDITERRANEAN SHIPPING COMPANY
S.A.

Attention Mr. C.A. Girardet,

40, Avenue Eugene, Pittard,

1206 Geneva, Switzerland, telephone: (022) 703 88 88 fax: (022)703 87 87 

Telex 427445 msc ch 


 


Hidden damages to be reported
by Master when ascertained but latest upon completion of relevant voyage. Charterers have the privilege of redelivering the vessel
without repairing the Stevedore damages incurred during the currency of this Charterparty as long as the damages do not affect
the seaworthiness and/or cargoworthiness of the vessel. Such latter damages to be repaired by Charterers immediately. All other
damages to be repaired by Owners after redelivery and Charterers to reimburse Owners the repair bills unless otherwise agreed.
Owners will endeavor to effect such repairs simultaneously with own repairs if requested by Charterers. If, however, the repairs
of Stevedore damages exceed the time for Owners’ repairs the excess time to be reimbursed by Charterers at timecharter rate.



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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		38	DESCRIPTION CLAUSE



 


This is a Preliminary Description
attached and shall be finalized by the Owner 6 (six) months after delivery to reflect the actual characteristics and performance
of the vessel and shall be accepted by MSC, provided that in case any compensation is received by the Owner from the Builder for
reasons other than delay, the Owner will pay over to MSC 50% of such compensation.


 


Preliminary Description


 


8.800 teu/ Gearless Cellular Container ship.


 


		MANAGERS	Costamare Shipping Company SA

                                         60 Zephyrou str & Syngrou ave.

                                         175 64 Athens — Greece

                                         Phone: +30 210 9490000 Fax:+30 210 9409051/52

                                         E-Mail: infocostamare.com

 		SHIPYARD	Sungdong Shipbuilding & Marine Engineering Co.,Ltd.



		CLASS	G.L a100A5,
                                         “Container Ship”, DG, IW, BWM, RSD, MC AUT, EP



		ENG./BRIDGE	Bridge/ engine semi-aft



 


8 Holds / 17 Hatches. Pontoon type hatch covers with non-sequential
operation and max. weight 45t including loose lashing materials.


 


	Hatch No	Opening	Panels	 
	No 1	12.64 x 22.9 m	2	 
	No 2	12.64 x 37.9 / 33.0 m	3	 
	No 3	12.64 x 43.4 / 38.5 m	3	 
	No 4-16	12.64 x 43.50 m	3	 
	No 17	12.64 x 15.3 m (p+s)	1	 


 


MAIN PARTICULARS


 


	L.O.A	299.00m
	L.B.P	286.00m




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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


	Breadth	(moulded)	48.20 m	 
	Depth	(moulded)	24.80 m 	 
	Scantling draught	(moulded)	14.50 m	 
	Design draught	(moulded)	12.50 m	 
	Deadweight @ Scantling Draught	111.500 mt 	 
	Deadweight @ Design Draught	88.000 mt	 
	Air Draught	 	59,00 m	 



 


	Tank Capacities	Volume (m3)	 
	Fuel Oil	9.000	 
	Diesel Oil 	400	 
	Ballast Water 	29.000	 
	Fresh Water	400	 



 


	Max Containers Intake: 8.766 teu 
	Holds 	3794 teu
	Deck	4972 teu
	Total	8766 teu


 


UNDER DECK CLEARANCES.


In case cargo holds are fully loaded, two tiers of high cube
containers (40’ X 8’ X 9’ 6”) can be included per stack, in any sequence.


 


Calculations with regard to containers intake are subject
to compliance with the provisions of “Cargo Securing Manual”, visibility restrictions from the Bridge, stress
and stability limitations.


 


Fittings


 


Holds.


Fully cellularized in holds for loading 20’/40’ containers.
2x20’ can be loaded from the first tier in all cargo holds. 40’ cells in all cargo holds capable for loading either
1x40’ or, 2x20’.



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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


Deck.


 


Fully fitted for loading 20’ or 40’containers. Fully
fitted with restraint devices including full set of O.S.H.A approved loose fittings and lashings. 17 sets of lashing bridges are
provided.


 


Stackweights.


 


	On Deck	 	 
	20’	90 mt/ stack	 
	40’	140 mt/ stack	 
	 	 	 
	In Holds	 	 
	20’	24 mt/ unit	 
	40’	30 mt/ unit	 


 


Stack weights are given for structural strengthening aspects
and actual tier weight distribution shall be in compliance with the lashing forces calculation results.


 


Reefer Plugs


 


	On deck	  900 pcs	 
	In Holds	  100 pcs	 
	Total	1000 pcs	Reefer plugs A.C 440V, 60 Hz, 32A CEE 17-3h type.


 


Machinery 


 


	Main Engine	One (1) set MAN 9S90ME-C8.2
	MCR	47.430 kW at 78 rpm 
	NCR (85% MCR)	40.316 kW at 74 rpm
	Generators	Four (4) sets x 3.360 kW.
	 	 
	Emergency Generator 	One (1) set Emergency diesel generator 300 kW.




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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


Fuel Specifications


 





	Main and Auxiliary Engines	HFO - Max 600 cSt @ 500 C






 


The bunkers to be delivered must meet ISO International Standards
and must not contain waste lubricating oil, chemical waste, or any other substances which are not inherent to bunkers.


 


Service Speed 


 


Service speed shall be about ***** knots at scantling draught
of 14,5 m, at 85% MCR of main engine, with ***** sea margin, with clean bottom, in calm sea (no wind, no wave, no current) and
deep sea condition.


 


Consumption.


 


The daily fuel oil consumption of the Main Engine shall be about
***** metric tons plus ***** tolerance, at 85% MCR, at shop trial, based on marine diesel oil having a low calorific value of 10.200
kcal/kgr, at lSO ambient conditions


 


Remark: Above speed/ consumption figures purely
based on data provided by shipyard and will be confirmed after vessel’s delivery.


 


Endurance: About ***** sea miles.


 


LOADING OF DANGEROUS GOODS (D.O.C provisions)


 


	Compartment	D.G Classes permitted.
	Cargo hold No1	Class 1/ 2/ 3/ 4/ 5.1/ 6.1/ 8/9 
	Cargo Holds No 2,3,4	Class 2/ 3/ 4/ 5.1/ 6.1/ 8 
	Deck	In accordance with D.O.C for the carriage of D.G




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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


SUNDRY


 


		·	Water Ballast Treatment plant.
		·	Compliance with MARPOL Reg.12A, protected fuel oil tanks.
		·	Compliance with, I.S.M, I.S.O and I.S.P.S code requirements.
		·	Hydraulic “Side Pilot Doors” for pilot access.
		·	Bow thruster 3.000 kW.
		·	CO2 fire fighting system for Cargo Holds, Engine Room.
		·	Dedicated anti-heeling tanks. Auto anti-heeling pump, capacity 1.200 cbm/hour
		·	All modern Satcom and Navigation aids, including dual “Integrated Navigation System”.
		·	Modern Loadmaster computer with enhanced futures.



 


“All details “about”
and to be confirmed after vessel’s delivery”


 


38. B) CANCELLATION
FOR DEFICIENCIES


 


In case a right of cancellation
arises for the Owner under the terms of the attached Shipbuilding Contract dated 28 January 2011 due to a deficiency in the
vessel, the Owner shall promptly advise MSC and MSC will make an election within 48 hours of the Owner’s notice that a right
of cancellation has arisen whether it wishes to cancel this charterparty. In case MSC does not reply within the aforementioned
48 hours, MSC shall be deemed to have affirmed the charterparty and to have accepted the vessel.


 


In case MSC elects to terminate
this charterparty, then same shall be considered null and void, both parties shall be discharged from any performance thereunder
and no claim or liability shall made or had by either party against the other.


 


38.C) H&M
Value of the vessel on delivery : .........(to be advised prior to delivery)..........mio


 


		39.	Master to supply Charterers with full voyage report in English as well as Log extracts and daily
weather reports covering the complete period of the Charter party. A voyage report should be despatched as soon as practically
possible, but in no case later than one month after the end of each voyage.



 


		40.	Charterers and their supercargo have the right of using vessel’s wireless station at lumpsum
monthly cost of USD 300.00. Charterers to pay Owners lumpsum USD 1,500.00 monthly in respect of any lost and/or damaged lashing
material.




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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 




		41.	The Master has to keep a record of all Charterers’ gear, equipment and/or stores supplied
to the vessel and to maintain same in good order and condition. Such gear, equipment and/or stores to be redelivered to the Charterers
prior to vessel’s redelivery to Owners, or, if requested by Charterers, at anytime during the period of this Charter in like
good order and condition as supplied ( ordinary wear and tear excepted).



 


Owners to make good any shortage
and/or damage unaccounted for.


 


		42.	Owners agree to instruct Crew that it is prohibited to vessel’s Crew to carry any merchandise
on board. Any merchandise carried against the prohibition for barter or for sale purposes will be lost to the vessel. Any custom’s
fines imposed on the vessel to be for Owners’ account and any time lost thereby to be for Owners’ account and to be
deducted from next hire payment.



 


		43.	Timecharter hire to include, if so allowed by local regulations, rendering customary assistance
by the Crew, i.e.:



 




		a)	shifting operations and docking;
		b)	bunkering;
		c)	cleaning of holds unless otherwise agreed;
		d)	maintaining power while loading and/or discharging;
		e)	supervision of loading and/or discharging;
		f)	lashing/unlashing of containers provided shore labour is not available and this is allowed by union/port
regulations and Charterers to pay US$ 4.- per container effectively lashed respectively unlashed;
		g)	Plugging / unplugging of reefer containers against Charterers paying USD 2.00 for box

effectively plugged/ unplugged.



 


		44.	Vaccinations for Crew always to be for Owners’ account



 


		45.	On delivery/redelivery joint on-hire/off-hire survey to take place and expenses reasonably incurred
to be equally divided between Owners and Charterers.



 


		46.	Charterers not to be responsible for loss and/or damage sustained by the vessel or for liability
for or the payment of any expense, loss and damages whatsoever, arising through the acts or omissions of pilots, tugboats, linesmen
or fuel suppliers, excluding pollutions by fuel suppliers, who are to be paid by the Charterers but shall be deemed to be the servants
of the Master and under his instructions.



 


		47.	Charterers have the right to load on deck and hatches subject to Master’s discretion vis-a-vis
safety/stability and visibility.




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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		48.	Owners to supply valid deratting certificate on delivery of the vessel and if this does not cover
the whole period of timecharter and fumigation is necessary, cost of such Certificate to be for Owners’ account.



 


		49.	Owners hereby authorise Charterers to give extension of time limits if and when required.



 


		50.	Should the vessel put back whilst on voyage by reasons not within Charterers’ liability,
the hire shall be suspended from the time of her putting back until she is again in the same position or equivalent and the voyage
resumed therefrom.



 


In the event of loss of time either
in port or at sea or deviation upon the course of the voyage caused by sickness of or accident to the Crew or any person on board
the vessel (Charterers’ servants excepted) or by reason of the refusal of the Master or Crew to perform their duties, Charterers
servants excepted, the time so lost and any extra fuel consumed and any other extra expenses incurred shall be for Owners account.


 


		51.	Charterers have the right at any time during the course of this Charter Party to arrange for a
bunker sounding in order to check on their property, including opening of the manhole covers.



 


		52.	Charterers have the right to tranship any or all of the cargo on board the vessel at any time or
place into other vessel(s) employed within the framework of Charterers’ Liner Service. These operations to be under Charterers’
liability.



 


		53.	In the event of loss of time due to boycott or otherwise of the vessel by labour or authorities
or due to government restrictions such loss being caused by the vessel’s flag, ownership, or Crew or by reason of the terms
and conditions under which the members of the Crew are employed (inter alia Crew’s employment under this charter party is
to be covered by a bona fide Trade Union agreement which is acceptable to the ITF and Owners must warrant that the vessel has corresponding
certificate on board) or by reason of any trading of this or any other vessel under same ownership, operation or control, hire
to cease from the time of the vessel being delayed and any time/cost in this connection to be deducted and Owners to reimburse
Charterers any expense caused thereby and Owners immediately to refund any hire paid in advance. If within 96 working hours Owners
have been unable to remedy the loss of time as above the Charterers shall have the option to cancel the Charter Party , provided
vessel is empty.




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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		54.	Full style and address of actual Owners and Owners’ Managers and name of person in charge
with a.o.h.:



 


Owners:     KAYLEY SHIPPING Co.
of 80 Broad street, Monrovia, Liberia 


 


Correspondence
to be c/o COSTAMARE, SHIPPING COMPANY S.A.

60 Zephyrou str. & Syngrou Av.

GR -175 64 Athens / GREECE

Phn: +30-210 9490000 

Fax: +30-210 9409051/2

e-mail: info@costamare.com


 


		a.o.h.	Capt. Chr. Orfanos (Chartering Manager)

Mobile 6942 - 986079 

Capt. Th. Beis ( Operations Manager)

Mobile 6944- 840610 

Mr. Ath. Saloufas (Tech. Manager)

Mobile 6942-986073 

Capt. D. Karagiannis (Crew Manager)

Mobile 6942 -474195



 


		55.	Full style and address of Owners’ bankers with account number:

Hire to be telegraphically remitted to:



 


	Bank:	T.B.A.
	 	 
	Account No:	T.B.A.
	Swift address :	T.B.A.
	IBAN :	T.B.A.
	in favour of:	KAYLEY SHIPPING CO.




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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		56.	Owners if liable shall indemnify Charterers for personal accidents or injuries sustained by any
person on board the vessel except as otherwise provided elsewhere herein. Owners have to maintain full P & I Cover in this
respect.



 


		57.	Owners are liable to keep the vessel fully insured against all hull risks as per INSTITUTE TIME
CLAUSES (Hulls) including RDC or equivalent conditions.



 


		58.	Charterers have the option to load in and/or on all hatches empty and/or full containers but in
agreement with the Master with reference to the strength of the hatches and the stability of the vessel. The Crew to daily watch
the condition of the containers carried and relash same or tighten the lashings whenever it may become necessary. The Crew also
to perform regular inspection of containers and ensure proper condition as far as possible weather permitting.



 


		59.	The Owners have to establish and maintain financial security or responsibility in respect of oil
or other pollution damage and to provide and furnish any certificates to authorities to enable the vessel lawfully to enter, remain
in, or leave any port, place, territorial or contiguous waters of any country or state in performance of this Charter Party. Should
any delay to the vessel or any extension to the voyage occur from failure to comply with the above or any other rules, regulations,
oil pollution or other pollution legislation, the vessel to be considered off-hire for the period of such delay or extension. Owners
hereby accept responsibility for all consequences and agree to indemnify Charterers against all claims, liabilities and cost (including
Charterers’ legal fees) which result from the Owners’ failure to comply fully with the above or any other rules, regulations
or pollution legislation. in connection with USA Owners’ liability is limited to maximum coverage level provided through
club members of the I.G. of P&I Clubs (being US $ 1.000 Mio. on fixture of this Charterparty.)



 


		60.	Charterers and/or their agents are hereby authorized by Owners to sign on Master’s and/or
Owners’ behalf Bills of Lading as presented without prejudice to this Charter Party. Bills of Lading so issued contain undermentioned
Demise Clause:



 


“If the ship is not owned
by or chartered by demise to the Company or Line by whom this Bill of Lading is issued (as may be the case notwithstanding anything
that appears to the contrary) this Bill of Lading shall take effect only as a contract with the Owner or Demise Charterer as the
case may be as Principal made through the Agency of said Company or Line who act as Agents only and shall be under no personal
liability whatsoever in respect thereof.”


 


In consideration of which Charterers
agree to indemnify Owners in respect of any cargo claim, which under the terms of this Charter Party are the liability of Charterers.



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THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		61.	Should Charterers decide to route the vessel, Master is to comply with instructions received and
in particular to send position etc., as requested.



 


		62.	Owners warrant to have secured and to carry on board the vessel a U.S. Federal Maritime Commission’s
Certificate of financial responsibility as required under U.S. Water Quality Act of 1970, or similar certificates or other countries.
In no case shall Charterers be liable for any damages as a result of Owners’ failure to obtain the aforementioned certificates.



 


		63.	It is understood that, if necessary, the vessel will comply with any safety regulations and/or
requirements in effect at ports of loading and/or discharging, particularly with the United States Department of Labour Safety
and Health Regulations established by U.S. Public Law 85- 742, Part 9 (Safety and Health Regulations for Longshoring). Although
other provisions of the Charterparty make it the responsibility of the Charterers, it is agreed that, should the vessel not meet
the rules and regulations, Owners will take immediate corrective measures and that any stevedores’ standby time and expenses
involved, including time lost, will be for Owners’ account.



 


		64.	Owners shall pay for all costs of sealing the ship’s stores, legalisation of Crew list, sick
mariner dues and noting of sea protest.



 


		65.	Charterers shall be discharged and released from all liability in respect of any claims Owners
may have under this Charter Party unless a claim has been presented to them in writing with all available supporting documents
within 12 months from the date of redelivery. Interclub Agreement cargo claims are not deemed to be Owners’ claims.



 


		66.	Securing of cargo inside Containers or in/on other unit loads to be entirely Charterers’
concern and responsibility. Any damage to the ship, her tackle, her apparel, furniture other cargo and anything else resulting
from insufficient lashing/securing of cargo in or on such loads to be covered/ repaired at Charterers’ expense and time.



 


		67.	The Crew also to perform regular inspection of reefer containers and try to ensure proper working/functioning
condition including effecting necessary repairs of same if possible weather permitting provided Charterers supplied spare parts
to be used for such purpose. Owners not be responsible for condition of cargo in reefer Containers, unless due to vessel’s
defect.





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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		68.	US ANTIDRUG ABUSE ACT 1986



 


Charterers warrant having signed
seacarriers initiative agreement.


 


Charterers are aware of the provisions
of the U.S. Anti-Drug Abuse Act 1986. They warrant to seriously check cargo/cargo documentation before vessel’s departure
to U.S. ports and undertake to hold Owners, Master and Crew harmless and keep each of them indemnified against all claims, which
may be made upon them or each of them as a result of the breach of the U.S. Anti-drug Abuse Act 1986. Any time lost or expenses
-including fines -incurred due to Charterers’ breach of the before mentioned warranty is for Charterers’ account.


 


		69.	US TAX REFORM 1986 CLAUSE



 


Any U.S. Gross Transportation
Tax as enacted by the United States Public Law 99-514, (also referred to as the U.S. Tax Reform Act of 1986), including later changes
or amendments, levied on income attributable to transportation under this Charter Party which begins or ends in the United States,
and which income under the laws of the United States is treated as U.S. Source Transportation gross income, shall be reimbursed
by the Charterers.


 


		70.	US TRADE -UNIQUE BILL OF LADING IDENTIFIER CLAUSE



 


The Charterers warrant that each
transport document accompanying a shipment of cargo destined to a port or place in the United States of America shall have been
endorsed with a Unique Bill of Lading Identifier as required by the U.S. Customs Regulations (19 CRF Part 4 section 4. 7.a) including
subsequent changes, amendments or modifications thereto, not later than the first port of call.


 


Non-compliance with the provisions
of this Clause shall amount to breach of warranty for the consequences of which the Charterers shall be liable and shall hold Owners/
Master/ Crew harmless and shall keep them indemnified against all claims whatsoever which may arise and be made against them.


 


Furthermore, all time lost and
all expenses incurred including fines as a result of the Charterers’ breach of the provisions of this Clause shall be for
the Charterers’ account.



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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		71.	CARRIAGE OF NUCLEAR MATERIALS



 


Notwithstanding any provision
whether written or printed contained in this Charterparty, it is agreed that nuclear fuels or radioactive waste or products are
specifically excluded from the cargo permitted to be loaded or carried under this Charter party.


 


This exclusion does not apply
to radio isotopes used or intended to be used for any industrial, commercial, agricultural, medical or scientific purpose, provided
Owners’ prior approval has been obtained to the loading thereof.


 


		72.	PARAMOUNT CLAUSE AND PROTECTION CLAUSE



 


Paramount Clause shall be contained
in Bills of Lading issued.


Conwartime ‘93 War Clause,
Bimco Nuclear Clause, Both-to-blame Collision Clause and New Jason Clause, also to be form part of this Charter party.


 


CLAUSE PARAMOUNT


 


This Bill of Lading shall have
effect subject to the provisions of the carriage of goods by sea act of the United States, the Hague Rules, or the Hague-Visby
Rules, as applicable, or such other similar national legislation as may mandatorily apply by virtue of origin or destination of
the Bills of Lading, which shall be deemed to be incorporated herein and nothing herein contained shall be deemed a surrender by
the carrier of any of its rights or immunities or an increase of any if its responsibilities or liabilities under said applicable
act. If any term of this Bill of Lading be repugnant to said applicable Act to any extent, such term shall be void to that extent,
but no further.


 


BOTH-TO-BLAME COLLISION CLAUSE


 


If the vessel comes into a collision
with another ship as a result of the negligence of the other ship and any act, neglect or default of the Master, Mariner, Pilot
or the servants of the Carrier in the navigation or in the management of the vessel, the Owners of the goods carried hereunder
will indemnify the Carrier against all loss or liability to the other or non-carrying ship or her Owners in so far as such loss
or liability represents loss of, or damage to, or any claim whatsoever of the owners of said goods, paid or payable by the other
or non-carrying ship or her Owners to the owners of said goods and set off, recouped or recovered by the other or non-carrying
ship or her Owners as part of their claim against the carrying ship or Carrier.



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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


The foregoing provisions shall also apply
where the Owners, operators or those in charge of any ship or ships or object other than, or in addition to, the colliding ships
or objects are at fault in respect of a collision or contact.


 


NEW JASON CLAUSE


 


In the event of accident, danger, damage
or disaster before or after the commencement of the voyage, resulting from any cause whatsoever, whether due to negligence or not,
for which, or for the consequences of which, the Carrier is not responsible, by statute, contract, or otherwise, the goods, Shippers,
Consignees or owners of the goods shall contribute with the Carrier in general average to the payment of any sacrifices. losses,
or expenses of a general average nature that may be made or incurred and shall pay salvage and special charges incurred in respect
of the goods.


 


If a salving ship is owned or operated
by the carrier, salvage shall be paid for as fully as if the said salving ship or ships belonged to strangers, Such deposit as
the Carrier or his agents may deem sufficient to cover the estimated contribution of the goods and any salvage and special charges
thereon shall, if required, be made by the goods, Shippers, Consignees or owners of the goods to the Carrier before delivery.


 


CONWARTIME 1993 WAR CLAUSE


 


(l)        For the purpose of this Clause, the words:


 


(a)   “Owners”
shall include the shipowners, bareboat charterers, disponent owners, managers or other operators who are charged with the management
of the Vessel, and the Master; and


 


(b)   “War Risks”
shall include any war (whether actual or threatened), act of war, civil war, hostilities, revolution, rebellion, civil commotion,
warlike operations, the laying of mines (whether actual or reported), acts of piracy, acts of terrorists, acts of hostility or
malicious damage, blockades (whether imposed against all vessels or imposed selectively against vessels of certain flags or ownership,
or against certain cargoes or crews or otherwise howsoever), by any person, body, terrorist or political group, or the Government
of any state whatsoever, which, in the reasonable judgement of the Master and/or the Owners, may be dangerous or are likely to
be or to become dangerous to the Vessel, her cargo, crew or other persons on board the Vessel.


 


(2)        The Vessel, unless the written consent
of the Owners be first obtained, shall not be ordered to or required to continue to or through, any port, place, area or zone (whether
of land or sea), or any waterway or canal, where it appears that the Vessel, her cargo, crew or other persons on board the Vessel,
in the reasonable judgement of the Master and/or the Owners, may be, or are likely to be, exposed to War Risks. Should the Vessel
be within any such place as aforesaid, which only becomes dangerous, or is likely to be or to become dangerous after her entry
into it, she shall be at liberty to leave it.


 


(3)        The Vessel shall not be required
to load contraband cargo, or to pass through any blockade, whether such blockade be imposed on all vessels, or is imposed selectively
in any way whatsoever against vessels of certain flags or ownership or against certain cargoes or crews or



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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


otherwise
howsoever, or to proceed to an area where she shall be subject, or is likely to be subject to a belligerent’s right
of search and/or confiscation.


 


(4)        (a)   The Owners may effect war risks
insurance in respect of the Hull and Machinery of the Vessel and their other interests (including, but riot limited to, loss of
earnings and detention, the crew and their Protection and Indemnity Risks), and the premiums and/or calls therefor shall be for
their account.


 


(b)   If
the Underwriters of such insurance should require payment of premiums and/or calls because, pursuant to the
Charterers’ orders, the Vessel is within, or is due to enter and remain within, any area or areas which are specified
by such Underwriters as being subject to additional premiums because of War Risks, then such premiums and/or calls shall be
reimbursed by the Charterers to the Owners at the same time as the next payment of hire is due


 


(5)        If the Owners become liable under
the terms of employment to pay to the crew any bonus or additional wages in respect of sailing into an area which is dangerous
in the manner defined by the said terms, then such bonus or additional wages shall be reimbursed to the Owners by the Charterers
at the same time as the next payment of hire is due


 


	(6)	The Vessel shall have liberty:-



 


(a) to comply with all
orders, directions, recommendations or advice as to departure, arrival, routes, sailing in convoy, ports of call, stoppages, destinations,
discharge of cargo, delivery, or in any other way whatsoever, which are given by the Government of the Nation under whose flag
the Vessel sails, or other Government to whose laws the Owners are subject, or any other Government, body or group whatsoever acting
with the power to compel compliance with their orders or directions;


 


(b) to comply with the
order, directions or recommendations of any war risks underwriters who have the authority to give the same under the terms of the
war risks insurance;


 


(c) to comply with the
terms of any resolution of the Security Council of the United Nations, any directives of the European Community, the effective
orders of any other Supranational body which has the right to issue and give the same, and with national laws aimed at enforcing
the same to which the Owners are subject, and to obey the orders and directions of those who are charged with their enforcement


 


(d) to divert and discharge
at any other port any cargo or part thereof which may render the Vessel liable to confiscation as a contraband carrier;


 


(e) to divert and call
at any other port to change the crew or any part thereof or other persons on board the Vessel when there is reason to believe that
they may be subject to internment,, imprisonment or other sanctions.



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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 



(7)        If in accordance with their rights
under the foregoing provisions of this Clause, the Owners shall refuse to proceed to the loading or discharging ports, or any one
or more of them, they shall immediately inform the Charterers. No cargo shall be discharged at any alternative port without first
giving the Charterers notice of the Owners’ intention to do so and requesting them to nominate a safe port for such discharge.
Failing such nomination by the Charterers within 48 hours of the receipt of such notice and request, the Owners may discharge the
cargo at any safe port of their own choice.


 


(8)        If
in compliance with any of the provisions of sub-clauses (2) to (7) of this Clause anything is done or not done, such shall not
be deemed a deviation, but shall be considered as due fulfillment of this Charterparty.


 


		73.	DANGEROUS CARGO



 


Charterers have the option
to load dangerous cargo which is classed in item 2/3/4/5/6/8 and 9 I.M.O. Regulations and up to 10% of DWAT of dangerous
cargo which is classed in item 1 of I.M.O. regulations in containers in accordance with vessel’s certificate of
compliance for the carriage of dangerous goods provided same is labelled, packed, loaded, stowed, carried and discharged in
accordance with I.M.O. regulations and UK Department of Trade and Industry Regulations and Inter Governmental Maritime
Consultative Organisations recommendations as well as in accordance of the relevant port authorities’ regulations at
any time in force at all actual and prospective ports of call. In case actual quantity exceeds 5% of vessel’s
deadweight Charterers to reimburse the extra bonus paid by Owners to Crew in accordance to Greek collective agreement.
Radioactive goods, arms, ammunitions and poison gas are not to be shipped unless previously consented by Owners.


 


74. STOWAWAYS
CLAUSE FOR TIME CHARTERS





 


	(a)	(i)	The
Charterers warrant to exercise due care and diligence in preventing stowaways from gaining access to the vessel by means of secreting
away in the goods and/or containers shipped by the Charterers.
	 	 	 
		(ii)	If, despite the exercise of due care and diligence by the Charterers, stowaways have gained access
to the vessel by means of secreting away in the goods and/or containers, shipped by the Charterers this shall amount to breach
of charter for the consequences of which the Charterers shall be liable and shall hold the Owners harmless and shall keep them
indemnified against all claims whatsoever which may arise and be made against them.



 


Furthermore, all time lost and
all expenses whatsoever and howsoever incurred, including fines, shall be for the Charterers’ account and the vessel shall
remain on hire.



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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		(iii)	Should the vessel be arrested as a result of the Charterers’ breach of charter according
to sub-clause (a) (ii) above, the Charterers shall take all reasonable steps to secure that, within a reasonable time, the vessel
is released and at their expense put up bail to secure release of the vessel.
	 	 	 
	(b)	(i)	If,
despite the exercise of due care and diligence by the Owners, stowaways have gained access to the vessel by means other than secreting
away in the goods and/or containers shipped by the Charterers, all time lost and all expenses whatsoever and howsoever incurred,
including fines, shall be for the Owners’ account and the vessel shall be off-hire






 


		(ii)	Should the vessel be arrested as a result of stowaways having gained access to the vessel by means
other than secreting away in the goods and/or containers shipped by the Charterers, the Owners shall take all reasonable steps
to secure that, within a reasonable time, the vessel is released and at their expense put up bail to secure release of the vessel.



 


		75.	SALE / CHANGE OF VESSEL’S FLAG



 


On tendering 60 days’ notice
Owners to have the right to sell the vessel during currency of this charter subject Charterers’ approval of new Ownership,
such approval not to be unreasonably withheld. In the event of a sale the new Owners to take over the Charter Party under the same
terms and conditions for the balance of the period.


 


Owners’ option to change
vessel’s flag subject to Charterers’ approval, which not to be unreasonably withheld.


 


		76.	With reference to Line 55 the redelivery to take place on dropping last outward seapilot one
safe port in Charterers’ option Med/ Continent range or inchop Singapore/ S. Japan Range at any time day/night, Sundays and
Holidays included.



 


The redelivery range to be declared
by Charterers latest two (2) months prior expected redelivery.


 


		77.	BIMCO STANDARD ISM CLAUSE FOR TIME CHARTERPARTIES



 


From the date of coming into force
of the ISM Code in relation to the Vessel , and thereafter during the currency of this Charterparty, Owners shall procure that
both the vessel and “the Company” (as defined by the ISM Code) shall comply with the requirements of the ISM Code.
Upon request Owners shall provide a copy of the relevant Document of Compliance (DOC) and Safety Management Certificate (SMC) to
Charterers.


 


Except as otherwise provided in
this Charterparty loss, damage, expense or delay caused by failure on the part of Owners or “the Company” to comply
with the ISM Code shall be for Owners’ account.



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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


		78.	US CUSTOMS ADVANCE NOTIFICATION/AMS CL. FOR TIME CHARTERPARTIES



 


		(a)	If the Vessel loads or carries cargo destined for the US or passing through US ports in transit,
the Charterers shall comply with the current US Customs regulations (19 CFR 4.7) or any subsequent amendments thereto and shall
undertake the role of carrier for the purposes of such regulations and shall, in their own name, time and expense:



 


i) Have
in place a SCAC (Standard Carrier Alpha Code);

ii) Have in place an ICB (International Carrier Bond);

and


 


iii) Submit
a cargo declaration by AMS (Automated Manifest System) to the US Customs


 


		79.	BIMCO ISPS CLAUSE FOR TIME CHARTERPARTIES



 


		(a)	(i) From the date of coming into force of the International Code for the Security of Ships
and of Port Facilities and the relevant amendments to Chapter XI of SOLAS (ISPS Code) in relation to the Vessel and thereafter
during the currency of this Charter Party, the Owners shall procure that both the Vessel and “the Company” (as
defined by the ISPS Code) shall comply with the requirements of the ISIS Code relating to the Vessel and “the Company”.
Upon request the Owners shall provide a copy of the relevant International Ship Security Certificate (or the Interim International
Ship Security Certificate) to the Charterers. The Owners shall provide the Charterers with the full style contact details of the
Company Security Officer (CSO).



 


(ii) Except as otherwise
provided in this Charter Party, loss, damage, expense or delay, excluding consequential loss, caused by failure on the part of
the Owners or “the Company” to comply with the requirements of the ISPS Code or this Clause shall be for the Owners’
account.


 


		(b)	(i) The Charterers shall provide the CSO and the Ship Security Officer (SSO)/Master with
their full style contact details and, where sub-letting is permitted under the terms of this Charter Party, shall ensure that the
contact details of all sub-charterers are likewise provided to the CSO and the SSO/Master. Furthermore, the Charterers shall ensure
that all sub-charter parties they enter into during the period of this Charter Party contain the following provision:



 


“The Charterers
shall provide the Owners with their full style contact details and, where sub-letting is permitted under the terms of the charter
party, shall ensure that the contact details of all sub-charterers are likewise provided to the Owners”.




 




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RIDER TO
THE CHARTER PARTY

Sungdong Shipbuilding & Marine Engineering Co., Ltd. Hull No S4011 tbn

DATED ATHENS/ GENEVA, 28th January 2011


 


 


(ii) Except as otherwise
provided in this Charter Party, loss, damage, expense or delay, excluding consequential loss, caused by failure on the part of
the Charterers to comply with this Clause shall be for the Charterers’ account.


 


		(c)	Notwithstanding anything else contained in this Charter Party all delay, costs or expenses whatsoever
arising out of or related to security regulations or measures required by the port facility or any relevant authority in accordance
with the ISPS Code including, but not limited to, security guards, launch services, tug escorts, port security fees or taxes and
inspections, shall be for the Charterers’ account if related to cargo and/or port security requirement or for the Owners’
account if related to the crew and/ or the vessel. All measures required by the Owners to comply with the Ship Security Plan shall
be for the Owners’ account.



 


		(d)	If either party makes any payment which is for the other party’s account according to this
Clause, the other party shall indemnify the paying party.



 


		80.	Notwithstanding anything contained herein above, if for any reason whatsoever the Shipbuilding
Contract dated 28 January 2011 is cancelled or terminated or the vessel is not delivered, then this Charterparty shall be automatically
terminated, considered null and void, both parties shall be discharged and neither party shall have a claim or incur any liability
against the other.



 


ATTACHMENTS:


 


1.   Shipbuilding Contract dated 28 January 2011


 


	
        For the Owners

        Kayley Shipping Co., of Liberia

         

        \s\ Konstantinos Zacharatos


        .......................................


        Konstantinos Zacharatos

        Attorney in fact

	
        For the Charterers

        MSC- Mediterranean Shipping Co. S.A.


        

        \s\ MSC- Mediterranean Shipping Co. S.A.


        ........................................................

        

        

        





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