Dated __________________

[*]
as Existing Owner

[*]
as Charterer

[*]
as Manager

[*]
as New Owner

DEED OF NOVATION
relating to a bareboat charter dated [*], in respect of m.v. "[*]" with IMO number [*]

ASIA64624984-1
THIS DEED is made on ______________ .

BETWEEN

(1) [*], a company incorporated under the laws of [*] with registered office at [*] (the "Existing
Owner");

(2) [*], a company incorporated under the laws of [*] with registered office at [*] (the "Charterer");

(3) [*], a company incorporated under the laws of [*] with registered office at [*] (the "Manager"); and

(4) [*], a company incorporated under the laws of [*] with registered office at [*] (the "New Owner").

BACKGROUND

(A) By a bareboat charter dated [*] (the "Bareboat Charter") and made between the Charterer and
the Existing Owner, the Existing Owner agreed to bareboat charter the Vessel to the Charterer
pursuant to the terms and conditions contained therein.

(B) By the Insurances Assignment (defined below), the Charterer has assigned to the Existing Owner
all of its rights and interests in and to the Assigned Property (defined in the Insurances
Assignment) pursuant to the terms and conditions contained therein.

(C) By the Manager's Undertaking (defined below), the Manager has provided various undertakings
to the Existing Owners pursuant to the terms and conditions contained therein.

(D) The Existing Owner has agreed to sell and transfer the Vessel to the New Owner and the New
Owner has agreed to purchase the Vessel from the Existing Owner, pursuant to a memorandum
of agreement dated _________________ (the "MOA").

(E) In connection with the purchase of the Vessel, the New Owner has also executed an undertaking
in relation to sanctions compliance dated [*] (the "Sanctions Undertaking").

(F) The Parties have agreed that, among other things, the Existing Owner will novate and transfer all
its rights and obligations under the Bareboat Charter to the New Owner upon the terms and
conditions contained herein.

(G) Accordingly, subject to and upon the terms and conditions of this Deed:

(i) the Existing Owner has agreed to novate and transfer, and the New Owner has agreed to
assume, all the rights, titles, interests, liabilities and obligations of the Existing Owner
under the Bareboat Charter arising as and from the Effective Date, and the Charterer has
agreed to the substitution of the New Owner in place of the Existing Owner in relation to
such rights, titles, interests, liabilities and obligations;

(ii) the Existing Owner has agreed to novate and transfer, and the New Owner has agreed to
assume, all the rights, titles, interests, liabilities and obligations of the Existing Owner
under the Insurances Assignment arising as and from the Effective Date, and the
Charterer has agreed to the substitution of the New Owner in place of the Existing Owner
in relation to such rights, titles, interests, liabilities and obligations; and

(iii) the Existing Owner has agreed to novate and transfer, and the New Owner has agreed to
assume, all the rights, titles, interests, liabilities and obligations of the Existing Owner
under the Manager's Undertaking arising as and from the Effective Date, and the
Manager has agreed to the substitution of the New Owner in place of the Existing Owner
in relation to such rights, titles, interests, liabilities and obligations,

(collectively the "Novated Rights and Obligations").

ASIA64624984-1
OPERATIVE PROVISIONS

1 INTERPRETATION

1.1 Construction of certain terms

In this Deed:

["ADHDA" means the insurance delegations subject to French law entitled "Avenant de
Déclaration d'Hypothèque et de Délégations d'Assurances" to be granted by the Charterer and the
Manager to the New Owner, [substantially in the form of the Existing ADHDA].]

"Bareboat Charter" has the meaning given to such term in paragraph (A) of the Preamble.

"Effective Date" means the date and time specified in the fully executed PODA as notified to the
Charterer by the Existing Owner in the Effective Date Notice.

"Effective Date Notice" means the notice to be issued by the Existing Owner, substantially in the
form set out in Schedule 1 (Form of Effective Date Notice).

“Existing ADHDA” means the insurance delegations subject to French law entitled "Avenant de
Déclaration d'Hypothèque et de Délégations d'Assurances" dated [*] granted by the Charterer
and the Manager to the Existing Owner.

["Insurances Assignment" means the first priority assignment dated [*] executed by the
Charterer in favour of the Existing Owner in relation to the Bareboat Charter.]

["Manager" means [*]], being the crew, technical and commercial manager of the Vessel
appointed by the Charterer.]

["Manager's Undertaking" means the manager's undertaking dated [*] made by the Manager in
favour of the Existing Owner.]

"MOA" has the meaning given to such term in paragraph (D) of the Preamble.

"Notice of Assignment of Insurances" means the notice of assignment of insurance,

substantially in the form in Schedule 3 (Notice of Assignment).

"Novated Bareboat Charter" means the Bareboat Charter as amended and novated by this
Deed.

"Novated Insurances Assignment" means the Insurances Assignment as novated by this Deed.

"Novated Manager's Undertaking" means the Manager's Undertaking as novated by this Deed.

"Novated Rights and Obligations" has the meaning given to such term in paragraph (G) of the
Preamble.

"Party" means a party to this Deed and "Parties" means any or all of them as the context may
require.

"PODA" means, for the purposes of the transactions and novation contemplated by this Deed, a
protocol of delivery and acceptance in relation to delivery of the Vessel by the Existing Owner to
the New Owner under the MOA, substantially in the form set out in Schedule 2 (Form of PODA).

"Sanctions Undertaking" has the meaning given to such term in paragraph (E) of the Preamble.

"Vessel" means m.v. "[*]" which is chartered pursuant to the Bareboat Charter.

ASIA64624984-1
1.2 Defined Expressions

Defined expressions in the Bareboat Charter shall have the same meanings when used in this
Deed unless the context otherwise requires or unless otherwise defined in this Deed.

1.3 General Interpretation

In this Deed:

(a) clause headings are inserted for convenience only and shall not affect the construction of this
Deed and, unless otherwise specified, all references to Clauses, Recitals and Schedules are to
clauses, recitals and schedules of this Deed; and

(b) unless the context otherwise requires, words denoting the singular number shall include the plural
and vice versa.

1.4 Third party rights

A person who is not a Party has no right under the Contract (Rights of Third Parties) Act 1999 to
enforce or to enjoy the benefit of any term of this Deed.

2 NOVATION

2.1 Novation to the New Owner

As of and with effect from the Effective Date, in consideration of the covenants contained herein
and other good and valuable consideration (the adequacy of such consideration which the Parties
hereby acknowledge):

(i) the Existing Owner novates and transfers the Novated Rights and Obligations to the New
Owner;

(ii) the Charterer agrees to such novation and transfer;

(iii) the Manager agrees to such novation and transfer; and

(iv) the New Owner agrees to and accepts such novation and transfer.

2.2 Consequences of Novation

Pursuant to the terms of Clause 2.1 (Novation to the New Owner), on and with effect from the
Effective Date:

(a) each of the Existing Owner and the Charterer shall release and discharge each other from the
Novated Rights and Obligations in respect of the Novated Bareboat Charter, the Novated
Charterers' Assignment and the Novated Insurances Assignment;

(b) each of the Existing Owner and the Manager shall release and discharge each other from the
Novated Rights and Obligations in respect of the Novated Manager's Undertaking;

(c) the Existing Owner shall release and discharge the Charterer and the Manager from their rights
and obligations under the Existing ADHDA (and shall execute any release letter to be required to
effect such release);

(d) each of the Charterer and the Manager shall as soon as reasonably practicable following the
Effective Date execute and issue the ADHDA in favour of the New Owner;

(e) the New Owner further agrees that:

ASIA64624984-1
 (i) it is the sole responsibility of the Charterer to arrange execution of Notice of Assignment
of Insurance and the service of such notice as soon as reasonably practicable following
the Effective Date; and

(ii) the Existing Owner shall not be responsible in any way to procure the execution and
issuance of the ADHDA;

(f) the New Owner shall assume the Novated Rights and Obligations, so that, with effect from the
Effective Date:

(i) the New Owner shall be substituted in place of the Existing Owner as a party to the
Bareboat Charter, the Insurances Assignment and the Manager's Undertaking in relation
to the Novated Rights and Obligations in all respects and, accordingly, on and with effect
from the Effective Date, the Bareboat Charter shall be construed and treated, and the
Parties shall be bound in all respects, as if the New Owner is named, as and from the
Effective Date, in the Bareboat Charter, the Insurances Assignment and the Manager's
Undertaking (as the case may be) as "Owners" (as such term is defined in the Bareboat
Charter) instead of the Existing Owner;

(ii) the New Owner unconditionally undertakes to be bound by the terms, conditions,
exceptions and undertakings contained in the Bareboat Charter as and from the Effective
Date which will continue in full force and effect;

(iii) the New Owner shall be entitled to the rights and benefits in the Bareboat Charter, the
Insurances Assignment and the Manager's Undertaking in the place of the Existing
Owner as and from the Effective Date;

(g) the New Owner hereby agrees with the Charterer that the New Owner shall duly and punctually
perform and discharge all liabilities and obligations whatsoever from time to time to be performed
or discharged by it under or pursuant to the Novated Bareboat Charter, the Novated Insurances
Assignment and the Novated Manager's Undertaking (as the case may be) in all respects;

(h) for the avoidance of doubt, the Charterer and the Manager shall not be imposed with any further
or additional obligations or liabilities by virtue of the novation set out herein or this Deed other
than those previously and expressly assumed by the Charterer under the Bareboat Charter and
the Insurances Assignment and assumed by the Manager under the Manager's Undertaking (as
the case may be), and save as novated, amended and restated pursuant to this Deed, the
Charterer's and the Manager's rights, benefits, interests and remedies under the Bareboat
Charter, the Insurances Assignment and the Manager's Undertaking (as the case may be) shall
not be affected, reduced or prejudiced by virtue of the novation set out herein or this Deed; and

(i) [the Parties hereto agree that if the Charterer is unable to or fails to provide the ADHDA to the
New Owner, such inability or failure shall not in any way affect the validity or enforceability of the
novation contained herein or the sale of the Vessel in any way howsoever].

3 REPRESENTATIONS AND WARRANTIES

3.1 The Charterer hereby represents and warrants:

(a) [on the date of this Deed and on the Effective Date, that no "Termination Event” under the
Bareboat Charter has occurred;]

(b) the Charterer's representations and warranties referred to in the Bareboat Charter being true and
correct in all material respects on the date of this Deed and at the time immediately prior to the
Effective Date;

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(c) on the Effective Date, the Charterer has satisfied and discharged all of its liabilities and
obligations under the Bareboat Charter which arose prior to (or which otherwise relate to matters
or circumstances occurring prior to) the Effective Date; and

(d) on the Effective Date, that there exist no liabilities which may fall due either on or after the
Effective Date resulting from the Charterer failing to comply with any of its obligations under the
Bareboat Charter prior to the Effective Date.

3.2 The Manager hereby represents and warrants that the Manager's representations and warranties
referred to in the Existing Manager's Undertaking being true and correct in all material respects
on the date of this Deed and at the time immediately prior to the Effective Date;

3.3 The New Owner further undertakes that in the event that it wishes to arrange financing which
involves assigning its rights and interests in and under the Bareboat Charter and/or mortgaging
the Vessel, it shall:

(a) obtain the Charterer's prior written consent (which shall not be unreasonably withheld); and

(b) procure that a letter of quiet enjoyment be entered into between the relevant financier, the New
Owner and the Charterer.

4 AMENDMENTS TO THE BAREBOAT CHARTER

From the Effective Date, the Bareboat Charter shall be amended as follows:

(a) Box 3 - Owners/Place of registration:

Delete existing contents and replace with:

A company organised and existing under the laws of

See Clause [41] for Notices."

(b) [Box 28 - Mortgage(s):

Delete existing contents and replace with:

"Clause 12(a) applies."]

(c) Box 29 - Insurance:

Delete existing contents and replace with:

"The value of the Vessel is USD[*].

See Clauses 13 and 39 (Insurances)."

(d) [*For vessels with dual registration only] [Box 44 Flag and Country of the Bareboat Charter
Registry (only to be filled in if Part V applies)]:

[Insert: [ ]]

[Box 45 Country of the Underlying Registry (only to be filled in if Part V applies)]:

[Insert: [ ]]

[Part V to be reinstated]

ASIA64624984-1
(e) [Clause 12

Reinstate and amend Clause 12(a) to read as follows:

"(a) The Owners warrant that they have not effected any mortgage(s) of the Vessel and
that they shall not effect any mortgage(s) without (i) the prior consent of the Charterers,
which shall not be unreasonably withheld and (ii) having procured a letter of quiet
enjoyment in faour of the Charterers."

Delete Clause 12(b) in its entirety.]

(f) Clause 43 (Notices):

[Clause 43.2(b)] - Delete the existing notice information "For Owners" section in its entirety and
replace with the following:

"In the case of the Owners:

Attention:
E-mail:
Tel:

(g) Clause 49(j) is deleted in its entirety.

(h) Clause 49(k) is deleted in its entirety.

(i) Clause 49(s) is deleted in its entirety and replaced by:-

"(s) the Charterers and any member of the Group shall stop marketing the leasing of the Vessel,
they shall not enter into any employment contract or intra-group service contract (save for the
shipman contract in force on the date of this Charter) in respect of the Vessel;".

(j) Clause 51.1(c) is deleted in its entirety.

(k) Clause [67] (Definitions):

In Clause 67.1:

[Delete the "Financial Instruments" definition in its entirety and replace with the following:

"Financial Instruments means any mortgage, deed of covenants, assignment or any other
financial security instrument that Owners may grant to any financier of the Owners as
security for the obligations of the Owners in consideration of such financier providing
financing (whether directly or indirectly) to the Owners in relation to the financing / re-
financing of the Vessel."]

Delete “Back-to-Back Client Contract” and its definition in its entirety.

Delete "Chargor" and its definition in its entirety.

Delete "Charterers' Earnings Account" and its definition in its entirety.

Delete "Charterers' Earnings Account Pledge Agreement" and its definition in its entirety.

Delete "Other Charterer" and its definition in its entirety.

[In the definition of "Security Document", delete references to “the Charterers’ Assignment”, "the
Sub-Charterers' Assignment (if applicable)", "the Share Pledge Agreement" and "the Charterers'

ASIA64624984-1
 Earnings Account Pledge Agreement" and all references to "the Sub-Charterers' Assignment (if
applicable)", "the Share Pledge Agreement" and "the Charterers' Earnings Account Pledge
Agreement" in the Bareboat Charter shall be deleted.

In the definition of "Security Providers", delete reference to "the Chargor".

Delete "Share Pledge Agreement" and its definition in its entirety.

Delete "Sub-Charterers' Assignment and its definition in its entirety.

(j) Delete Schedule 1 (Parts 1 – 3) in its entirety.]

5 SANCTIONS

The New Owner represents and warrants that from the date of execution of this Deed and on the
Effective Date they are not subject to any of the Sanctions (as defined in clause [67] of the
Bareboat Charter) and referred to in clause [47.1] of the Bareboat Charter or otherwise in
contravention of clause [66.2] (each capitalised undefined term in this Clause shall have the same
meaning given to such term in the Bareboat Charter).

6 INDEMNITIES

The New Owner undertakes fully and effectively to indemnify the Existing Owner and Charterer
and to keep the Existing Owner and Charterer indemnified against any and all losses, liabilities,
costs, claims, penalties, actions or demands which the Existing Owner or Charterer might suffer
or incur as a result of or in connection with any failure by the New Owner to observe and perform
any of the obligations contained or implied in the terms and conditions of the Sanctions
Undertaking and/or Novated Bareboat Charter.

7 RESERVATION OF RIGHTS

Other than as novated, amended and restated pursuant to this Deed, the Parties agree that all of
the terms and conditions of the Bareboat Charter shall remain unchanged and in full force and
effect in accordance with their terms.

8 NOTICES

8.1 Any notice or other communication under or in connection with this Deed shall be sent by letter or
email:

(a) in the case of the Existing Owner to:

[*]

Attention: [*]
Email:[*]

or to such other address or email address as the Existing Owner may notify to the other Parties in
accordance with this Clause 8.

(b) in the case of the Charterer to:

[*]

or to such other address or email address as the Charterer may notify to the other Parties in
accordance with this Clause 8.

ASIA64624984-1
(c) in the case of the Manager to:-

[*]

(d) in the case of the New Owner to:

[*]

or in any case to such other address or email address as the New Owner may notify in writing to
the other Parties in accordance with this Clause 8.

8.2 Any such notice shall be deemed to have reached the Party to whom it was addressed, when
dispatched (in case of an email) or when delivered (in case of a registered letter). A notice or
other such communication received on a non-working day or after business hours in the place of
receipt shall be deemed to be served on the next following working day in such place.

9 COSTS AND EXPENSES

Each Party shall bear its own costs, fees and expenses (including, without limitation, legal fees,
taxes and other disbursements) in connection with or arising out of the negotiation or execution of
this Deed (inclusive of the Novated Bareboat Charter) and any other documents required in
connection herewith.

10 MISCELLANEOUS

10.1 Counterparts

This Deed may be executed in any number of counterparts and any single counterpart or set of
counterparts signed, in either case, by all the Parties shall be deemed to constitute a full and
original agreement for all purposes.

10.2 Amendments

This Deed may not be amended, altered or modified except by a written instrument executed by
each of the Parties.

10.3 No waiver

No delay, failure or forbearance by a party to exercise (in whole or in part) any right, power or
remedy under, or in connection with, this Deed will operate as a waiver. No waiver of any breach
of any provision of this Deed will be effective unless that waiver is in writing and signed by the
Party against whom that waiver is claimed. No waiver of any breach will be, or be deemed to be,
a waiver of any other or subsequent breach.

10.4 Entire agreement

This Deed contains all the understandings and agreements of whatsoever kind and nature
existing between the Parties in respect of this Deed, the rights, interests, undertakings,
agreements and obligations of the Parties to this Deed and shall supersede all previous and
contemporaneous negotiations and agreements.

10.5 Invalidity

If any term or provision of this Deed or the application thereof to any person or circumstances
shall to any extent be invalid or unenforceable the remainder of this Deed or application of such
term or provision to persons or circumstances (other than those as to which it is already invalid or
unenforceable) shall (to the extent that such invalidity or unenforceability does not materially

ASIA64624984-1
 affect the operation of this Deed) not be affected thereby and each term and provision of this
Deed shall be valid and be enforceable to the fullest extent permitted by law.

11 GOVERNING LAW AND ARBITRATION

11.1 This Deed shall be governed by and construed in accordance with English Law and any dispute
arising out of or in connection with this Deed shall be submitted to the exclusive jurisdiction of the
courts of England.

11.2 (i) The Charterer irrevocably appoints [*] of [*] to act as its agent to receive and accept on its
behalf any process or other document relating to any proceedings in the English courts in
connection with any dispute hereunder.

(ii) The Manager irrevocably appoints [*] of [*] to act as its agent to receive and accept on its
behalf any process or other document relating to any proceedings in the English courts in
connection with any dispute hereunder.

(iii) The Existing Owner irrevocably appoints [*] of [*] to act as its agent to receive and accept on
its behalf any process or other document relating to any proceedings in the English courts in
connection with any dispute hereunder.

(iii) The New Owner irrevocably appoints [*] of [*] to act as its agent to receive and accept on its
behalf any process or other document relating to any proceedings in the English courts in
connection with any dispute hereunder.

This Deed has been executed and delivered by the Parties to this Deed on the date
specified at the beginning of this Deed.

ASIA64624984-1
 EXECUTION PAGE

EXISTING OWNER

EXECUTED AND DELIVERED AS A DEED )

by )
as )
for and on behalf of )
[*] )
in the presence of: )
)
Witness' signature: )
Witness' name: )
Witness' address: )

CHARTERER

EXECUTED AND DELIVERED AS A DEED )

by )
as )
for and on behalf of )
)
In the presence of: )
)
Witness' signature: )
Witness' name: )
Witness' address: )

MANAGER

EXECUTED AND DELIVERED AS A DEED )

by )
as )
for and on behalf of )
)
In the presence of: )
)
Witness' signature: )
Witness' name: )
Witness' address: )

ASIA64624984-1
NEW OWNER

EXECUTED AND DELIVERED AS A DEED )

by )
as )
for and on behalf of )
)
In the presence of: )
)
Witness' signature: )
Witness' name: )
Witness' address: )

ASIA64624984-1
 SCHEDULE 1
FORM OF EFFECTIVE DATE NOTICE

To:

Date:

Re: Deed of Novation dated ____________________ entered into between, inter alia, us as owner,
the Charterer and ________________ (the "Novation Deed") in relation to a bareboat charter
dated [*], in respect of m.v. "[*]" with IMO Number [*], registered under the laws and flag of [*]
[and with a bareboat registration under the laws and flag of [*]].

1. We refer to the Novation Deed. Unless otherwise defined or described herein, terms and
expressions used in the Novation Deed shall have the same meaning in this Effective Date Notice.

2. We hereby confirm and declare that the Vessel was delivered by us to, and accepted by, the New
Owner at _______________ on ________________, such time and date being the Effective Date
for the purposes of the Novation Deed .

3. A copy of the PODA (in the form set out in the Novation Deed) duly signed on behalf of ourselves
and the New Owner is attached hereto as Annex A.

For and on behalf of

[Name of Existing Owner]

Name:
Title:

Acknowledged and Agreed by

as New Owner

_________________
Name:
Title:

Acknowledged and Agreed by

as Charterer

_________________
Name:
Title:

ASIA64624984-1
 ANNEX A
PODA

ASIA64624984-1
 SCHEDULE 2
FORM OF PODA

PROTOCOL OF DELIVERY AND ACCEPTANCE

[*], a company incorporated under the laws of [*] whose registered office is at [*] (the "Sellers"), has
delivered to [*], a company incorporated under the laws of [*] whose registered office is at [*] (the "New
Owner"), and the New Owner has accepted delivery of, m.v. "[*]" with IMO Number [*] (the "Vessel"), at
____________ hours (_________________ time) on _________________, pursuant to a memorandum
of agreement dated ______________ (as amended or supplemented from time to time) made between
the Sellers and the New Owner. The New Owner hereby accepts delivery, title and risks of the Vessel.

This protocol of delivery and acceptance may be executed in any number of counterparts which shall
together constitute the same instrument.

SELLERS NEW OWNER

[*]

…………………………………… ……………………………………
Name: Name:
Title: Title:

ASIA64624984-1
 SCHEDULE 3
NOTICE OF ASSIGNMENT AND LOSS PAYABLE CLAUSE

NOTICE OF ASSIGNMENT: INSURANCE

(for attachment by way of endorsement to the Policy or Entry in respect of the Vessel)
M/V "[*]" (the "Vessel")

1. [*], a company incorporated under the laws of [*] with registered office at [*] (the Charterer); and

2. [*], a company incorporated under the laws of [*] with registered office at [*] (the Manager); and

Give Notice that:

(a) by a first priority assignment dated [●] (the Insurances Assignment) made by the Charterer in
favour of [*New Owner] (the Owner),

(b) by a manager's undertaking dated [●] (the Manager's Undertaking) made by the Manager in
favour of the Owner,

issued pursuant to a bareboat charter dated [*] originally made between [*Existing Owner] (the Existing
Owner) and the Charterer as novated to the Owner under a deed of novation dated [*] made between the
Existing Owner, the Charterer and the Owner (as amended, supplemented and/or restated from time to
time the Bareboat Charter), each of the Charterer and the Manager has respectively assigned absolutely
to the Owner under the Insurances Assignment and the Manager's Undertaking all of their rights and
interests of every kind which they have now or at any later time to, in or in connection with, amongst other
things, the Insurances relating to the Vessel.

For the purposes of this notice, Insurances shall mean:

(i) all policies and contracts of insurance, including entries of the Vessel in any
protection and indemnity or war risks association, which are effected in respect of
the Vessel or otherwise in relation to it; and

(ii) all rights and other assets relating to, or derived from, any of the foregoing,
including any rights to a return of premium.

Endorsement of this Notice of Assignment on a Policy of insurance or Entry in respect of the Vessel shall
be deemed to constitute acceptance by the underwriters or club to the terms of this Notice of Assignment.

____________________________________________
THE CHARTERER
By:
Name:
Title:

Date:

____________________________________________
THE MANAGER
By:
Name:
Title:

Date:

ASIA64624984-1
 LOSS PAYABLE CLAUSE

M/V [*] (the Vessel)

By:

(c) a first priority assignment dated [●] (the Insurances Assignment) made by the Charterer in
favour of [*New Owner] (the Owner),

(d) a manager's undertaking dated [●] (the Manager's Undertaking) made by the Manager in favour
of the Owner,

issued pursuant to a bareboat charter dated [*] (the Bareboat Charter) originally made between
[*Existing Owner] (the Existing Owner) and the Charterer as novated to the Owner under a deed of
novation dated [*] made between the Existing Owner, the Charterer and the Owner (as amended,
supplemented and/or restated from time to time the Bareboat Charter), each of the Charterer and the
Manager has respectively assigned absolutely to the Owner under the Insurances Assignment and the
Manager's Undertaking all of their rights and interests of every kind which they have now or at any later
time to, in or in connection with, amongst other things, the insurances to which this Policy or Entry relates.

Claims payable under this Policy or Entry in respect of a total loss or constructive total loss or an
arranged or agreed or compromised total loss or unrepaired damage and all claims which are analogous
thereto shall, be payable to the Owner.

If the underwriters receive notice from the Owner that there is a [relevant event]/[termination event] under
the Bareboat Charter, all claims under this Policy or Entry shall be payable to the Owner.

All other claims payable under this Policy or Entry shall be paid as follows (unless the Owner notifies
otherwise in writing):

(i) a claim in respect of any one casualty where the aggregate claim against all insurers does not
exceed five hundred thousand united states dollars (USD500,000) or the equivalent in any
other currency, prior to adjustment for any franchise or deductible under the terms of this Policy or
Entry (the Threshold Amount), shall be paid directly to the Charterer for the repair, salvage or
other charges involved or as a reimbursement if the Charterer has fully repaired the damage and
paid all of the salvage or other charges; and

(ii) a claim in respect of any one casualty where the aggregate claim against all insurers exceeds the
Threshold Amount but is less than an actual loss or a constructive, arranged or agreed or
compromised total loss shall, subject to the prior written consent of the Owner, be paid to the
Charterer as and when the Vessel is restored to her former state and condition and the liability in
respect of which the insurance loss is payable is discharged, and provided that the underwriters
may with such consent make payment on account of repairs in the course of being effected but in
the absence of such prior written consent shall be payable directly to the Owner.

ASIA64624984-1