TIME CHARTER AGREEMENT

This charter party (“Charter”), made and concluded in the City of Quezon on the 15 th day of April 2018
between PREEMINENT SHIPPING AND MANAGEMENT CORPORATION., as Owners of the
good M/V JOEGIE No. 3 (“Vessel”) Motorship of Philippine registry of 458.00 tons Gross Tonnage
register, and 284.05 Net Register, having engines of 735.43 indicated horse power, and with hull, machinery
and equipment in a thoroughly efficient state, and about 1,200 more or less tons deadweight capacity and
M. TAMAYO TRUCKING AND LOGISTICS, as Charterers;
Vessel Particulars
Name of Vessel : MV Joegie No. 3
Place of Built : Japan
Year Built : 1994
Length Over All (LOA) : 54.27 meters
Breadth : 9.50 meters
Depth : 5.38 meters

Vessel Trip Parameters

Speed : 6.5 – 7.0 Knots
Consumptions Main Engine : 110 – 115 liter / hour
Auxiliary Engine : 10 liter / hour
At Anchorage : 8 – 10 liter / hour
In port (during operation) : 12 – 15 liter / hour

Witnesseth, that the said Owners agree to let, and the said Charterers agree to hire the said Vessel,
from the time of delivery, for the period of Three (3) Month commencing May 1, 2019 until July 31,
2019, within below mentioned trading limits.
Vessel to be placed at the disposal of the Charterers, at _____________DAVAO as first port in
such dock or at such wharf of place (where she may safely lie, always afloat, at all times of tide, except as
otherwise provided in Clause No. 6) as the Charterers may direct. The routes specified in Annex “A” are
the ports to be called by the vessel until otherwise directed by the Charterers.
In such dock, wharf or place be not available, time to count as provided for in Clause No. 5. Vessel
on her delivery to be ready to receive cargo with clean-swept holds and tight staunch, strong and in every
way fitted for the service having water ballast and winches, then other power sufficient to run all the
winches at one and the same time, with all equipment in excellent and efficient state. Owners shall ensure
that all equipment, certificates and documents required by law shall be on board and with full complement
of officers, seaman, engineers for a Vessel of her tonnage. Vessel shall have a full and complement crew
whose number must not be less than the number required by MARINA Circulars on Minimum Safe
Manning for Ships Operating in Philippine Domestic Waters. All crew members shall hold valid certificate
competence to operate the vessel and its equipment safely and in accordance with requirement of the law.
Owners’ personnel and employees shall not under any circumstances be deemed directly or indirectly
employed by the charterers and Owners acknowledge that under no event can employer-employee
relationship be deemed to exist between the owners employees/personnel. Vessel to be employed, in
carrying lawful merchandise, including petroleum or its products, in proper containers, (Vessel should not
be employed in the carriage of Live Stock), in such lawful trades, between safe port and/or ports in the
Philippines as the charterers or its Agents or duly authorized representative shall direct, on the following
conditions:
1. That the Owners shall provide and pay for all provisions, wages and shipping and discharging fee
of the Vessel crew, including the Captain, Offices and Engineers (“Crew”), shall pay for the insurance
of the Vessel crew, for all the cabin, deck, engine room and other necessary stores, including maintain
her class and keep the Vessel in thoroughly efficient state in hull, machinery and equipment for and
during the service. The Owners shall have full and entire charge, control and supervision over the entire
Crew. In this connection, the Owners hereby hold the Charterers free and harmless against any and all
claims, damages or losses that Charterers may incur or be subjected to as a result of any claim or suit by
any of the crew (including for permanent employment and/or other employment benefits) in the course
of or arising from work performed in relation to the vessel.

2. That the Charterers shall provide and pay for all the fuel duly presented and validated by Owners
except as otherwise agreed, as well as all towage, pilotage, agency fees, port charges, commissions,
loading and unloading expenses, and all charges other than those payable by the Owners. Port charges
include but are not limited to usage fees, pilotage fees, launch / banca services (excluding use by Crew),
customs formalities, overtime charges, tug assistance services, mooring gang and quarantine expenses.
Provided, that when the Vessel puts into a port for causes for which Vessel is responsible including but
not limited to any downtime attributable to the Vessel, then all Charges incurred shall be paid by the
Owners. Fumigations ordered because of illness of the Crew to be for Owners’ account. Fumigations
ordered because of cargo carried or ports visited while Vessel is employed under this Charter to be for
Charterers’ account. CHARTERERS shall accept and pay for all bunker oil on board at the time of
delivery of vessel and OWNERS shall on the expiry of this Charter, pay for all bunker oil remaining on
board. Bunker quantities on delivery and redelivery to be about the same. Current bunker prices to be
used shall be applied in the respective ports, the Vessel to be delivered and redelivered.

3. That the Charterers shall pay for the use and hire of the said Vessel at the rate of One million Five
Hundred thousand pesos only (Php 1,500,000.00)¸ exclusive of applicable taxes, per calendar month,
commencing on and from the day of her delivery, as aforesaid, and at and after the same rate for any
part of a month; hire to continue until the hour of the day of her re-delivery in like good order and
condition, ordinary wear and tear expected, to the Owners (unless lost) unless otherwise mutually agreed.
Charterer to give Owners not less than three (3) days’ notice of Vessel’s expected date of re-delivery,
and probable port.

That the Owners shall ensure that the agreed weather working days stated in
Annex “A” shall be utilized for loading, steaming and discharging for each trip.

4. Prior to commencement of the Time Charter Agreement, a One (1) month advance of Vessel Hire
rate indicated in Clause No. 3.
Payment of said hire to be made in cash in Philippine Peso Currency, monthly, within fifteen (15)
Days from Charterer’s receipt and validation of Owner’s invoice and supporting documents. Time to
count from 0700 hours on the working day following that on which written notice of readiness has been
given to Charterers, its Agents or duly authorized representative before 1600 hours, but if required by
Charterers, it may use Vessel at once, such time used to count as hire.

5. That the cargo or cargoes be laden and / or discharged in any dock or at any wharf or place that
charterers, its Agents or duly authorized representative may direct, provided the vessel can safely lie
always afloat at any time tide, except at such places where it is customary for similar size Vessels to
safely lie a ground.

6. That the whole reach of the Vessel’s hold, decks, and usual places of loading (not more than she
can reasonably stow and carry), also accommodations for Charterers’ duly appointed Supercargo, if
carried, shall be at the Charterers’ disposal, reserving only proper and sufficient space for the Vessel’s
officers, crew, tackle, apparel, necessary furniture, provisions, store and fuel. Charterers shall have the
privilege of passengers as accommodation allow. However, it is agreed that in case any fines or extra
expenses are incurred in the consequence of the carriage of passengers, Charterers shall bear such risk
expense.

7. That the captain shall prosecute his voyages with the utmost dispatch. Shall render all customary
assistance with Vessel’s Crew and boats. The Charterers shall load, stow, and trim the cargo at the
expense under the supervision of the Captain, who is to sign Bills of Lading for cargo as presented, in
conformity with Mates’ or tally Clerk’s receipts.

8. That if the charterers shall have reason to be dissatisfied with the conduct of the Captain, Officers,
or Engineers, the Owners shall, on receiving particulars of the complaint, investigate the same, and if,
necessary, make a change in the appointments.
9. That the Charterers shall have permission to appoint a Supercargo, who shall accompany the Vessel
and see that voyages are prosecuted with the utmost dispatch. He is to be furnished with free
accommodation, the same fare as provided for Captain’s table. Owners to victual Pilots and also, when
authorized by Charterers or their Agents or duly authorized representatives, to victual Tally Clerks, and
Stevedore’s Foreman.

10. That the Charterers shall furnish the Owners from time to time with all requisite instructions, in
writing, and the Owners and Captain shall keep a full and correct Log of the voyage or voyages, which
are to be patent to the Charterers, their Agents or duly authorized representatives, and furnish the
Charterers, their Agents, duly authorized representatives, or Supercargo, when required, with a true copy
of daily Logs, showing the course of the Vessel and distance run and the consumption of fuel.

11. That the Owners and Captain shall use diligence in caring for the ventilation of the cargo.

12. That the Charterers shall have the option of continuing this Charter for a further period of three (3)
months upon giving written notice thereof to the Owners or their Agents at least seven (7) days previous
to the expiration of the first-named term, or any declared option.

13. That if required by Charterers, time not to commence before 0700 hours of the date of delivery.
Charterers shall have the option of cancelling this Charterer at any time not later than the day of Vessel’s
readiness.

14. That in the event of the loss of time from deficiency of men or stores, fire, breakdown or damages
to hull, machinery or equipment, grounding, detention by average accidents to ship or cargo, dry-docking
for the purpose of examination or painting bottom, or by any other cause preventing the full working of
the Vessel, the payment of hire shall cease for the time thereby lost; and if upon the voyage the speed be
reduced by defect in or breakdown of any part of her hull, machinery or equipment, the time so lost, and
the cost of any extra fuel consumed in consequence thereof, and all extra expenses shall be deducted
from the hire.

15. That should the Vessel be lost, any money paid in advance and not earned (reckoning from the date
of loss or being last heard of) shall be returned to the Charterers at once without need of demand. The
acts of God, enemies, fire (unless caused by the act or omission of any of the Crew), and all dangers and
accidents of the seas, rivers, throughout this Charter shall always be mutually expected.

16. That should any dispute arise between Owners and the Charterer’s, the matter in dispute shall be
field in any court in Quezon City, to the exclusion of all other courts.

17. That all derelicts and salvage shall be for Owners’ and the charterer’s equal benefit after deducting
Owners’ and Charterer’s equal benefit after deducting Owners’ and Charterer’s expenses and Crew’s
proportion. General average shall be adjusted, stated and settled according to Philippine laws.

18. Fuel used by the Vessel while off hire, also for cooking, condensing water, or for grates and stoves
to be agreed to as to quantity, and the cost of replacing same, shall be for the account of the Owners.

19. Owners shall maintain the gear of the Vessel as fitted, providing gear (for all derricks) capable of
handling lifts up to three tons, also providing ropes, falls, slings and blocks. If Vessel is fitted with
derricks capable of handling heavier lifts, Owners shall provide necessary gear for night work, and
Vessel to give use of electric light when so fitted, but any additional lights over those on board shall be
at Charterer’s expense. The Charterer’s shall have the use of any gear on board the Vessel.

20. Vessel to work night and day, if required by Charterer’s and all winches to be at Charterers’ disposal
during loading and discharging. In the event of a disabled winch or winches, or insufficient power to
operate winches, Owners to pay for shore engine, or engines, in lieu thereof, if required, and pay any
loss of time occasioned thereby.
21. Nothing herein stated is to be construed as a demise of the Vessel to the Charterers. The Owners
shall remain responsible for the navigation of the Vessel, insurance, Crew, and all other matters, same
as when trading for their own account.

22. TERMINATION – Notwithstanding any provision of this Agreement, Charterers may, in its
discretion terminate and/or cancel this Agreement without cause; Provided that it gives the Owners at
least thirty (30) days prior written notice. Charterers may, however, terminate and/or cancel this
Agreement with immediate effect upon serving a notice of termination upon Owners if:
a. (a) Owners commits a breach of any of its warranties or any prior breach thereof is discovered by
Charterers;
b. (b) Owners fails to comply with any of its covenants and undertakings as herein provided; or
c. (c) Owners fail to perform the contracted SERVICES to this satisfaction of Charterers.
 ANNEX “A”

“PRIORITY ROUTES”
TYPE GUARANTEED TYPE MAX
LOAD GUARANTEED
OF LOADING DISPORT OF ALLOWED
PORT DISCHARGING
CARGO RATE CARGO STEAMING
10 m
10 m
concrete
concrete
poles @
Davao poles @ N/A Palawan ? 4.5 days
about
about 750
750 kg
kg each
each
IN WITNESS WHEREOF, the parties have here unto set their hands this ______ day of ________ 2019
at Quezon City, Philippines.

For and on behalf of Owners: For and on Behalf of Charterer:

PREEMINENT SHIPPING AND M. TAMAYO TRUCKING
MANAGEMENT CORP. – OWNER AND LOGISTICS - Charterers

___________________ __________________
ENGR. FLORENTINO R. GARCIA JR. MANNY TAMAYO
President and GM ______________

__________________
__________________________
______________

WITNESSES:

______________________ _________________________

ACKNOWLEDGMENT

REPUBLIC OF THE PHILIPPINES

QUEZON CITY

BEFORE ME, a notary public for and in QUEZON CITY, Personal came and appeared the
parties:
Florentino R. Garcia Jr.
Manny Tamayo
___________________

Known to me and to me known to be the same person who executed the forgoing instrument
which they signed and acknowledge before me as their free and voluntary act and deed.
The foregoing instrument relates to a Contract of Time Charter consisting of six (6)
pages including the page on which this acknowledgment is written and has been signed at the bottom and
on the left hand in the first page thereof by the lessor and the instrumental witnesses and sealed with my
notarial seal.

WITH MY HAND AND SEAL on the day, year and place above written.

Doc. No.
Page No.
Book No.
Series of 2019