Seaspan Energy Ltd.

Hereinafter referred to as “Owners” 

Stabilis GDS, Inc.

Hereinafter referred to as “Charterers” 

For the charter of: 

SEASPAN GARIBALDI

Hereinafter referred to as “the Vessel” 

This charter dated

12^th December 2025

IMO Number

9974319

Flag

Panama

Classification Society

Bureau Veritas

Year Built

2024

Ship Management

Bernhard Schulte Ship Management (Deutschland) GmbH & Co.

Gross Capacity of LNG Tanks in cubic metres

7606.95

Laydays/Cancelling

The Vessel shall not be delivered to Charterers before:

00:01 hours on January 31, 2026

The Vessel must be delivered to

Charterers no later than:

23:59 hours on March 1, 2026

The times and dates above shall be in local time at the place of Delivery.

Charterers will provide notice to Owners by December 15, 2025 narrowing the delivery window to a 5-day window. Charterers will narrow to a specific delivery date upon receipt of the 30-day approximate delivery notice from Owners or as otherwise mutually agreed between the Parties.

Charterers shall have the option of cancelling this charter if the Vessel is not ready and at their disposal prior to 23:59 hours on March 1, 2026.

Charter Period

(a)   There will be a firm charter period of 730 days (the “Firm Period”),subject to adjustment in accordance with paragraph (c) below.

(b)   Charterers’ shall have the option to extend the Firm Period by anadditional 365 days (the “Extension Period”), subject to adjustment in accordance with paragraph (c) below. If Charterers wish to     exercise this option, they must notify Owners in writing no later than 180 days prior to the expiry of the Firm Period, failing which this option will expire.

(c)   To allow for redelivery date flexibility, Charterers may elect to add up to30 days to, or subtract up to 30 days from, the end of the Firm Period or the end of the Extension Period (as applicable),      which must be declared by Charterers in accordance with their redelivery notices. For clarity, if Charterers exercise the extension option under paragraph (b), this +/- up to 30 days adjustment may only be applied to the end of the Extension Period and not the end of the Firm Period.

Rate of Hire

United States Dollars

(US$) per day

(a)   During the Firm Period: $US 32,400 pdpr (thirty-two thousand and four hundred dollars per day, pro rata), plus any applicable sales / value added taxes in accordance with Section 39 of Part III of the Time Charter Party for LNG Bunker Vessel.

(b)   During the Extension Period: $US 34,000 pdpr (thirty-four thousand dollars per day, pro rata), plus any applicable sales / value added taxes in accordance with Section 39 of Part III of the Time Charter Party for LNG Bunker Vessel.

Positioning or

Repositioning Costs

Lump sum equal to a notional voyage from Vancouver Canada to the place of

Delivery at 12 knots, calculated at 100% of hire (using the rate of hire for the

Firm Period), canal fees and 100% Fuel (LNG and pilot fuel) priced at the LNG Price on Delivery and Fuel Price respectively, based on LNG cargo composition at loading and using distance of the notional voyage sourced from [https://ddt.dataloy.com/]. Fuel consumption basis Vessel’s Laden Form B numbers. Charterers shall pay the estimated positioning fee to Owners in advance before the Vessel commences its trip to the place of Delivery. No repositioning fee is payable by Charterers.

Trading Area

Restrictions

Over and above those described in Part III Clause 10 (Geographical Trading Limits): As per Part III Clause 10 and the definition of “Place of Operation” in Part

III. 

Delivery and

Redelivery Places

Owners shall deliver the Vessel to Charterers at the pilot boarding station inbound or customary waiting area, at:

Galveston Bay, Texas, USA

Charterers shall redeliver the Vessel to Owners dropping outbound pilot at:

Any safe port, subject always to Part III Clause 10.

Delivery Condition

State whether in a cold and ready to load/under natural gas vapour/gas free condition:

Cold and ready to load

If cold and ready to load, the Vessel shall be delivered with Heel in cargo tanks, measured in cubic metres, and such Heel shall be within the following min/max values:

6,600 m3 (+/-10%), subject to the “Bunkers and LNG Bought and

Sold” clause below

Redelivery Condition

Owners shall have the option for the Vessel to be redelivered with cargo tanks containing Heel, measured in cubic metres, up to a maximum of:

1,500 m3

Owners          shall          declare          the          Heel retention option:

On receipt of the 10-day Redelivery notice.

If heel-out is required the maximum unpumpable cargo volume, (which shall be paid for by Owners at the LNG Price) at Redelivery, in cubic metres, Vessel may retain shall be:

100 m3

Bunkers at Delivery

The Vessel shall be delivered to Charterers with not less than:

tonnes of fuel oil;

0

tonnes of very low sulphur fuel oil (VLSFO);

0

tonnes of marine gas oil;

0

tonnes of low sulphur marine gas oil (LSMGO);

50

Bunkers at Redelivery

The Vessel shall be redelivered to Owners with not less than:

tonnes of fuel oil;

0

tonnes of very low sulphur fuel oil (VLSFO;

0

tonnes of marine gas oil;

0

tonnes of low sulphur marine gas oil (LSMGO);

50

The Parties may address Heel and bunkers used during the charter in either one of the following ways:

(a)

Bunkers and Heel Bought and Sold

I. Heel (LNG)  

On Delivery:

Owners shall deliver and sell to Charterers, and Charterers shall accept and pay for (at the LNG Price at Delivery set out below), 6,600 m3 (+ or – 10%) of Heel on board the Vessel at the time of Delivery (the “Delivery Cargo”), on the following terms:

(i)  Price: The price payable for the Delivery Cargo is $10.75 USD/mmbtu (the “Delivery Cargo Price”) plus any applicable sales taxes. Charterers shall pay the Delivery Cargo Price to Owners within 10 days of Delivery.

(ii)  Quality: Charterers’ obligation to purchase the Delivery Cargo is subject to such LNG complying with ISO 23306 (Specification of liquefied natural gas as a fuel for marine applications) with a minimum methane number of 72 determined by the PKI method (the “Specifications”). Owners shall provide Charterers with a quality analysis from the loading terminal before loading the Delivery Cargo. If, based on such analysis, the Delivery Cargo does not meet or exceed the Specifications, Charterers may as their sole remedy cancel the order for the Delivery Cargo by giving notice of cancellation to Owners, provided that Charterers must deliver such notice of cancellation to Owners within 48 hours of receiving the quality analysis.

(iii) Cancellation: If the order for the Delivery Cargo is cancelled for quality reasons pursuant to the foregoing provision, then, provided the LNG to be used as Heel is suitable for the purpose, the Vessel will be delivered cold and ready to load with up to 500 m3 of Heel on board. Such Heel will be purchased by Charterers at the documented price Owners paid to purchase the LNG from the supplier in Vancouver at the date of loading in USD/MMBtu plus the Owners’ jetty fee (the “Seaspan Energy Purchase Price”).

(iv) Title: Title to the Delivery Cargo will transfer to Charterers concurrently with Delivery of the Vessel.

On Redelivery:

(i)   Owners shall have the option for the Vessel to be redelivered with up to a maximum of 1,500 m3 of Heel, to be paid for at the LNG Price at Redelivery.

(ii)  Owners shall declare the amount of Heel they wish to remain on board at Redelivery (subject to a maximum of 1,500 m3) on the receipt of Charterers’ 10-day Redelivery notice. If heel-out is required, the maximum unpumpable cargo volume the Vessel may retain free of charge to Owners shall be 100 m3. II. Liquid Fuel Bunkers 

Charterers shall accept and pay for all Liquid Fuels on board at the time of Delivery, valued at the Fuel Price at Delivery, and Owners shall upon Redelivery (whether it occurs at the end of the charter or on the earlier termination of this charter) accept and pay for all Liquid Fuels remaining on board, valued at the Fuel Price at Redelivery.

(b)

Bunker and

Heel

Reconciliation

Not used – (a) above to apply.

Fuel Price

US Dollars (US$) per tonne:

Basis LIFO.

Secondary Fuel Price

US Dollars (US$) per tonne:

Not used.

LNG Price

At Delivery, US Dollars (US$) per Mmbtu:

 Either the Delivery Cargo Price or the Seaspan Energy Purchase Price (as determined per the “Bunkers and Heel Bought and Sold” section above).

At Redelivery, US Dollars (US$) per Mmbtu:

The ex-ship price of LNG in United

States Dollars/Mmbtu (US

$/Mmbtu), at the last port where the

LNG was discharged prior to

Redelivery of the Vessel

Notes

1.         In the case of option (b) above, Bunker Reconciliation, the Parties must use only one LNG price. In the absence of agreement to the contrary, the LNG Price shall apply.

2.         Wherever an “LNG Price” is referred to in Part III of this charter, the LNG Price At Redelivery shall apply, save: (i) where a term of the charter specifies an alternative method; or (ii) as per Appendix A (Performance Calculation) as applicable.

Delivery Notices

Owners shall provide notice of

Delivery at these number of days:

Owners shall provide 45 and 30 days approximate notice and 25, 20, 15, 10, 7, 5, 4, 3, 2, 1 days firm notice of Delivery (date and place).

Redelivery Notices

Charterers shall provide notice of

Redelivery at these number of days:

Charterers shall provide 60, 45 and 30 days approximate notice and 25, 20, 15, 10, 7, 5, 4, 3, 2, 1 days firm notice of Redelivery (date and place).

Banking Details

To be provided by written notice by each Party to the other Party.

From time to time, either Party may change their banking details by giving written notice to the other Party.

Pollution and

Emergency Response

Notice to Owners’ Pollution and Emergency Response Department shall be directed to:

Brodie Verhiel

bverhiel@seaspan.com +1 778 828 8468

Notice to Charterers’ Pollution and Emergency Response Department shall be directed to:

Joseph Parks jparks@stabilis-solutions.com 

+1 832-242-2429 +1 832-456-6500

Amanda C. Collins

acollins@stabilis-solutions.com

The Parties are to include organisational details, names of personnel, relevant telephone numbers and e-mail, addresses including 24 hour contact details of relevant persons and, where OPA 90 applies, that of the Qualified Individual.

Either Party must advise the other immediately as soon as they are aware of any venting, oil spill, casualty or other emergency directly or indirectly associated with the charter or Vessel in accordance with Part III, Clause 6 (Incident Reporting). 

Notices

Notice to Owners:

Seaspan Energy Ltd.

10 Pemberton Ave.

North Vancouver, BC, Canada

V7P 2R1

Attention: President

Email: hpenner@seaspan.com, cc. legalnoticesmarinea@seaspan.com

Notice to Owners’ Operations Department:

Email:

zack.garland@seaspan.com, cc.

tech.energy@seaspan.com

Notice to Charterers:

Stabilis GDS, Inc.

11750 Katy Frwy., Suite 900

Houston, TX 77079

Attention: Legal Department Email: Legal@stabilissolutions.com

Notice to Charterers’ Operations Department:

Email: MarineOps@stabilissolutions.com

Notices under this charter shall be in accordance with Part III Clause 68 (Notices) to the above addresses. 

Maximum Daily

Boil-Off Rate

Laden; % per day of Gross Capacity of LNG Tanks:

0.24% at 98% fill. Tank temp at –160*C.

Ballast; % per day of Gross Capacity of LNG Tanks:

Data          Not

available

Maximum Effective Daily Boil-Off Rate

( net Boil-Off rate where reliq or other equipment is used) 

Effective Laden; % per day of Gross Capacity of LNG Tanks:

0%

Effective Ballast; % per day of Gross Capacity of LNG Tanks:

0%

FOE

Fuel Oil Equivalent Factor shall be:

TBA

Guaranteed Service Speed

Laden speed in knots:

12

Ballast speed in knots:

12.5

Minimum Speed in knots:

9.5

Off-Hire Extensions

Pursuant to Clause 34(e) (Off-Hire) whereby Charterers have the right to extend the charter period by any period of off-hire, Charterers shall give notice to Owners exercising such right, no less than the following number of days prior to the date when the charter would otherwise have expired:

60 days

Off-Hire

Termination Rights

Pursuant to Clause 34(i) (Off-Hire), whereby Charterers may terminate this charter, the number of days the Vessel has been off-hire, either consecutively or cumulatively, that would permit Charterers to exercise such right, shall be:

60 days

Gas-Up, Cool-Down

Where the Parties have agreed to either of these operations under Part III Clause 23(c)(i) (Gas-Up, Cool-Down, LNG Retention):

The estimated number of hours for Gas-Up:

8 hrs

The estimated number of hours for Cool-Down:

38 hrs

The estimated LNG required for Gas-Up in cubic metres:

40

The estimated LNG required for Cool-Down in cubic metres:

190

Drydock

Pursuant to Clause 35(a) notice of Drydock interval in months:

N/A

Pursuant to Clause 35(b) prior notice of Drydock in days:

N/A

LNG Form B

ShellLNGTime2.1 Part II, (LNG Form B) as attached is included in the terms of this charter and represents Owners’ guarantees and warranties unless otherwise stated in this Part I.

The Parties acknowledge that an interim Part II has been attached as of the date of this charter pending completion of the Speed / Consumption tables for alternative fuelling modes for the Vessel under section 6 of Part II. Within one Business Day of the date of this charter, Owners will provide Charterers with an updated Part II with the tables under section 6 of Part II completed so as to align with Appendix A (Peformance Calculations) of Part III. Upon written confirmation of receipt and approval of the updated Part II by Charterers, it will replace the interim Part II.

Charter Party

Administration

The agreed terms and conditions of this charter shall be recorded and evidenced by the production of this ShellLNGTime2.1 Part I signed by both Charterers and Owners, together with the attached Part II, LNG Form B and attached Part III, Standard Chartering Terms (as amended by the Parties). No further written and signed Charter Party documentation shall be produced unless specifically requested by Charterers or Owners, or as may be required by additional clauses of this charter.ٻ

Clause Priority (Construction)

If any inconsistency arises between the provisions of Part I, Part II, Part III, and Appendix A of this charter, and in the absence of any express provision to the contrary, the order or priority for interpreting the validity and meaning of the different parts shall be:

Part I, Negotiated Chartering Terms

Part II LNG Form B

Part III Standard Chartering Terms (as amended) Appendix A, Performance Calculations

Brokers

Fearnleys AS shall be the brokers for this charter party and shall be paid by Owners:

(a)  1.25% of all hire earned and received during the charter, including the hire element of the positioning fee;

(b)   if Charterers’ exercise the Purchase Option described further below, 1% of the purchase price for the Vessel, subject to the successful completion of the sale and receipt of the purchase price by Owners.

Other Terms

Parent Guarantee: 

Concurrently with the execution and delivery of the charter, Charterers shall provide Owners with a guarantee from Charterers’ parent company, Stabilis Solutions, Inc., guaranteeing the performance of Charterers’ obligations under the charter, in the form attached as Exhibit A to this Part I.

Purchase Option: 

Charterers shall have the option to purchase the Vessel during the Charter Period on the terms and conditions set out in Exhibit B to this Part I.

Transfer of Vessel Ownership to Affiliate: 

Owners may transfer title to the Vessel to an Affiliate at any time prior to or during the charter period, upon giving written notice of the same to Charterers. In the event of such transfer, Owners shall concurrently assign their rights and obligations under this charter and the MOA (as defined in Exhibit B) to such Affiliate. Charterers agree to the foregoing on the condition that Owners remain jointly liable with the applicable Affiliate for the performance of Owners’ obligations under the charter and the MOA.

The Subjects’ requirements listed below must be satisfied by the times and dates indicated in order that this charter becomes binding between the Parties.

Subjects

None.

Signed for Owners

Full Name:

Harly Penner

Position:

President

Signature:

/s/ Harly Penner

Signed for Charterers

Full Name:

 Casey Crenshaw

Position:

CEO

Signature:

  /s/ Casey Crenshaw

1.

We refer to the time charter dated as of December 12, 2025 (as amended or supplemented at any time, the “Charter”) and made between Seaspan Energy Ltd. (the “Owners”) as owners of the vessel presently known as SEASPAN GARIBALDI (the “Vessel”) and Stabilis GDS, Inc. (the “Charterers”) as time charterers of the Vessel. Expressions used in this Guarantee with initial capitals and not defined in this Guarantee shall have the meaning given to them in the Charter.

2.

In consideration of the Owners agreeing to accept this Guarantee under Clause 37(h) of the Charter as a security for the performance of the Charterers’ obligations under the Charter, and other good and valuable consideration (the receipt and adequacy of which we hereby acknowledge), at the request of the Charterers we hereby undertake to be responsible for and hereby unconditionally and irrevocably:

(i)

guarantee to the Owners the due and punctual payment of all sums from time to time payable by the Charterers under and in connection with the Charter (including, without limitation, sums due as hire, sums due for positioning the Vessel, sums due pursuant to the indemnity provisions of the Charter, any sums payable by way of damages for breach of Charter by Charterers, and any interest payable by Charterers) against the Owners’ simple written demand specifying (a) the amount claimed by the Owners, and (b) the account to which the amount demanded should be paid;

(ii)

undertake to the Owners that (a) payment will be made by us forthwith upon our receipt of any simple written demand from the Owners, without any counterclaim, deductions, set-off, withholdings or any objection whatsoever, and (b) if we are required by law to make any deduction or withholding from any payment to the Owners under this Guarantee, our payment to the Owners will be increased by such amount as may be necessary to ensure that, after all of the required deductions and withholdings have been made, the Owners receive a payment equal to the amount they would have received had no such deductions or withholdings been made; and

(iii)

guarantee the due and punctual performance of all obligations to be performed by the Charterers under and in connection with the Charter.

3.

Our obligations under this Guarantee are those of a sole primary obligor (as and for our own debt and independent from any obligations of the Charterers) and not merely as surety, and we agree that the Owners shall not be not obliged to make any prior demand of the Charterers under the Charter or to seek to enforce any remedies against the Charterers before making a claim under this Guarantee. It being understood, that no claim may be made under this Guarantee unless and until such time as the same claim could have been made against the Charterers, subject always to any disputed amounts being determined in accordance with the arbitration provisions of the Charter. We also agree that the Owners may make one or more demands under this Guarantee.

4.

Our obligations under this Guarantee shall not be in any respect discharged, impaired, limited or otherwise affected by reason of any events or circumstances whatsoever including without limitation (i) any invalidity, irregularity or unenforceability of any of the Charterers' obligations under or in connection with the Charter, (ii) the granting to the Charterers of any time, waiver, consent, indulgence or other forbearance in relation to the Charter, (iii) any bankruptcy, insolvency or similar proceedings related to any party to the Charter, (iv) any amendments or supplements to the Charter, (v) any claims by the Charterers under or in connection with the Charter, or (vi) any other events or circumstances that might otherwise constitute a legal or equitable discharge of or defence to a surety or guarantor under applicable law, and we hereby irrevocably and unconditionally waive any and all defences at law or in equity that may be available to us by reason of any such events or circumstances.

5.

This Guarantee shall be in addition to any other security that is at any time granted or procured by or on behalf of the Charterers in favour of the Owners under the Charter, and we agree that our obligations under this Guarantee shall not be affected by any action taken or not taken by the Owners under or with respect to any such other security.

6.

This Guarantee may be assigned by the Owners to their successors, financiers or to any Affiliate to whom Owners assigns their rights under and in accordance with Clause 36(c) of the Charter.

7.

We unconditionally and irrevocably agree the application of English law to this Guarantee (including in relation to any non-contractual obligations); and Clause 63 (Law and Litigation) of the Charter shall be deemed to be incorporated into this Guarantee (to apply LMAA arbitration as the method for the resolution of any disputes between us and Owners arising under this Guarantee).

8.

All correspondence, claims and demands under or in connection with this Guarantee shall be marked for the attention of Legal Department and delivered to us at 11750 Katy Freeway, Suite 900, Houston, TX 77079 and copy by email to Legal@stabilis-solutions.com.

Yours faithfully

For and on behalf of Stabilis Solutions, Inc.

By:

/s/ Casey Crenshaw………………………………………………..

Name: Casey Crenshaw

Authority: CEO

1.

Owners hereby grant to Charterers the option to purchase the Vessel for the price of US$60,000,000 (United States Dollars sixty million) (the “Purchase Option”) on the terms and conditions set out in this Exhibit B.

2.

The exercise of the Purchase Option is subject to the following conditions:

(a)

If Charterers wish to exercise the Purchase Option during the Firm Period (as defined in Part I of the charter in box titled “Charter Period”), Charterers’ must provide a written option exercise notice to Owners stating that they are exercising the Purchase Option under this section 2(a), expressing their intention to enter into a memorandum of agreement on amended Norwegian Saleform 2012 terms in the form attached to EXHIBIT C of this Part I as a working copy draft (the “MOA”), and stating a requested date for completing the transfer of ownership of the Vessel, which date must be at least 180 days from the date on which the option exercise notice is delivered to Owners and must be no later than the end of the Firm Period.

(b)

If Charterers elect to extend the charter period for the Extension Period (in accordance with and as defined in Part I of the charter in box titled “Charter Period”) and further wish to exercise the Purchase Option during the Extension Period, Charterers’ must provide a written option exercise notice to Owners by no later than the first day of the Extension Period, stating that they are exercising the Purchase Option under this section 2(b), expressing their intention to enter into the MOA, and stating a requested date for completing the transfer of ownership of the Vessel, which date must be immediately following redelivery of the Vessel upon expiry of the Extension Period.

(c)

Charterers may not deliver any Purchase Option exercise notice under subsection 2(a) or 2(b) above until after the Vessel has been delivered in the charter by Owners and the charter period has commenced.

3.

The Purchase Option will expire and be of no further force or effect unless exercised by Charterers in accordance with subsection 2(a) or 2(b) of this Exhibit B. Charterers’ exercise of the Purchase Option shall be irrevocable, once the Purchase Option exercise notice has been given.

4.

Within 14 days following the exercise of the Purchase Option by Charterers in accordance with subsection 2(a) or 2(b) of this Exhibit B, the Parties will enter into the final fully negotiated MOA, which will establish the terms and conditions for the sale and purchase of the Vessel. For clarity, Owners are not obligated to agree to any changes to the form of MOA attached as Exhibit C that Owners, in their reasonable discretion, determine to be a material change from the terms and conditions set out in Exhibit C.

5.

The Parties may negotiate and agree in writing on adjustments to the MOA, provided that the MOA will be deemed signed by the Parties in the form attached as EXHIBIT C (with dates completed as per the Purchase Option exercise notice given by Charterers in accordance with section 2 of this Exhibit B) if the MOA has not been signed by the Parties with the 14-day period set out in the previous provision. The Parties agree to endeavour to finalize negotiations on the MOA in a good and timely manner, subject to the proviso at the end of section 4 above.

6.

Hire shall continue to accrue and be payable under the charter until the date and time that sale and purchase of the Vessel is completed under the MOA (“Closing”). Upon Closing (and, for clarity, immediately prior to the transfer of title in the Vessel by Owners as sellers to Charterers as buyers), the Charter Period will automatically be deemed to end and the charter will terminate, and neither Party will have any further rights or obligations under the charter, other than with respect to any rights or obligations, including without limitation payment obligations, that arose or accrued under the charter prior to Closing or with respect to any provisions that expressly or would reasonably be expected to survive the expiry or termination of the charter. For greater clarity, if Charterers exercise the Purchase Option:

a.

the provisions in the charter pertaining to the sending of Redelivery notices will not apply;

b.

the Vessel will be redelivered wherever she is (always in accordance with the Trading Area Restrictions) at the time of Closing (and the place of Redelivery in Part I of this charter shall be deemed amended accordingly); and

c.

the provisions in the charter pertaining to Redelivery Condition / Heel and measurement and transfer of bunkers at Redelivery will not apply, and all bunkers and Heel on board the Vessel will remain the property of Charterers at Closing.

7.

Charterers shall maintain the Vessel’s flag registry for the purposes of registration of transfer of ownership under the MOA unless otherwise agreed between the Parties upon Charterers’ request which to be expressed with the Purchase Option notice. 

(a)

Ship’s Name

Seaspan Garibaldi

(b)

Builder and Yard

Nantong CIMC Sinopacific

Offshore & Engineering Co. Ltd.

(c)

Hull No.

S1061

(d)

Year Built

2024

(e)

Port of Registry and Flag

Panama City, Panama

(f)

IMO Number

9974319

(g)

Call Sign

HOA3298

(h)

Classification Society

Bureau Veritas

(i)

Protection and Indemnity Club

Lloyds

1.

Principal Particulars

(a)

Length overall

112.80 m

(b)

Length Between Perpendiculars

107.81 m

(c)

Breadth moulded

18.60 m

(d)

Depth moulded

11.40 m

(e)

Draught at summer freeboard (Extreme)

5.50 m

(f)

Height overall — keel to highest fixed point

35.40 m

(g)

Maximum air draught (with full ballast and half bunkers) (corresponding draughts)

29.9 m

(h)

Gross Tonnage (International)

7,976 MT

(i)

Net Tonnage (International)

2,392 MT

(j)

Gross Tonnage (Suez)

8,859 MT

(k)

Net Tonnage (Suez)

7,532 MT

(l)

Net Tonnage (Panama)

6,748 MT

(m)

Light Ship Displacement

4,428 MT

(n)

Displacement (maximum)

8,864 MT

(o)

Windage in normal ballast conditions: Lateral

988.6 m2

(p)

Longitudinal

266.3 m2

(r)

Classification designation

I ✠HULL ✠MACH LNG

BUNKER SHIP IG-SUPPLY, BOG

AUT-UMS,

INWATERSURVEY

(s)

Conditions of Carriage

(as defined on Certificate of Fitness):

Product: LNG

Maximum pressure: 4.0 barg

Minimum pressure: -0.25 barg

Minimum temperature: -165°C

Maximum cargo density: 450 kg/m3

Cargo tank(s) filling limit: 98%

2.

Operating Draught and Deadweight

(a)

Draught filling to 98.5% (@ cargo density 0.47 kg/m3)

5.173 m

(b)

Deadweight filling to 98.5%(@ cargo density 0.47 kg/m3)

3,944 MT

3.

Ballast System

(a)

Total capacity of ballast water tanks

1,850 m3

(b)

Number, capacity and head of pumps for handling ballast

2 x 75 m3/hr, 0.3 MPa

(c)

Is Bunker Vessel able to ballast / de-ballast within the cargo loading/discharging period?

Yes

(d)

Can the Bunker Vessel undertake ballast exchange at sea within 24 hours

Yes

4.

Details of Principal Certification

(a)

Loadline

International Load Line Certificate

Aug 15, 2024

(b)

SOLAS

Record of Equipment for Compliance with SOLAS Form E

Record of Equipment of Radio

Facilities for Compliance with SOLAS Form R

Aug 15, 2024

(c)

IGC Code

International Certificate of Fitness for the Carriage of Liquified Gases in Bulk

Aug 15, 2024

(d)

Tonnage

International Tonnage Certificate

Panama Canal Tonnage Certificate

Suez Canal Tonnage Certificate

Aug 15, 2024

(e)

Marine Pollution

(MARPOL)

International Oil Pollution Prevention Certificate

International Sewage Pollution

Prevention Certificate

International Air Pollution Certificate

International Energy Efficiency Certificate

Aug 15, 2024

(f)

I. M. O. Certificate of Fitness

N/A – IGC Certificate of Fitness in place

(g)

USCG Certificate of Compliance

N/A – attestations in place

Attestation for USCG 33 CFR Part 155,

159 & 164 “Pollution prevention” 

Attestation for USCG 46 CFR Part 39

“Vapour emission control system” 

Attestation for USCG 46 CFR

Part 154 “Gas attestation regarding the ship design” 

Aug 15, 2024

(h)

Independent Sworn Measurer Certificate

Yes, independent verification by SGS

(i)

SIRE Inspection

Yes

(j)

Port state control

Yes

(k)

ISPS Code

Yes

(l)

Rules and Regulations of Suez Canal Authorities

Yes

(m)

ISM

Yes

5.

Propulsion

(a)

Type and make of propulsion plant

MAN/STX: 3 x dual fuel generators

Schottel/elkon: DC propulsion grid

Schottel: 2 x SRE 430 azimuthing thrusters

(b)

Maximum rated power and RPM

2 x 1600 kW, 266 RPM (propeller)

(c)

Proposed service power and RPM

2 x 1325 kW, 248 RPM (propeller)

(d)

Grade of Fuel

NG, MDO, LSDO

(e)

Dual Fuel Burning

Yes

6.

Speed / Consumption

Operating

Condition

Ship Speed

GCU

Consumption

Total gas

consumption

Total Fuel Consumption, MT/Day

(FOE)

ALS

on/Subcooler

off

Knots

MT/day

(FOE)

Fuel gas

MT/day

Fuel gas

Fuel oil

Pilot Oil

Total

9.5

5.32

5.86

0.55

6.41

10

5.86

6.45

0.55

7.00

10.5

6.47

7.12

0.56

7.68

11

7.24

7.96

0.56

8.53

11.5

8.00

8.80

0.58

9.38

12

8.87

9.76

0.83

10.59

12.5

9.82

10.81

0.84

11.64

13

10.88

11.98

0.85

12.82

Operating

Condition

Ship

Speed

GCU

Consumption

Total gas

consumption

Total Fuel Consumption, MT/Day

(FOE)

ALS

on/Subcooler

off

Knots

MT/day

(FOE)

Fuel gas

MT/day

Fuel gas

Fuel oil

Pilot Oil

Total

9.5

5.11

5.62

0.55

6.18

10

5.57

6.13

0.55

6.68

10.5

6.18

6.80

0.55

7.35

11

6.80

7.48

0.56

8.04

11.5

7.57

8.33

0.57

8.90

12

8.33

9.17

0.59

9.75

12.5

9.25

10.17

0.83

11.01

13

10.16

11.18

0.84

12.02

Operating

Condition

Ship

Speed

GCU

Consumption

Total gas

consumption

Total Fuel Consumption, MT/Day

(FOE)

ALS

on/Subcooler

off

Knots

MT/day

(FOE)

Fuel gas

MT/day

Fuel gas

Fuel oil

Pilot Oil

Total

9.5

6.96

10

7.60

10.5

8.34

11

9.31

11.5

10.32

12

11.60

12.5

12.78

13

14.14

Operating

Condition

Ship

Speed

GCU

Consumption

Total gas

consumption

Total Fuel Consumption, MT/Day

(FOE)

ALS

on/Subcooler

off

Knots

MT/day

(FOE)

Fuel gas

MT/day

Fuel gas

Fuel oil

Pilot Oil

Total

9.5

6.70

10

7.24

10.5

7.96

11

8.73

11.5

9.71

12

10.73

12.5

12.02

13

13.16

(b)

Trial Speed at Maximum Power

14 Knots

(c)

Service Speed, Laden and Ballast (Available power for propulsion with gas plant ON)

12.8 Knots (Laden)

13.2 Knots (Ballast)

(d)

In Port (cargo operations, including subcooler, single cargo pump and using two generators for redundancy)

5.91 MT/Day

(e)

In Port (idle, including subcooler)

4.48 MT/Day

(f)

For Inert Gas Generation

N/A

(g)

For Reliquifaction of the cargo

N/A

(h)

For Ballast exchange

Ballast pump capacity only 11kW each. No impact to overall consumption

7.

Boilers and Steam Capacity

(a)

Number and type of boilers

N/A

(b)

Maximum steam output available

N/A

(c)

Normal service output corresponding to 5(b)

N/A

8.

Cargo Tanks

(a)

Number of tanks

2

(b)

Capacity of LNG tanks at normal filling level (98%)

No 1 Tank

No 2 Tank

Total

3,748.42 m3

3,744.43 m3

7,492.85 m3

(c)

Gross Capacity of LNG tanks at 100%

No 1 Tank

No 2 Tank

Total

3,805.50 m3

3,801.45 m3

7,606.95 m3

(d)

Partial loading / filling restrictions

None

(e)

The Bunker Vessel’s cargo tanks can be cooled down from ambient in:

38 Hours

(f)

Maximum filling rate

1,000 m3 per hour

(g)

Relief valve settings (MARVS)

4,000 mb (gauge)

(h)

Loaded Boil-Off rate (98% loaded)

0.20% of gross capacity per day (theoretical)

(i)

Ballast Boil-Off rate

Currently not available

9.

Cargo Discharge

(a)

Number of cargo pumps per tank

1

(b)

Make and type of cargo pumps

Svanehøj, deepwell 3 stage centrifugal

(c)

Design rated capacity of each cargo pump and corresponding discharge head

140 – 800 m3/hr, 200 mLC

(variable speed)

(d)

Number of spray (stripping) pumps per tank

1

(e)

Make and type of spray (stripping) pumps

Vanzetti, 2 stage centrifugal

(f)

Design rated capacity of each spray pump and corresponding discharge head

4.5 – 15 m3/hr, 210 mLC

(g)

Number, Make and Capacity of Auxiliary Pumps

N/A

(h)

Minimum hourly pumping rate and pressure for discharge of cargo during Bunkering Operations

63 m3/hr, pressure dependent upon line losses and restrictions on LBV and client vessel

10.

Cryogenic Systems

(a)

Type of LNG containment system

Type C

(b)

Design temperature

-165°C

(c)

Make and type of vapour return compressors

Burckhardt, labyrinth piston

(d)

Number and rated capacity of vapour return compressors and corresponding discharge head

x2, 294 kg/hr, 8 barg discharge pressure

(e)

Is a steam dump system provided?

If so, is the capacity sufficient to deal with all excess steam generated by the boilers at max designed Boil- Off rate with engines stopped according to Class & USCG Rules?

N/A

(f)

Total capacity of liquid nitrogen storage tanks (if nitrogen generator not fitted)

N/A

11.

LNG Measurement and Tank Calibration

(a)

Are all tanks calibrated and certified by a qualified agency? (Specify agency)

Yes, SGS

(b)

Make and type of primary system for measuring cargo level, temperature and pressure

Level measuring system accuracy and range

Temperature measuring system accuracy and range

Pressure measuring system accuracy and range

Kongsberg – K Gauge CTS

Radar level gauge +/-5.0 mm

+/- 0.1°C @ -165°C

+/- 0.2°C @ -145°C

+/- 0.2°C @ -100°C

+/- 1.5°C @ 0°C

+/- 30 mbar or +/- 0.5% of

FSR

Vessel CTS system accurate

within specified tolerances set by

ISO 10976:2023

(c)

Is secondary system for measuring LNG liquid level fitted and, if so, state type and measuring accuracy

Yes, Float Level Gauge +/-

10.0 mm

Vessel also equipped with dCTS from Endress

Hauser comprising of Coriolis flow meters and a RAMAN

analyser

12.

Cargo Manifolds

(a)

Do manifolds follow requirements of Vol Category

“B” of OCIMF “Recommendations for Manifolds for Refrigerated Liquefied Natural Gas Carriers (LNG)” 2nd Edition — 1994? (If “No”, state variations)

No, the manifolds follow requirements as prescribed in “Recommendations for Manifolds for Refrigerated

Liquefied Natural Gas

Carriers (LNG)” 2nd

Edition — 2018

(b)

State layout of liquid and vapour connections

Port (elevated manifold)

L-V, 12”, ANSI 150, RF

Stbd (lower manifold)

L-V-L, 8”, ANSI 150, RF

Port (bow manifold)

L-V, 8” ANSI 150, RF

(c)

Distance of the centre of manifolds from amidships

Port (elevated manifold) 0 m

Stbd (lower manifold) 0 m

Port (bow manifold)

32.84 m

(d)

Distance of presentation flange from ship’s side

Port (elevated manifold)

2.64 m

Stbd (lower manifold)

2.50 m

Port (bow manifold)

2.50 m

(e)

Distance of presentation flange from ship’s rail

Port (elevated manifold)

2.41 m

Stbd (lower manifold)

2.27 m

Port (bow manifold)

2.27 m

(f)

Height of manifold centre above keel

Port (elevated manifold)

22.00 m

Stbd (lower manifold)

15.50 m

Port (bow manifold)

16.90 m

(g)

Size and location of liquid nitrogen loading connection

13.

Emergency Shutdown System and Ship/Shore Compatibility

(a)

At what cargo level (%) is overflow protection activated?

98.5%

(b)

Does overflow protection activate the following: Trip ESD system? Close manifold valves? Trip cargo pumps?

Trip ship/shore link system?

Yes

(c)

What ship/shore link systems are installed: Optical Fibre Link

Electric Links — Pyle-National / Miyake connector

Pneumatic ESD Link

Fiber-optic

OR

Electric

OR

Pneumatic

14.

Bunkers

(a)

Capacity of fuel oil bunker tanks @ 98% (SG 0.99)

N/A

(b)

Capacity of gas oil bunker tanks @ 98% (SG 0.86)

119.60 MT

(c)

Maximum bunker loading rate

80 MT/hr

(d)

Segregated low sulphur fuel oil storage capacity

N/A

15.

Fresh Water Capacity

(a)

Capacity of fresh water generators

20 MT per day

(b)

Distilled capacity

N/A

(c)

Domestic capacity

46.66 MT

(d)

Distilled consumption

N/A

(e)

Domestic consumption

2.5 MT per day

16.

Inert Gas Generation

(a)

Type and make of equipment

N/A

(b)

Capacity

N/A

(c)

Quality of gas O2 Max

N/A

(d)

Quality of gas CO Max

N/A

(e)

Quality of gas SO2 Max

N/A

(f)

Quality of gas NOx Max

N/A

(g)

Dew point

N/A

17.

Nitrogen

(a)

Type and capacity of nitrogen generation system

Atlas Copco – Membrane

(b)

Consumption

Variable based on operational needs

(c)

Liquid nitrogen storage

N/A

(d)

Nitrogen generator capacity

120 Nm3/hr

(e)

Pressure tank

1 x 20m3 @ 10 bar

1 x 5m3 @ 10 bar

18.

Gas Compressors

(a)

Low duty (fuel gas compressor): No. and capacity

Refer to section 10

(b)

Low duty (fuel gas compressor): make

Refer to section 10

19.

Electrical Generating

(a)

Number of electric generators

Main: x3

Auxiliary: N/A

Emergency: x1

(b)

Type of electric generators

Main:

STX-MAN 8L23/30DF

ABB AMG 0500MK08 LAP

Auxiliary:

N/A

Emergency:

Volvo D13C2-B MG

LSA M47.2 VS2

(c)

Output of electric generators

Main: 1254 kWe

Auxiliary: N/A

Emergency: 300 kWe

(d)

Fuel type and quantity at full load of electric generators

Main: 12.4 GJ/hr (Gas)

Emergency: 48 litres/hr

(MDO)

(e)

Power required for discharge / de-ballasting at full rate

58 kWe

20.

Deck Machinery

(a)

Winches

No: 6 split drum winches

Pull Type: Electro-hydraulic Brake Holding Force: 20.8 tons rendering load

(b)

Wires

Diameter – 28 mm

LDBF – 34.62 tonnes

TDBF – 43.3 tonnes

SWL – 34.62 tonnes

WLL – 20.8 tonnes

(c)

No. Wires Forward

6

(d)

No. Wires Aft

6

(e)

Wires Fitted with Synthetic Tails

12 P/PE + PES

LDBF – 45.2 tonnes

TDBF – 56.5 tonnes

SWL – 27.1 tonnes

WLL – 22.6 tonnes

(f)

Derricks, Cranes – Type and SWL

Midship

1 x telescopic hose handling crane 25 m outreach and 4.5

MT SWL

Bow

1 x jib hose handling crane

25 m outreach and 4.5 MT

SWL

21.

Navigation and Communications

(a)

Type and number of radar sets fitted

1 x X-BAND JMR-9296-6X

9

1 x S-BAND JMR-9298-S

(b)

Is an approved GMDSS installed? (Type?)

Yes

1         x Jotron EPIRB (Tron

60AIS)

2         x Radar Transponder (TRAN SART 20)

3         x Entel two-way radios

(HT649)

(c)

Is an additional SatCom system installed? (Type?)

Yes, V-Sat, Saylor, Starlink

(d)

Is Suez Canal Projector fitted?

Yes

22.

Crew

(a)

The Officers may be of the following Nationalities

Any

(b)

Number of Officers (Minimum)

6

(c)

Number of Crew (Minimum)

7

23.

List of Compatible LNG Terminals:

Load Ports

Discharge Ports

Tilbury LNG terminal (Canada)

Galveston Pier 37, Galveston, TX*

Costa Norte, Colon, Panana

24.

List of Visited LNG Terminals at the Date of Bunker Vessel Delivery:

Load Ports

Discharge Ports

Tilbury LNG terminal (Canada)

25.

List of Compatible LNG-fueled Vessels

1.

Carnival Excel Class vessels

2.

Carnival Sphere Class vessels

1.

DESCRIPTION AND CONDITION OF VESSEL ................................................................... 4 

2.

DUTY TO MAINTAIN ........................................................................................................ 6 

3.

SHIPBOARD PERSONNEL ................................................................................................. 7 

4.

SAFETY MANAGEMENT ................................................................................................... 8 

5.

DRUGS AND ALCOHOL .................................................................................................. 10 

6.

INCIDENT REPORTING................................................................................................... 10 

7.

VESSEL INSPECTION ...................................................................................................... 10 

8.

NEW-BUILD CLAUSE ..................................................................................................... 11 

9.

SAFE PLACES AND COMPATIBILITY ............................................................................. 11 

10.

GEOGRAPHICAL TRADING LIMITS ............................................................................... 13 

11.

INSTRUCTIONS AND LOGS ............................................................................................. 14 

12.

WEATHER ROUTEING ................................................................................................... 15 

13.

ICE .................................................................................................................................. 15 

14.

SHIP TO SHIP TRANSFERS (OTHER THAN BUNKERING OPERATIONS) ....................... 16 

15.

TRADING TO EUROPE EU: ADVANCE CARGO DECLARATION ................................... 17 

16.

TRADING TO THE UNITED STATES OF AMERICA OR CANADA: CUSTOMS ................. 18 

17.

TRADING TO THE UNITED STATES OF AMERICA: COMPLIANCE ............................... 19 

18.

TRADING TO JAPAN ....................................................................................................... 21 

19.

TERMINAL RULES AND CONDITIONS OF USE .............................................................. 21 

20.

SPACE AVAILABLE, CARGO CAPACITY, CONTAMINATION ........................................ 21 

21.

GRADE OF BUNKERS ..................................................................................................... 22 

22.

QUANTITY DETERMINATION OF BUNKERS AND HEEL ............................................... 24 

23.

GAS-UP, COOL-DOWN, LNG RETENTION ................................................................... 24 

24.

BOIL-OFF AND HEEL MANAGEMENT ........................................................................... 26 

25.

CARGO AND HEEL MEASUREMENT .............................................................................. 27 

26.

CARGO TRANSFER INSPECTION AND SYSTEM CALIBRATION .................................... 28 

27.

VAPOUR PRESSURE, CARGO TEMPERATURE .............................................................. 28 

28.

CARGO RECEIVING AND DISCHARGING RATES .......................................................... 30 

29.

BALLAST WATER TREATMENT .................................................................................... 30 

30.

AGENCY .......................................................................................................................... 31 

31.

PILOTS AND TUGS .......................................................................................................... 31 

32.

MOORING LINES ............................................................................................................ 31 

33.

HULL FOULING .............................................................................................................. 32 

34.

OFF-HIRE ....................................................................................................................... 33 

35.

DRYDOCK ....................................................................................................................... 37 

36.

SUB-LETTING, ASSIGNMENT, NOVATION .................................................................... 37 

37.

HIRE PAYMENT AND DEDUCTIONS ............................................................................... 37 

38.

FINAL VOYAGE .............................................................................................................. 39 

39.

TAXES AND GROSS-UP .................................................................................................. 40 

40.

LIEN ................................................................................................................................ 41 

41.

OWNERS TO PROVIDE ................................................................................................... 41 

42.

CHARTERERS TO PROVIDE ........................................................................................... 41 

43.

SUPERNUMERARIES ....................................................................................................... 42 

44.

INSURANCE AND ITOPF 42 

45.

ISPS CODE AND UNITED STATES MTSA 2002 ............................................................ 43 

46.

BILLS OF LADING .......................................................................................................... 44 

47.

CLAUSE PARAMOUNT .................................................................................................... 46 

48.

ELECTRONIC BILLS OF LADING ................................................................................... 47 

49.

EXCEPTIONS................................................................................................................... 47 

50.

EXPORT RESTRICTIONS ................................................................................................ 48 

51.

TRADE CONTROLS ......................................................................................................... 48 

52.

REQUISITION .................................................................................................................. 49 

53.

OUTBREAK OF WAR ...................................................................................................... 49 

54.

WAR RISKS .................................................................................................................... 50 

55.

ADDITIONAL WAR EXPENSES ....................................................................................... 51 

56.

PIRACY ........................................................................................................................... 51 

57.

LOSS OF VESSEL ............................................................................................................ 53 

58.

SALVAGE ........................................................................................................................ 53 

59.

WAITING ........................................................................................................................ 54 

60.

BOTH TO BLAME COLLISION ........................................................................................ 54 

61.

NEW JASON CLAUSE ..................................................................................................... 54 

62.

ANTI-BRIBERY AND CORRUPTION ............................................................................... 55 

63.

BUSINESS PRINCIPLES ................................................................................................... 56 

64.

LAW AND LITIGATION ................................................................................................... 56 

65.

NO PARTNERSHIP OR AGENCY ..................................................................................... 57 

66.

MITIGATION................................................................................................................... 57 

67.

CONSTRUCTION ............................................................................................................. 57 

68.

NOTICES ......................................................................................................................... 58 

69.

CONFIDENTIALITY......................................................................................................... 58 

70.

HIMALAYA CLAUSE / RIGHTS OF THIRD PARTIES ...................................................... 59 

71.

TIME-BAR ...................................................................................................................... 59 

72.

EXCLUSION OF CONSEQUENTIAL LOSS ....................................................................... 60 

73.

EMISSIONS ...................................................................................................................... 60 

74.

KYC (KNOW YOUR CUSTOMER).................................................................................. 60 

75.

DEFINITIONS .................................................................................................................. 60 

1.

Description and Condition of Vessel

(a)

be in every way equipped and fit to carry, handle and measure Liquefied Natural Gas (“LNG”);

(b)

subject to the terms of this charter (including without limitation Clause 9 (Safe Places and Compatibility), be in every way equipped and fit to (i) load LNG as cargo at a Primary Terminal, (ii) transfer LNG for use as marine fuel to a Receiving Vessel’s fuel tank via a dedicated transfer system fitted permanently on the Vessel, in each case within the Place of Operation (the services in (i) and (ii), together, “Bunkering Operations”), and (iii) transfer LNG for cargo shipment and/or cargo repositioning operations to a Primary Terminal within the Place of Operation (“Transport of Cargo”);

(c)

be classed by a Classification Society, which is a member of the International Association of Classification Societies;

(d)

be tight, staunch, strong, in good order and condition, and in every way fit for the service with machinery, boilers, engines, hull, cargo systems, cargo tanks, cargo handling equipment, Emergency Shutdown System (“ESD”), inert gas generator, hull stress calculator, radar, computers and computer systems, and other equipment in a good and efficient state, and operating according to the relevant guidelines of SIGTTO and OCIMF;

(e)

have all cargo measuring equipment and instrumentation, and gas flowmeters to engines, in working order and calibrated and certified in accordance with a recognised calibration company and, if Charterers require, verified by the relevant inspectorate at any load port;

(f)

be equipped with such modern and efficient communication systems including email capability, VHF radiotelephone, satellite communications, radio teletypewriter, and such other radio telecommunications equipment and data collection management systems as may be required by this charter, the Vessel’s Classification Society, the country of registry, or international and port state regulations, and which Owners shall maintain in good working order;

(g)

if fifteen (15) years old or over, or if she becomes fifteen (15) years old or older during the charter period, be subject to an LNG Condition Assessment Programme (“CAP”) maintained by Owners, of not less than rating 2, covering hull structure, cargo containment and all machinery and electrical systems which are essential for the propulsion, navigation, cargo operation and safety of the Vessel and crew. The CAP shall be issued by a Classification Society which is a member of the International Association of Classification Societies and shall be renewed at intervals of not more than three (3) years;

(h)

have tanks, valves and pipelines in a liquid and gas-tight condition;

(i)

be in every way fitted for burning, in accordance with the grades specified in Clause 21 (Grade of Bunkers), Liquid Fuels combined in any proportion (within the Vessel’s technical capabilities) with Boil-Off for both main propulsion and auxiliary machinery as ordered by Charterers (except where safety or relevant legislation requires otherwise, or for transiting and manoeuvring in restricted waters where dual fuel mode only is permitted), and for storing fuels of such grades in segregated storage tanks;

(j)

in all cases be able to maintain continuous safe operation of all equipment during switch-over between different types of fuel in the boilers or engines;

(k)

have insulation spaces prepared as per the Vessel’s containment system design parameters;

(l)

have on board all certificates, documents and equipment required from time to time by any applicable law or regulation to enable performance of the charter service without delay;

(m)

comply with all applicable conventions, laws, rules and regulations of any international, national, state or local government entity having jurisdiction, and shall not be prevented for any reason whatsoever from trading to and from the ports and places permitted in Clause 10 (Geographical Trading Limits), subject always to Clause 10(e) and the constraints of Clause 51 (Trade Controls) of this charter;

(n)

comply with the regulations in force so as to enable the Vessel, size permitting, to pass through the Suez Canal and the Panama Canal by day and by night without delay;

(o)

comply with the description in Part I and Part II (LNG Form B) of this charter as attached;

(p)

not have her ownership structure, flag state, registry, Classification Society and technical management company (“Technical Managers”) changed during the period of the charter, save with Charterers’ prior consent (not to be unreasonably withheld). Notwithstanding the foregoing, Owners may, upon delivering at least five (5) days’ prior written notice to the Charterers: transfer title to the Vessel to an Affiliate in conjunction with an assignment of this charter to that Affiliate in accordance with Clause 36; and (2) elect at any time to self-perform technical management instead of having a third party Technical Manager do so.

2.

Duty to Maintain

(a)

Throughout the charter service Owners shall, whenever the passage of time, wear and tear, or any event, whether or not coming within Clause 49 (Exceptions), requires steps to be taken to maintain or restore the conditions stipulated in Clause 1 (Description and Condition of Vessel) and Clause 3(a) (Shipboard Personnel), exercise due diligence so as to maintain or restore the Vessel and shipboard personnel to the appropriate standard as required under those clauses.

(b)

If at any time whilst on-hire under this charter the Vessel fails to comply with the requirements of Clause 1 (Description and Condition of Vessel) or Clause 3(a) (Shipboard Personnel) then hire shall be reduced to the extent necessary to indemnify Charterers for such failure. 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 so lost.

(c)

If Owners are in breach of their obligations under sub-clause (a) above then without prejudice to any other rights under this charter, Charterers may so notify Owners in writing and if, after the expiry of thirty (30) days following the receipt by Owners of any such notice, Owners have failed to demonstrate to Charterers’ reasonable satisfaction that they have exercised the due diligence required in sub-clause (a) above, then the Vessel shall be off-hire, and no further hire payments shall be due until Owners have demonstrated that they are exercising the required due diligence 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. Where this charter is for a single voyage or where no more than two (2) loadings are envisaged, then the terms of this sub-clause (c) shall apply immediately upon receipt of notice by Owners from Charterers, and without any notice period thereafter.

(d)

Owners shall advise Charterers immediately in writing should there be a substantial finding or a failure of an inspection of the Vessel. This shall apply where such inspection is required for the purposes of calling at a port or terminal, and is carried out by any competent party, including a governmental or port state authority, a terminal or a major charterer of similar tonnage. Owners shall at the same time inform Charterers of their proposed course of action to remedy the defects which gave rise to the substantial finding or caused the Vessel to fail the inspection.

(e)

If, with regard to sub-clause (d) above, in Charterers reasonably held view either:

(i)

a failure of an inspection; or

(ii)

a substantive finding of an inspection or report,

(f)

Furthermore, at any time while the Vessel is off-hire under this Clause 2, or subject to a reduction of hire under sub-clause (b), Charterers shall have the option to terminate the 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. Upon such termination Owners shall reimburse Charterers with any hire paid in advance and not earned, the cost of bunkers or bunker reconciliation cost (as the case may be), and the value of any Heel on board the Vessel, valued respectively at the Fuel Price and the LNG Price, and any other amount for which Owners are, or are estimated by Charterers to be, liable to Charterers under the terms of the charter. This sub-clause (f) is without prejudice to any rights or obligations either Party may have under this charter or otherwise, including, without limitation, Charterers’ rights under Clause 34 (Off-Hire).

(g)

If at any time during the charter period the Vessel becomes unacceptable to any Primary Terminal operator, governmental or port state, flag or similar, for a reason that would permit Charterers to terminate the charter under subclause (f) above, Charterers shall have the right to terminate the charter.

3.

Shipboard Personnel

(a)

At the date of Delivery under this charter and throughout the charter period, the Owners shall ensure that:

(i)

the Vessel shall have a full and efficient complement of master, officers and crew for a vessel of her size, who shall in any event be not less than the number required by the laws of the Vessel’s flag state, and who shall be trained to operate the Vessel and her equipment safely, competently, efficiently and in accordance with standards of a first-class Vessel Operator of LNG bunker vessels engaged in international trade;

(ii)

all shipboard personnel shall hold valid certificates of competence in accordance with the requirements of the law of the Vessel’s 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 1995, as amended by the Manila Amendments 2010, SIGTTO LNG Shipping Suggested Competency Standards 2008, or any additions, modifications or subsequent versions of these Standards;

(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 safely and efficiently, and to enable communications between the Vessel and those loading the Vessel, or accepting discharge from the Vessel, to be carried out quickly and efficiently;

(v)

the terms of employment of the Vessel’s staff and crew shall always remain acceptable to the International Transport Workers’ Federation and the Vessel will, if required, at all times carry a Blue Card or equivalent; and

(vi)

the nationality of the Vessel’s officers as given in Part II (LNG Form B) will not change without Charterers’ prior agreement, which shall not be unreasonably withheld.

(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, and 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 and any applicable laws limiting the hours of work of the master, officers and crew on board the Vessel, and always subject to the master’s discretion as to safety.

(c)

Owners shall at all times have responsibility for the proper stowage and management of the cargo and shall keep a strict account of all cargo loaded, Boil-Off, commencement and termination of forced cargo vaporisation, and cargo discharged in accordance with the terms of this charter. 

(d)

If Charterers make a complaint in respect 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, take appropriate action, which may, depending on the severity of the issue and findings of the investigation, include making a change in the relevant onboard appointments. Owners shall in any event communicate the result of their investigations to Charterers as soon as possible.  

4.

Safety Management

(a)

It is a condition of this charter that Owners will, throughout the charter, service operate:

(i)

a safety management system certified to comply with the International Safety Management Code (“ISM Code”) for the Safe Operation of Ships and for Pollution Prevention;

(ii)

a documented safe working procedures system (including procedures for the identification and mitigation of risks);

(iii)

a documented environmental management system to protect environmental resources by applying best available techniques to minimise or, where possible, eliminate any direct or indirect impact on the environment from operations; and

(iv)

a documented accident and incident reporting system compliant with flag state requirements.

(b)

Owners shall maintain Health, Safety, Security, and Environmental (“HSSE”) records sufficient to demonstrate compliance with the requirements of their HSSE system and of this charter. Charterers reserve the right to confirm compliance with HSSE requirements by audit at Owners’ offices.

(c)

Owners shall have a valid operational SIRE report at the time of Delivery and Owners shall arrange at their own expense for a SIRE inspection to be carried out at intervals of no more than six months (independently of any inspection carried out by Charterers). Charterers shall reasonably co-operate with Owners to facilitate the scheduling of SIRE inspections.

(d)

Owners shall undertake a self-assessment review according to the OCIMF Tanker Management and Self-Assessment Programme (TMSA), and the latest revisions thereto, on not less than an annual basis, including when reasonably requested to do so by Charterers, or where changes or updates are required by reason of changes or amendments to the Vessel or the TMSA requirements. Such TMSA will, on a continuous basis, accurately reflect the status of the Technical Managers’ safety and management systems.

(e)

Charterers shall have the right, no more frequently than once each year, to visit Owners’ or Technical Managers’ offices to undertake a review, the aim of which is to ensure these provisions are being met. However, where Charterers have grounds to consider such review findings as inconclusive or unsatisfactory, they shall in the first instance notify this to Owners in writing. Owners shall within seven (7) days respond to Charterers’ notice with a full explanation. If, in the reasonable opinion of Charterers, Owners’ explanation does not remedy the inconclusive or unsatisfactory review findings, Charterers may undertake a further or intermediate review at any time to confirm Owners’ continuing compliance with these provisions and/or verify that appropriate remedial action has been taken.

(f)

Where the period of this charter is for six (6) months or more Owners shall submit to Charterers a monthly written report detailing all accidents and incidents and environmental reporting requirements, in accordance with Appendix C (Safety and Environmental Monthly Reporting Template), appended hereto.

(g)

The Vessel shall be capable of undertaking all operations without venting any Boil-Off to atmosphere. The Vessel shall not vent cargo except where there is an immediate safety issue and venting is the most prudent course of action. Any venting of the cargo shall immediately be reported to Charterers in accordance with Clause 6 (Incident Reporting), with a full explanation as to why the venting operation was required, an estimate of duration of venting, and quantity of Boil-Off vented. Owners are responsible for reporting any venting of Boil-Off to the relevant authorities. Owners shall pay Charterers at the LNG Price for any Boil-Off lost by venting as a result of:

(i)

breach of this charter by Owners’ Group; or

(ii)

any fault or cause attributable to Owners’ Group (including but not limited to breakdown or inefficiency of the Vessel).

5.

Drugs and Alcohol

(a)

Owners warrant that they have in force an active policy which meets or exceeds the standards set out in the “Guidelines for the Control of Drugs and Alcohol On Board Ship” as published by OCIMF June 2020 (or any subsequent modification, version, or variation of these guidelines) and that this policy will remain in force throughout the charter period. Owners will exercise due diligence to ensure the policy is complied with by the Vessel’s crew.

(b)

Persons who test positive under the aforementioned Guidelines, or refuse to be tested, or are unfit for duty (being apparently impaired because of drug or alcohol use), shall be removed promptly from the Vessel for the remainder of the charter period. Further, Charterers may apply the terms of Clause 34 (Off-Hire) where there is any net loss of time arising out of or in connection with any failure to comply with this Clause.

6.

Incident Reporting

7.

Vessel Inspection

(a)

Charterers shall have the right to undertake an inspection of the Vessel at any time during the charter period as they consider necessary. This right may be exercised as often and at such intervals as Charterers in their absolute discretion may determine and whether the Vessel is in port or on passage.

(b)

Owners shall afford all necessary co-operation and accommodation on board and any inspection carried out by Charterers shall be made without interference with, or hindrance to, the Vessel’s safe and efficient operation.

(c)

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.

(d)

Charterers shall not be liable for any act, neglect or default by themselves, their servants or agents in the exercise or non-exercise of their right of inspection.

(e)

Any cost incurred by such inspection shall be for Charterers’ account provided always that, so long as Charterers have given Owners sufficient advance notice of an inspection to permit Owners a reasonable amount of time to identify and disclose anticipated inspection-related costs, such costs have been disclosed to, and approved by, Charterers in advance.

(f)

Any inspection shall be limited to a maximum of two (2) persons, which may include a representative of Charterers’ customer, and any overnight stays shall be subject to the terms as set out in Clause 43 (Supernumeraries).

(g)

Owners shall ensure that all visitors to the Vessel (including their own subcontractors) shall receive a briefing and information on the parts of the safety management system relevant to their visit, and shall comply with Owners’ HSSE policies and procedures during the visit.

(h)

Charterers and their agents and invitees shall sign an “Indemnity Agreement for Boarding Vessel” in the format shown in Appendix B (Indemnity Agreement for Boarding Vessel), in order to obtain permission to board the Vessel.

8.

New-Build Clause

9.

Safe Places and Compatibility

(a)

Charterers shall use due diligence to ensure that the Vessel is only employed between and at Safe Places where she can safely lie, always afloat. Subject to the foregoing, Safe Places shall include ports, berths, jetties, wharves, docks, anchorages, alongside vessels, Floating Storage Units (“FSU”), Floating Storage and Regasification Units (“FSRU”), Floating LNG Liquefaction Units (“FLNG”) barges, submarine lines, lighters, bunker barges, and other safe locations, including locations at sea. 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 to the above and the other terms of this charter, the Vessel shall be loaded and shall discharge at any place as Charterers may direct.

(b)

Owners warrant that the Vessel is, and subject to the terms of this charter will remain throughout the charter, compatible with: (1) the LNG terminals listed as being compatible in Part II (LNG Form B) table 23 “List of Compatible LNG Terminals” (each, a “Primary Terminal”) and will meet all Primary Terminal requirements for berthing, unberthing, and loading and discharging cargo; and (2) the LNG-fuelled vessels listed as being compatible in Part II (LNG Form B) table 25 “List of Compatible LNGfuelled Vessels” for Bunkering Operations (each, a “Receiving Vessel”), and that the Vessel has all the requisite equipment to do so, without any modifications, provided in each case that the design and configuration of the Primary Terminals and/or Receiving Vessels so listed do not materially alter following the date of this charter so as to affect the Vessel’s ability to berth, unberth, load or discharge cargo, or to perform Transport of Cargo and/or Bunkering Operations, as the case may be.

(c)

In the event that a modification to the Vessel becomes necessary as a result of changes in international regulations or standards, or is required by the Vessel’s Classification Society or flag state, the cost of such modification shall be for Owners’ account, including any additional Ship-Shore Compatibility Studies (SSCS), and the Vessel shall be off-hire for the time required to effect such modifications, unless this can be achieved without affecting the performance of the Vessel under this charter.

(d)

Where Charterers wish to order the Vessel to a terminal or vessel not listed as compatible with the Bunker Vessel in Part II (LNG Form B), then Owners shall promptly take the steps required to ascertain whether the Vessel is compatible. This shall include acting expeditiously in the exchange of information with the terminal or vessel in question and undertaking mooring, or any other studies as required. Charterers shall support Owners where required in communicating with terminal or vessel operators with a view to expediting this process. If Owners ascertain that the proposed terminal or vessel is compatible with the Vessel, it will be added to the “List of Compatible LNG Terminals” or “List of Compatible LNG-fuelled Vessels” in Part II (LNG Form B), as applicable. Where Owners ascertain that modifications would be required to ensure the compatibility of the Vessel, they shall undertake such modifications if directed by Charterers to do so, and the reasonable cost and time of the required modifications, including any additional Ship-Shore/Ship-Ship Compatibility Studies (“SSCS”), shall, subject to Charterers’ approval, be for Charterers’ account.

(e)

Following the completion of any modifications required pursuant to subclause (d) above, the applicable terminal or vessel will be added to the “List of Compatible LNG Terminals” or “List of Compatible LNG-fuelled Vessels” in Part II (LNG Form B), as applicable. For the avoidance of doubt, (i) costs of all SSCS as a result of an order from Charterers’ pursuant to this Clause 9 shall be for Charterers’ account and (ii) Charterers shall give notice to Owners sufficiently in advance (where possible) of intended Bunkering Operations to allow for SSCS and provide all required documentation and information.

10.

Geographical Trading Limits; Governmental Authorizations

(a)

Owners agree to let and Charterers agree to hire the Vessel for the purpose of carrying out international Bunkering Operations and/or international Transport of Cargo in the Place of Operation, subject to the limits of the current International Navigating Conditions Area Limits, and any subsequent amendments thereof. For the avoidance of doubt, Charterers shall not be entitled to order the Bunker Vessel to engage in domestic carriage or cabotage operations within the Place of Operation (“Cabotage Services”) unless the Parties have first agreed the costs (for Charterers in accordance with sub-clause (c) below) of, and responsibility for compliance with, any additional legal or regulatory requirements.

(b)

Notwithstanding the foregoing, and subject to Clause 51 (Trade Controls) and Clause 54 (War Risks), Charterers may order the Vessel beyond the limits of the International Navigating Conditions Area Limits provided that Owners consent thereto (such consent not to be unreasonably withheld, conditioned or delayed), and that Charterers shall pay for any additional insurance premium (net of any rebates due to Owners and provided such premium is in line with market rates) required by the Vessel’s underwriters as a consequence of such order.

(c)

Charterers acknowledge that the Rate of Hire is based on the crew complement, licensing requirements and operating costs for the international trade of the Vessel under the Panama flag. If, during the charter period, the Vessel requires any flag changes, crewing changes or additional licences, permits or other governmental approvals due to Charterers use or intended use of the Vessel, and/or if Owners incur any other reasonable costs to meet additional legal or regulatory requirements in any place where Charterers order the Vessel, including without limitation in relation to any requested Cabotage Services, all documented costs directly related to any such changes or additional requirements will be for Charterers’ account, notwithstanding anything else in this charter. Owners and Charterers will work together to minimize any such costs, and Owners shall, to the extent possible, notify Charterers of any such costs which are material in advance.

(d)

Subject subclause (e) below, at all times during this charter Owners warrant that:

(i)

the Vessel shall be in all respects eligible under all applicable conventions, laws and regulations for trading to and from the ports and places permitted under this Clause 10, and shall not be prevented from doing so for any reason whatsoever; and

(ii)

the Vessel shall comply with all applicable conventions, laws, rules and regulations of any international, national, state or local government entity having jurisdiction and shall have on board for inspection by the authorities all necessary certificates, records, letters and other documents evidencing such compliance including, but not limited to, certificates evidencing compliance with international standards, SOLAS 1974, as amended, and MARPOL 1973/1978.

(e)

Notwithstanding anything else in this charter, Owners are responsible only for obtaining and maintaining any licences, permits or other governmental authorizations for the Vessel which are either (i) required by the laws and regulations of the Vessel’s flag state (including those required to ensure the Vessel is fit for its intended use under this charter) or (ii) expressly identified in this charter by name and issuing authority (collectively, “Owners Authorizations”). Charterers are responsible for obtaining and maintaining any bunkering licences and any other licences, permits or other governmental authorizations for the Vessel that may be required by the port authorities or other governmental authorities where Charterers order the Vessel, other than the Owner Authorizations (collectively, “Charterers Authorizations”). Owners shall provide all reasonable assistance requested by Charterers for the purpose of obtaining and maintaining any applicable Charterer Authorizations, at Charterers’ cost.

11.

Instructions and Logs

(a)

Charterers shall from time to time give the master all requisite instructions and sailing directions, confirmed in writing. The master shall keep a full and correct log of the Voyage or Voyages (including properly completed logs for transport of cargo and delivery of bunkers), 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, bunker delivery receipts/notes, and voyage reports for each Voyage and other returns as Charterers may require. The Vessel will be fitted with a computer capable of maintaining and transmitting logs and other shipboard documents (including attachments) by email, at Owners’ expense, as required by Charterers.

(b)

Owners may request that they are copied in on all orders and messages to the master.

(c)

The master shall provide any ETA notices, at any given intervals, as required by Charterers.

(d)

A controlled copy of Charterers’ instructions will be emailed to or otherwise placed on board the Vessel. Subject to the other terms of this charter, the standing instructions in this document shall be followed by the master. If the master or Vessel cannot comply with such instructions, then the master or Owners shall, as soon as reasonably possible, notify Charterers. In the event of any conflict between Charterers’ instructions and this charter, this charter shall prevail.

(e)

Subject to Clause 3(b) (Shipboard Personnel) and Clause 10 (Geographical Trading Limits), and except in the particular case of dangers from piracy, where the terms of Clause 56 (Piracy) shall apply, Owners undertake to instruct the Vessel’s master to comply with Charterers’ policy regarding routing as may be communicated in writing. The master may follow alternative routings provided that, if in his opinion, adherence to Charterers’ policy would endanger the Vessel under the given circumstances prevailing on any particular Voyage. In any event the master shall always keep Charterers informed of his intended routing.

(f)

Save where the Vessel is deviating from Charterers’ voyage instructions as a result of the master acting reasonably to ensure the safety of the Vessel and its crew, or to comply with subclause (g) below, or where permitted by any other provisions in this charter, Owners shall be responsible for any time, cost, delay or loss whatsoever and arising howsoever from the Vessel deviating from Charterers’ voyage instructions. If a discrepancy arises between Charterers’ voyage instructions and instructions from a Primary Terminal, Receiving Vessel or pilot having authority, the master shall notify Charterers as soon as reasonably possible and in any event before loading or discharging as the case may be, to obtain further instructions which Charterers shall provide as soon as reasonably possible. Owners shall not be responsible for any time lost awaiting response from Charterers. Owners shall be responsible for any resultant or additional expenses arising from non-compliance with this Clause 11.

(g)

Owners shall instruct the master to observe regulations and recommendations as to traffic separation and routing as issued from time to time by responsible organisations or regulating authorities including, but not limited to, the IMO, the UK Chamber of Shipping (or equivalent), or as promulgated by the state of the flag of the Vessel or the state from which management of the Vessel is exercised.

(h)

Owners shall have fitted a comprehensive data collection management system (at their own expense) acceptable to Charterers, and Charterers shall have access, from Delivery onwards, to all the data produced by such system.

12.

Weather Routing

13.

Ice

(a)

The Vessel shall not be sent to icebound waters without Owners’ prior consent, acting reasonably, and shall not be, or become, obliged to force ice or to follow ice-breakers. Irrespective of Owners’ approval, if the port at which the Vessel is ordered by Charterers is or will, prior to the anticipated port call, become inaccessible owing to ice and the master has notified Charterers, then Charterers shall be bound to order the Vessel to an alternative port that is free from ice and at which the Vessel can load or discharge the cargo.

(b)

If, on account of ice, the master reasonably considers it dangerous for the Vessel to enter or remain at any place for fear of the Vessel being frozen in or damaged, and the master so advises Charterers, Charterers shall provide the master with orders to proceed to an alternative port that is free from ice. If no orders are received by the master from Charterers prior to the time when the master must deviate to avoid ice, the master shall proceed to the nearest safe ice-free anchorage to await further orders from Charterers.

(c)

Any delay or deviation caused by or resulting from ice shall be for Charterers’ account and the Vessel shall remain on-hire.

(d)

Any additional premiums or calls required by the Vessel’s underwriters due to the Vessel entering or remaining in any icebound port or area shall be for Charterers’ account.

14.

Ship to Ship Transfers (Other than Bunkering Operations)

(a)

Except for subclause (c) below, this Clause 14 only applies to LNG cargo transfers that do not fall within the Bunkering Operations contemplated by this charter.

(b)

Charterers may request Owners to perform a transhipment of the cargo or any part of it, including transfers of cargo for lightering purposes, for loading and discharging LNG alongside an FSU, FSRU, or an FLNG, or offshore, or while the Vessel is at sea. Charterers shall pay for reasonable additional operating costs, including any additional insurance premia, relating to any such transhipment subject to them being approved before being incurred. Owners shall only be required to perform such an operation where:

(i)

the proposed vessel, terminal, or facility, to or from which the cargo or part of it is to be transhipped, and any contractors proposed to assist in the conduct of the operation, are approved by Owners, whose approval shall not be unreasonably withheld; and

(ii)

Owners reasonably consider the proposed transhipment operation to be one which can be conducted safely taking into account the environment and the safety of the crew, cargo and Vessel.

(c)

If the cargo is transhipped, the transhipment operation shall be carried out in accordance with the latest recommendations for ship to ship transfer operations as contained in the Ship to Ship Transfer Guide for Petroleum, Chemicals and Liquefied Gases, 2013 jointly published by CDI, ICS, OCIMF and SIGTTO, as amended from time to time, in addition to any procedures reasonably required by Charterers.

(d)

Any additional equipment required for transhipment operations shall be arranged by Charterers, and be for the account of Charterers. The time and costs for any Vessel modification required and any additional equipment, including hoses, fenders, reducers, saddles and other associated equipment, shall be for Charterers’ account. Such equipment shall remain on board during the charter period and shall be removed from the Vessel by Charterers at their discretion and cost prior to Redelivery. Owners shall permit, at Charterers’ expense, up to five (5) representatives of Charterers on board to observe any ship to ship operations, noting that all such operations will always be carried out by, and be the responsibility of, Owners. Such representatives shall comply with the terms of Clause 43 (Supernumeraries), save for the number of representatives allowed on board.

(e)

If Owners are obliged to extend any of their existing insurance policies to cover any transhipment operation they shall present documentation to Charterers evidencing Owners’ Protection & Indemnity (P&I) or other insurers’ requirement to extend cover that incurs an additional premium and detailing the costs of the same. Charterers shall reimburse Owners for any documented additional premium, provided such additional premium is reasonable and in line with market rates.

(f)

For the avoidance of doubt LNG cargo operations to or from vessels across a dock or jetty shall fall within the definition of “Safe Place” within Clause 9 (Safe Places and Compatibility), and for the purpose of this charter such cargo operations shall be deemed as being at an LNG terminal and this Clause 14 shall not apply.

15.

Trading to Europe EU: Advance Cargo Declaration

(a)

If the Vessel loads cargo in any European Union (“EU”) port or place destined for a port or place outside the EU, or loads cargo outside the EU destined for an EU port or place, or is passing through EU ports or places in transit, Owners shall comply with the current EU’s Union Customs Code (Regulation (EU) no. 952/2013 (UCC)), the UCC Delegated Act (Regulation 2015/2446) and the UCC Implementing Act (Regulation 2015/2447) or any subsequent replacements thereof or amendments thereto, and shall undertake the role of carrier for the purposes of such regulations and shall, in their own name, and at their own time and expense:

(i)

have in place an EORI (Economic Operator Registration and Identification) number; and

(ii)

submit an ENS (Entry Summary Declaration) cargo declaration electronically to the EU Member States’ customs prior to the first port of call in the EU under this charter and provide Charterers at the same time with a copy thereof.

(b)

Charterers shall provide all necessary information to Owners or their agents to enable Owners to submit a timely and accurate cargo declaration.

(c)

Charterers shall assume liability for, and shall indemnify, defend and hold Owners harmless against any loss or damage whatsoever, or expenses, fines, penalties and all other claims of whatever nature, including but not limited to legal costs, arising directly from Charterers’ failure to comply with the provisions of sub-clause (b) above. Should such failure result in any delay then notwithstanding any provision in this charter to the contrary, the Vessel shall remain on hire. Such liability shall be limited in value to two hundred percent (200%) of the delivered value of the cargo carried on board and shall terminate at 24:00 hours on the day thirty-six (36) calendar months after the date of discharge unless, prior to that time, written notice of a claim pursuant to this indemnity has been received by Charterers.

(d)

Owners shall assume liability for, and shall indemnify, defend and hold Charterers harmless against any loss or damage whatsoever, and any expenses, fines, penalties and all other claims of whatever nature, including but not limited to legal costs, arising from Owners’ failure to comply with any of the provisions of this Clause. Such liability shall be limited in value to two hundred percent (200%) of the delivered value of the cargo carried on board and shall terminate at 24:00 hours on the day thirty-six (36) calendar months after the date of discharge unless, prior to that time, written notice of a claim pursuant to this indemnity has been received by Owners. Should such failure result in any delay then, notwithstanding any provision in this charter to the contrary, the Vessel shall be off-hire for the period of that delay.

(e)

The assumption of the role of carrier by Owners pursuant to this Clause 15, and for the purpose of the EU Advance Cargo Declaration Regulations, shall be without prejudice to the identity of the carrier under any Bill of Lading, other contract, law or regulation.

(f)

Save where Clause 16 applies, the provisions of this Clause 15, apply, with logical amendments, in the case of any other country or jurisdiction where similar advance cargo declarations apply at the commencement or during the course of the Charter period.

16.

Trading to the United States of America or Canada: Customs

(a)

If the Vessel loads in, or carries cargo destined for, the United States of America (“US”) or Canada, or is passing through US or Canadian ports in transit, Owners shall comply with the current U.S. Customs Regulations (19

(i)

have in place a Standard Carrier Alpha Code (“SCAC”) or Canadian Customs Carrier Code;

(ii)

have in place for US trade an International Carrier Bond (“ICB”); and

(iii)

submit a cargo declaration by Automated Manifest System (“AMS”) to the U.S. Customs, or by Automated Commercial Information (“ACI”) to the Canadian customs.

(b)

Charterers shall provide all necessary information to Owners or their agents to enable Owners to submit a timely and accurate cargo declaration.

(c)

Charterers shall assume liability for and shall indemnify, defend and hold harmless Owners against any loss or damage whatsoever, and any expenses, fines, penalties and all other claims of whatever nature, including but not limited to legal costs, arising directly from Charterers’ failure to comply with the provisions of sub-clause (b) above. Should such failure result in any delay then notwithstanding any provision in this charter to the contrary, the Vessel shall remain on hire. Such liability shall be limited in value to two hundred percent (200%) of the delivered value of the cargo carried on board and shall terminate at 24:00 hours on the day thirty-six (36) calendar months after the date of discharge unless, prior to that time, written notice of a claim pursuant to this indemnity has been received by Charterers.

(d)

Owners shall assume liability for and shall indemnify, defend and hold harmless Charterers against any loss or damage whatsoever and any expenses, fines, penalties, and all other claims of whatever nature, including but not limited to legal costs, arising from Owners’ failure to comply with the provision of sub-clause (a) above. Such liability shall be limited in value to two hundred percent (200%) of the delivered value of the cargo carried on board and shall terminate at 24:00 hours on the day thirty-six (36) calendar months after the date of discharge unless, prior to that time, written notice of a claim pursuant to this indemnity has been received by Owners. Should such failure result in any delay then, notwithstanding any provision in this charter to the contrary, the Vessel shall be off-hire for the period of that delay.

(e)

The assumption of the role of carrier by Owners pursuant to this Clause 16 and for the purpose of the U.S. Customs Regulations (19 CFR 4.7), or Canada Border Services Agency Regulations (Memorandum D3-5-2), shall be without prejudice to the identity of the carrier under any Bill of Lading, other contract, law or regulation.

17.

Trading to the United States of America: Compliance

(a)

The Vessel shall comply fully with all applicable US Federal law, US Department of Labor Safety and Health Regulations, U.S. Coast Guard and State laws, rules, orders, regulations, guidelines and circulars now in effect and which may be promulgated (and subsequent amendments and successors thereto) including, but not limited to, the following provisions relating to maritime safety and oil pollution response:

(i)

the U.S. Federal Water Pollution Control Act as amended by the Clean Water Act of 1977 (Water Pollution);

(ii)

the U.S. Oil Pollution Act of 1990 and the governmental regulations issued thereunder (“OPA 90”);

(iii)

the U.S. Comprehensive Environmental Response, Compensation and Liability Act of 1980;

(iv)

the U.S. Port and Tanker Safety Act;

(v)

the U.S. Coast Guard Navigational and Vessel Inspection Circular No. 8-92; and

(vi)

the Code of Federal Regulations.

(b)

The Vessel shall have on board throughout the charter all certificates or other applicable documentation required under the said laws, rules, orders, regulations, guidelines and circulars evidencing such compliance, including, but not limited to:

(i)

U.S. Coast Guard Certificate of Financial Responsibility for Oil Pollution (“COFR”); and

(ii)

U.S. Coast Guard Certificate of Compliance (“CoC”), as set out in sub-clause (e) below.

(c)

Prior to Delivery Owners or Technical Managers shall have in place a response plan for the Vessel (“VRP”) approved by the U.S. Coast Guard, and shall provide a copy of the same to the Charterers upon request. The VRP shall meet in full the requirements of OPA 90 and of the U.S. Coast Guard. The Vessel shall at all times be operated in accordance with the VRP. Charterers shall reimburse Owners for all port specific OPA 90 charges (including, but not limited to, additional premium to maintain P&I cover) directly incurred by the Vessel calling at ports in the US in accordance with Charterers’ orders. Requirements of a similar nature imposed by other countries after the date of this charter shall be treated in the same way.

(d)

To the extent that the Vessel does not at any time comply with any U.S. Coast Guard regulation now in effect or to be promulgated, all necessary waivers will be upheld. Owners will advise Charterers of all such waivers, including period of validation, and reasons for the waiver.

(e)

Owners shall ensure that the Vessel is free to trade to the US and if a Certificate of Compliance (“CoC”), as required in US waters, is not available at the commencement of the charter then an inspection shall be carried out prior to arrival at the first US port or on arrival at the first US port. Any delay incurred carrying out this initial inspection that exceeds twenty-four (24) hours shall be deemed off-hire. Charterers shall provide sufficient notice to Owners to allow Owners to comply with the rules and regulations in any US ports.

(f)

Owners are required to install an Automatic Identification System (“AIS”) Pilot Plug as defined by SOLAS regulations.

(g)

The Vessel shall be off-hire for any time lost due to a breach of this Clause 17 and any delays, losses, expenses, or damages incurred due to such breach (including bunkers used and Boil-Off) shall be for Owners’ account.

18.

Trading to Japan

(a)

If Charterers so instruct, Owners shall arrange for Social Responsibility Insurance (“SRI”) to be in place prior to calling at any Japanese ports. Owners shall advise Charterers of, and seek their consent to, the premium due prior to procuring SRI. Charterers shall reimburse Owners with the applicable insurance premium, upon Charterers’ receipt of documentation evidencing the same.

(b)

Where so required by Charterers, Owners shall ensure that the Vessel’s CTMS and cargo tank tables comply in all respects with the requirements of the Japanese Customs Authorities, the Classification Society Nippon Kaiji Kyokai, and any other relevant authorities in Japan having jurisdiction over the measurement or discharge of LNG in Japan. If no customs approval is in place Owners shall, upon receipt of notice from Charterers of an intention to call at a port in Japan, immediately take steps to obtain such customs approval.

19.

Terminal Rules and Conditions of Use

(a)

The Vessel shall comply with any Terminal Rules as presented at any port of call (subject to sub-clause (b) below where the COU are incorporated in the Terminal Rules).

(b)

Owners shall sign any Conditions of Use (“COU”) agreement, Port Liability Agreement (PLA), or similar required at a load port or discharge port.

(c)

Owners shall not be required to order the Vessel to enter into any port or terminal whereby a COU or PLA, or equivalent, would prevent Owners from obtaining appropriate cover from the Vessel’s P&I Club. Any reasonable and documented additional insurance premium required as a result of agreeing to terms within such COU or PLA shall be for Charterers’ account, provided notified in advance to Charterer, and payable upon Owners presenting documentation to Charterers evidencing Owners’ P&I, or other insurers’ requirement for an additional premium and detailing the cost of same.

20.

Space Available, Cargo Capacity, Contamination

(a)

The whole reach, burthen and decks on 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 especially agreed, exceed two hundred (200) metric tonnes at any time during the charter period.

(b)

Owners warrant that the Vessel shall have the Cargo Capacity specified in Part II (LNG Form B) table 8, “Cargo Tanks”, and shall be capable of safely undertaking any Voyage that Charterers direct under this charter (subject to the other terms and conditions of this charter), with her cargo tanks loaded in an amount within the tolerances permitted by the Classification Society, Vessel builder and cargo containment manufacturer. Charterers agree not to cause the Vessel to be nominated for the loading of cargo outside the limits specified by the Classification Society, or the laws or regulations of the Vessel’s country of registry, or the Vessel builder, or the cargo containment manufacturer which, among other consequences, might result in damage to the cargo tanks or their insulation by reason of the movement of liquid in the cargo tanks. Furthermore Charterers shall not give voyage orders such that, due to Boil-Off, cargo levels do not remain within such limits for the duration of any Voyage or following any Bunkering Operation.

(c)

If for any reason the Cargo Capacity of the Vessel is reduced, including due to:

(i)

breach of this charter by Owners, or

(ii)

any fault or cause attributable to Owners’ Group (including but not limited to breakdown or inefficiency of the Vessel),

(d)

The LNG loaded and shipped as cargo under this charter shall not contain contaminants or foreign matter in such quantities as could reasonably be expected to be injurious to the Vessel and her equipment and machinery. Owners shall not knowingly permit the loading of any such Cargo and shall advise Charterers as soon as reasonably possible in the event that Owners determine that any such Cargo violates this Clause 20 (d). Any damage to the Vessel directly caused by the presence of any such contaminants or foreign matter in the LNG loaded, including delays and interruptions in discharge caused by foreign matter in strainers and losses caused by such

21.

Grade of Bunkers

(a)

Where Charterers arrange for bunkers to be supplied to the Vessel, they shall supply fuel oil whose properties comply with those set out in ISO Standard 8217:2005 for RMG380 (unless later specifications are available at place of bunkering) with maximum sulphur content 0.50% m/m and, subject to sub-clause (f) below, diesel oil with maximum sulphur content 0.50% m/m whose properties comply with the same ISO standard for 8217:2005 DMB (unless later specifications are available at place of bunkering) or marine gas oil with maximum sulphur content 0.50% m/m whose properties comply with ISO Standard 8217:2005 for ISO-F-DMA or DMZ (unless later specifications are available at place of bunkering) and low sulphur marine gas oil whose properties comply with ISO standard 8217:2005 for ISO-F-DMA grade (unless later specifications are available at place of bunkering).

(b)

Owners and Charterers shall each ensure no non-IMO 2020 Compliant Fuels are put on board at any time during the charter. Further, Owners shall ensure that the Vessel will not be delivered with fuels that do not comply with any future IMO requirements, or those of any other authorised body, that will apply at the time of Delivery.

(c)

If Owners require the Vessel to be supplied with more expensive bunkers Owners shall be liable for the extra cost thereof.

(d)

Any bunkering operations for the supply of bunkers to the Vessel, including the location and equipment used, are subject to Owners’ approval, and such approval shall not be unreasonably withheld.

(e)

At Charterers’ request, Owners shall arrange for the taking and retention of properly sealed and identified samples of each grade of fuel received for any given bunkering operation for the supply of bunkers to the Vessel, and shall hold same, subject to Charterers’ written instructions, for one hundred and eighty (180) days.

(f)

Should Charterers trade the Vessel into a SOx Emission Control Area (“ECA”) either as defined in Annex VI of MARPOL, or where national legislation imposes an ECA, or into a Member State of the EU where EU Directive 2005/33/EC of 6th July 2005 or any subsequent amendments, updates or revisions (the “Directive”) is in force, then Charterers shall supply or pay for fuels:

(i)

of such specifications and grades, sufficient for the Vessel’s needs whilst in the restricted area, that are compliant with the maximum sulphur content requirements of the ECA or Directive as applicable, except that in the case of the Directive Charterers shall only be obliged to supply compliant gas oil, and in the case of the ECA, Boil-Off, ultra-low sulphur fuel oil, marine gas oil, or ultra-low sulphur marine gas oil; and

(ii)

from bunker suppliers, and bunker craft who comply with Regulations 14 and 18 of MARPOL Annex VI, including the Guidelines in respect of sampling and the provision of bunker delivery notes.

(g)

Owners warrant, in the event the Vessel trades in an ECA, or into a Member State of the EU, that the Vessel:

(i)

complies with the requirements of the ECA, Regulations 14 and 18 of MARPOL Annex VI, and any other national legislation imposing an ECA, or the Directive as applicable;

(ii)

is able to consume fuels of the required maximum sulphur content when ordered by Charterers to trade within an ECA or in a Member State of the EU in which the Directive applies; and

(iii)

will provide segregated storage and pipework for this fuel.

(h)

Subject to having supplied the Vessel with or paid for fuels in accordance with this Clause 21, Charterers shall not be liable for any loss, delay, fines, costs or expenses arising or resulting from the Vessel’s non-compliance with Regulations 14 and 18 of MARPOL Annex VI, or other national legislation imposing an ECA, or the Directive, or any subsequent annex or directive, save where attributable to the fuel so supplied.

22.

Quantity Determination of Bunkers and Heel

(a)

Throughout the charter the Vessel shall operate with at least a quantity of bunkers or Fuel Oil Equivalent on board, as determined within Part I of this charter, sufficient to safely prosecute each Voyage or reach the nearest safe bunkering port or location. This amount shall be in addition to a safety reserve of fuel oil which would enable the Vessel to steam at the Service Speed for no less than five (5) days.

(b)

Notwithstanding anything contained in this charter all bunkers and Heel on board the Vessel shall be, from Delivery and throughout the duration of this charter, the property of Charterers or their nominee and can only be purchased or reconciled on the terms specified in Part I of this charter.

(c)

The Vessel’s figures shall be used to ascertain the quantity of all bunkers and Heel on Delivery and Redelivery and the master shall provide an on-hire and off-hire certificate containing the Remaining On Board (“ROB”) figures for Heel and bunkers upon both Delivery and Redelivery of the Vessel. Should Charterers so request, an independent surveyor, acceptable to Owners, shall be appointed at Charterers’ cost to verify the Vessel’s figures.

(d)

The Parties shall provide documentation, including copies of original invoices, in support of any fuel price or, where the terms of a cargo sale permits, the cargo realisation price or LNG Price, if requested to do so, unless a fixed price or price formula for the LNG Price has been agreed.

(e)

The Vessel shall be entitled to use Natural Boil-Off from the LNG being transported at no cost to Owners.

23.

Gas-Up, Cool-Down, LNG Retention

(a)

In the case where the Vessel is not due for Redelivery immediately after discharge then, unless Charterers stipulate otherwise, Owners shall retain on board the Vessel, following completion of discharge, sufficient Heel (which quantity will be agreed with Charterers) to enable the Vessel to arrive at the next load port in a cold and ready to load condition and to remain in that condition for not less than twenty-four (24) hours after arrival or after the nominated load date whichever the later.

(b)

Subject to agreement of the quantity of Heel retained following discharge between Owners and Charterers in sub-clause (a) above and subject also to sub-clauses (c) and (d) below, if the Vessel presents for loading at any load port or terminal with tank temperatures in any tank, other than that which would allow bulk loading to commence within half (½) an hour of cooling of the loading arms, then any time lost as a consequence thereof, including without limitation any time lost in additional cooling of tanks prior to loading, shall count as off-hire and the cost of any LNG supplied for such additional cooling shall be paid for by Owners at the actual purchase price paid for the LNG required.

(c)

Charterers shall provide and pay for LNG required and any Fuel consumed for purging, gassing up and cooling the Vessel’s cargo tanks and handling systems to the temperatures necessary to commence loading only in the following circumstances:

(i)

where the Parties have agreed that Delivery of the Vessel will be with cargo tanks under natural gas vapours, or in an inert condition, and that the Vessel shall remain on-hire during the necessary GasUp and Cool-Down. In such case the Parties shall agree the hours allowed for such operations and enter them either separately, or in aggregate, in Part I of this charter (Performance Insertions). If the period for either Gas-Up or Cool-Down, or for both operations together, exceeds the hours there shown, for reasons attributable to the Vessel, then the Vessel shall be off-hire for time in excess of the agreed hours;

(ii)

in the event that the quantity of Heel retained on board pursuant to sub-clause (a) above is not sufficient to enable the Vessel to arrive at the next loading port in a cold and ready to load condition, unless such insufficiency is the result of an act or omission on the part of Owners’ Group;

(iii)

if LNG is required by reason of strikes, quarantine restrictions, seizure under legal process, restraint of labour, (none of which arise in connection with the Vessel or crew), an act of God, act of war, lock outs, or civil unrest;

(iv)

if LNG is required by reason of any Excluded Period as defined in Appendix A (Performance Calculations), Article 2(b) (Ordered Speed), or by reason of Charterers changing the SAT whilst on the ballast passage, or by reason of Charterers ordering the Vessel to steam at any speed other than at a Guaranteed Speed;

(v)

upon return of the Vessel to the first load port after any lay-up ordered by Charterers pursuant to Clause 59 (Laying-Up), after any underwater cleaning ordered under Clause 33 (Hull Fouling), or after the Vessel has been withdrawn from service at the request or convenience of Charterers, and as a result of which the Vessel has warmed up or is gas-free;

(vi)

where Charterers direct the Vessel to Heel out; or

(vii)

where the want of LNG is caused by Charterers’ breach of this charter.

(d)

In all other circumstances Charterers shall provide and Owners shall pay for LNG required for cooling the Vessel’s cargo tanks, and any Fuel consumed during cooling down operations. Owners shall pay at the actual purchase price paid for the LNG required. Any Fuel used shall be charged at the Fuel Price. Such circumstances shall include, but not be limited to:

(i)

following periods of off-hire;

(ii)

following periodical drydocking under Clause 35 (Drydock);

(iii)

where Charterers instruct the Vessel after a drydock at an offered port under Clause 35 (Drydock), to take LNG for purposes of gassing-up or cooling-down at any port other than the first scheduled loading port then all costs associated with the port call shall be borne by Charterers, and Owners will remain liable for LNG or gas purchased for Gas-Up and Cool-Down, Fuel consumed, and any time spent undertaking these operations;

(iv)

following requisition under Clause 52 (Requisition); or

(v)

where the want of LNG is caused by Owners’ breach of this charter.

(e)

Natural gas vapours remaining in cargo tanks at Redelivery shall be at no cost to Owners.

24.

Boil-Off and Heel Management

(a)

The Vessel’s guaranteed maximum daily Natural Boil-Off (laden or ballast as the case may be) and Effective Boil-Off rates shall be as shown in Part I (Performance Insertions) and Part II (Speed/Consumption), or relevant table in Part II, respectively. In addition:

(i)

on a laden passage, where not all cargo tanks are used, the applicable maximum warranted daily laden Boil-Off shall be the warranted laden Boil-Off rate multiplied by the total capacity at

(ii)

on a ballast passage, where the previous voyage was partially laden and not all cargo tanks were used, the applicable maximum warranted daily ballast Boil-Off shall be pro-rated by the ratio of the number of cargo tanks previously used to the total number of cargo tanks;

(iii)

on a laden passage, when cargo conditioning is required either by Charterers or by Charterers’ instructed discharge terminal, then the Vessel shall be deemed to comply with the Boil-Off warranties for that Voyage; and

(iv)

during Bunkering Operations, the Vessel shall be deemed to comply with the Boil-Off warranties for the period of such operations.

(b)

Owners warrant that the Boil-Off management system (sub-cooler system), where fitted, can be used to achieve the consumption values as set out in the “Effective Boil-Off” section in Part I. The master shall be responsible for using any Boil-Off management equipment as required with a view to minimising Fuel consumption and optimising cargo outturn, commensurate with Charterers’ voyage orders. Nevertheless Charterers shall be entitled to intervene in this regard and instruct the Vessel to use the Boil-Off management system in voyage orders should they wish to do so.

(c)

If the Effective Boil-Off rate at any speed listed in Part II exceeds the values stated in the corresponding Effective Boil-Off Value column, then Charterers will be compensated for the excess Boil-Off as per Appendix A.

(d)

Charterers may request the Vessel to consolidate Heel in one or more tanks and spray-cool as necessary in a manner consistent with Owners’ or Charterers’ requirements so as to maximise the use of the available Boil-Off for propulsion. The Vessel shall use due diligence to avoid the generation of any excess Boil-Off.

(e)

Without prejudice to any of Owners’ or Charterers’ obligations under this Clause 24, if Owners intend to order spray-cooling at any time during the charter period, they shall do so only after discussing with Charterers the reasons and technical basis for doing so.

(f)

In accordance with Clause 4(h) (Safety Management) the Vessel shall be capable of operating without venting, and in accordance with Clause 6 (Incident Reporting), any venting shall be reported immediately.

25.

Cargo and Heel Measurement

(a)

For the purposes of measuring cargo volumes loaded and discharged the master shall ascertain the contents of all tanks before and after loading, and before and after discharge, and shall prepare custody transfer reports of the cargo on board using the Vessel’s CTMS. Such CTMS reports shall promptly be made available to Charterers or their agents. Each report shall show tank volumes corrected for trim and list, and the representative temperatures of the cargo in each tank. All quantities shall be expressed in cubic metres (m3) and corrected to minus one hundred and sixty degrees Celsius (-160ºC).

(b)

The Heel volume upon Delivery shall be the volume of LNG contained in the Vessel’s cargo tanks measured immediately before Delivery. The Heel volume upon Redelivery shall be the volume of LNG contained in the Vessel’s cargo tanks measured immediately upon Redelivery, and in both cases the Vessel’s CTMS tank measuring devices shall be used.

(c)

The Heel volume prior to commencement of loading, at the end of a ballast voyage, shall be the volume of LNG contained in the Vessel’s cargo tanks measured promptly before the opening of the Vessel’s manifold vapour return valve.

(d)

The cargo volume after loading at the start of a laden voyage shall be the volume of LNG contained in the Vessel’s cargo tanks measured immediately after the closing of the Vessel’s manifold vapour return valve in the loading port and measured with the Vessel’s CTMS tank measuring devices.

(e)

The cargo volume upon commencement of discharge, at the end of a laden voyage, shall be the volume of LNG contained in the Vessel’s cargo tanks measured immediately after closing the gas supply valve to the engine room and measured with the Vessel’s CTMS tank measuring devices.

(f)

The Heel volume remaining on board after completion of discharge by way of Transport of Cargo, prior to a ballast voyage, shall be the volume of LNG contained in the Vessel’s cargo tanks measured immediately after the closing of the Vessel’s manifold vapour return valve in the discharging port, and, measured with the Vessel’s CTMS tank measuring devices.

(g)

The cargo volume remaining on board after completion of a Bunkering Operation shall be the volume of LNG contained in the Vessel’s cargo tanks measured immediately after the closing of the Vessel’s manifold vapour return valve connected to the Receiving Vessel’s bunker manifold measured with the Vessel’s CTMS tank measuring devices

26.

Cargo Transfer Inspection and System Calibration

(a)

Charterers may, at their option and expense, place one or more cargo transfer inspection representatives (which may include representative(s) of a customer of Charterers) on board to observe preparation for loading or discharging of cargo during periods when the Vessel is in port. Such representative will not under any circumstances order or direct the taking of any particular action by the Vessel or crew or interfere in any way with the master’s exercise of his authority. Such representative(s) shall sign an “Indemnity Agreement for Boarding Vessel” in the format shown in Appendix C (Indemnity Agreement for Boarding Vessel), in order to obtain permission to board the Vessel.

(b)

Owner shall ensure (at no additional cost to Charterer) that the CTMS is installed and maintained in accordance with the stricter of the recommendations of the manufacturer of such CTMS or any applicable published industry standards. The CTMS shall undergo a calibration check by a recognised calibration company at intervals consistent with the standards set forth in the previous sentence, but in any event at intervals of no more than thirty-six (36) months. Charterers shall have the right to order more frequent calibration checks by notice to Owners; provided that Charterers will reimburse Owners for any out-of-pocket costs incurred by Owners with respect to each such more frequent calibration check unless the CTMS is found to be measuring inaccurately by an amount of one half of one percent (0.5%) or more of the operational accuracy tolerance provided by the manufacturer, in which case, the cost of such more frequent calibration check shall be borne by Owners. Each check shall include a full calibration of the primary gauging system, secondary gauging system, in-tank temperature monitoring system, tank pressure monitoring system, and independent high-level tank alarms. The calibration check shall be done without entry into cargo tanks unless the tank in question is gas-free. Owners shall make available to Charterers the calibration check reports and certification. Charterer shall have the right to require that any test or calibration performed under this Clause 26(b) be performed in front of a representative of Charterer and a representative of its customer(s), if applicable.

(c)

The Vessel’s CTMS shall have the functionality to change unit settings such that different, but equivalent, units of measurements are shown for pressure readings on any reports. Further the CTMS shall have the functionality to alter the number of decimal places and the rounding protocol for all readings and measurements taken, and the zero setting for volume and temperature at given parameters. This shall be done to allow Charterers to meet differing sales and purchase agreements, or as required by terminal procedures.

27.

Vapour Pressure, Cargo Temperature

(a)

Owners undertake that the Vessel will arrive at each discharge port or terminal or Receiving Vessel with the Vessel’s tanks, lines and cargo in such a condition that the saturated vapour pressure in the Vessel’s cargo tanks meets the requirements of the discharging port or terminal or Receiving Vessel as notified in a timely manner by Charterers to Owners (“Notified Vapour Pressure”), so long as the voyage instructions, or ordered speed, allows the Vessel to manage the cargo tank pressures and temperatures to achieve the discharge port or terminal or Receiving Vessel requirements (always within the parameters of the Vessel’s installed equipment, including use of the sub-cooler system, and without venting). If solely as a result of Charterers’ voyage instructions, and provided the Vessel is otherwise in good working order and condition, the Vessel is prevented from arriving at the discharge port or terminal or Receiving Vessel with cargo tank pressures and temperatures within the requirement parameters of the discharge port or terminal or Receiving Vessel, the procedures as described in sub-clause (c) below shall apply. In any case, the master will notify Charterers as soon as the master reasonably expects the Vessel will not arrive at the discharging port or terminal or Receiving Vessel with vapour pressure above the Notified Vapour Pressure, and the Charterers shall determine whether the voyage instructions provided to Owners shall be modified in order to avoid the Vessel arriving in a condition where the pressure or temperature will prevent

(b)

Owners will follow the notification received from Charterers and will not allow vapour pressure to increase beyond the Notified Vapour Pressure, provided that the Notified Vapour Pressure is within the Vessel’s allowable operating ranges as specified in the Vessel’s Certificate of Fitness. If the Vessel on arrival at the discharge port or terminal or Receiving Vessel, as the case may be, is unable to commence discharging without delay as a consequence of the vapour pressure in the Vessel’s cargo tanks being in excess of the Notified Vapour Pressure, then any time lost shall count as offhire. This provision shall not apply where:

(i)

the vapour pressure on completion of loading, which shall be the vapour pressure measured after the closing of the Vessel’s manifold vapour return valve in the loading port, and before the opening of the gas supply valve to the engine room, in accordance with Clause 25(c) (Cargo and Heel Measurement), was in excess of the Notified Vapour Pressure; and/or

(ii)

the Bunker Vessel encounters heavy weather (wind exceeding Beaufort force five (5) for a period of more than twelve (12) hours in any twenty-four (24) hour period during any laden voyage which prevents effective gas management).

(c)

Charterers may require the Vessel to manage Boil-Off by causing an increase in the vapour pressure of the cargo tanks. Notwithstanding the terms of subclauses (a) and (b) above, if as a consequence of this action the cargo temperature rises, then, provided the master keeps Charterers promptly informed on an ongoing basis of the relevant tank vapour pressures and cargo temperatures, Owners shall not be liable for any delay at discharge port caused as a result of the cargo temperature being higher than that required by the receiving terminal or Receiving Vessel, as applicable.

28.

Cargo Receiving and Discharging Rates

(a)

Owners warrant that the Vessel shall have a bulk cargo receiving rate as set out in Form B, provided that the terminal is capable of receiving all return vapour from the Vessel that may be generated whilst receiving cargo at this rate. Time for connecting, disconnecting, cooling down, ramping up, topping up, ramping down and custody transfer measurement shall be excluded from the calculation of this warranty.

(b)

Owners warrant that the Vessel shall be able to deliver LNG as marine fuel to a Receiving Vessel and/or cargo to a Primary Terminal for Transport of Cargo operations according to the minimum hourly pumping rate and pressure shown in Part II (LNG Form B) table “Cargo Discharge”, excluding the time for connecting, disconnecting, cooling down, starting up pumps, ramping-up, ramping-down for stripping at end of discharge, stripping, and custody transfer measurement. This pumping warranty shall be valid provided that the Receiving Vessel or discharge Primary Terminal (as applicable) is capable of receiving LNG at such rate and back pressure. The Vessel shall be capable of receiving vapour return from the Receiving Vessel or discharge Primary Terminal (as applicable).  

29.

Ballast Water Treatment

(a)

Owners shall ensure that the Vessel will be equipped with ballast water treatment facilities, which are fully efficient and operational. The Vessel shall have a ballast water management plan, a ballast water record book and a ballast water management certificate and comply with any applicable laws or regulations. Owners warrant that the Vessel shall comply with all mandatory ballast water and sediments requirements, including but not limited to:

(i)

any requirements arising from The International Convention for the Control and Management of Ships' Ballast Water and Sediments effective 8^th September 2017, or implementing legislation (or any amendments, updates or revisions), and

(ii)

any requirements (including those of the U.S. Coast Guard) for trade to or from any part of the US.

(b)

Owners shall be responsible for the installation of any new equipment or changes to existing equipment which may become necessary during the course of the charter to comply with such requirements and at their own time and expense.

(c)

Owners shall require the master to make available to Charterers, on request, any and all ballast water exchange records.

30.

Agency

(a)

Charterers shall nominate and appoint the Vessel’s agents at all ports and places which the Vessel visits during the charter period. Such agents shall be paid for by Charterers. This shall not prevent the same agents, under separate arrangement, from providing assistance or services to the Vessel, master, crew or Owners, in which case Owners shall instruct and pay such agents, who shall solely represent Owners and the Vessel for that service. Except as set forth in paragraph (b) below, Charterers shall be permitted to appoint such agents as it requires in connection with the charter of the Vessel, loading and discharging of cargo during the charter period, and provision of bunkers to the Vessel, without the Owners’ consent.

(b)

Charterers’ appointment of port agents shall be subject to Owners’ approval not to be unreasonably withheld, conditioned or delayed. It shall not be unreasonable to withhold such approval on the grounds that the proposed port agent, upon review, does not meet Owners’ counterparty KYC due diligence requirements or processes.

31.

Pilots and Tugs

32.

Mooring Lines

(a)

Owners shall, at all times throughout the charter, have on board the Vessel adequate and appropriate mooring equipment and fittings for safe mooring operations as required under provisions of SOLAS regulation II-1/3-8, as amended by resolution MSC. 474(102) including recommendations under OCIMF’s Mooring Equipment Guidelines (MEG4), and any succeeding regulations or amendments.

(b)

The Vessel’s mooring equipment shall include eleven metre (11m) mooring tails in good order and condition for berths, always compliant with MEG4 and terminal requirements, and also compliant with the SOLAS regulations and OCIMF Guidelines mentioned in sub-clause (a) above. For any other specific mooring tails required by Charterers, Owners shall advise the availability and costs of arranging and procuring such mooring tails and, upon Charterers’ confirmation, Owners shall seek to procure them, at Charterers’ expense.  

33.

Hull Fouling

(a)

Charterers may request Owners at any time throughout the charter period to arrange for the cleaning afloat of the Vessel’s propeller and underwater hull, whereupon Owners shall arrange for the said cleaning to take place, provided that:

(i)

the location selected for the cleaning has been approved by Charterers for the purpose;

(ii)

the Vessel is free of cargo, (but may retain Heel or be under vapour if permitted by the port authority where the intended cleaning will take place);

(iii)

in Owners’ opinion such cleaning will not damage the Vessel’s underwater hull coatings; and

(iv)

such cleaning can be carried out safely at a place approved by Owners and where the water is sufficiently clear for an underwater

(b)

The cost of such propeller and underwater hull cleaning, and any associated underwater survey immediately prior to or following the cleaning, shall be for Charterers’ account, and the Vessel shall remain on-hire for the duration of these activities. If the underwater survey conducted after the cleaning shows that both the Vessel’s propeller and underwater hull are clean and free of marine growth, a successful cleaning shall be deemed to have occurred.

(c)

Where Charterers require the Vessel to wait at anchorage or to use the Vessel for the purposes of providing floating storage in cargo, and order the Vessel to wait at such anchorage or drifting for more than fifteen (15) consecutive days for such purpose on any one occasion and, if as a result of such waiting, Owners have good reason to believe that the Vessel’s speed or fuel warranties can no longer be met because of potential fouling, then:

(i)

Owners may request Charterers, (to which Charterers shall not unreasonably withhold consent), to instruct the Vessel to undertake speed runs, being short periods of steaming, according to an agreed routine between the Parties and in line with any applicable hull coatings manufacturers’ recommendations, sufficient to prevent excessive marine growth; or

(ii)

upon notice to Charterers, and with Charterers’ consent, Owners may order an underwater inspection at Charterers’ expense, to ascertain whether there is fouling of the propeller or hull.

(d)

If as a result of the inspection undertaken as per sub-clause (c) (ii) above, Owners consider that there is evidence of such fouling then Charterers may request Owners to arrange and carry out cleaning afloat of the Vessel’s propeller and underwater hull provided that the provisions of sub-clause (a) above apply. The cost of underwater inspection, and hull and propeller cleaning, shall be for Charterers’ account and the Vessel shall remain on-hire for the duration of these activities.

(e)

If on the other hand the underwater inspection shows that both the Vessel’s propeller and underwater hull are sufficiently clean and free of marine growth, then no cleaning of the underwater hull or propeller shall be undertaken and Owners shall pay the cost of the underwater inspection.

(f)

If any inspection pursuant to sub-clause (c) above reveals the presence of propeller or hull fouling, or if Charterers do not request an inspection following receipt of a notice from Owners under sub-clause (c) above, then from the time Owners have given written notice that performance is affected by fouling, Owners shall be deemed to have complied with the speed and fuel warranties in Part II (LNG Form B) table 6, “Speed/Consumption”, until the completion of the next periodic drydocking, or until the completion of a successful cleaning, whichever first occurs.

(i)

deficiency of personnel or stores, repairs, gas-freeing for repairs, time in dock and waiting to enter dock for repairs, breakdown (whether partial or total) of machinery, boilers, engines, compressors or sub coolers, IT equipment, or other parts of the Vessel or her equipment, overhaul, maintenance or survey, collision, allision, 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 (3) consecutive hours (if it is the result of an interruption in the Vessel’s service) or accumulates to more than three (3) hours during any single voyage (if it is the result of partial loss of service);

(ii)

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

(iii)

as a result of strikes, labour boycott, or any other industrial action by the Owners’ agents or servants, including the crew of the Vessel, or for the employment of the Vessel in any carriage, or trade, or on any voyage other than under this charter;

(iv)

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 43 (Supernumeraries) or for the purpose of landing the body of any person (other than a Charterers’ representative), and such loss continues for more than five (5) consecutive hours;

(v)

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 (which, in each case, shall not be unreasonably withheld) of Charterers or their agents;

(vi)

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;

(vii)

detention of the Vessel by authorities at home or abroad attributable to legal action against the Vessel, or breach of regulations by the Vessel, Owners, or Managers (unless brought about by the act or neglect of Charterers);

(viii)

restraint or interference in the Vessel’s operation by any governmental authority in connection with the ownership, registration, or obligations of Owners or Managers or the Vessel, or stowaways, or in connection with other prohibited activities unless such restraint or interference involves a cargo carried under this charter or was brought about solely by the act or neglect of Charterers;

(ix)

pre-docking and repair procedure including warming, gas-freeing and inerting (unless under instructions by Charterers to make modifications pursuant to Clause 9(d));

(x)

maintaining, overhauling, intermediate in-water survey, repairing or drydocking the Vessel and submitting her for survey; waiting for any of the aforesaid purposes, or proceeding to or from, and whilst at, any port or place for any of the aforesaid purposes (unless under instructions by Charterers to make modifications pursuant to Clause 9(d));

(xi)

post-docking or repair procedure including inerting, gassing-up and cooling in excess of that undertaken for normal loading (unless under instructions by Charterers to make modifications pursuant to Clause 9(d));

(xii)

reduction of cargo capacity as per Clause 20 (Space Available, Cargo Capacity, Contamination);

(xiii)

as a consequence of tank temperature being too high at the place of loading and in breach of Clause 23 (Gas-Up, Cool-Down, LNG Retention);

(xiv)

as a consequence of tank pressure being too high at the place of discharge and in breach of Clause 27(b) (Vapour Pressure, Cargo Temperature);

(xv)

as a consequence of the cargo temperature being higher than that which is required by the receiving terminal (except in the case where the actual loaded temperature, as recorded in the CTMS, was greater than the required discharge temperature), or where the master is in breach of the circumstances described in Clause (27)(c) (Vapour Pressure, Cargo Temperature); and

(xvi)

any other circumstances where the Vessel is off-hire under another clause in this charter,

(b)

If the Vessel fails to proceed at any Guaranteed Speed or such Ordered Speed as Charterers are permitted to order the Vessel, as defined in Part II (LNG Form B) and Appendix A (Performance Calculations), and such failure arises wholly from any of the causes set out in sub-clause (a) above, then the following provisions shall apply:

(i)

if the Vessel is unable to maintain a speed of at least eighty-five percent (85%) of the Guaranteed Speed stated in Part II (LNG Form B), in wind and sea states not exceeding Beaufort force five (5), Charterers shall have the option of placing the Vessel off-hire, accepting that any distance made good by the Vessel whilst off-hire shall be taken into account in accordance with sub-clause (a) above; and

(ii)

except where Charterers have placed the Vessel off-hire pursuant to sub-clause (b)(i) above, failure of the Vessel to proceed at any Guaranteed Speed shall be addressed under Appendix A applicable (Performance Calculations), and the Vessel will not be off-hire under this Clause 34.

(c)

Further, and without prejudice to the foregoing, and subject to clause 12 (Weather Routeing) in the event the Vessel deviates (which expression includes, without limitation, putting back, or putting into any port or place other than that to which she is bound under the instructions of Charterers) for any cause or purpose mentioned in sub-clause (a) above, then 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 no 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 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 sub-clause (a) above, puts into any port or place other than the port or place to which she is bound on the instructions of Charterers, the port charges, pilotage and other expenses at such port or place 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 for any time lost thereby.

(d)

Time during which the Vessel is off-hire under this charter shall count as part of the charter period. Nevertheless Charterers shall have the option to declare that any time during which the Vessel is off-hire may be added to the charter period, up to the total amount of time spent off-hire. In such cases the rate of hire will be that prevailing at the time the Vessel would, but for the provisions of this Clause 34, have been redelivered, provided such rate of hire shall be no greater than the rate of hire applicable hereunder. Charterers shall exercise this option no later than the number of days noted in Part I of this charter (Performance Insertions) “Off-Hire Extensions”, being the number of days before the date on which the charter would otherwise terminate.

(e)

Any periods of off-hire occurring after the time and date on which Charterers have declared their option in sub-clause (d) above may be added to the charter period as long as Charterers have promptly declared at the end of the relevant period of off-hire that the time lost will be added to the total charter period.

(f)

On any occasion where Charterers rightfully deduct an amount for off-hire from the hire payment, Charterers shall also be entitled to deduct the cost of all fuels, priced at the Fuel Price, used by the Vessel during that period of off-hire.

(g)

If any LNG is lost as Boil-Off during periods of off-hire then Owners shall reimburse Charterers for the LNG lost at the Charterers’ realised sale price at the last port of discharge. Boil-Off shall be measured using the Vessel’s

(h)

Where CTMS or flow mass meters are not calibrated in accordance with paragraph (g) or otherwise not able to determine the Boil-Off during any offhire period, the LNG lost as Boil-Off shall be assumed to have occurred at a constant rate equal to that obtained by measurement between official gauging operations of the cargo in question in accordance with Appendix A or Article 6(b) (Boil-Off Performance). Where, due to the off-hire having occurred during a ballast passage all Heel is lost as Boil-Off prior to the Vessel’s next commencement of loading, then such Boil-Off shall be deemed to have occurred at the greater of the Maximum Daily Boil-Off Rate Ballast as shown in Part I of this charter (Performance Insertions), or at a constant rate equal to that which occurred during the Vessel’s most recent ballast voyage.

(i)

In the event that the Vessel is off-hire for any reason other than in connection with periodical drydocking, pursuant to Clause 35 (Drydock), in-water survey, or underwater inspection in lieu of drydock, modifications pursuant to Clause 9 (Safe Places and Compatibility) or requisition of the Vessel pursuant to Clause 52 (Requisition), for any period in excess of that shown in Part I of this charter (Performance Insertions), “Off-Hire Termination Rights”, then Charterers shall have the option to terminate the charter by giving notice in writing with effect from the date stated in such notice. Such notice shall be capable of becoming immediately effective provided that the Vessel is free of cargo (other than Heel). This sub-clause (i) is without prejudice to any other rights or obligations of Owners or Charterers under this charter. For the purposes of this sub-clause (i), in the event of partial loss of service, the period of off-hire shall be the total period during which the Vessel is not fully efficient rather than the net resultant loss of time.

(j)

In the event that the Vessel is off-hire for a reason in connection with periodical dry-docking pursuant to Clause 35 (Drydock), for in-water survey, or for underwater inspection in lieu of drydock, modifications pursuant to Clause 9 (Safe Places and Compatibility) or requisition of the Vessel pursuant to Clause 52 (Requisition), for any period in excess of thirty (30) days over and above Owners’ estimated time allowed for such periodical drydocking or survey or inspection as advised beforehand by Owners, then Charterers shall have the option to terminate this charter by giving notice in writing with effect from the date stated in such notice.

(k)

Where for a canal transit the Vessel has a loss of queue position, or arrives late for an allocated transit slot and such loss of position or late arrival is due to Owners’ Group negligence or Vessel breakdown, then, apart from the offhire event that initially caused the delay, the Vessel will be additionally offhire from no later than arrival at the canal anchorage until the Vessel reaches the originally scheduled position in the queue or until the Vessel is given the next available transit slot as stated by the canal authority, whichever is sooner.

35.

Drydock

(a)

No periodical drydocking is anticipated during this charter.

36.

Sub-Letting, Assignment, Novation

(a)

Charterers may sub-let the Vessel to any Affiliate of Charterers without Owners’ permission. Charterers shall nevertheless remain fully responsible to Owners for due fulfilment of this charter.

(b)

Charterers may sub-let the Vessel to any non-Affiliate or third-party company with Owners’ permission, such permission shall not be unreasonably withheld, conditioned or delayed. Charterers shall nevertheless remain fully responsible to Owners for due fulfilment of this charter. Nonapproval by Owners of such intended sub-charterer on the grounds that such entity would not meet Owners’ counterparty due diligence requirements or KYC processes for a direct contractual relationship, shall be deemed to be reasonable.

(c)

Where a sub-charter is permitted Charterers shall include a clause in that subcharter requiring the sub-charterer to provide full style contact details, including twenty-four (24) hour emergency contact number, directly to both master and Owners.

(d)

Either Party may assign their rights under this charter to any of their Affiliates. Neither Party may assign their rights to a non-Affiliate without the written consent of the other Party.

(e)

Neither Party may novate this charter.

37.

Hire Payment and Deductions

(a)

Charterers shall pay for the use and hire of the Vessel at the daily rate stated in Part I of this charter (Rate of Hire), and pro rata for any part of a day, from the date and time (GMT) of her Delivery to Charterers until the date and time (GMT) of Redelivery to Owners. Charterers shall pay for any positioning fees, repositioning fees and other fees agreed in Part I.

(b)

Subject to other terms herein provided Owners shall invoice Charterers monthly in advance for the payment of hire.

(c)

Subject to Clause 2(c) and 2(e) (Duty to Maintain), Clause 20 (Space Available, Cargo Capacity, Contamination), and timely receipt of Owners’ invoice (being no later than five (5) Business Days prior to the relevant payment date), payment of hire shall be made in immediately available funds but never later than the last Business Day prior to the start of the hire period, and thereafter, the last Business Day prior to the start of subsequent months. Payment shall be made in United States Dollars per calendar month in advance free of any bank charges or fees, or for the entire period of the

(i)

any hire paid, or cost of fuel, or Boil-Off which Charterers

(ii)

any amounts disbursed on Owners’ behalf, any advances and commission thereon, and charges which are for Owners’ account pursuant to any provision of this charter; and

(iii)

any amounts due, or reasonably estimated to become due, to Charterers under Clause 2(b) (Duty to Maintain) or Appendix A (Performance Calculations).

(d)

Charterers shall substantiate all deductions from hire by the submission of supporting documentation, corresponding to a given deduction, within thirty (30) days of the applicable deduction being made.

(e)

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, and can demonstrate same, if required, with SWIFT or equivalent record.

(f)

If Charterers are in default of such proper and timely payment:

(i)

Owners shall notify Charterers of such default and Charterers shall, within ten (10) 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 until such amounts are paid together with any applicable interest, and if such payment default remains unremedied within thirty (30) days of receipt of such notice, Owners may immediately terminate the charter by giving notice of termination to Charterers at any time thereafter, and any such suspension or termination of the charter will be without prejudice to any other rights Owners may have under this charter or otherwise; and

(ii)

interest on any amount due but not paid on the due date shall accrue from the due date up to but excluding the day when payment is made, at a rate per annum which shall be two percent (2%) above

(g)

In the event that Charterers receive any request for payment to Owners to be made to a bank account which is different from that shown in Part I of this charter (Banking Details), Charterers shall be required promptly to verify and re-confirm the request before any payment is made by Charterers to the requested bank account.

(h)

Concurrently with the execution and delivery of this charter, Charterers shall procure the issue of the Parent Guarantee in favour of Owners. If Charterers do not deliver the Parent Guarantee to Owners when required pursuant to this clause, Owners may terminate the charter without prejudice to Owners’ right to claim damages from Charterers. The Parent Guarantee will remain in force and will not be prejudiced by any sub-letting or assignment of the charter by Charterers pursuant to Clause 36.

38.

Final Voyage

(a)

If when a payment of hire is due hereunder, Charterers reasonably expect that Redelivery of the Vessel will take place before the next payment of hire after that one would fall due, then the hire payable shall be assessed on Charterers’ reasonable estimate of the time necessary to complete Charterers’ programme up to Redelivery, and from which estimate Charterers may, in addition to their deduction entitlements under Clause 37(c) (Hire Payment and Deductions), deduct amounts due, or reasonably expected to become due, for:

(i)

disbursements on Owners’ behalf or charges for Owners’ account pursuant to any provision of this charter; and

(ii)

bunkers and Heel on board at Redelivery in accordance with Clause 22 (Quantity Determination of Bunkers and Heel).

(b)

Promptly, and in any event not later than 10 days after Redelivery, any overpayment shall be refunded by Owners or any underpayment made good by Charterers.

(c)

Charterers shall not commence any final voyage which they cannot reasonably expect to complete within the maximum period of the charter. If however at the time this charter would otherwise terminate in accordance with the Period stipulated in Part I of this charter, and any extension under Clause 34(d) and (e) (Off-Hire), the Vessel is on a ballast voyage to a port of Redelivery, or is upon a laden voyage, then Charterers shall continue to have the use of the Vessel at the same rate and conditions as stated in this charter 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. This sub-clause (c) shall not in any way reduce Charterers’ obligations in respect of Redelivery of the Vessel within the agreed Period as stated in Part I of this charter.

39.

Taxes and Gross-Up

(a)

Subject to the underlying tax returns and tax assessments being timely provided by Owners to Charterers in appropriate form, all and any local, state, national or supranational taxes and/or other governmental charges and/or duties of whatsoever kind (“Taxes”) assessed on or in respect of the Bunker Vessel, Owners, cargo, hire, sub-hire, sub-freight and/or any other income or sums arising in connection with Owners’ performance of Charterers’ instructions under this charter and/or the performance, operations, nationality or residency of Charterers (whenever assessed) shall be for Charterers’ sole account, except the following Taxes (“Excluded Taxes”): (i) Taxes levied upon Owners by any tax authority in the country of the flag of the Bunker Vessel or by any tax authority in the country of Owners’ legal or commercial domicile or tax residence or by any tax authority in any country in which a permanent establishment of Owners is located or (ii) Taxes relating to any costs or expenses that Owners have agreed in this charter to pay and (iii) any Tax that would not have been incurred but for (A) the failure of Owners to perform or comply with their obligations under this charter or under any applicable law, regulation or rule having the force of law, or (B) the negligence or intentional misconduct of Owners..

(b)

For the avoidance of doubt, and without limitation to the generality of the foregoing: (i) any Taxes payable under section 887 of the United States Internal Revenue Code of 1986, as amended (providing for US Gross Transportation Income Tax) or equivalent legislation in any other jurisdiction which is or becomes applicable to the performance of this charter, in each case levied solely as a result of the Bunker Vessel travelling through or being located in such jurisdiction in accordance with Charterers’ instructions given under this charter, shall be for Charterers’ account and, to the extent that Owners are held liable to pay such taxes, Charterers shall reimburse Owners subject to provision of proof of assessment and payment; and (ii) the amount of hire and any other amounts payable by Charterers under this charter are exclusive of any applicable sales, value-added or other indirect taxes, which Charterers will be required to pay if applicable. Owners agree to cooperate with Charterers to support any claim in a timely and proper manner for any applicable exemption related to the Taxes described in clause (i) of this paragraph (b).

(c)

If at any time throughout the charter period, Charterers are required to make any deduction or withholding in respect of taxes from any payment due under this charter, then the sum due from Charterers in respect of such payment shall be increased to the extent necessary to ensure that, after the making of such deduction or withholding, Owners receive on the due date for such payment (and retain, free from any liability in respect of such deduction or withholding), a net sum equal to the sum which would have been received had no such deduction or withholding been required, provided that Charterers shall have no obligation to pay any increased amount to compensate for the withholding of an Excluded Tax.

(d)

If Charterers make a gross-up payment (a “Tax Payment”) under sub-clause (c) of this Clause 39 in respect of any sums paid to Owners, and should Owners be entitled to either a refund of tax or a credit against tax (a “Tax Credit”) which Owners are able in their sole discretion to identify as attributable to that Tax Payment, then Owners shall reimburse Charterers such amount of that Tax Credit as will leave Charterers (after that reimbursement in Owners’ sole discretion) in no better or worse position than they would have been had no Tax Payment been required. Such reimbursement will be provided to Charterers within thirty (30) days of Owners becoming entitled to the aforementioned Tax Credit. Nothing in this Clause 39(d) is intended to interfere with the right of Owners to arrange their tax affairs in whatever manner they think fit.

(e)

Owners shall deliver to Charterers, before the date on which Charterers execute this charter and thereafter upon request, a properly completed and executed US Internal Revenue Service (“IRS”) Form W-8BEN-E or W8ECI, whichever is applicable accurately stating Owners’ status for US federal tax withholding purposes.

(f)

If Owners receive any notice or other communication from any tax authority with respect to any Tax for which Charterers are responsible under this charter, Owners shall give Charterers prompt written notice thereof and shall cooperate with Charterers in taking such action as Charterers may reasonably request to respond to the tax authority’s notice or other communication, without prejudicing any of Owners’ rights hereunder and subject to Charterers reimbursing Owners for any reasonable fees and expenses paid by Owners to obtain advice and services from professional tax advisors in connection with the applicable matter.

40.

Lien

41.

Owners to Provide

(a)

Owners shall provide and pay for:

(i)

all provisions, wages, including but not limited to all overtime payments, travel costs, and all other expenses of the master, officers and crew;

(ii)

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. 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;

(iii)

all insurance on the Vessel, except as provided in Clause 10 (Geographical Trading Limits), Clause 19 (Terminal Rules and Conditions of Use), Clause 55 (Additional War Expenses) and Clause 56 (Piracy);

(iv)

all deck, cabin and engine-room stores, and lubricating oil;

(v)

all urea, caustic soda or other material required for exhaust gas management system or for ballast water treatment systems here fitted;

(vi)

all drydocking, overhaul, maintenance and repairs to the Vessel; (vii) all fumigation expenses and de-ratting certificates; and (viii) all communication costs.

(b)

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. Owners shall pay for any fuel used, including Boil-Off, in connection with a general average sacrifice or expenditure.

42.

Charterers to Provide

(a)

Charterers shall provide and pay for:

(i)

all fuel, which must be supplied from a bunker supplier who applies the standards required of a first-class operator, acceptable to Owners, acting reasonably. In respect of bunkers consumed for Owners purposes these will be charged to Owners on each occasion by Charterers at the Fuel Price;

(ii)

all Boil-Off, which in accordance with Charterers’ instructions, shall be used as fuel. In respect of Boil-Off consumed for Owners’ purposes Owners will be charged on each occasion by Charterers at the Charterers’ realised sale price at the last port of discharge, but always subject to Clause 23(d) (Gas-Up, Cool-Down, LNG

(iii)

all fuel consumed for the production of nitrogen and, where fitted, sub-cooler system, ballast water treatment system, air lubrication, exhaust gas pre or post treatment consumption (EGR, SCR, ICER, VCR or similar), or for any other systems aboard the Vessel; and]

(iv)

towage and pilotage, agency fees, port charges, commissions, expenses of loading and unloading cargoes (the vapour return compressors returning vapour from the shore during discharging shall be operated at no expense to Owners), canal dues and all charges other than those payable by Owners in accordance with Clause 41 (Owners to Provide).

(b)

The above mentioned items shall be for Owners’ account in the case where 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 34 (Off-Hire).

43.

Supernumeraries

(a)

Charterers may place up to two (2) representatives on board the Vessel on any Voyage undertaken during this charter. In such case Owners shall provide accommodation, provisions and all requisites as supplied to the Vessel’s Officers, except alcohol.

(b)

Charterers shall pay at the rate of United States Dollars fifty (US $50), per day for each representative whilst on board the Vessel.

(c)

Owners shall ensure that all visitors to the Vessel shall receive a safety briefing and information on the parts of the safety management system relevant to their stay on board, and that all visitors shall comply with Owners’ HSSE policies and procedures whilst onboard.

(d)

Charterers and their agents shall sign an “Indemnity Agreement for Boarding Vessel” in the format shown in Appendix B (Indemnity Agreement for Boarding Vessel), in order to obtain permission to board the Vessel.

44.

Insurance and ITOPF

(a)

It is a condition of this charter that the Vessel is now, and will throughout the duration of the charter:

(i)

be owned or demise chartered by a member of the International Tanker Owners Pollution Federation Limited (“ITOPF”);

(ii)

be properly entered in the Protection and Indemnity (“P&I”) Club as shown in Part II (LNG Form B), being a member of the International Group of P&I Clubs;

(iii)

have in place insurance cover for oil pollution for the maximum limit provided by a full entry with an International Group of P&I Clubs’ member but always to a minimum of United States Dollars one thousand million (US$1,000,000,000);

(iv)

have in full force and effect Hull and Machinery (“H&M”) insurance on Institute Time Clauses, or their equivalent, to a value as would be procured by a first-class vessel operator of similar such vessels and covering the value of the Vessel against physical loss or damage, including collision liability and including coverage for perils of the sea, fire, explosion, piracy, and other customary risks;

(v)

have in place H&M and P&I War Risk insurance each to the value of the Vessel; and

(b)

Charterers shall have in place, and provide evidence of same if so requested, third party liability insurance. The insurance shall be in place before the commencement of this charter, and remain so throughout the performance of this charter.

(c)

All of the insurance policies that each Party is required to maintain (or cause to be maintained) under this Clause 44 shall, to the extent of the liabilities and indemnities assumed by such Party, be primary and not seek contribution to any other insurance coverage maintained by the other Party or the Persons whom such Party is required to indemnify hereunder, and will be endorsed to include a waiver of any right of subrogation or recourse by the insurers against the other Party and such Persons. For the avoidance of doubt, a waiver of any right of subrogation or recourse by the insurers against the other Party and such Persons shall be given only insofar as these relate to liabilities which are properly the responsibility of the assureds of the relevant insurers under the terms of this charter.

(d)

For clarity, notwithstanding any other provision in this Clause 44, nothing in this Clause 44 and no insurance obtained by Owners shall relieve or be construed to relieve Charterers, Charterers’ Affiliates, or anyone for whom Charterers or their Affiliates’ are responsible, from any claims, damages or liabilities for which they are legally at fault.

45.

ISPS Code and United States MTSA 2002

(a)

During the currency of this charter Owners shall procure that both the Vessel and “the company” (as defined by the ISPS Code) and the “owner” (as defined by the MTSA) shall comply with the requirements of the ISPS Code (including all requirements related to AIS (Automatic Identification System) equipment and reporting) relating to the Vessel and “the company” and the requirements of MTSA relating to the Vessel and the “owner”. Upon request Owners shall provide documentary evidence of compliance with this subclause (a).