IRD Proforma Charter Party September 2006 (Vessel Load / Free Discharge) Approved Baltimore Berth Grain Charter Party As Adapted by IRD for agricultural commodities under Food for Progress Program (Georgia) Washington, D.C. __________________ IFB No.: ____________________________ IT IS THIS DAY MUTUALLY AGREED between ____________________________, hereinafter referred to as Owners of the ___________________________, Built _______ at _______________ of _________ net tons register or thereabouts, classed __________ in ________, now trading, and the INTERNATIONAL RELIEF AND DEVELOPMENT, INC. (IRD), Charterers. That the said vessel being tight, staunch, strong and in every way fitted for the voyage shall with all convenient speed sail and proceed to: _________________________________________________________ and there load, always afloat, from said Charterers, or their Agents, a full or part cargo of _____________________________________________ in bulk. Vessel to load under berth terms and under inspection of National Cargo Bureau surveyor and U.S. Department of Agriculture licensed inspector at her expense and to comply with their rules, not exceeding what she can reasonably stow and carry over and above her Cabin, Tackle, Apparel, Provisions, Fuel, and Furniture, and being so loaded shall therewith proceed to _______________________________ _____________________, always afloat, agreeable to Bills of Lading, on being paid freight as follows: __________________________________ _________________________________, U.S. Currency, per ton of 2,204.6 pounds on Bill of Lading quantity basis one loading port / one discharging port, plus _______________________________________, U.S. currency, extra per ton of 2,204.6 pounds on entire cargo for each additional loading or discharging port, if used. Freight payable: One Way Rate: Cost of Lightening (if applicable): 1. Captain or Owners Agents to call at Charterers' or their Agents' office, as requested, and sign Bills of Lading as presented without prejudice to this Charter Party. 2. Cargo to be loaded according to berth terms with customary despatch at the average rate of ________ tons of 2,204.6 pounds per weather working day of 24 consecutive hours, Saturdays, Sundays and holidays excepted, even if used. Owners to appoint and pay stevedores at load port(s). If trimming of Vessel is required by the National Cargo Bureau, any and all trimming expenses, including but not limited to trimming machine hire and elevator overtime, are for Owners' account. Any securing (bagging or strapping, etc.) required by Master, National Cargo Bureau or Port Warden for safe trim / stowage to be supplied by and paid for by Owners and time so used not to count as laytime or time on demurrage. All necessary mats, vents and dunnage to be supplied by and paid for by Owners. 3. Notice of Vessel's readiness to load must be tendered and accepted at the office of Commodity Suppliers (loading facility's office) or their agents and at the office of the Charterers or their agents during regular business hours at or before 4 P.M. on weekdays, Monday through Friday, or at or before 12 noon if on Saturday, Vessel having been entered at the custom house, accompanied by pass of the National Cargo Bureau and Grain Inspector's Certificate of Vessel's readiness in all compartments. Advice that such notice has been tendered is to be telexed or faxed by Owner or Owner's Agents to International Services Corp., 1629 K Street, N.W., Suite 700, Washington, D.C. 20006, Fax No. (202) 296-1160, email: mail@isc-pci.com. 4. Loading, if required by Charterers, not to commence before the ______ day of __________, 19 ___. Should the vessel not be passed by the National Cargo Bureau Surveyor and USDA licensed grain inspector as ready for cargo at her loading port before 12 Noon on the ______ day of __________, 19 ___, followed by the presentation of said passes to the Charterers or their Agents at their office Charterers or their agents shall at said hour, and at any time thereafter, but not later than the presentation of these passes at said office, have the option of canceling this Charter Party. If Owners fail to tender vessel, or substitute approved by Charterers, and same is not accepted within the laydays, whether or not the option to cancel the charter party is exercised, the Owners are to be fully responsible for all charges attributable to the failure to tender and be accepted before the canceling date of the charter, whether accruing to Charterer or to the United States Government as donor, including but not limited to the grain carrying charges covering interest, storage, insurance and fumigation, and excess freight or reprocurement costs. In which case it will be a condition of payment of freight that Owners submit as part of their documentation "PAID" invoices from the suppliers for carrying charges or a certification from such suppliers that carrying charges did not accrue. Ultimately, the Charterers / USDA have the authority to deduct any carrying charges due from the payment of ocean freight. 5. Laytime is non-reversible. Laytime accounts are to be settled directly between Owners and Commodity Supplier(s) at load port(s). Laytime calculation, overtime and trimming to be in accordance to Addendum No. 1 of the North American Export Grain Association, Inc. F.O.B. Contract No. 2 (revised as of May 1, 2000) clauses nos. 1-10 inclusive, (hereinafter "N.A.E.G.A.") regardless of type of vessel. Further, the following modifications to N.A.E.G.A. will apply: anywhere the word "Buyer" appears, the words "Vessel Owner" should be substituted in its place. Under no circumstances shall Charterers or CCC be responsible for resolving disputes involving the calculation of laytime or the payment of demurrage or despatch between the Vessel Owners and the Commodity Supplier(s). Any/all disputes between Vessel Owners and the Commodity Supplier(s) arising out of this contract relating to the settlement of laytime issues shall be arbitrated in New York subject to the rules of the Society of Maritime Arbitrators, inc. Discharge port laytime accounts are to be settled directly between Charterer and Vessel Owner. Vessel Owner is to prepare and submit signed discharge port laytime statement to Charterer's agent, International Services Corp., Wash., D.C., for approval within thirty days of completion of discharge. Discharge port notice of readiness and discharge port statement of facts, both signed on behalf of Charterers and Vessel Owner are to be presented with signed discharge port laytime statement. Under no circumstances shall CCC be responsible for resolving disputes involving the calculation of laytime or the payment of demurrage or despatch between Charterer and the Vessel Owner. Any/all disputes between Charterer and Vessel Owner arising out of this contract relating to the settlement of laytime issues shall be arbitrated in New York subject to the rules of the Society of Maritime Arbitrators, inc. 6. (a) Demurrage: Commodity Supplier(s) at each load port to pay demurrage separately to Owners, if incurred, at the rate of $ _________, U.S. currency, per day or pro-rata for part of a day for all laytime lost in loading. Charterer at each discharge port to pay demurrage separately to Owners, if incurred, at the rate of $ _________, U.S. currency, per day or pro-rata for part of a day for all laytime lost in discharging. (b) Despatch: Owners to pay despatch separately to Commodity Supplier(s) at each load port, if earned at such port(s), at the rate of $ _________, U.S. currency, per day or pro-rata for part of a day for all laytime saved in loading. Owners to pay despatch separately to Charterer at each discharge port, if earned at such port, at the rate of $ _________, U.S. currency, per day or pro-rata for part of a day for all laytime saved in discharging. 7. It is also mutually agreed that the Carrier shall not be liable for loss or damage occasioned by causes beyond his control, by perils of the seas or other waters, by fire from any cause or wheresoever occurring, by barratry of the Master or crew, by enemies, pirates or robbers, by arrest and restraint of Princes, rulers or people, by explosion, bursting of boilers, breakage of shafts or any latent defect in hull, machinery or appurtenances, by collision, stranding or other accidents of navigation of whatsoever kind (even when occasioned by the negligence, default or error in judgment of the pilot, Master, mariners or other servants of the shipowner, not resulting, however, in any case, from want of due diligence by the Owners of the ship or any of them, or by the ship's Husband or Manager). 8. Should General Average conditions arise, Charterer (IRD) shall assign its rights to the USDA/Contract Reconciliation Division, who in turn shall contribute with the Owner in general average to the payment of any sacrifices, losses or expenses of a general average nature that may be incurred including salvage and special charges incurred in respect to the goods. If a salving ship is owned or operated by the Owner, salvage shall be paid for as fully as if the said salving ship or ships belonged to strangers. General Average shall be payable according to York/Antwerp Rules, 2004. Cargo to be released without general average security. 9. Vessel to have the privilege of fueling en route. 10. Vessel to have a lien on the cargo for all freight, dead freight, or average. Charterers' liability under this Charter to cease on cargo being shipped, except for payment of freight and/or dead freight. The said Charterers, or their Agents, are to have the privilege of transferring this Charter to others guaranteeing to the shipowner the due fulfillment of this Charter. 11. Penalty for non performance of this agreement is limited to proved damages not exceeding the estimated amount of freight. 12. Owners to give Charterers or their Agents, in writing, fourteen (14) days' notice of vessel's expected readiness to load and quantity of cargo required. Preadvice notice must be received at the office of International Services Corp. prior to 11:00 a.m. Wash., D.C. time on regular business day to be considered received on that day. If preadvice is received later than 11:00 a.m. Wash., D.C. time on regular business day or on weekends / holidays, preadvice notice will be considered received only on next business day. In addition to sending preadvice notice to charterer's agent as above, owner must provide at the same time a copy of their preadvice notice to USDA KC, CFSA, Export Operations Division, fax no. (816) 823-2586. Owners also to give ten (10) days' five (5) days' and two (2) days' notice of vessel's readiness to load. 13. Owners to appoint and pay their Agents and stevedores at loading port. Charterer/Receivers to appoint and Owners to pay vessel's agent at discharge port. 14. For each loading port, a fee of $ 1,500.00 covering freight forwarding and outport agency services to be paid by the Owners to International Services Corp., Washington, D.C., who will appoint and pay Charterers' agents. 15. At loading, vessel's cargo gear and all other equipment shall comply with regulations established by U.S. Public Law 85-742, Part 9, (Safety and Health Regulations for Longshoring). If longshoremen are not permitted to work due to failure of the Master and/or Owners and/or Owners' Agents to comply with the aforementioned regulations, any delay resulting therefrom shall be for Owners' account. 16. SAILING NOTICE AND ESTIMATED TIME OF ARRIVAL A. Sailing notice indicating vessel's name, port of loading, commodity and quantity loaded, time of sailing and estimated time of arrival at discharging port should be telexed or faxed by Owners or Owners' Agents to: (1) International Services Corp. 1629 K Street, N.W. - Suite 700 Washington, D.C. 20006 Fax No.: (202) 296-1160 Email: mail@isc-pci.com B. The Owners to instruct Master to advise vessel's agents in writing the estimated time of arrival, vessel's draft and length overall forty-eight (48) hours prior to vessel's estimated arrival. 17. Discharging Terms: The cargo is to be discharged by Charterer/Receivers, free of risk and expense to the vessel, at the average rate of _______ MT per weather working days of 24 consecutive hours, Saturdays, Sundays and holidays excepted, even if used, on the basis of the bill of lading quantity. Charterer/Receivers to appoint and pay stevedores at ports of discharge. 18. Notice of Vessel's readiness to discharge must be tendered and accepted at the office of the Consignees/Receivers or their agents during regular business hours at or before 4 P.M. on weekdays, Monday through Friday, or at or before 12 noon if on Saturday. Laytime shall commence at 0800 hours on the next business day and prior time is not to count as laytime used. 19. Vessel Restrictions at Poti, Georgia: Receivers advise that maximum arrival draft of vessel is 9.0 meters and that port can receive 30,000 ton vessel. Owners are responsible for vessel arriving at discharge port meeting port's restrictions on vessels as per above. Any lightening required as a result of vessel's failure to arrive at discharge port in accordance with the stated port restrictions for vessels is for Owner's time, risk and expense. Lightening, if required, to be accomplished in the territorial waters of Georgia. Any daughter vessel must be a bulk carrier, certified fit for receipt and carriage of the bulk wheat by a first class independent surveyor, and meeting port's restrictions. In the case of partial lightening, after completion of lightening operation and arrival at the port of discharge in Georgia, mother vessel may tender its Notice of Readiness to discharge to Charterers / Receivers or their agents during regular business hours at or before 4 p.m. on weekdays, Monday through Friday, or at or before 12 noon on Saturdays, and laytime shall commence at 0800 hours on next business day and prior time is not to count as laytime used. In the case of full lightening, after completion of lightening operations and arrival at the port of discharge in Georgia, each daughter vessel must tender its Notice of Readiness to discharge to Charterers / Receivers or their agents during regular business hours at or before 4 p.m. on weekdays, Monday through Friday, or at or before 12 noon on Saturday, and laytime shall commence at 0800 hours on next business day and prior time is not to count as laytime used. If more than one daughter vessel is used, laytime shall not count on a daughter vessel waiting for discharge berth while another daughter vessel is occupying the discharge berth. Laytime shall recommence on the daughter vessel awaiting discharge berth once the daughter vessel at the discharge berth has departed. Please note that above information on port restrictions on vessels is provided without guarantee by Charterer. Owners should confirm port / berth restrictions. If vessel was contracted basis full or partial lightening, and if lightening is not performed at the discharge port and vessel discharges directly at berth, USDA will deduct the lightening cost from ocean freight payment. 20. Rotation of loading ports is to be in Charterers' option. 21. Overtime, other than crew costs, is for the account of party ordering same. Cost of overtime for crew to be for Owners' or Operators' account. 22. Any dues and/or taxes on cargo and/or freight to be for Charterers' account, and any dues and/or taxes on vessel (including normal port dues and services and facilities charges) to be for Owners' account. 23. Charterers' option of ________ safe berth(s) each port in loading and _______ safe berth(s) each port in discharging and shifting expenses and all other expenses to be for Owners' account. Vessel to be left in seaworthy trim for shifting between loading and discharging berths. Time used in shifting vessel from anchorage to berth at discharge port is not to count as laytime used. 24. Vessel Type Exclusions: Towed barges and Lash barges will not be considered. Push-mode Integrated Tug/Barge (ITB) units will be considered. Non-vessel Operating Common Carriers (NVOCC) may not be employed to carry U.S. flag or foreign flag shipments. 25. Vessel to supply sufficient lights during loading and discharging at day and night free of expense to the Charterers. 26. Cost of separations, if required, other than by vessel's natural compartmentation for Owners' account. 27. Charterers and/or their Agents have the right to be on board the vessel while loading or discharging for the purpose of supervising their interests. 28. Transshipment is prohibited. 29. The ocean carrier shall release clean original ocean Bills of Lading to Charterer's agent promptly upon completion of loading of each commodity supplier's cargo. 30. The Mississippi River District including, but not north of Port Allen is to be considered as one port. The Columbia River District including Portland is to be considered as one port. The San Francisco Bay Area including Sacramento and Stockton is to be considered as one port. 31. FREIGHT PAYMENT A. If there is any failure on the part of the ocean carrier to perform the contract after the vessel tendered at the loading port, the Charterers or its designated agent shall be entitled to incur all expenses which, in the judgment of the United States Department of Agriculture / Charterers, are required to enable the vessel to undertake and carry out her obligations under the Charter Party, including the expenses for lifting any liens asserted against the vessel. Such expenses may be deducted from the freight earned under the Charter Party notwithstanding any prior assignments of freight made by the Owners or operators. B. Notice of Arrival Required (1) Payment of one hundred percent (100%) of freight will be made in accordance with terms of the Charter Party upon satisfactory notice from IRD of the vessel's arrival at first port of discharge. This notice will be a part of documentation required to be presented by the carrier as a condition to payment. (2) A notice of arrival will not be required in the event the vessel is lost or unable to proceed to destination after completion of loading because of damage caused by the perils of the sea or other waters, collision, stranding, jettison, wreck, fire from any cause, Act of God, public enemies or pirates, or by arrest or restraint of Princes, rulers or peoples without the fault of the suppliers of the ocean transportation, wars, public disorders, captures or detentions by public authorities in the interest of public safety, provided the vessel Owners or Operators supply evidence satisfactory to the Charterers of such disability. (3) The notice of arrival must be furnished promptly by IRD or its designated agent and must include name of vessel, name of first port of discharge and date of arrival. C. CCC is required to issue all payments by electronic transfer. Each ocean carrier or cooperating sponsor submitting documents to CCC for payment must provide, on their letterhead and signed by an official or agent of their company, the name of the company, the bank ABA number to which payment is to be made, the account number for the company at the bank, the company's taxpayer identification number and the type of account being used. D. Documentation Required for payment or reimbursement by CCC. (1) One signed copy of completed form CCC-512; (2) Four copies of original "on board" bills of lading, indicating freight rate and signed by originating carrier; (3) For all non-containerized grain cargoes: One signed copy of a "Federal Grain Inspection Service (FGIS) Official Stowage Examination Certificate" (vessel hold certificate); and One signed copy of a National Cargo Bureau Certificate of Readiness (vessel hold inspection certificate); and One signed copy of a National Cargo Bureau Certificate of Loading. (4) For all containerized grain and grain products, one signed copy of an FGIS container condition inspection certificate. (5) One signed copy of Booking Note and/or Charter Party and Addenda, if any, thereto covering ocean transportation of cargo; (6) For charter movements, a signed notice of arrival at first discharge port, to be submitted by the Cooperating Sponsor; (7) Four copies of either: (a) A request by the Cooperating Sponsor for reimbursement of ocean freight or ocean freight differential, indicating amount due, accompanied by a certification from the ocean carrier that payment has been received from the Cooperating Sponsor; or (b) A request for direct payment of ocean freight to the ocean carrier, indicating amount due; or (c) A request for direct payment of ocean freight differential to the ocean carrier, accompanied by a certification from the carrier that payment of the cooperating sponsor's portion of the ocean freight has been received. (8) For all liner cargoes, a copy of the tariff page. (9) One copy of Agent's / Broker's commission(s) and outport agency fee invoice(s) marked "Paid". (10) One copy of NCB certification as per clause 39 of the Charter Party. 32. The following clauses, as attached, are to be considered as fully incorporated in this Charter Party: U.S.A. Clause Paramount New Jason Clause Both-to-Blame Collision Clause Chamber of Shipping War Risk Clauses 1 and 2 P & I Bunkering Clause Amended Centrocon Strike Clause 33. This Charter Party is subject to all provisions of the Food for Progress Act of 1985 and all applicable U.S. Department of Agriculture regulations. 34. Foreign Flag Vessel(s) should not be older than 20 years and must be classed highest in Lloyd's Register or its equivalent. Any extra insurance on account of Vessel's age, flag, ownership, type, configuration, classification will be for Owner's account, but not exceeding New York market rates for U.S. Flag vessels and London market rates for non-U.S. Flag Vessel(s). Date of original construction, not rebuilt date, to govern. Non-Vessel Operating Common Carrier(s) (NVOCC) may not be employed to carry U.S. Flag or Foreign Flag shipments. 35. A commission is due on signing this Charter Party on gross freight and dead freight, vessel lost or not lost, as follows: 36. Vessel Description: 37. Vessels must be able to be fumigated with an aluminum phosphide preparation in-transit in accordance with the USDA, FGIS Fumigation Handbook and vessels that cannot be so fumigated will not be considered. At final loading port, commodity supplier will arrange and pay for in-transit fumigation performed by a certified applicator in accordance with the USDA, FGIS Fumigation Handbook. Fumigation must be witnessed by FGIS, USDA, and the aluminum phosphide preparation must be contained in packaging as described in the Fumigation Handbook. Dust retainers must be used. For tweendeckers and bulk carriers (including push-mode ITB), the recirculation method of fumigation will be used. For tankers, the surface method of fumigation will be used. Tween-deck vessels will be considered provided they are acceptable for in-transit fumigation in accordance with FGIS Fumigation Handbook. Owners of Tween-deck vessels must have provided a copy of a letter from FGIS, USDA stating that the vessel can be fumigated under the FGIS in-transit fumigation procedures. In addition, tween-deck vessels are acceptable only when a certified applicator has stated that the vessel has been inspected and found to be suitable for fumigation and such written statement from certified applicator has been submitted to Charterer/USDA. At discharge port and upon inspection by government inspectors, if cargo and/or vessel is found to be infested and provided clean bills of lading were issued, Owner will arrange for the cargo to be fumigated within 24 hours of discovery of such infestation. Fumigation costs, if any, are for Owners' (vessel's) account, time counting on U.S. flag vessels and not counting on foreign flag vessels. 38. The United States Department of Agriculture Kansas City Commodity Office's Guidelines for "Claims for over, short and damaged cargo documentation" is incorporated into this Charter Party. 39. Owners to provide additional NCB certification that vessel's hatch covers and any other openings leading to cargo compartments have been sealed to prevent any outside water from entering the cargo compartments. 40. In case of claims for loss, damage or shrinkage in transit, or any other claims against the carrier, the rules and conditions governing commercial shipments and the provisions of the Carriage of Goods by Sea Act of 1936 shall not apply as to period within which notice thereof shall be given to carriers, or period within which claim therefore shall be made or suit instituted. 41. U.S. Flag approved freight rates will be reduced to a level not higher than the Maritime Administration fair and reasonable rate in the event that originally approved vessel (including ITB) is substituted by a lower cost vessel to the U.S. Government. For U.S. flag vessels loading less than a full cargo, the less than full cargo freight rate will be subject to a reduction to meet any revised Maritime Administration freight rate guideline due to vessel loading other additional cargo. 42. The United States Department of Agriculture Kansas City Commodity Office will pursue recovery of any cargo loss and/or cargo damage claim arising from this voyage. 43. Any additional completion cargo(es) must be duly separated, must be compatable and non-injurious to IRD cargo(es), and must be approved by Charterers / USDA. Vessel's itinerary and geographic proximity of completion cargo(es) will be taken into consideration by IRD/USDA in approval of such part cargo(es) in order not to unduly impede delivery of IRD's cargo to discharge port. 44. If vessel is contracted basis full or partial lightening, and if lightening is not performed at the discharge port and vessel directly discharges at berth, USDA will deduct the lightening cost from the ocean freight. 45. Substitution of Vessel not permitted without Charterers' / USDA's prior written approval. Any Vessel substituted shall be of the same type, class, approximate size and with same laydays. 46. Owners guarantee that this vessel complies fully with the International Safety Management (ISM) Code, if required, and is in possession of a valid Document of Compliance and Safety Management Certificate and will remain so for the entirety of her employment under this Charter Party. Owners are to provide Charterers with satisfactory evidence of compliance if required to do so and to remain fully responsible for any and all consequences resulting directly or indirectly from any matters arising in connection with this vessel and the ISM Code. 47. Section 408 of the Coast Guard Authorization Act of 1998, Public Law 105-383 (46 U.S.C., Paragraph 2302(e)), establishes effective January 1, 1999, with respect to non-U.S. flag vessels and operators / owners, that substandard vessels and vessels operated by operators / owners of substandard vessels are prohibited from the carriage of government impelled (preference) cargo(es) for up to one year after such substandard determination has been published electronically. The cargo covered by this Charter Party is a government impelled (preference) cargo. Owner has warranted that the vessel(s) and the Owners / Operators are not disqualified to carry such government impelled (preference) cargo(es). Owner shall indemnify Charterer/USDA for any and all consequences including but not limited to fines and/or penalties and/or legal defense and/or carrying charges should either vessel(s) and/or owners / operators covered under this Charter Party be or become disqualified for carriage of such government impelled (preference) cargoes regardless of Charterer's/USDA's approval of the freight fixture covered by this Charter Party. 48. In order to provide timely status reports to Receivers, Charterer requires that Owner provide accurate daily vessel position / status reports with vessel's position / activity / and relevant ETAs at load and discharge port commencing when vessel provides its preadvice notice of vessel's ETA at load port and continuing through completion of discharge. These daily notices are to be provided to International Services Corp. by email: mail@isc-pci.com or fax (202) 296-1160. 49. International Code for the Security of Ships and of Port Facilities (ISPS) Requirement: (a) (i) From the date of coming into force of the International Code for the Security of Ships and of Port Facilities and the relevant amendments to Chapter XI of SOLAS (ISPS Code) in relation to the vessel, the owners shall procure that both the vessel and "the company" (as defined by the ISPS Code) shall comply with the requirements of the ISPS Code relating to the vessel and "the company". Upon request the owners shall provide a copy of the relevant International Ship Security Certificate (or the interim International Ship Security Certificate) to the charterers. The owners shall provide the charterers with the full style contact details of the Company Security Officer (CSO). (ii) Except as otherwise provided in this Charter Party, loss, damage, expense or delay, excluding consequential loss, caused by failure on the part of the owners or "the company" to comply with the requirements of the ISPS Code or this clause shall be for the owners' account. (b) Owner to specify any information required from charterers in order to comply with ISPS at time vessel tenders pre-advice notice for this cargo. The charterers shall provide the CSO and the Ship Security Officer (SSO)/Master with their full style contact details and any other information the owners require to comply with the ISPS Code. 50. Vessel Gear Requirements: Vessels must be capable of self-discharge into rail cars with Vessel's onboard gear or shoreside gear supplied by Owner (cranes and/or swinging derricks with minimum 8 MT S.W.L. capacity suitable for clamshell discharge and including provision of clamshell) and/or with vacuvators including all necessary vacuvator pipes and supports for pipes and/or with marine legs including all necessary support equipment. Owners to provide at their expense all necessary motive power/fuel to operate all discharge gear and/or vacuvators as well as technicians in the case of vacuvators and marine legs to oversee their operation. Discharge gear provided by Owner/vessel must be capable of maintaining the guaranteed average discharge rate as specified above in discharging terms clause. Any time lost as a result of breakdown of vessel's gear and/or vacuvators and/or marine legs to be excluded from laytime used. Vessels are to be fully equipped with discharge gear / equipment prior to Charterer's / Receiver's acceptance of the Notice of Readiness to discharge. Opening and closing of hatches to be carried out by vessel's crew free of charge to Charterers. Mechanical or hydraulic hatch covers for vessels or rain tents for all hatches are required. OWNERS: CHARTERERS: INTERNATIONAL RELIEF AND DEVELOPMENT (IRD) By: International Services Corp., Wash., D.C. (as agents only) By: _______________________ By: _______________________ U.S.A. CLAUSE PARAMOUNT: This bill of lading shall have effect subject to the provisions of the Carriage of Goods by Sea Act of the United States, approved April 16, 1936, which shall be deemed to be incorporated herein, and nothing herein contained shall be deemed a surrender by the carrier of any of its rights or Immunities or an increase of any of its responsibilities or liabilities under said Act. If any term of this bill of lading be repugnant to said Act to any extent, such terms shall be void to that extent, but no further. NEW JASON CLAUSE: In the event of accident, danger, damage or disaster before or after commencement of the voyage resulting from any cause whatsoever, whether due to negligence or not, for which, or for the consequences of which, the carrier is not responsible by statute, contract, or otherwise, the goods, shippers, consignees, or owners of the goods shall contribute with the carrier in general average to the payment of any sacrifices, losses or expenses of a general average nature that may be made or incurred, and shall pay salvage and special charges incurred in respect of the goods. If a salving ship is owned or operated by the carrier, salvage shall be paid for as fully as if such salving ship or ships belonged to strangers. Such deposit as the carrier or his agents may deem sufficient to cover the estimated contribution of the goods and any salvage and special charges thereon shall, if required, be made by the goods, shippers, consignees or owners of the goods to the carrier before delivery. BOTH-TO-BLAME COLLISION CLAUSE: If the liability for any collision in which the vessel is involved while performing this Bill of Lading fails to be determined in accordance with the laws of the United States of America, the following clause shall apply: If the ship comes into collision with another ship as a result of the negligence of the other ship and any act, neglect or default of the master, mariner, pilot or the servants of the Carrier in the navigation or in the management of the ship, the owners of the goods carried hereunder will indemnify the Carrier against all loss or liability to the other or non-carrying ship or her owners in so far as such loss or liability represents loss of, or damage to, or any claim whatsoever of the owners of said goods, paid or payable by the other or non-carrying ship or her owners to the owners of said goods and set off, recouped or recovered by the other or non-carrying ship or her owners as part of their claim against the carrying ship or Carrier. The foregoing provisions shall also apply where the Owners, operators or those in charge of any ship or ships or objects other than, or in addition to, the colliding ships or objects are at fault in respect to a collision or contact. CHAMBER OF SHIPPING WAR RISK CLAUSES: 1. No Bills of Lading to be signed for any blockaded port and if the ports of discharge be declared blockaded after Bills of Lading have been signed, or if the port to which the ship has been ordered to discharge either on signing Bills of Lading or thereafter be one to which the ship is or shall be prohibited from going by the Government of the Nation under whose flag the ship sails or by any other Government, the owner shall discharge the cargo at any other port covered by this Charter Party as ordered by the Charterers (provided such other port is not a blockaded or prohibited port as above mentioned) and shall be entitled to a freight as if the ship has discharged at the port or ports of discharge to which she was originally ordered. 2. The ship shall have liberty to comply with any orders or directions as to departure, arrival, routes, ports of call, stoppages, destination, delivery or otherwise howsoever given by the Government of the Nation under whose flag the vessel sails or any department thereof, or by any person acting or purporting to act with the authority of such Government or of any department thereof, or by any committee or person having, under the terms of the War Risks insurance on the ship, the right to give such orders or directions and if by reason of and in compliance with any such orders or directions anything is done or is not done, the same shall not be deemed a deviation, and delivery in accordance with such orders or directions shall be a fulfillment of the contract voyage and the freight shall be payable accordingly. PROTECTION & INDEMNITY (P & I) BUNKERING CLAUSE: The vessel, in addition to all other liberties, shall have liberty, as part of the contract voyage and at any stage thereof, to proceed to any port or ports whatsoever, whether such ports are on or off the direct and/or customary route or routes to the ports of loading or discharge named in this Charter, and there take oil bunkers in any quantity in the discretion of owners even to the full capacity of fuel tanks, deep tanks and any other compartment in which oil can be carried, whether such amount is or is not required for the chartered voyage. AMENDED CENTROCON STRIKE CLAUSE: If the cargo cannot be loaded by reason of Riots, Civil Commotions or of a Strike or Lock-out of any class of workmen essential to the loading of the cargo or by reason of obstructions or stoppages beyond the control of the Charterers caused by Riots, Civil Commotions or a Strike or Lock-out on the railways, or in the docks or other loading places or if the cargo cannot be discharged by reason of Riots, Civil Commotions or of a Strike or Lock-out of any class of workmen essential to the discharge, the time for loading or discharging, as the case may be, shall not count during the continuance of such causes, provided that a Strike or Lock-out of the Shippers and/or Receivers men shall not prevent demurrage accruing if by the use of reasonable diligence they could have obtained other suitable labour at rates current before the Strike or Lock-out. In case of any delay by reason of the before mentioned causes, no claim for damages or demurrage shall be made by the Charterers / Receivers of the cargo or Owners of the steamer. For the purpose, however, of settling despatch rebate accounts any time lost by the steamer through any of the above causes shall be counted as time used in loading or discharging, as the case may be.