Time Charter Party Agreement Cordova Vessel


     

      
        

      

    

     

    EXHIBIT
      10.1
      

        Code
          word for this Charter Party

        “SHELLTIME
          4”

        


        Issued
          December 1984

        


        Time
          Charter Party

        


        


        


        
          	 	
                  LONDON BERGEN,
                    12TH

                
	 	
                  December
                    19
                    2005

                
	 	 
	 	
                  IT
                    IS THIS DAY AGREED between CORDOVA
                    VESSEL LIMITED PARTNERSHIP, A CALIFORNIAN PARTNERSHIP
                    of
                    CALIFORNIA (hereinafter
                    referred to as "Owners"), being owners of the good vessel called
                    M/T
                    "BRALI" T.B.R, "CHAMPION BRALI" (hereinafter
                    referred to as "the vessel") described as per Clause 1 hereof
                    and
                    CHAMPION
                    SHIPPING A/S
                    of BERGEN,
                    NORWAY (hereinafter
                    referred to as "Charterers"):

                
	 	 
	
                  Description
                    and Condition of

                  Vessel

                	
                  1. At
                    the date of delivery of the vessel under this charter

                  (a) she
                    shall be classed: DNV
                    1A1 TANKER FOR OIL AND CAUSTIC SODA ESP EO INERT 

                  (b) she
                    shall be in every way fit to carry crude petroleum and/or its
                    products;

                  (c) she
                    shall be tight, staunch, strong, in good order and condition,
                    and in every
                    way fit for the service, with her machinery, boilers, hull and
                    other
                    equipment (including but not limited to hull stress calculator
                    and radar)
                    in a good and efficient state:

                  (d) her
                    tanks, valves and pipelines shall be oil-tight;

                  (e) she
                    shall be in every way fitted for burning

                   

                  at
                    sea - fueloil with a maximum viscosity of Centistokes at 50 degrees
                    Centigrade/any commercial grade of fueloil ("ACGFO") for main
                    propulsion,
                    marine diesel oil/ACGFO for auxiliaries

                  in
                    port - marine diesel oil/ACGFO for auxiliaries;

                   

                  (f) she
                    shall comply with the regulations in force so as to enable her
                    to pass
                    through the Suez and Panama Canals by day and night without delay;
                    

                  (g)
                    she shall have on board all certificates, documents and equipment
                    required
                    from time to time by any applicable law to enable her to perform
                    the
                    charter service without delay; 

                  (h)
                    she shall comply with the description in -Form-B ANNEX
                    1 appended
                    hereto, provided however that if there is any conflict between
                    the
                    provisions of Form
                    B ANNEX
                    1 and
                    any other provision, including this Clause 1, of this charter
                    such other
                    provision shall govern.

                
	
                  Shipboard
                    Personnel and their Duties

                	
                  2. (a) At
                    the date of delivery of the vessel under this charter

                  (i) she
                    shall have a full and efficient complement of master, officers
                    and crew
                    for a vessel of her tonnage, who shall in any event be not less
                    than the
                    number required by the laws of the flag state and who shall be
                    trained to
                    operate the vessel and her equipment competently and safely;

                  (ii) all
                    shipboard personnel shall hold valid certificates of competence
                    in
                    accordance with the requirements of the law of the flag
                    state;

                  (iii) all
                    shipboard personnel shall be trained in accordance with the relevant
                    provisions of the International Convention on Standards of Training,
                    Certification and Watch keeping for Seafarers,1978;

                  (iv) there
                    shall be on board sufficient personnel with a good working knowledge
                    of
                    the English language to enable cargo operations at loading and
                    discharging
                    places to be carried out efficiently and safely and to enable
                    communications between the vessel and those loading the vessel
                    or
                    accepting discharge there from to be carried out quickly and
                    efficiently

                  (b) Owners
                    guarantee that throughout the charter service the master shall
                    with the
                    vessel's officers and crew,-unless otherwise ordered by
                    Charterers,

                  (i) prosecute
                    all voyages with the utmost despatch;

                  (ii) render
                    all customary assistance; and

                  (iii) load
                    and discharge cargo as rapidly as possible when required by Charterers
                    or-their- agents to-do-so-by-night-or-by-day;- but- always in
                    accordance-with-the laws of the place of loading or discharging
                    (as the
                    case may be) and in each case in accordance with any applicable
                    laws of
                    the-flag-state.

                
	
                  Duty
                    to Maintain 

                	
                   

                  3. (i) Throughout
                    the charter service Owners CHARTERERS shall,
                    whenever the passage of time, wear and tear or any event (whether
                    or not
                    corning within Clause 27 hereof) requires steps to be taken to
                    maintain or
                    restore the conditions stipulated in Clauses 1 and 2(a), exercise
                    due
                    diligence so to maintain or restore the vessel.

                  (ii) If
                    at any time whilst the vessel-is-on-hire-under-this--charter
                    the-vessel-
                    fails to comply with the requirements of Clauses l.2(a) or 10
                    then
                    -hire-shall -be- reduced -to-the extent necessary to indemnify
                    Charterers
                    for-such -failure. If -and -to -the- extent -that-such failure
                    affects the
                    time taken by the vessel to perform any services 

                


        

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        
          	 	
                  under
                    this charter, hire shall be reduced by an
                    amount equal to the value, calculated at the rate of hire, of
                    the
                    time

                  Any
                    reduction of hire under this sub Clause (ii) shall be without
                    prejudice to
                    any other remedy available-to-Charterers, but where such reduction
                    of hire
                    is in respect of time loot, such time shall be excluded from
                    any
                    calculation undcr-Clause-24-

                  (iii) If
                    Owners are in breach of their obligation under Clause 3(i) Charterers
                    may
                    so notify Owners in writing: and if, after
                    the-expiry-of-30-days-following-the-receipt-by-Owners-of -any
                    -such
                    notice, Owners have failed to demonstrate to Charterers' reasonable
                    satisfaction the exercise of due diligence as required in Clause
                    3(i), the
                    vessel-shall-be-off-hire; -and no further -hire- payments- shall-
                    be due,
                    until Owners have so demonstrated -that -they are exercising
                    such due
                    diligence.

                  Furthermore,
                    -at -any time while-the-vessel-is-off-hire- under -this- Clause
                    -3-
                    Charterers have—the option to terminate this charter
                    by giving
                    notice in writing with effect from the date on which such notice of
                    termination-is-received-by-Owners-or-from -any later- date-stated-
                    in-
                    such-notice.- This sub-Clause (iii)--is--without prejudice to
                    any rights
                    of Charterers or obligations of Owners under this charter or
                    otherwise
                    (including without limitation-Charterers rights under Clause
                    21
                    hereof). 

                
	 	 
	
                  Period
                    Trading Limits 

                	
                  4. Owners
                    agree to let and Charterers agree to hire the vessel for a period
                    of
                    5
                    YEARS commencing
                    from the time and date of delivery of the vessel, for the purpose
                    of
                    carrying all lawful merchandise (subject always to Clause 28)
including
                    in particular WITHIN
                    THE TRADING LIMITS AGREED IN CLAUSE 43.

                   

                  in
                    any part of the world, as Charterers shall direct, subject to
                    the limits
                    of the current British Institute Warranties and any subsequent
                    amendments
                    thereof.
                    Notwithstanding the foregoing, but subject to Clause 35. Charterers
                    may
                    order the vessel to ice-bound waters or to any part of the world
                    outside
                    such limits provided that Owners consent thereto (such consent
                    not to be
                    unreasonably withheld) and that Charterers pay for any insurance
                    premium
                    required by the vessel's underwriters as a consequence of such
                    order.
                    

                  Charterers
                    shall use due diligence to ensure that the vessel is only employed
                    between
                    and at safe places (which expression when used in this charter
                    shall
                    include ports, berths, wharves, docks, anchorages, submarine
                    lines,
                    alongside vessels or lighters, and other locations including
                    locations at
                    sea) where she can safely lie always afloat. Notwithstanding
                    anything
                    contained in this or any other clause of this charter. Charterers
                    do not
                    warrant the safety of any place to which they order the vessel
                    and shall
                    be under no liability in respect thereof except for loss or damage
                    caused
                    by their failure to exercise due diligence as aforesaid. Subject
                    as above,
                    the vessel shall be loaded and discharged at any places as Charterers
                    may
                    direct, provided that Charterers shall exercise due diligence
                    to ensure
                    that any ship-to-ship transfer operations shall conform to standards
                    not
                    less than those set out in the latest published edition of the
                    ICS/OCIMF
                    Ship-to-Ship Transfer Guide.

                  The
                    vessel shall be delivered by Owners at a port in THE
                    VESSEL IS TO BE DELIVERED ON TIMECHARTER FREE OF CARGO UPTO MAXIMUM
                    9 DAYS
                    IN BALLAST OUT OF LOME IN DIRECTION AS INSTRUCTED BY CHARTERERS.
                    SHOULD
                    THE LOADING PORT FOR FIRST VOYAGE UNDER THIS TIME CHARTER BE
                    SHORTER THAN
                    9 DAYS BALLAST THEN VESSEL TO BE ON CHARTER UPON ARRIVAL ANCHORAGE/PILOT
                    STATION AT THIS FIRST LOADPORT. THIS DELIVERY IS BASED ON VESSEL'S
                    CURRENT
                    VOYAGE FINISHING WEST WAFRICA OTHERWISE DELIVERY TO TAKE PLACE
                    AT ONE
                    SAFE/BERTH ANCHORAGE AT OWNERS OPTION, SAFELY AFLOAT WITHIN
                    UK/CONT/EUROMED OR USEC/USG/CARIBS RANGE AT OWNERS OPTION. DELIVERY
                    TO
                    TAKE PLACE BETWEEN 15TH JANUARY 2006 AND 15TH FEBRUARY 2006 WITH
                    CANCELLING DATE 15TH FEBRUARY 2006 IN CHARTERERS OPTION. OWNERS
                    TO PROVIDE
                    15/10/5 DA YS APPROXIMATE NOTICE AND 3/1 DA YS DEFINITE NOTICE
                    OF VESSEL
                    BEING READY FOR DELIVERY.

                  at
                    Owners’ option and redelivered to Owners at a port
                    in

                   

                  at
                    Charterers’-option. 

                
	 	 
	
                  Laydays/
                    Cancelling

                	
                  5. The
                    vessel shall not be delivered to Charterers before 15TH
                    JANUARY 2006 and
                    Charterers shall have the option of cancelling this charter if
                    the vessel
                    is not ready and at their disposal on or before 15TH
                    FEBRUARY 2006

                
	 	 
	
                  Owners
                    to Provide

                	
                  6. Owners
                    undertake to provide and to pay for all provisions, wages, and
                    shipping
                    and discharging fees and all other expenses of the master, officers
                    and
                    crew; also, except as provided in Clauses 4 and 34 hereof,
                    for all
                    insurance on the vessel, for all deck, cabin and engine room
                    stores, and
                    for water; for all drydocking, overhaul, maintenance and repairs
                    to the
                    vessel; and for all fumigation expenses and de rat certificates.
                    Owners'
                    obligations under this Clause 6 extend to all liabilities for
                    customs or
                    import duties arising at any time during the performance of this
                    charter
                    in relation to the personal effects of the master officers and
                    crew, and
                    in relation to the stores, provisions and other matters aforesaid
                    which
                    Owners are to provide and pay for and Owners shall refund to
                    Charterers
                    any sums Charterers or their agents may have paid or been compelled
                    to pay
                    in respect of any such liability. Any amounts allowable in general
                    average
                    for wages and provisions and stores shall be credited to Charterers
                    insofar as such amounts are in respect of a period when the vessel
                    is on
                    hire.

                
	 	 
	
                  Charterers
                    to Provide 

                	
                  7.
                    Charterers
                    shall provide and pay for all fuel AND
                    ALL COSTS RELATED TO THEIR CHOSEN MANAGER'S RUNNING OF THE
                    VESSEL (except
                    fuel used for domestic services), towage and pilotage and shall
                    pay agency
                    fees, port charges, commissions, expenses of loading and unloading
                    cargoes, canal dues and all
                    charges other than those payable by Owners in accordance with
                    Clause 6
                    hereof, provided that all charges for the said items shall be
                    for Owners'
                    account when such items are consumed, employed or incurred for
                    Owners'
                    purposes or while the vessel is off hire (unless such items reasonably
                    relate to any service given or distance made good and taken into
                    account
                    under Clause 21 or 22); and provided further that any fuel used
                    in
                    connection with a general average sacrifice or expenditure shall
                    be paid
                    for by Owners. 

                


        

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        
          	
                  Rate
                    of Hire

                	
                  8. Subject
                    as herein provided, Charterers shall pay for the use and hire
                    of the
                    vessel at the rate of AGREED
                    IN CLAUSE 44 per
                    day, and pro rata for any part of a day, from the time and date
                    of her
                    delivery (local time UTC)
                    until
                    the time and date of her redelivery (local
                    time UTC)
                    to
                    Owners.

                
	 	 
	
                  Payment
                    of Hire

                	
                  9. Subject
                    to Clause 3(iii), payment of hire shall be made in immediately
                    available
                    funds to: COMERCIA BANK,
                    TWO EMBARCADERO CENTER #300, SAN FRANCISCO
                    CA 94111 

                  Account 1891533166
                    - ABA#121137522 - SWIFT CODE: MNBDUS33 

                  IN
                    FAVOUR OF: PLM INTERNATIONAL, INC. - AS AGENTS in
                    per calendar
                    month 15
                    DAYS
                    in
                    advance, less:

                
	 	
                  (i) any
                    hire pay which Charterers reasonably estimate to relate to off-hire
                    periods, and

                
	 	
                  (ii) any
                    amounts disbursed on Owners' behalf; any advances and commission
                    thereon,
                    and charges-which
                    are for Owners' account-pursuant to any provision hereof,
                    and

                
	 	
                  (iii) any
                    amounts due or reasonably estimated to become due to Charterers-under
                    Clause 3(ii) or any
                    such adjustments to be made at -the due date for -the- next monthly
                    payment after the facts have been ascertained.
                    Charterers shall not be responsible for any delay or error by
                    Owners' bank
                    in crediting Owners' account provided that Charterers have made
                    proper and
                    timely payment.

                
	 	
                  In
                    default of such proper and timely payment,

                
	 	
                  (a) Owners
                    shall notify Charterers of such default and Charterers shall
                    within seven
                    days of receipt of such notice pay to Owners the amount due including
                    interest, failing which Owners may withdraw the vessel from the
                    service of
                    Charterers without prejudice to any other rights Owners may have
                    under
                    this charter or otherwise; and

                
	 	
                  (b) Interest
                    on any amount due but not paid on the due date shall accrue from
                    the day
                    after that date up to and including the day when payment is made,
                    at a
                    rate per annum which shall be 1% above the U.S. Prime Interest
                    Rate as
                    published by the Chase Manhattan Bank in New York at 12.00 New
                    York time
                    on the due date.

                
	 	
                  or,
                    if no such interest rate is published on that day, the interest
                    rate
                    published on the next preceding day on which such a rate was
                    so published,
                    computed on the basis of a 360 day year of twelve 30-day months,
                    compounded semi-annually.

                
	 	 
	
                  Space
                    Available to Charters

                	
                  10. The
                    whole reach, burthen and decks of the vessel and any passenger
                    accommodation (including Owners'
                    suite) shall be at Charterers' disposal, ,
                    reserving only proper and sufficient space for the vessel's
                    master, officers,
                    crew, tackle, apparel, furniture, provisions and stores, provided
                    that the
                    weight of stores on board shall not,
                    unless specially agreed, exceed  
                    tonnes at any time during the charter period.

                
	 	 
	
                  Overtime

                	
                  11. Overtime
                    pay of the master, officers and crew in accordance with ship's
                    articles
                    shall be for Charterers' account
                    when incurred, as a result of complying with the request of Charterers
                    or
                    their agents, for loading, discharging, heating of cargo, bunkering
                    or
                    tank cleaning.

                
	 	 
	
                  Instructions
                    and Logs

                	
                  12. Charterers
                    shall from time to time give the master all requisite instructions
                    and
                    sailing directions, and he
                    shall keep a full and correct log of the voyage or voyages, which
                    Charterers or their agents may inspect as required,
                    The master shall when required furnish Charterers or their agents
                    with a
                    true copy of such log and with properly completed loading and
                    discharging
                    port sheets and voyage reports for such voyage and other returns
                    as
                    Charterers may require. Charterers shall be entitled to take
                    copies at
                    Owners' expense of any such documents which are not provided
                    by the
                    master.

                
	 	 
	
                  Bills
                    of Lading

                	
                  13. (a) The
                    master (although
                    appointed by Owners)
                    shall be under the orders and direction of Charterers
                    as regards employment of the vessel, agency and other arrangements,
                    and
                    shall sign bills of lading as Charterers
                    or their agents may direct (subject always to Clauses 35(a) and
                    40)
                    without prejudice to this charter. Charterers hereby indemnify
                    Owners
                    against all consequences or liabilities that may arise

                
	 	
                  (i) from
                    signing bills of lading in accordance with the directions of
                    Charterers,
                    or their agents, to the extent that the terms of such bills of
                    lading fail
                    to conform to the requirements of this charter, or (except as
                    provided in
                    Clause 13(b)) from the master otherwise complying with Charterers
                    or their
                    agents orders:

                
	 	
                  (ii) from
                    any irregularities in papers supplied by Charterers or their
                    agents.

                
	 	
                  (b) Notwithstanding
                    the foregoing, Owners shall not be obliged to comply with any
                    orders from
                    Charterers to discharge all or part of the
                    cargo

                
	 	
                  (i) at
                    any place other than that shown on the bill of lading
                    and/or

                
	 	
                  (ii) without
                    presentation of an original bill of lading

                
	 	
                  unless
                    they have received from Charterers both written confirmation
                    of such
                    orders and an indemnity
                    in a form acceptable to Owners.

                
	 	 
	
                  Conduct
                    of Vessel's Personnel

                	
                  14. If
                    Charterers complain of the conduct of the master or any of the
                    officers or
                    crew, Owners shall immediately
                    investigate the complaint. If the complaint proves to be well
                    founded,
                    Owners shall, without delay, make
                    a change in the appointments and Owners shall in any event communicate
                    the
                    result of their investigations to
                    Charterers as soon as possible.

                
	 	 
	
                  Bunkers
                    at Delivery and Redelivery

                	
                  15. Charterers
                    shall accept and pay for all bunkers AND
                    UNUSED LUBEOILS IN STORAGE TANKS AND
                    SEALED DRUMS on
                    board at the time of delivery, and Owners shall on redelivery
                    (whether it occurs at the end of the charter period or on the
                    earlier
                    termination of this charter) accept and
                    pay for all bunkers remaining on board, at the then-current market
                    prices
                    at the port of delivery or redelivery, as
                    the case may be, or if such prices are not available payment
                    shall be at
                    the then-current market prices at the nearest port at which such
                    prices
                    are available; provided that if delivery or redelivery does not
                    take place
                    in a port payment shall be at the price paid at the vessel's
                    last port of
                    bunkering before delivery or redelivery, as the case may be.
Owners
                    shall give Charterers the use and benefit of any fuel contracts
                    they may
                    have in force from time to time, if so required by Charterers,
                    provided
                    suppliers agree.

                
	 	 
	
                  Stevedores,
                    Pilots, Tugs

                	
                  16. Stevedores
                    when required shall be employed and paid by Charterers, but this
                    shall not
                    relieve Owners from
                    responsibility at all times for proper-stowage, which must be
                    controlled
                    by the master who shall keep a strict account
                    of all cargo loaded and discharged Owners hereby indemnify Charterers,
                    their servants and agents against
                    all losses, claims, responsibilities and liabilities arising
                    in any way
                    whatsoever from the employment
                    of

                


        

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        
          	 	
                  pilots,
                    tugboats or stevedores, who although employed by Charterers shall
                    be
                    deemed to be the servants of and in the service .of Owners and
                    under their
                    instructions (even if such pilots, tugboat personnel or stevedores
                    are in
                    fact the servants of Charterers their agents or any affiliated
                    company);
                    provided, however, that

                  (i) the
                    foregoing indemnity shall not exceed the amount to which Owners
                    would have
                    been entitled to limit their liability if they had themselves
                    employed
                    such pilots, tugboats or stevedores, and

                  (ii) Charterers
                    shall be liable for any damage to the vessel caused by or arising
                    out of
                    the use of stevedores, fair wear and tear excepted, to the extent
                    that
                    Owners are unable by the exercise of due diligence to obtain
                    redress
                    therefor from stevedores. 

                
	 	 
	
                  Supernumeraries 

                	
                  17. Charterers
                    may send representatives in the vessel's available accommodation
                    upon any
                    voyage made under this charter, Owners finding provisions and
                    all
                    requisites as supplied
                    to officers, except liquors. Charterers paying at the rate of
                    per day for
                    each representative while on board the vessel. 

                
	 	 
	
                  Sub-letting 

                	
                  18. Charterers
                    may sub-let the vessel, but shall always remain responsible to
                    Owners for
                    due fulfilment of this charter. SEE
                    ALSO CLAUSES 46 AND 62. 

                
	 	 
	
                  Final
                    Voyage 

                	
                  19. If
                    when a payment of hire is due hereunder Charterers reasonably
                    expect to
                    redeliver the vessel before the next payment of hire would fall
                    due, the
                    hire to be paid shall be assessed on Charterers' reasonable estimate
                    of
                    the time necessary to complete Charterers' programme up to redelivery,
                    and
                    from which estimate Charterers may deduct amounts due or reasonably
                    expected to become due for 

                  (i) disbursements
                    on Owners' behalf or charges for Owners' account pursuant to
                    any provision
                    hereof, and

                  (ii) bunkers
                    on board at redelivery pursuant to Clause 15

                  Promptly
                    after redelivery my overpayment
                    shall be refunded by Owners or any underpayment made good by
                    Charterers.

                  If.
                    at the time this charter would otherwise terminate in accordance
                    with
      Clause 4 the
                    vessel is on a ballast voyage to a port of redelivery or is upon
                    a laden
                    voyage, Charterers shall continue to have the use of the vessel
                    at the
                    same rate and conditions as stand herein for as long as necessary
                    to
                    complete such ballast voyage, or to complete such laden voyage
                    and return
                    to a port of redelivery as provided by this charter, as the case
                    may
                    be. 

                
	 	 
	
                  Loss
                    of Vessel 

                	
                  20. Should
                    the vessel be lost, this charter shall terminate and hire shall
                    cease at
                    noon on the day of her loss; should the vessel be a constructive
                    total
                    loss, this charter shall terminate and hire shall cease at noon
                    on the day
                    on which the vessel's underwriters agree that the vessel is a
                    constructive
                    total loss; should the vessel be missing, this charter shall
                    terminate and
                    hire shall cease at noon on the day on which she was last heard
                    of. Any
                    hire paid in advance and not earned shall be returned to Charterers
                    and
                    Owners shall reimburse Charterers for the value of the estimated
                    quantity
                    of bunkers on board at the time of termination, at the price
                    paid by
                    Charterers at the last bunkering port. 

                
	 	 
	
                  Off
                    hire

                	
                  21 (a) On
                    each and every occasion that there is loss of time (whether by
                    way of
                    interruption in the vessel’s service or; from reduction in the vessel's
                    performance, or in any other manner)

                  (i) duo
                    to deficiency of personnel or stores; repairs; gas freeing for
                    repairs;
                    time in and waiting to enter dry dock for repairs; breakdown
                    (whether
                    partial or total) of machinery, boilers or other parts of the
                    vessel or
                    her equipment (including without limitation tank coatings); overhaul,
                    maintenance or survey; collision, stranding, accident or damage
                    to the
                    vessel; or any other similar cause preventing the efficient working.
                    of
                    the vessel; and such loss continues for more than three consecutive
                    hours
                    (if resulting from interruption in the vessel's service) or cumulates
                    to
                    more than three hours (if resulting from partial loss of service);
                    or

                  (ii) due
                    to industrial action, refusal to sail, breach of orders or neglect
                    of duty
                    on the part of the master, officers or crew; or

                  (iii) for
                    the purpose of obtaining medical advice or treatment for or landing
                    any
                    sick or injured person (other than a Charterers' representative
                    carried
                    under Clause 17 hereof) or for the purpose of landing the body
                    of any
                    person (other than a Charterers' representative); and such loss
                    continues
                    for more than three consecutive hours: or 

                  (iv) due
                    to any delay in quarantine arising from the master, officers
                    or crew
                    having had communication with the shore at any infected area
                    without the
                    written consent or instructions of Charterers or their agents,
                    or to any
                    detention by customs or other authorities caused by smuggling
                    or other
                    infraction of local law on the part of the master, officers,
                    or crew; or
                    

                  (v) due
                    to detention of the vessel by authorities at home or abroad attributable
                    to legal action against or breach of regulations by the vessel,
                    the
                    vessel's owners, or Owners (unless brought about by the
                    act or neglect of Charterers); then

                  without
                    prejudice to Charterers' rights under Clause 3 or to any other
                    rights of
                    Charterers hereunder or otherwise the vessel shall be off hire
                    from the
                    commencement of such loss of time until she is again ready and
                    in an
                    efficient state to resume her service from a position not less
                    favourable
                    to Charterers than that at which such, loss of time commenced;
                    provided
                    however, that any service given or distance made good by the
                    vessel whilst
                    off hire shall be taken into account in assessing the amount
                    to be
                    deducted from hire. 

                  (b) If
                    the vessel fails to proceed at any guaranteed speed pursuant
                    to Clause 24,
                    and such failure arises wholly or partly from any of the causes
                    set out in
                    Clause 21(a) above, then the period for which the. vessel shall
                    be off
                    hire under this Clause 21 shall be the difference between
                    

                  (i) the
                    time the vessel would have required to perform the relevant service
                    at
                    such guaranteed speed, and

                  (ii) the
                    time actually taken to perform such service (including any less
                    of time
                    arising from interruption in the performance of such
                    service).

                  For
                    the avoidance of doubt; all time included under (ii) above shall
                    be
                    excluded from any computation under Clause 24.

                  (c) Further
                    and without prejudice to the foregoing; in the event of the vessel
                    deviating (which expression includes without limitation putting
                    back, or
                    putting into any port other than that to which she is bound under
                    the
                    instructions of Charterers) for any cause or purpose mentioned
                    in Clause
                    21(a), the vessel shall be off hire from the commencement of
                    such
                    deviation until the time when she is again ready and in an efficient
                    state
                    to resume her service from a position not less favourable to
                    Charterers
                    than that at which the deviation commenced, provided however
                    that any
                    service given or distance made good by the vessel whilst so off
                    hire shall
                    be taken into account in assessing the amount to be deducted
                    from hire. If
                    the vessel, for any cause or purpose mentioned in Clause 21(a),
                    puts into
                    any port other than the port to which she is bound on
                    the 

                


        

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        
          	 	
                  instructions
                    of Charterers, the port charges, pilotage and other expenses
                    at such port
                    shall be borne by Owners. Should the vessel be driven into any
                    port or
                    anchorage by stress of weather hire shall continue to be due
                    and payable
                    during any time lost thereby.

                
	 	
                  (d) If
                    the vessel's flag state becomes engaged in hostilities, and Charterers
                    in
                    consequence of such hostilities find it commercially impracticable
                    to
                    employ the vessel and have given Owners written notice thereof
                    then from
                    the date of receipt by Owners of such notice until the termination
                    of such
                    commercial impracticability the vessel shall be off hire and
                    Owners shall
                    have the right to employ the vessel on their own
                    account.

                
	 	
                  (e) Time
                    during which the vessel is off hire under this charter shall
                    count as part
                    of the charter period.

                
	 	 
	
                  Periodical
                    Drydocking

                	
                  22. (a) Owners CHARTERERS
                    have
                    the right and obligation to drydock the vessel at regular intervals
                    of AS REQUIRED
                    BY CLASS, VESSELS NEXT SCHEDULED DRYDOCK IS ON OR
                    ABOUT OCTOBER
                    2008. ALL DRYDOCK TIME AND RELATED EXPENSES TO BE
                    FOR CHARTERERS
                    ACCOUNT. OWNERS AND CHARTERERS TO MUTUALLY AGREE ON VESSEL'S
                    DRYDOCKING
                    BUDGET. On
                    each occasion Owners shall propose to Charterers a date on which
                    they wish
                    to dry
                    dock the vessel, not less than before such date, and Charterers
                    shall
                    offer a port far such
                    periodical drydocking and shall take all reasonable steps to
                    make the
                    vessel available as near to such date as
                    practicable.

                
	 	
                  Owners CHARTERERS
                    shall
                    put the vessel in drydock at their expense
                    as soon as practicable after
                    Charterers place
                    the vessel at
                    Owners' disposal clear of cargo other than tank washings and
                    residues.
                    Owners shall be responsible for and pay for the disposal into
                    reception
                    facilities of such tank washings and residues and shall have
                    the right to
                    retain any monies received therefor, without prejudice to any
                    claim for
                    loss of cargo under any bill of lading or this
                    charter;

                
	 	
                  (b) If
                    a periodical drydocking is carried out in the port offered by
                    Charterers
                    (which must have suitable accommodation for the purpose and reception
                    facilities for tank washings and residues), the vessel shall
                    be off hire
                    from the time she arrives at such port until drydocking is completed
                    and
                    she is in every way ready to resume Charterers' service and is
                    at the
                    position at which she went off hire or a position no less favourable
                    to
                    Charterers; whichever she first attains.
                    However,

                
	 	
                  (i) provided
                    that Owners exercise due diligence in gas freeing, any time lost
                    in gas
                    freeing to the standard required for entry into drydock for cleaning
                    and
                    painting the hull shall not count as off hire, whether lost on
                    passage to
                    the dry docking port or after arrival there (notwithstanding
                    Clause 21),
                    and

                
	 	
                  (ii) any
                    additional time lost in further gas freeing to meet the standard
                    required
                    for hot work or entry to cargo tanks shall count as off hire,
                    whether lost
                    on passage to the drydocking port or after arrival
                    there.

                
	 	
                  Any
                    time which, but for sub Clause (i) above; would be off hire,
                    shall not be
                    included in any calculation under Clause 24.

                
	 	
                  The
                    expenses of gas freeing, including without limitation the cost
                    of bunkers,
                    shall be for Owners account.

                
	 	
                  (c) If
                    Owners require the vessel, instead of proceeding to the offered
                    port, to
                    carry out periodical drydocking at a special port selected by
                    them, the
                    vessel shall be off hire from the time when she is released to
                    proceed to
                    the special port until she next presents for loading in accordance
                    with
                    Charterers' instructions, provided, however, that Charterers
                    shall credit
                    Owners with the time which would have been taken on passage at
                    the service
                    speed had the vessel not proceeded to drydock. All fuel consumed
                    shall be
                    paid for by Owners but Charterers
                    shall credit Owners with the value of the fuel which would have
                    been used
                    on such notional passage calculated
                    at the guaranteed daily consumption for the service speed, and
                    shall
                    further credit Owners with any benefit they may gain in purchasing
                    bunkers
                    at the special port.

                
	 	
                  (d) Charterers
                    shall, insofar as cleaning for periodical drydocking may have
                    reduced the
                    amount of tank cleaning necessary to meet Charterers' requirements,
                    credit
                    Owners with the value of any bunkers which Charterers calculate
                    to have
                    been saved thereby, whether the vessel dry docks at an offered
                    or a
                    special port.

                
	 	 
	
                  Ship
                    Inspection

                	
                  23. Charterers OWNERS
                    shall
                    have the right at any time during the charter period to make
                    such
                    inspection of the vessel
                    as they may consider necessary. This right may be exercised as
                    often and
                    at such intervals as Charterers OWNERS
                    in their
                    absolute discretion may determine and whether the vessel is in
                    port or on
                    passage. Owners CHARTERERS
                    affording
                    all necessary co-operation and accommodation on board provided,
                    however,

                
	 	
                  (i) that
                    neither the exercise nor the non exercise, nor anything done
                    or not done
                    in the exercise or non exercise, by Charterers of such right
                    shall in any
                    way reduce the master's or Owners' authority over, or responsibility
                    to
                    Charterers or third parties for the vessel and every aspect of
                    her
                    operation, nor increase Charterers' responsibilities to Owners
                    or third
                    parties for the same; and

                
	 	
                  (ii) that
                    Charterers OWNERS
                    shall
                    not be liable for any act, neglect or default by themselves,
                    their
                    servants or agents in the exercise or non exercise of the aforesaid
                    right.

                
	 	 
	
                  Detailed
                    Description and Performance

                	
                  24. (a) Owners
                    guarantee that the speed and consumption of the vessel shall
                    be as
                    follows:

                


        

        


        
          	
                  Average
                    speed

                	
                  Maximum
                    average bunker consumption

                
	
                  in
                    knots

                	
                  main
                    propulsion

                	
                  auxiliaries

                
	 	
                  fuel
                    oil/diesel oil

                	
                  fuel
                    oil/diesel oil

                
	 	
                  tonnes

                	
                  tonnes

                
	
                  Laden

                	 	 
	 	 	 
	
                  Ballast

                	 	 


        

        


        
          	 	
                  The
                    foregoing bunker consumptions are for all purposes except cargo
                    heating
                    and tank cleaning and
                    shall be pro rated between the speeds
                    shown.

                


        

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        
          	 	
                  The
                    service speed of the vessel is knots laden and knots in ballast
                    and in the
                    absence of Charterers’ orders to the contrary the vessel shall proceed at
                    the service speed. However if more than one laden and one ballast
                    speed
                    are shown in the table above Charterers shall have the right
                    to order the
                    vessel to steam at any speed within the range set out in the
                    table (the
                    “ordered speed”).

                  If
                    the vessel is ordered to proceed at any speed other than the
                    highest speed
                    shown in the table, and the average speed actually attained by
                    the vessel
                    during the currency of such order exceeds such ordered speed
                    plus 0.5
                    knots (the “maximum recognized speed”), then for the purpose of
                    calculating any increase or decrease of hire under this Clause
                    24 the
                    maximum recognized speed shall be used in place of the average
                    speed
                    actually attained.

                  For
                    the purposes of this charter the “guaranteed speed” at any time shall be
                    the then current ordered speed or the service speed, as the case
                    may
                    be

                  The
                    average speeds and bunker consumptions shall for the purpose
                    of this
                    Clause 24 be calculated by reference to the observed distance
                    from pilot
                    station to pilot station on all sea passages during each period
                    stipulated
                    in Clause 24(c), but excluding any time during which the vessel
                    is (or but
                    for Clause 22(b) (i) would be) off-hire and also excluding “Adverse
                    Weather Periods”, being (i) any periods during which reduction of speed is
                    necessary for safety in congested waters or in poor visibility
                    (ii) any
                    days, noon to noon, when winds exceed force 8 on the Beaufort
                    Scale for
                    more than 12 hours.

                  (b) If
                    during any year from the date on which the vessel enters service
                    (anniversary to anniversary) the vessel falls below or exceeds
                    the
                    performance guaranteed in Clause 24(a) then if such shortfall
                    or excess
                    results

                  (i) from
                    a reduction or an increase in the average speed of the vessel,
                    compared to
                    the speed guaranteed in Clause 24(a), then an amount equal to
                    the value at
                    the hire rate of the time so lost or gained, as the case may
                    be, shall be
                    deducted form or added to the hire paid:

                  (ii) from
                    an increase or a decrease in the total bunkers consumed, compared
                    to the
                    total bunkers which would have been consumed had the vessel performed
                    as
                    guaranteed in Clause 24(a), an amount equivalent to the value
                    of the
                    additional bunkers consumed or the bunkers saved, as the case
                    may be,
                    based on the average price paid by Charterers for the vessel’s bunkers in
                    such period, shall be deducted from or added to the hire
                    paid.

                  The
                    addition to or deduction from hire so calculated for laden and
                    ballast
                    mileage respectively shall be adjusted to take into account the
                    mileage
                    steamed in each such condition during Adverse Weather Periods,
                    by dividing
                    such addition or deduction by the number of miles over which
                    the
                    performance has been calculated and multiplying by the same number
                    of
                    miles plus the miles steamed during the Adverse Weather Periods,
                    in order
                    to establish the total addition to or deduction from hire to
                    be made for
                    such period.

                  Reduction
                    of hire under the foregoing sub Clause (b) shall be without prejudice
                    to
                    any other remedy available to Charterers

                  (c) Calculations
                    under this Clause 24 shall be made for the yearly periods terminating
                    on
                    each successive anniversary of the date on which the vessel enters
                    service, and for the period between the last such anniversary
                    and the date
                    of termination of this charter if less than a year. Claims in
                    respect of
                    reduction of hire arising under this Clause during the final
                    year or part
                    year of the charter period shall in the first instance be settled
                    in
                    accordance with Charterers’ estimate made two months before the end of the
                    charter period. Any necessary adjustment after this charter terminates
                    shall be made by payment by Owners to Charterers or by Charterers
                    to
                    Owners as the case may require.

                  Payments
                    in respect of increase of hire arising under this Clause shall
                    be made
                    promptly after receipt by Charterers of all the information necessary
                    to
                    calculate such increase.

                
	 	 
	
                  Salvage 

                	
                  25. Subject
                    to the provisions of Clause 21 hereof, all loss of time and all
                    expenses (
                    excluding any damage to or loss of the vessel or tortious liabilities
                    to
                    third parties) incurred in saving or attempting to save life
                    or in
                    successful or unsuccessful attempts at salvage shall be borne
                    equally by
                    Owners and Charterers provided that Charterers
                    shall not be liable to contribute towards any salvage payable
                    by Owners
                    arising in any way out of services rendered under this Clause
                    25.

                  All
                    salvage and all proceeds from derelicts shall be divided equally
                    between Owners and PAID
                    TO
                    Charterers after deducting the master's, officers' and crew's
                    share.
                    

                
	 	 
	
                  Lien 

                	
                  26. Owners
                    shall have a lien upon all cargoes and all freights, sub-freights
                    and
                    demurrage for any amounts due under this charter: and Charterers
                    shall
                    have a lien on the vessel for all monies paid in advance and
                    not earned,
                    and for all claims for damages arising from any breach by Owners
                    of this
                    charter. 

                
	 	 
	
                  Exceptions 

                	
                  27. (a) The
                    vessel, her master and Owners shall not, unless otherwise in
                    this charter
                    expressly provided, be liable for any loss or damage or delay
                    or failure
                    arising or resulting from any act, neglect or default of the
                    master,
                    pilots, mariners or other servants of Owners in the navigation
                    or
                    management of the vessel: fire, unless caused by the actual fault
                    or
                    privity of Owners; collision or stranding; dangers and accidents
                    of the
                    sea; explosion, bursting of boilers, breakage of shafts or any
                    latent
                    defect in hull, equipment or machinery: provided, however, that
                    Clauses 1
                    , 2, 3 and 24 hereof shall be unaffected by the foregoing. Further,
                    neither the vessel, her master or Owners, nor Charterers shall,
                    unless
                    otherwise in this charter expressly provided, be liable for any
                    loss or
                    damage or delay or failure in performance hereunder arising or
                    resulting
                    from act of God, act of war, seizure under legal process, quarantine
                    restrictions, strikes, lock-outs, riots, restraints of labour,
                    civil
                    commotions or arrest or restraint of princes, rulers or
                    people.

                  (b) The
                    vessel shall have liberty to sail with or without pilots, to
                    tow or go to
                    the assistance of vessels in distress and to deviate for the
                    purpose of
                    saving life or property,

                  (c) Clause
                    27(a) shall not apply to or affect any liability of Owners or
                    the vessel
                    or any other relevant person in respect of

                  (i) loss
                    or damage caused to any berth, jetty, dock, dolphin, buoy, mooring
                    line,
                    pipe or crane or other works or equipment whatsoever at or near
                    any place
                    to which the vessel may proceed under this charter, whether or
                    not such
                    works or equipment belong to Charterers, or

                  (ii) any
                    claim (whether brought by Charterers or any other person) arising
                    out of
                    any loss of or damage to or in connection with cargo. All such
                    claims
                    shall be subject to the Hague-Visby Rules or the Hague Rules,
                    as the case
                    may be, which ought pursuant to Clause 38 hereof to have been
                    incorporated
                    in the relevant bill of lading (whether or not such Rules were
                    so
                    incorporated) or, if no such bill of lading is issued, to the
                    Hague-Visby
                    Rules,

                  (d) In
                    particular and without limitation, the foregoing subsections
                    (a) and (b)
                    of this Clause shall not apply to or in any way affect any provision
                    in
                    this charter relating to off-hire or to reduction of
                    hire.

                


        

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        
          	
                  Injurious
                    Cargoes 

                	
                  28. No
                    acids, explosives or cargoes injurious to the vessel shall be
                    shipped and
                    without prejudice to the foregoing any damage to the vessel caused
                    by the
                    shipment of any such cargo, and the time taken to repair such
                    damage,
                    shall be for Charterers' account. No voyage shall be undertaken,
                    nor any
                    goods or cargoes loaded, that would expose the vessel to capture
                    or
                    seizure by rulers or governments. 

                
	 	 
	
                  Grade
                    of Bunkers 

                	
                  29. Charterers
                    shall supply marine diesel oil/fuel oil with a maximum viscosity
                    of
                    Centistokes at 50 degrees Centigrade/ACGFO for main propulsion
                    and diesel
                    oil/ACGFO for the auxiliaries. If Owners require the vessel to
                    be supplied
                    with more expensive bunkers they shall be liable for the extra
                    cost
                    thereof.

                  Charterers
                    warrant that all bunkers provided by them in accordance herewith
                    shall be
                    of a quality complying with the International Marine Bunker Supply
                    Terms
                    and Conditions of Shell International Trading Company and with
                    its
                    specification for marine fuels as amended from time to time.
                    

                
	 	 
	
                  Disbursements

                	
                  30. Should
                    the master require advances for-ordinary disbursement at any
                    port,
                    Charterers or their agents shall make such advances to him, in
                    consideration of which Owners shall pay a commission of two and
                    a half
                    percent, and all such advances and commission shall be dedicated
                    from
                    hire. 

                
	 	 
	
                  Laying-up 

                	
                  31. Charterers
                    shall have the option, after consultation with Owners, of requiring
                    Owners
                    to lay up the vessel at a safe place nominated by Charterers.
                    ,
                    in
                    which case the hire-provided for under this charter shall be
                    adjusted to
                    reflect any net increases in expenditure reasonably incurred
                    or any net
                    saving which should reasonably be made by Owners as a result
                    of such lay
                    up, Charterers may exercise the said option any number of times
                    during the
                    charter period: 

                
	 	 
	
                  Requisition 

                	
                  32. Should
                    the vessel be requisitioned by any government, de facto or de
                    jure, during
                    the period of this charter, the vessel shall be off-hire during
                    the period
                    of such requisition, and any hire paid by such government in
                    respect of
                    such requisition period shall be for Owners' CHARTERERS
                    account. Any such requisition period shall count as part of the
                    charter
                    period. 

                
	 	 
	
                  Outbreak
                    of War 

                	
                  33. If
                    war or hostilities break out between any two or more of the following
                    countries: U.S.A., U.S.S.R., P.R.C., U.K., Netherlands both Owners
                    and
                    Charterers shall have the right to cancel this
                    charter.

                
	 	 
	
                  Additional
                    War

                  Expenses

                	
                  34. If
                    the vessel is ordered to trade in areas where there is war (de
                    facto or de
                    jure) or threat of war, Charterers shall reimburse Owners for
                    any
                    additional insurance premia, crew bonuses and other expenses
                    which are
                    reasonably incurred by Owners as a consequence of such orders,
                    provided
                    that Charterers are given such expenses as soon as practicable
                    and in any
                    event before such expenses are incurred, provided further the
                    Owners
                    obtain from their insurers a waiver of any subrogated rights
                    against
                    Charters in respect of any claims by Owners under their war risk
                    insurance
                    arising out of compliance with such orders.

                
	 	 
	
                  War
                    Risks

                	
                  35. (a) The
                    master shall not be required or bound to sign bills of lading
                    for any
                    place which in his or Owners’ reasonable opinion is dangerous or
                    impossible for the vessel to enter or reach owning to any blockade,
                    war,
                    hostilities, warlike operations, civil war, civil commotions
                    or
                    revolutions.

                  (b) If
                    in the reasonable opinion of the master of Owners it becomes,
                    for any of
                    the reason set out in Clause 35(a) or the operations of international
                    law,
                    dangerous, impossible or prohibited for the vessel to reach or
                    enter, or
                    to load or discharge cargo at, any place to which the vessel
                    has been
                    ordered pursuant to this charter(a “place of peril”), then Charters or
                    their agents shall be immediately notified by telex or radio
                    messages, and
                    Charterers shall thereupon have the right to order the cargo,
                    or such part
                    of it as may be affected, to be loaded or discharged, as the
                    case may be,
                    at any other place within the trading limits of this charter
                    (provided
                    such other place is not itself a place of peril). If any place
                    of
                    discharge is or becomes a place of peril and no orders have been
                    received
                    from Charterers or their agents within 48 hours after dispatch
                    of such
                    messages, then Owners shall be at liberty to discharge the cargo
                    or such
                    part of it as may be affected at any place which they or the
                    master may in
                    their or his discretion select within the trading limits of this
                    charter
                    and such discharge shall be deemed to be due fulfillment of Owners’
                    obligations under this charter so far as cargo so discharged
                    is
                    concerned.

                  (c) The
                    vessel shall have liberty to comply with any directions or recommendations
                    as to departure, arrival, routes, ports of call, stoppages, destinations,
                    zones, waters, delivery or in any other wide whatsoever or by
                    any person
                    or body acting or purporting to act as or with the authority
                    of any such
                    government or local authority including any de facto government
                    or local
                    authority or by any person or body acting or purporting to act
                    as or with
                    the authority of any such government or local authority or by
                    any
                    committee or person having under the terms of the war risks insurance
                    on
                    the vessel the right to give any such directions or recommendations.
                    If by
                    reason of or in compliance with any such directions or recommendations
                    anything is done or is not done such shall not be deemed a
                    deviation.

                  If
                    by reason of or in compliance with any such direction or recommendation
                    the vessel does not proceed to any place of discharge to which
                    she has
                    been ordered pursuant to this charter, the vessel may proceed
                    to any place
                    which the master or Owners in his or their discretion select
                    and there
                    discharge the cargo or such part of it as may be affected, Such
                    discharge
                    shall be deemed to be due fulfillment of Owners obligations under
                    this
                    charter so far as cargo so discharged concerned.

                  Charterers
                    shall procure that all bills of lading issued under this charter
                    shall
                    contain the Chamber of Shipping War Risks Clause
                    1952.

                
	 	 
	
                  Both
                    to Blame Collision Clause 

                	
                  36. If
                    the liability for any collision in which the vessel is involved
                    while
                    performing this charter fails to be determined in accordance
                    with the laws
                    of the United States of America, the following provision shall
                    apply:

                  "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 cargo 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
                    the said cargo, paid or payable by the other or non-carrying
                    ship or her
                    owners to the owners of the said cargo 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."

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

                


        

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        
          	 	
                  Charterers
                    shall procure that all bills of lading issued under this charter
                    shall
                    contain a provision in the foregoing terms to be applicable where
                    the
                    liability for any collision in which the vessel is involved falls
                    to be
                    determined in accordance with the laws of the United States of
                    America.
                    

                
	 	 
	
                  New
                    Jason Clause 

                	
                  37. General
                    average contributions shall be payable according to the York/Antwerp
                    Rules, 1974 AS
                    AMENDED IN 1994
                    ,
                    and shall be adjusted in London in accordance with English law
                    and
                    practice but should adjustment be made in accordance with the
                    law and
                    practice of the United States of America, the following provision
                    shall
                    apply:

                  "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 consequence of
                    which, the
                    carrier is not responsible by statute, contract or otherwise,
                    the cargo,
                    shippers, consignees or owners of the cargo 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 cargo."
                    

                  "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 cargo and any salvage and special
                    charges
                    thereon shall, if required, be made by the cargo, shippers, consignees
                    or
                    owners of the cargo to the carrier before delivery,"

                  Charterers
                    shall procure that all bills of lading issued under this charter
                    shall
                    contain a provision in the foregoing terms, to be applicable
                    where
                    adjustment of general average is made in accordance with the
                    laws and
                    practice of the United States of America. 

                
	 	 
	
                  Clause

                  Paramount

                	
                  38. Charterers
                    shall procure that all bills of lading issued pursuant to this
                    charter
                    shall contain the following clause; SEE
                    CLAUSE 55.

                  “(1) Subject
                    to sub-clause (2) hereof, this bill of lading shall be governed
                    by, and
                    have effect subject to, the rules contained in the International
                    Convention for the Unification of Certain Rules relating to Bills
                    of
                    Lading signed at Brussels on 25th August 1924 (hereafter the
“Hague
                    Rules”) as amended by the Protocol signed at Brussels on 23rd February
                    1968 (hereafter the “Hague Visby Rules”). Nothing contained herein shall
                    be deemed to be either a surrender by the carrier of any of his
                    rights or
                    immunities or any increase of any of his responsibilities or
                    liabilities
                    under the “Hague Visby Rules.”

                  “(2) If
                    there is governing legislation which applies the Hague Rules
                    compulsorily
                    to this bill of lading, to the exclusion of the Hague Visby Rules,
                    then
                    this bill of lading shall have effect subject to the Hague Rules.
                    Nothing
                    herein contained shall be deemed to be either a surrender by
                    the carrier
                    of any of his rights or immunities or an increase of any of his
                    responsibilities or liabilities under the Hague Rules.”
                    

                  “(3) If
                    any term of this bill of lading is repugnant to the Hague Visby
                    Rules, or
                    Hague Rules if applicable, such term shall be void to that extent
                    but no
                    further.”

                  “(4) Nothing
                    in this bill of lading shall be constructed as in any way restricting,
                    excluding or waiver the right of any relevant part or person
                    to limit his
                    liability under any available legislation and/or
                    law.”

                
	 	 
	
                  TOVALOP 

                	
                  39. Owners CHARTERERS
                    warrant
                    that the vessel is:

                  (i) a
                    tanker in TOVALOP and

                  (ii) properly
                    entered in

                  P&I
                    Club

                  and
                    will so remain during the currency of this charter.

                  When
                    an escape or discharge of Oil occurs from the vessel and causes
                    or
                    threatens to cause Pollution Damage, or when there is the threat
                    of an
                    escape or discharge of Oil (i.e. a grave and imminent danger
                    of the escape
                    or discharge Oil which, if it occurred, would create a serious
                    danger of
                    Pollution Damage, whether or not an escape or discharge in fact
                    subsequently occurs), then Charterers may, at their option, upon
                    notice to
                    Owners or master, undertake such measures as are reasonably necessary
                    to
                    prevent or minimize such Pollution Damage or to remove the Threat,
                    unless
                    Owners promptly undertake the same. Charterers shall keep Owners
                    advised
                    of the nature and result of any such measures taken by them and,
                    if time
                    permits the nature of the measures intended to be taken by them.
                    Any of
                    the aforementioned measures taken by Charterers shall be deemed
                    taken on
                    Owners’ authority as Owners’ agent, and shall be at Owners’ expense except
                    to the extent that:

                  (1) any
                    such escape or discharge or Threat was caused or contributed
                    to by
                    Charterers, or 

                  (2) by
                    reason of the exceptions set out in Article III, paragraph 2,
                    of the 1969
                    International Convention on Civil Liability for Oil Pollution
                    Damage,
                    Owners are or, had the said Convention applied to such escape
                    or discharge
                    or to the Threat, would have been exempt from liability for the
                    same,
                    or

                  (3) the
                    cost of such measures together with all other liabilities, costs
                    and
                    expenses of Owners arising out of or in connection with such
                    escape or
                    discharge or Threat exceeds one hundred and sixty United States
                    Dollars
                    (US $160) per ton of the vessel’s Tonnage or sixteen million eight hundred
                    thousand United States Dollars (US $16,800,000), whichever is
                    the lesser,
                    save and insofar as Owners shall be entitled to recover such
                    excess under
                    either the 1971 International Convention on the Establishment
                    of an
                    International Fund for Compensation for Oil Pollution Damage
                    or under
                    CRISTAL;

                  PROVIDED
                    ALWAYS that if Owners in their absolute discretion consider said
                    measures
                    should be discontinued. Owners shall so notify Charterers and
                    thereafter
                    Charterers shall have no right to continue said measures under
                    the
                    provisions of this Clause 39 and all further liability to Charterers
                    under
                    this Clause 39 shall thereupon cease.

                  The
                    above provisions are not in derogation of such other rights as
                    Charterers
                    or Owners may have under this charter or may otherwise have or
                    acquire by
                    law or any International Convention or TOVALOP.

                  The
                    term “TOVALOP” means the Tanker Owners’ Voluntary Agreement Concerning
                    Liability for Oil Pollution dated 7th January 1969, as amended
                    form time
                    to time, and the term “CRISTAL” means the Contract Regarding an Interim
                    Supplement to Tanker Liability for Oil Pollution dater 14th January
                    1971,
                    as amended from time to time. The terms “Oil”, “Pollution Damage”, and
                    “Tonnage” shall for the purposes of this Clause 39 have the meanings
                    ascribed to them in TOVALOP.

                
	 	 
	
                  Export
                    Restrictions 

                	
                  40. The
                    master shall not be required or bound to sign bills of lading
                    for the
                    carriage of cargo to any place to which export of such cargo
                    is prohibited
                    under the laws, rules or regulations of the country in which
                    the cargo was
                    produced and/or shipped

                  Charterers
                    shall procure that all bills of lading issued under this charter
                    shall
                    contain the following clause: 

                


        

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        
          	 	
                  "If
                    any laws rules or regulations applied by the government of the
                    country in
                    which the cargo was produced and/or shipped, or any relevant
                    agency
                    thereof, impose a prohibition on export of the cargo to the place
                    of
                    discharge designated in or ordered under this bill of lading,
                    carriers
                    shall be entitled to require cargo owners forthwith to nominate
                    an
                    alternative discharge place for the discharge of the cargo, or
                    such part
                    of it as may be affected, which alternative place shall not be
                    subject to
                    the prohibition, and carriers shall be entitled to accept orders
                    from
                    cargo owners to proceed to and discharge at such alternative
                    place. If
                    cargo owners fail to nominate an alternative place within 72
                    hours after
                    they or their agents have received from carriers notice of such
                    prohibition, carriers shall be at liberty to discharge the cargo
                    or such
                    part of it as may be affected by the prohibition at any safe
                    place on
                    which they or the master may in their or his absolute discretion
                    decide
                    and which is not subject to the prohibition, and such discharge
                    shall
                    constitute due performance of the contract contained in this
                    bill of
                    lading so far as the cargo so discharged is concerned".

                
	 	
                  The
                    foregoing provision shall apply mutatis mutandis to this charter,
                    the
                    references to a bill of lading being deemed to be references
                    to this
                    charter.

                
	 	 
	
                  Law
                    and Litigation

                	
                  41. (a) This
                    charter shall be construed and the relations between the parties
                    determined in accordance with
                    the laws of England.

                
	 	
                  (b) Any
                    dispute arising under this charter shall be decided by the English
                    Courts
                    to whose jurisdiction the parties hereby agree.

                
	 	
                  (c) Notwithstanding
                    the foregoing, but without prejudice to any party's right to
                    arrest or
                    maintain the arrest of any maritime property, either party may,
                    by giving
                    written notice of election to the other party, elect to have
                    any such
                    dispute referred to the arbitration of a single arbitrator in
                    London in
                    accordance with the provisions of the Arbitration Act 1950, or
                    any
                    statutory modification or re-enactment thereof for the time being
                    in
                    force.

                
	 	
                  (i) A
                    party shall lose its right to make such an election only
                    if:

                
	 	
                  (a) it
                    receives from the other party a written notice of dispute which
                    

                
	 	
                  (1) states
                    expressly that a dispute has arisen out of this
                    charter:

                
	 	
                  (2) specifies
                    the nature of the dispute: and

                
	 	
                  (3) refers
                    expressly to this clause 41(c) 

                
	 	
                  and

                
	 	
                  (b) it
                    fails to give notice of election to have the dispute referred
                    to
                    arbitration not later than 30 days from the date of receipt of
                    such notice
                    of dispute.

                
	 	
                  (ii) The
                    parties hereby agree that either party may

                
	 	
                  (a) appeal
                    to the High Court on any question of law arising out of an
                    award:

                
	 	
                  (b) apply
                    to the High Court for an order that the arbitrator state the
                    reasons for
                    his award:

                
	 	
                  (c) give
                    notice to the arbitrator that a reasoned award is required:
                    and

                
	 	
                  (d) apply
                    to the High Court to determine any question of law arising in
                    the course
                    of the reference.

                
	 	
                  (d) it
                    shall be a condition precedent to the right of any party to a
                    stay of any
                    legal proceedings in which maritime property has been, or may
                    be, arrested
                    in connection with a dispute under this charter, that that party
                    furnishes
                    to the other party security to which that other party would have
                    been
                    entitled in such legal proceedings in the absence of a
                    stay.

                
	 	 
	
                  Construction

                	
                  42. The
                    side headings have been included in this charter for convenience
                    of
                    reference and shall in no way affect
                    the construction hereof.

                
	 	 
	 	
                  RIDER
                    CLAUSES 43-67 AS ATTACHED HERETO TO BE INCORPORATED IN THIS TIME
                    CHARTER
                    PARTY.

                


        

        


        


        
          	 	
                  OWNERS:

                	 	
                  TIME
                    CHARTERERS:

                
	 	 	 	 
	 	 	 	
                  CHAMPION
                    SHIPPING AS

                
	 	 	 	 
	 	 	 	
                  /s/
                    illegible

                


        

        


        


        
          	 	
                  This
                    Charter Party is a computer generated copy of the SHELLTIME4
                    Charter Party
                    form, printed using software which is the copyright of Strategic
                    Software
                    Limited.

                
	 	 
	 	
                  This
                    is a precise copy of the original document which can be modified,
                    amended
                    or added to only by the striking out of original characters,
                    or the
                    insertion of new characters, such characters being clearly highlighted
                    by
                    underlining or use of colour or use of a larger font and marked
                    as having
                    been made by the licensee or end user as appropriate and not
                    by the
                    author.

                


        

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        SHELLTIME
          4 RIDER CLAUSES "BRALI" TBR. "CHAMPION BRALI" 

        


        43. TRADING
          LIMITS CLAUSE

        World-wide
          within the British Institute Warranty Limits, as may be revised from time
          to
          time to time, or within the limits applying in Charterers' insurances in
          effect
          from time to time, however excluding any war zones and any other areas
          to which
          restrictions may be imposed by the United Nations or the flag state. The
          Charterers may be allowed to breach the trading limits as described above
          subject to the Charterers paying any extra insurance premium supported
          by
          vouchers from Charterers' underwriters.

        


        44. RATE
          OF HIRE

        Subject
          to the terms and conditions of the Charter Ancilliary Agreement, the Charterers
          shall pay
          for
          the use of the vessel in accordance with the terms of this Charter Party
          a daily
          rate in US
          Dollars consisting of two components, a 'financial element' of US$14,500.-
          per
          day and an
          'operating element' estimated at US$5,500.- per day giving a total rate
          of
          US$20,000.- per day.
          Out
          of this gross amount Charterers are to deduct at source 2 % brokerage which
          they are
          to
          pay directly to the brokers involved in accordance with clause 66. of this
          Charter-party. This
          charter is 'hell or high water' meaning the vessel is on charter 365 days
          per
          annum with there being no offhire.

        The
          vessel is chartered with an estimated operating expense of US$5,500 per
          day. If
          the overall
          operating expense is lower than said amount then Owners to refund to Charterers
          the difference
          between actual amount and the afore stated amount. Reconciliation of accounts
          to be
          completed on a quarterly basis based on the submitted account from the
          Management company.

        If
          the
          vessel's operating expenses exceed US$5,500.- per day then Charterers to
          make
          Owners whole
          for
          any difference. This amount to be settled on a quarterly basis based on
          submitted accounts
          from the Management.

        If
          the
          budgeted operating expenses alter either higher or lower by a margin of
          10% from
          the agreed
          US$5,500.- (i.e. above US$6,050.- per day or below US$4,950.- per day)
          then hire
          for the
          subsequent period up until the next reconciliation to be adjusted
          accordingly.

        


        45. OPTIONS

        Non-applicable.

        


        46. CHANGE
          OF OWNERSHIP CLAUSE

        The
          Owners agree not to sell the Vessel during the currency of this Time Charter
          without the written approval of the Charterers which approval may be withheld
          in
          the Charterers' sole discretion. For purposes of this Clause 46, any sale,
          assignment, transfer, conveyance or disposition of the shares of the Owners,
          directly or indirectly through intermediate holding companies, to any third
          party not controlled, shall be deemed a sale of the Vessel.

        


        47. CHANGE
          OF CLASSIFICATION SOCIETY

        The
          Charterers shall have the right to change the Vessel's classification society
          to
          another classification society being a member of the IACS, subject to obtaining
          the prior written approval of the Owners, which approval may be withheld
          in the
          Owners' sole discretion.

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        SHELLTIME
          4 RIDER CLAUSES "BRALI" TBR. "CHAMPION BRALI" 

        


        48. HOUSE
          FLAG

        The
          Charterers and any sub-Charterers shall be allowed to fly their house flag
          and
          to paint the Vessel's funnel with their own colours, if desired, at Charterers'
          expense.

        


        49. FLAG
          CLAUSE

        The
          Vessel will fly the flag of Marshall Island with the right of the Charterers
          to
          have title to the Vessel registered in any other register at any time at
          Charterers
          cost and
          expense also with regard to higher operating costs incurred thereby. A
          change of
          flag must be approved by the Owners, Owners approval not to be unreasonably
          withheld.

        


        50. ADDITIONAL
          SMALL EQUIPMENT CLAUSE

        The
          Charterers shall be at liberty to supplement lines and mooring wires, to
          fit any
          additional pumps and/or other vessel gear beyond what is on board at the
          commencement of the Charter, and to make the necessary connections with
          hydraulic, steam or water pipes. Such work to be done at their expense,
          and such
          pumps and/or gear so fitted to be considered their property, and the Charterers
          shall be at liberty to remove it a their expense and time during or at
          the
          expiry of this Charter with the Vessel to be left in her original condition.
          Such additions always to be approved by class. The Owners shall, however,
          have
          the option to take over such additional equipment at a price to be agreed
          between Charterers and owners.

        


        
          	
                  51.

                	
                  CHANGES/IMPROVEMENTS
                    NECESSARY FOR THE OPERATION OF THE VESSEL OR IMPOSED BY LEGISLATION
                    OR
                    CLASS

                


        

        
          	
                  51.1

                	
                  In
                    the event any improvement, structural change or the installation
                    of new
                    equipment is imposed by compulsory legislation and/or class rules,
                    Charterers shall have the right at their own cost to effect such
                    improvement, changes or installation, without the Owners'
                    consent.

                


        

        


        
          	
                  51.2

                	
                  In
                    the event any improvement, structural change or the installation
                    of new
                    equipment is deemed necessary by the Charterers for the continued
                    operation of the Vessel, Charterers shall have the right at their
                    own cost
                    to effect such improvement, changes or installation, with the
                    Owners'
                    consent which shall not unreasonably be
                    withheld.

                


        

        


        
          	
                  51.3

                	
                  The
                    Owners have to be notified in writing in advance by the Charterers
                    about
                    any changes and/or improvements as per clauses 51.1 and
                    51.2.

                


        

        


        
          	
                  51.4.

                	
                  Any
                    change, improvement or installation made pursuant to this Clause
                    51 shall
                    become the property of Owners.

                


        

        


        
          	
                  51.5

                	
                  Nothing
                    in this Clause 51 shall be construed as to impose any obligation
                    on the
                    Owners to effect any improvement or structural change with respect
                    to or
                    install new equipment on the
                    vessel.

                


        

        


        52. LIGHTERAGE

        Charterer
          may require vessel to perform a vessel to vessel lighterage operation at
          anchor
          or underway off any load or discharge port(s) or any designated lightering
          location in the open sea, in which event Charterer will provide the lighter,
          fenders, hoses and any other equipment deemed necessary by Charterer. Lighterage
          to be conducted always in accordance with OCIMF guidelines.

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        SHELLTIME
          4 RIDER CLAUSES "BRALI" TBR. "CHAMPION BRALI" 

        


        53. NEW
          CLAUSE PARAMOUNT

        The
          Charterers warrant to include following clauses in all Bills of Lading
          issued
          pursuant to this Time Charter by them or any sub-Charterer:

        


        
          	
                  (i)

                	
                  Subject
                    to sub clauses (2) or (3) hereof, this Bill of Lading shall be
                    governed
                    by, and have effect subject to the rules contained in the International
                    Convention for the Unification of Certain Rules relating to Bills
                    of
                    Lading signed at Brussels on 25th
                    August
                    1924 (hereafter the "Hague Rules") as amended by the Protocol
                    signed at
                    Brussels on 23rd
                    February 1968 (hereafter the "Hague-Visby Rules"). Nothing contained
                    herein shall be deemed to be either a surrender by the carrier
                    of any
                    rights or immunities or any increase of any of his responsibilities
                    or
                    liabilities under the Hague-Visby
                    rules.

                


        

        


        
          	
                  (ii)

                	
                  If
                    there is governing legislation which applies the Hague Rules
                    compulsory to
                    this Bill of Lading to the exclusion of the Hague-Visby rules,
                    then this
                    Bill of Lading shall have effect subject to the Hague Rules.
                    Nothing
                    herein contained shall be deemed to be either a surrender by
                    the carrier
                    of any of his rights or immunities or an increase of any of his
                    responsibilities or liabilities under the Hague
                    rules.

                


        

        


        
          	
                  (iii)

                	
                  If
                    there is governing legislation which applies the Hamburg Rules
                    compulsory
                    to this Bill of Lading to the exclusion of the Hague-Visby rules,
                    then
                    this Bill of Lading shall have effect subject to the Hamburg
                    Rules.
                    Nothing herein contained shall be deemed to be either a surrender
                    by the
                    carrier of any of his rights or immunities or an increase of
                    any of his
                    responsibilities under the Hamburg
                    Rules.

                


        

        


        
          	
                  (iv)

                	
                  If
                    any term of this Bill of Lading is repugnant to the Hague-Visby
                    rules, or
                    Hague Rules or Hamburg rules, if applicable, such terms shall
                    be void to
                    that extent but no further.

                


        

        


        54. TIME
          CHARTER ENVIRONMENTAL LEGISLATION (COFR) CLAUSE

        If
          Vessel
          is to call at any port where environmental legislation has been enacted
          that
          requires the procurement of financial guarantee, special certificates or
          special
          permits, all related costs payable per call related to compliance with
          such
          legislation (including obtaining a Certificate of Financial Responsibility
          and
          other requirements of the Oil Pollution Act of 1990, as amended from time
          to
          time, with respect to any U.S. port) shall be paid by Charterers, owners
          shall
          supply any relevant documents to Charterers, and Charterers shall have
          the
          benefit of any eventual discount on the above.

        


        55. ASSIGNMENT
          CLAUSE

        Notwithstanding
          any other provisions of the Time Charter Party, the Charterers may assign
          all of
          their rights and obligations under this Time Charter Party to any affiliate,
          but
          the Charterers to remain fully responsible for the fulfilment of the Charter
          Party.

        


        56. NOTICE
          CLAUSE

        The
          Charterers to give 30 days approximate and 5 days definite notice of redelivery
          to the Owners.

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        SHELLTIME
          4 RIDER CLAUSES "BRALI" TBR. "CHAMPION BRALI" 

        


        57. ENGLISH
          LANGUAGE CLAUSE

        The
          Charterers undertake to have fluent English speaking officers available
          onboard
          and ashore to ensure appropriate communications between
          Charterers/Owners/Managers/Agents/ Authorities/Terminal Officials.

        


        58. OWNERS'
          INDEMNITY CLAUSE FOR ARREST

        Charterers
          shall indemnify and hold harmless Owners from and against any harmful
          consequences, damages and/or losses of whatever nature suffered by Charterers
          as
          a consequence of any arrest or detention of the Vessel or other action
          against
          the Vessel.

        


        59. CHARTER
          ANCILLARY AGREEMENT

        The
          technical management will be based on Charterers' decision as to who manages
          the
          vessel. All operating decisions and all costs will be for Charterers account,
          and Owners will act upon all Charterers reasonable instructions in this
          regard.
          It is likely that Charterers will continue with vessel's present Managers
          V.
          SHIPS FLORIDA and a copy of the existing management contract is attached
          to this
          Charter Party.

        


        60. TERMINATION
          PROVISIONS

        In
          addition to the provisions with respect to termination set forth in clauses
          9,20,32 and 58 hereof, certain termination provisions with respect to this
          Agreement/Charter are set forth in the Charter Ancillary Agreement.

        


        61. THIRD
          PARTY CLAUSE

        Except
          as
          may be otherwise agreed in writing by the parties with any third party,
          a person
          who is not party to this Agreement/Charter may not enforce, or otherwise
          have
          the benefit of, any provision of this Agreement/Charter under the Contracts
          (Rights of Third Parties Act 1999), but this provision does not affect
          any right
          or remedy of a third party which exists or is available apart from that
          Act.

        


        62. CHARTERERS'
          OPTION TO DIRECT BAREBOAT OF VESSEL

        The
          Charterers shall have the right to direct the Owners to bareboat charter
          the
          Vessel to an unrelated third party, however, the Managers of the Vessel
          shall
          not be changed without the written approval of the Owners.

        


        53. EARLY
          TERMINATION OF THE TIMECHARTER.

        At
          the
          end of year 1 of this Charter, Charterers have the option to prepay the
          balance
          of the Charter
          for US$15 million. After such prepayment Charterers will be able to purchase
          the vessel
          for US$1.

        After
          3
          years, Charterers and owners have a mutual put/call option to have the
          balance
          of the Charter
          prepaid for US$6.35 million and the subsequent purchase being for
          US$1. If
          Charterers or Owners do not exercise the above options, the vessel will
          remain
          on Charter until
          the
          end of the 5 years period with Charterers having the option to purchase
          the
          vessel at the
          end
          of the 5 years period by paying US$1.

        


        The
          above
          amounts are based on change of ownership taking place 365,1095 or 1825
          days
          after the vessel has been delivered on time-charter. Delivery to take place
          earliest 30 days prior or latest 60 days after 1, 3 and 5 years time-charter
          have elapsed with the prepaid amount to be adjusted by US$ 14.500 per
          day.

        


        The
          terms
          under which change of Ownership are to take place are outlined in the
          attached MOA.

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        SHELLTIME
          4 RIDER CLAUSES "BRALI" TBR. "CHAMPION BRALI" 

        


        64. INSURANCE

        All
          vessels insurances are to be placed and paid by Charterers. 

        If
          vessel
          becomes a CTL during the Timecharter period, the funds due to Owners to
          be
          US$19 mill
          as
          per day one and be reduced with US$11,000 every day vessel has been on
          charter
          up to the
          day
          she is declared a CTL. Balance of eventual insurance amount is due to
          Charterers. Same
          principle to apply for all other insurance matters.

        


        Charterers
          may place vessel's insurances differently from the present arrangements
          via
          V.Ships, however coverage to be no less.

        


        


        65. CARGO
          CLAUSE

        Charterers
          have the right to carry any products onboard the vessel as long as in accordance
          with her certificates and coating resistance list.

        


        66. ENCUMBRANCES

        Vessel
          is
          owned free of debt. In the event Owners place any encumbrances on the vessel
          in
          the form of a mortgage or similar debt, then Owners will obtain for Charterers
          a
          traditional letter of "Quiet enjoyment".

        


        67. COMMISSION
          CLAUSE

        Owners
          authorize Charterers to deduct 2 percent at source on all monies earned
          and
          remit to KS JOACHIM GRIEG AND CO., BERGEN for equal division with WEBERCOMPASS
          (HELLAS) SA.

        


        
          	
                  OWNERS

                	 	
                  TIMECHARTERERS 

                
	 	 	 
	 	 	
                  CHAMPION
                    SHIPPING AS

                
	 	 	 
	 	 	
                  /s/
                    illegible

                


        

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        SHELLTIME
          4 RIDER CLAUSES "BRALI" TBR. "CHAMPION BRALI" 

        


        


        ANNEX
          1

        


        "BRALI"
          TBR "CHAMPION BRALI"

        


        
          	
                  Type:

                	
                  Oil
                    Tanker

                
	 	
                  (Double
                    Hull)

                
	 	 
	
                  Flag:

                	
                  Marshall
                    Island

                
	
                  Registry
                    No.:

                	 
	
                  Built:

                	
                  1985

                
	 	 
	
                  Class:

                	
                  DnV
                    1Al Tanker for Oil and caustic soda, ESP EO Inert

                
	 	 
	
                  IMO
                    No.:

                	
                  8309799

                
	 	 
	
                  Call
                    sign:

                	
                  C6P42

                


        

        


        Vessel
          to
          be delivered into time charter in substantially the same condition as when
          inspected At Remontowa Shipyard 24th
          November
          2005, fair wear and tear excepted, Class maintained, free of recommendations
          and
          free of average damage affecting class, with all national and international
          trading certificates valid and unextended at time of delivery.

        


        Vessel
          to
          be delivered with her CAP 1 rating valid and with her 4th
          Special
          Survey fully passed with minimum following vettings in place:

        Chevron/BP/Shell/Repsol,
          this provided that V. Ships Florida continue as managers. Last three cargoes
          prior delivery to be unleaded CPP.

        


        Bunker-consumption
          at time of delivery on charter Consumption at Sea: Loaded

        Speed
          abt. 13k

        ME
          27.5
          mt/day FO

        A/E
          0
          mt/day FO with shaft generator on. 2.5 mt/day FO with shaft generator
          off.

        A/E
          0
          mt/day DO. IG 6.5. mt/day DO if in use. Boiler 0 mt/day

        


        Consumption
          at Sea: Ballast

        Speed
          abt. 13kn

        ME
          26.0
          mt/day FO

        A/E
          0
          mt/day FO with shaft generator on. 2.5 mt/day FO with shaft

        generator
          off.

        A/E
          0
          mt/day DO. IG 6.5. mt/day DO if in use.. Boiler 0 mt/day

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        SHELLTIME
          4 RIDER CLAUSES "BRALI" TBR. "CHAMPION BRALI" 

        


        ANNEX
          1
          continued

        


        Consumption
          in Port: Discharge

        Boiler
          3.0 mt/day FO

        A/E
          3.0
          mt/day FO for each of the two FO A/E if in use.

        A/E
          2.0
          mt/day DO for when the DO generator in use.

        NB
          For
          maximum discharge rate of cargo all three A/E in use i.e. 2 x

        FO
&
          1 x DO.

        IG
          6.5
          mt/day DO

        


        Consumption
          in Port: Loading & at Anchor Boiler 3.0 mt/day FO A/E 3.0 mt/day FO A/E 2.0
          mt/day DO if DO A/E in use.

        


        The
          vessel has a shaft generator and the diesel generators are not usually
          run at
          sea except for bad weather or when maneuvering.

        


        The
          vessel has FO generators and a DO generator. Usually the DO generator is
          only
          run in port when full power (all pumps) are required for discharge.

        


        


        +++++

        


        
          	
                  OWNERS:
                    

                	 	
                  CHARTERERS:

                
	 	 	
                  /s/
                    illegible

                
	 	 	
                  CHAMPION
                    SHIPPING AS

                
	 	 	 


        

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        
          	
                   

                   

                  MEMORANDUM
                    OF AGREEMENT

                   

                   

                  See
                    Clause 17

                	
                  Norwegian
                    Shipbroker’s Association’s Memorandum of Agreement for sale and purchase
                    of ships Adopted by the Baltic and International Maritime Council
                    (BIMCO)
                    in 1956

                  Code-name

                  SALEFORM
                    1993

                  Revised
                    1966, 1983, and 1986/87.

                


        

        


        Dated:
          12th
          December 2005

        


        


        


        Cordova
          Vessel Limited Partnership, a Californian partnership hereinafter
          called the Sellers, have agreed to sell, and Champion
          Shipping AS, Bergen

        hereinafter
          called the Buyers, have agreed to buy

        


        Name:
          M/T ‘B
          R A L I’ to be renamed 'C H A M P I O NB R A L I'

        Classification
          Society/Class: Det
          Norske Veritas/1A1 Tanker for Oil and Caustic Soda ESP EO
          INERT

        


        
          	
                  Built:
                    1985

                	
                  By:
                    Hyundai Shipbuilding and Heavy Ind. Ltd

                
	 	 
	
                  Flag:
                    Bahamas

                	
                  Place
                    of Registration: Nassau

                
	 	 
	
                  Call
                    Sign: C6PY2

                	
                  Grt/Nrt:
                    31,248/14,801

                


        

        


        IMO
          Register Number: 8309799

        


        hereinafter
          called the Vessel, on the following terms and conditions: 

        


        Definitions

        


        "Banking
          days" are days on which banks are open both in the country of the currency
          stipulated for the Purchase Price in Clause
          1
          and in
          the place of closing stipulated in Clause
          8.

        


        "In
          writing" or "written" means a letter handed over from the Sellers to the
          Buyers
          or vice versa, a registered
          letter, telex, telefax or other modern form of written
          communication.

        


        "Classification
          Society" or "Class" means the Society referred to in line
          4.

        


        1. Purchase
          Price USD 1, - (One United States Dollar only)

        


        


        2. Deposit
          not applicable

        


        As
          security for the correct fulfilment of this Agreement the Buyers shall
          pay a
          deposit of 10% (ten per cent) of the Purchase Price within
            banking days
          from the date of this Agreement.
          This deposit shall be placed with and
          held by them in a-joint account for the Sellers and the Buyers, to be released
          in accordance with joint written instructions of the Sellers and the Buyers.
          Interest, if any, to be credited to the Buyers. Any fee charged for holding
          the
          said deposit shall be borne equally by the Sellers and the
          Buyers.

        


        


        3. Payment

        


        The
          said
          Purchase Price shall be paid in full free of bank charges to Sellers'
          nominated first class international bank

        on
          delivery of the Vessel, but not later than 3 banking days after the Vessel
          is in
          every respect physically ready for delivery in accordance with the terms
          and
          conditions of this Agreement and Notice of Readiness has been given in
          accordance with Clause
          5.

        


        


        4. Inspections
          not applicable

        


        
          	
                  a)*

                	
                  The
                    Buyers have inspected and accepted the Vessel's classification
                    records.
                    The Buyers have also inspected the Vessel at/in
                               
                    on           

                


        

        


        This
          document is a computer generated SALEFOKM 1993 form printed by authority
          Of the
          Norwegian Shipbrokers' Association. Any insertion or deletion to the form
          must
          be clearly visible. In the event of any modification made to the pre printed
          text of this document which is not clearly visible, the text of the original
          approved document shall apply. BIMCO and the Norwegian Shipbrokers’
          Association assume no responsibility for any loss, damage or expense as
          a result
          of discrepancies between the original approved document and this computer
          generated document.

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        and
          have accepted the Vessel following this inspection and the sale
          is
          outright
          and definite, subject only to the terms and conditions of this
          Agreement.

        


        
          	
                  b)*

                	
                  The
                    Buyers shall have the right to inspect the Vessel's classification
                    records
                    and declare whether
                    same are accepted
                    or not
                    within            

                


        

        The
          Sellers shall provide for inspection of the Vessel at/in          

        The
          Buyers shall undertake the inspection without undue delay to the Vessel.
          Should
          the Buyers cause undue delay they shall compensate the Sellers for the
          losses
          thereby incurred The Buyers shall inspect the Vessel without opening up
          and
          without cost to the Sellers. During the inspection, the Vessel's deck and
          engine
          log books shall be made available for examination by the Buyers. If the
          Vessel
          is accepted after such inspection, the sale shall become outright and definite,
          subject only to the terms and conditions of this Agreement provided the
          Sellers
          receive written notice of acceptance from the Buyers within 72 hours after
          completion of such inspection.

        Should
          notice of acceptance of the Vessel's classification records and of the
          Vessel
          not be received by the Sellers as aforesaid, the deposit together with
          interest
          earned shall be released immediately to the Buyers, whereafter this Agreement
          shall be null and void.

        


        
          	
                  *

                	
                  4
                    a) and 4b) are alternatives; delete whichever is not applicable.
                    In the
                    absence of deletions, alternative 4a) to
                    apply.

                


        

        


        
          	
                  5.

                	
                  Notices,
                    time and place of delivery

                


        

        


        Buyers
          to give Sellers 30 (thirty) days notice if they wish to exercise their
          purchase
          options.

        


        
          	
                  a)

                	
                  The
                    Sellers shall keep the Buyers well informed of the Vessel's itinerary
                    and
                    shall provide the Buyers with,
                                  
                    and           days notice of
                    the estimated time of arrival at the intended place of
                    drydocking/underwater inspection/delivery.
                    When the Vessel is at the place of delivery and in every respect
                    physically
                    ready for delivery in accordance with this Agreement, the Sellers
                    shall
                    give the Buyers a written Notice of Readiness for
                    delivery.

                


        

        


        
          	
                  b)

                	
                  The
                    Vessel shall be delivered and taken-over safely afloat at a safe
                    and
                    accessible berth or anchorage
                    at/in          

                


        

        in
          the Sellers' option.

        


        Expected
          time of delivery:           

        


        Date
          of cancelling (see Clauses
          5 c),
          6
          b)
          (iii)
          and 14); 

        


        
          	
                  e)

                	
                  If
                    the Sellers anticipate that, notwithstanding the exercise of
                    due diligence
                    by them, the Vessel will not be ready for delivery by the cancelling
                    date
                    they may notify the Buyers in writing stating the date when they
                    anticipate that the Vessel will be ready for delivery and propose
                    a new
                    cancelling date. Upon receipt of such notification the Buyers
                    shall have
                    the option of either cancelling this Agreement in accordance
                    with
                    Clause
                    14
                    within 7 running days of receipt of the notice or of accepting
                    the new
                    date as the new cancelling date. If the Buyers have not declared
                    their
                    option within 7 running days of receipt of the Sellers' notification
                    or if
                    the Buyers accept the new date, the date proposed in the Sellers'
                    notification shall be deemed to be the new cancelling date and
                    shall be
                    substituted for the cancelling date stipulated in line
                    61

                


        

        


        If
          this Agreement is maintained with the new cancelling date all other terms
          and
          conditions hereof including those contained in Clauses 5
          a)
          and 5
          c)
          shall remain unaltered and in full force and effect. Cancellation or failure
          to
          cancel shall be entirely without prejudice to any claim for damages the
          Buyers
          may have under Clause
          14
          for the Vessel not being ready by the original cancelling date.


        


        
          	
                  d)

                	
                  Should
                    the Vessel become an actual, constructive or compromised total
                    loss before
                    delivery the
                    deposit together with interest earned shall be released immediately
                    to the
                    Buyers whereafter this
                    Agreement shall be null and void.

                


        

        


        6. Drydocking/Divers
          Inspection not applicable

        


        
          	
                  a)**

                	
                  The
                    Sellers shall place the Vessel drydock at the port of delivery
                    for
                    inspection by the Classification Society of the Vessel's underwater
                    parts
                    below the deepest load line, the extent of the inspection being
                    in
                    accordance with the Classification Society's rules. If the rudder,
                    propeller, bottom or other underwater parts below the deepest
                    load line
                    are found broken, damaged or defective so as to affect the Vessel's
                    class,
                    such defects shall be made

                


        

        


        This
          document is a computer generated SALEFOKM 1993 form printed by authority
          Of the
          Norwegian Shipbrokers' Association. Any insertion or deletion to the form
          must
          be clearly visible. In the event of any modification made to the pre printed
          text of this document which is not clearly visible, the text of the original
          approved document shall apply. BIMCO and the Norwegian Shipbrokers’
          Association assume no responsibility for any loss, damage or expense as
          a result
          of discrepancies between the original approved document and this computer
          generated document.

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        good
          at the Sellers' expense to the satisfaction of the Classification Society
          without condition/recommendation*.

        


        b)** (i) The
          Vessel is to be delivered without drydocking. However, the Buyers shall
          have the
          right at their expense to arrange for an underwater inspection by a diver
          approved by the Classification Society prior to the delivery of the Vessel.
          The
          Sellers shall at their cost make the Vessel available for such inspection.
          The
          extent of the inspection and the conditions under which it is performed
          shall be
          to the satisfaction of the Classification Society. If the conditions at
          the port
          of delivery are unsuitable for such inspection, the Sellers shall make
          the
          Vessel available at a suitable alternative place near to the delivery
          port.

        


        (ii) If
          the rudder, propeller, bottom or other underwater parts below the deepest
          load
          line are found broken, damaged or defective so as to affect the Vessel's
          class;
          then unless repairs can be carried out afloat to the satisfaction of the
          Classification Society, the Sellers shall arrange for the Vessel to be
          drydocked
          at their expense for inspection by the Classification Society of the Vessel's
          underwater parts below the deepest load line, the extent of the inspection
          being
          in accordance with the Classification Society's rules. If the rudder, propeller,
          bottom or other underwater parts below the deepest load line are found
          broken,
          damaged, or defective so as to affect the Vessel's class, such defects
          shall be
          made good by the Sellers at their expense to the satisfaction of the
          Classification Society without condition/recommendation*. In such event
          the
          Sellers are to pay also for the cost of the underwater inspection and the
          Classification Society's attendance.

        


        (iii) if
          the Vessel is to be drydocked pursuant to
          Clause 6: b) (ii)
          and no suitable drydocking facilities are available at the port of delivery,
          the
          Sellers shall take the Vessel to a port where suitable drydocking facilities
          are
          available, whether within or outside the delivery range as per
Clause
          5 b).
          Once drydocking has taken place the Sellers shall deliver the Vessel at
          a port
          within the delivery range as per Clause
          5 b)
          which shall, for the purpose of this Clause, become the new port of delivery.
          In
          such event the cancelling date provided for in Clause
          5 b))
          shall be extended by the additional time required for the drydocking and
          extra
          steaming, but limited to a maximum of 14 running days.

        


        
          	
                  c)

                	
                  If
                    the Vessel is drydocked pursuant to Clause 6 a) or 6 b)
                    above

                


        

        


        (i) the
          Classification Society may require survey of the tailshaft system, the
          extent of
          the survey being to the satisfaction of the Classification surveyor. If
          such
          survey is not required by the Classification Society, the Buyers shall
          have the
          right to require the tailshaft to be drawn and surveyed by the Classification
          Society, the extent of the survey being in accordance with the Classification
          Society's rules for tailshaft survey and consistent with the current stage
          of
          the Vessel's survey cycle. The Buyers shall declare whether they require
          the
          tailshaft to be drawn and surveyed not later than by the completion of
          the
          inspection by the Classification Society. The drawing and refitting of
          the
          tailshaft shall be arranged by the Sellers. Should any parts of the tailshaft
          system be condemned or found defective so as to affect the Vessel's class
          those
          parts shall be renewed or made good at the Sellers' expense to the satisfaction
          of the Classification Society without
          condition/recommendation*.

        


        (ii) the
          expenses relating to the survey of the tailshaft system shall be borne
          by the
          Buyers unless the Classification Society requires such survey to be carried
          out,
          in which case the Sellers shall pay these expenses. The Sellers shall also
          pay
          the expenses if the Buyers require the survey and parts of the system are
          condemned or found defective or broken so as to affect the Vessel's
          class*.

        


        (iii) the
          expenses in connection with putting the Vessel in and taking her out of
          drydock,
          including the drydock dues and the Classification Society's fees shall
          be paid
          by the Sellers if the Classification Society issues any
          condition/recommendation* as a result of the survey or if it requires survey
          of
          the tailshaft system. In all other cases the Buyers shall pay the aforesaid
          expenses, dues and fees.

        


        (iv) the
          Buyers' representative shall have the right to be present in the drydock,
          but
          without interfering with the work or decisions of the Classification
          surveyor.

        


        (v) the
          Buyers shall have the right to have the underwater parts of the Vessel
          cleaned
          and painted at their risk and expense without interfering with the Sellers'
          or
          the Classification surveyor's work, if any, and without affecting the Vessel's
          timely delivery. If, however, the Buyers' work in drydock is still in progress
          when the Sellers have completed the work which the Sellers are required
          to do,
          additional docking time needed to complete the Buyers’ work shall be for the
          Buyers' risk and expense. In the event that the Buyers' work requires such
          additional time, the Sellers may upon completion of the

        


        This
          document is a computer generated SALEFOKM 1993 form printed by authority
          Of the
          Norwegian Shipbrokers' Association. Any insertion or deletion to the form
          must
          be clearly visible. In the event of any modification made to the pre printed
          text of this document which is not clearly visible, the text of the original
          approved document shall apply. BIMCO and the Norwegian Shipbrokers’
          Association assume no responsibility for any loss, damage or expense as
          a result
          of discrepancies between the original approved document and this computer
          generated document.

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        


        Sellers'
          work tender Notice of Readiness for delivery whilst the Vessel is still
          in
          drydock and the Buyers shall be obliged to take delivery in accordance
          with
Clause
          3.
          whether the Vessel is in drydock or not and irrespective of
Clause
          5 b).

        


        
          	
                  *

                	
                  Notes,
                    if any, in the surveyor's report which are accepted by the Classification
                    Society without condition/recommendation are not to be taken
                    into
                    account.

                


        

        


        
          	
                  **

                	
                  6
                    a) and 6 b) are alternatives; delete whichever is not applicable.
                    In the
                    absence of deletions, alternative 6 a) to
                    apply.

                


        

        


        


        7. Spares/bunkers,
          etc.

        


        The
          Sellers shall deliver the Vessel to the Buyers with everything belonging
          to her
          on board and on shore. All
          spare parts and spare equipment including sparetail/endshaft(s) and/or
          spare
          propeller(s)/propeller blade(s), if any, belonging to the Vessel at the
          time of
          inspection used or unused, whether on board or not shall become the Buyers'
          property, but spares on order are to be excluded. Forwarding charges, if
          any,
          shall be for the Buyers' account. The Sellers are not required to replace
          spare
          parts including spare tail-end shaft(s) and spare propeller(s)/propeller
          blade(s) which are taken out of spare and used as replacement prior to
          delivery,
          but the replaced items shall be the property of the Buyers. The radio
          installation and navigational equipment shall be included in the sale without
          extra payment if they are the property of the Sellers. Unused stores and
          provisions shall be included in the sale and be taken over by the Buyers
          without
          extra payment.

        


        The
          Sellers have the right to take ashore crockery, plates, cutlery, linen
          and other
          articles bearing the Sellers' flag or name, provided they replace same
          with
          similar unmarked items. Library, forms, etc.; exclusively for use in the
          Sellers’ vessel(s), shall be excluded without compensation. Captain's, Officers'
          and Crew's personal belongings including the slop chest are to be excluded
          from
          the sale, as well as the following additional items (including items on
          hire):

        


        


        


        The
          Buyers shall take over the remaining bunkers and unused lubricating oils
          in
          storage tanks and sealed drums and pay the current net market price (excluding
          barging expenses) at the port and date of delivery of the
          Vessel.

        Payment
          under this Clause shall be made at the same time and place and in the same
          currency as the Purchase Price.

        


        


        8. Documentation

        


        The
          place
          of closing:
          to be agreed

        


        In
          exchange for payment of the Purchase Price the Sellers shall furnish the
          Buyers
          with delivery documents, namely:

        


        
          	
                  a)

                	
                  Legal
                    Bill of Sale in a form recordable in (the country in which the
                    Buyers are
                    to register the Vessel), warranting that the Vessel is free from
                    all
                    encumbrances, mortgages and maritime liens or any other debts
                    or claims
                    whatsoever, duly notarially attested and legalized by the consul
                    of such
                    country or other competent
                    authority.

                


        

        


        
          	
                  b)

                	
                  Current
                    Certificate of Ownership issued by the competent authorities
                    of the flag
                    state of the Vessel.

                


        

        


        
          	
                  c)

                	
                  Confirmation
                    of Class issued within 72 hours prior to
                    delivery.

                


        

        


        
          	
                  d)

                	
                  Current
                    Certificate issued by the competent authorities stating that
                    the Vessel is
                    free from registered encumbrances.

                


        

        


        
          	
                  e)

                	
                  Certificate
                    of Deletion of the Vessel from the Vessel's registry or other
                    official
                    evidence of deletion appropriate to the Vessel's registry at
                    the time of
                    delivery, or, in the event that the registry does not as a matter
                    of
                    practice issue such documentation immediately, a written undertaking
                    by
                    the Sellers to effect deletion from the Vessel's registry forthwith
                    and
                    furnish a Certificate or other official evidence of deletion
                    to the Buyers
                    promptly and latest within 4 (four) weeks after the Purchase
                    Price has
                    been paid and the Vessel has been
                    delivered.

                


        

        


        
          	
                  f)

                	
                  Any
                    such additional documents as may reasonably be required by the
                    competent
                    authorities for the purpose of registering the Vessel, provided
                    the Buyers
                    notify the Sellers of any such documents as soon as possible
                    after the
                    date of this Agreement.

                


        

        


        At
          the
          time of delivery the Buyers and Sellers shall sign and deliver to each
          other a
          Protocol of Delivery and Acceptance confirming the date and time of delivery
          of
          the Vessel from the Sellers to the

        


        This
          document is a computer generated SALEFOKM 1993 form printed by authority
          Of the
          Norwegian Shipbrokers' Association. Any insertion or deletion to the form
          must
          be clearly visible. In the event of any modification made to the pre printed
          text of this document which is not clearly visible, the text of the original
          approved document shall apply. BIMCO and the Norwegian Shipbrokers’
          Association assume no responsibility for any loss, damage or expense as
          a result
          of discrepancies between the original approved document and this computer
          generated document.

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        Buyers.

        


        At
          the time of delivery the Sellers shall hand to the Buyers the classification
          certificate(s) as well as all plans etc., which are on board the Vessel.
          Other
          certificates which are on board the Vessel shall also be handed over to
          the
          Buyers unless the Sellers are required to retain same, in which case the
          Buyers
          to have the right to take copies. Other technical documentation which may
          be in
          the Sellers' possession shall be promptly forwarded to the Buyers at their
          expense, if they so request. The Sellers may keep the Vessel's log books
          but the
          Buyers to have the right to take copies of same.

        


        


        9. Encumbrances

        


        The
          Sellers warrant that the Vessel, at the time of delivery, is free from
          all
          charters, encumbrances, mortgages and maritime liens or any other debts
          whatsoever. The Sellers hereby undertake to indemnify the Buyers against
          all
          consequences of claims made against the Vessel which have been incurred
          prior to
          the time of delivery. Exclusions
          from this Clause are any claims against time charterers.

        


        


        10. Taxes,
          etc.

        


        Any
          taxes, fees and expenses in connection with the purchase and registration
          under
          the Buyers' flag shall be for the Buyers' account, whereas similar charges
          in
          connection with the closing of the Sellers' register shall be for the Sellers'
          account,

        


        


        11. Condition
          on delivery

        


        The
          Vessel is
          being taken over strictly "as is where lies", with
          everything belonging to her shall be At the Sellers' risk and expense until
          she
          is delivered to the Buyers, but subject to the terms and conditions of
          this
          Agreement she shall be delivered and taken over as she was at the time
          of
          inspection, fair wear and tear excepted. However, the Vessel shall be delivered
          with her class maintained without condition/recommendation*, free of average
          damage affecting the Vessel's class, and with her classification certificates
          and national certificates, as well as all other certificates the Vessel
          had at
          the time of inspection, valid and unextended without condition/recommendation*
          by Class or the relevant authorities at the time of delivery. “Inspection" in
          this Clause 11, shall mean the Buyers' inspection according to Clause
4
          a)
          or 4
          b),
          if applicable, or the Buyers' inspection prior to the signing of this Agreement.
          If the Vessel is taken over without inspection, the date of this Agreement
          shall
          be the relevant date.

        


        
          	
                  *

                	
                  Notes,
                    if any, in the surveyor's report which are accepted by the Classification
                    Society without condition/recommendation are not to be taken
                    into
                    account.

                


        

        


        


        12. Name/markings
          not applicable

        


        Upon
          delivery the Buyers undertake to change the name of the Vessel and alter
          funnel
          markings.

        


        


        13. Buyers'default

        


        Should
          the deposit not be paid in accordance with Clause
          2,
          the Sellers have the right to cancel this Agreement, and they shall be
          entitled
          to claim compensation for their losses and for all expenses incurred together
          with interest.
          

        Should
          the Purchase Price not be paid in accordance with Clause
          3,
          the
          Sellers have the right to cancel the Agreement, in
          which case the deposit together with interest earned shall be released
          to the
          Sellers If the deposit does not cover their loss, the Sellers shall be
          entitled
          to claim further compensation for their losses and for all expenses incurred
          together with interest.

        


        


        14. Sellers'
          default

        


        Should
          the Sellers fail to give Notice of Readiness in accordance with Clause
          5
          a)
          or fail
          to be ready to validly complete a legal transfer of the Vessel
          by the date stipulated in line
          61
          the
          Buyers shall have the option of cancelling this Agreement provided always
          that
          the Sellers shall be granted a maximum of 3 banking days after Notice of
          Readiness has been given to make arrangements for the documentation set
          out in
Clause
          8.
          If
          after Notice of Readiness has been given but before the Buyers have taken
          delivery, the Vessel ceases to be physically ready for delivery and is
          not made
          physically ready again in every respect by the date stipulated in
line
          61
          and new Notice of

        


        This
          document is a computer generated SALEFOKM 1993 form printed by authority
          Of the
          Norwegian Shipbrokers' Association. Any insertion or deletion to the form
          must
          be clearly visible. In the event of any modification made to the pre printed
          text of this document which is not clearly visible, the text of the original
          approved document shall apply. BIMCO and the Norwegian Shipbrokers’
          Association assume no responsibility for any loss, damage or expense as
          a result
          of discrepancies between the original approved document and this computer
          generated document.

        



        
          
            
            

          

          
            
            

            
              

            

          

          
            
            

          

        


        Readiness
          given, the Buyers shall retain their option to cancel. In the event that
          the
          Buyers elect to cancel this Agreement the deposit together with interest
          earned
          shall be released to them immediately.

        Should
          the Sellers fail to give Notice of Readiness by
          the date stipulated in line
          61
          or fail
          to be ready to validly complete a legal transfer as aforesaid they shall
          make
          due compensation to the Buyers for their loss and for all expenses together
          with
          interest if their failure is due to proven negligence and whether or not
          the
          Buyers cancel this Agreement.

        


        


        15. Buyers'
          representatives not applicable

        


        After
          this Agreement has been signed by both parties and the deposit has been
          lodged,
          the Buyers have the right to place two representatives on board the Vessel
          at
          their sole risk and expense upon arrival at on or
          about          

        These
          representatives are on board for the purpose of familiarisation and in
          the
          capacity of observers only, and they shall not interfere-in any respect
          with the
          operation of the Vessel. The Buyers' representatives shall sign the Sellers'
          letter of indemnity prior to their embarkation.

        


        


        16. Arbitration

        


        
          	
                  a)*

                	
                  This
                    Agreement shall be governed by and, construed in accordance with
                    English
                    law and any dispute arising out of this Agreement shall be referred
                    to
                    arbitration in London in accordance with the Arbitration Acts1950
                    and 1979
                    or any statutory modification or re-enactment thereof for the
                    time being
                    in force, one arbitrator being appointed by each party. On the
                    receipt by
                    one party of the nomination in writing of the other party's arbitrator,
                    that party shall appoint their arbitrator within fourteen days,
                    failing
                    which the decision of the single arbitrator appointed shall apply.
                    If two
                    arbitrators properly appointed shall not agree they shall appoint
                    an
                    umpire whose decision shall be
                    final.

                


        

        


        
          	
                  b)*

                	
                  This
                    Agreement shall be governed by and construed in accordance with
                    Title 9 of
                    the United States Code and the Law of the State of New York and
                    should any
                    dispute arise out of this Agreement, the matter in dispute shall
                    be
                    referred to three persons at New York, one to be appointed by
                    each of the
                    parties hereto, and the third by the two so chosen; their decision
                    or that
                    of any two of them shall be final, and for purpose of enforcing
                    any award,
                    this Agreement may be made a rule of the
                    Court.

                


        

        The
          proceedings shall be conducted in accordance with the rules of the Society
          of
          Maritime Arbitrators, Inc. New York.

        


        
          	
                  c)

                	
                  Any
                    dispute arising out of this Agreement shall be referred to arbitration
                    at
                    subject to the procedures applicable
                    there.

                


        

        The
          laws of shall govern this Agreement.

        


        16
          a),
          16b) and 16 c) are alternatives; delete whichever is not applicable. In
          the
          absence of deletions, alternative 16 a) to apply.

        


        
          	
                  17.

                	
                  This
                    Agreement becomes valid if Buyers have fulfilled all their obligations
                    under the attached Shelltime 4 CP. Note in particular clause
                    63 in the
                    CP.

                


        

        


        
          	 	 	
                  CHAMPIONS
                    SHIPPING AS

                
	 	 	 
	
                  For
                    the Owners/ Sellers 

                	 	
                  For
                    the Time Charterers/ Buyers 

                


        

        


        


        This
          document is a computer generated SALEFOKM 1993 form printed by authority
          Of the
          Norwegian Shipbrokers' Association. Any insertion or deletion to the form
          must
          be clearly visible. In the event of any modification made to the pre printed
          text of this document which is not clearly visible, the text of the original
          approved document shall apply. BIMCO and the Norwegian Shipbrokers’
          Association assume no responsibility for any loss, damage or expense as
          a result
          of discrepancies between the original approved document and this computer
          generated document.