Exhibit 4.16

	Approved by
	the Documentary Committee of The	Approved by
Printed by BIMCO’s idea	Japan Shipping Exchange Inc., Tokyo	the International Ship Managers’ Association (ISMA)

1.	Date of Agreement [to be dated the date of execution]	THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)
		STANDARD SHIP MANAGEMENT AGREEMENT
		CODE NAME: “SHIPMAN 98”
			Part I
2.	OwnersHead Managers (name, place of registered office and law of registry) (Cl. 1)	3.	Managers Sub-managers (name, place of registered office and law of registry) (Cl. 1)
	Name		Name
	Costamare Shipping Company S.A.		[to be completed]
	Place of registered office		Place of registered office
	Panama City		[to be completed]
	Law of registry		Law of registry
	Panama		[to be completed]
4.	Day and year of commencement of Agreement (Cl. 2)
	To be advised in writing by the Head Managers to the Sub-managers 10 days in advance.
5.	Crew Management (state “yes” or “no” as agreed) (Cl. 3.1)	6.	Technical Management (state “yes” or “no” as agreed) (Cl. 3.2)
	YES		YES
7.	Commercial Management (state “yes” or “no” as agreed) (Cl. 3.3)  YES	8.	Insurance Arrangements (state “yes” or “no” as agreed) (Cl. 3.4)  YES
9.	Accounting Services (state “yes” or “no” as agreed) (Cl. 3.5)  YES	10.	Sale or purchase of the Vessel (state “yes” or “no” as agreed) (Cl. 3.6)  YES
11.	Provisions (state “yes” or “no” as agreed) (Cl. 3.7)  YES	12.	Bunkering (state “yes” or “no” as agreed) (Cl. 3.8)  YES
13.	Chartering Services Period (only to be filled in if “yes” stated in Box 7) (Cl. 3.3(i))  Not applicable	14.	Owners’ Insurance (state alternative (i), (ii) or (iii) of Cl. 6.3)  Clause 6.3(ii)
15.	Annual Daily Management Fee (state annual amount) (Cl. 8.1)  United States Dollars [ ] per day or pro rata	16.	Severance Costs (state maximum amount) (Cl. 8.4(ii))  United States Dollars 75,000
17.	Day and year of termination of Agreement (Cl. 17)  see Clause 17	18.	Law and Arbitration (state alternative 19.1, 19.2 or 19.3; if 19.3 place of arbitration must be stated) (Cl. 19)  see Clause 19.1
19.	Notices (state postal and cable address, telex and telefax number for serving notice and communication to the Owners Head Managers) (Cl. 20)	20.	Notices (state postal and cable address, telex and telefax number for serving notice and communication to the ManagersSub-managers) (Cl. 20)
	Costamare Shipping Company S.A.		[to be completed]
	60 Zefyrou Street
	175 64 Athens, Greece
	Telefax: +30 210 940 9051
	Attention: Captain Panagiotis Foinikis

It is mutually agreed between the party stated in Box 2 and the party stated in Box 3 that this Agreement consisting of PART l and PART ll as well as Annexes “A” (Details of Vessel), “B” (Details of Crew), and “C” (Budget) and “D” (Associated vessels) attached hereto, shall be performed subject to the conditions contained herein. In the event of a conflict of conditions, the provisions of PART l and Annexes “A”, “B” and, “C” and “D” shall prevail over those of PART ll to the extent of such conflict but no further..

Signature(s) (OwnersHead Managers)	Signature(s) (ManagersSub-managers)
Costamare Shipping Company S.A.	[to be completed]

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

Printed by BIMCO’s idea

ANNEX “A” (DETAILS OF VESSEL OR VESSELS) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT - CODE NAME: “SHIPMAN 98”

Date of Agreement:

[to be completed]

Name of Vessel(s):

[to be completed]

Particulars of Vessel(s):

[to be completed]

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

ANNEX “B” (DETAILS OF CREW) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT - CODE NAME: “SHIPMAN 98”

Date of Agreement:

Details of Crew:

Numbers Rank Nationality

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

Printed by BIMCO’s idea

ANNEX “C” (BUDGET) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT - CODE NAME: “SHIPMAN 98”

Date of Agreement:

Managers´ Budget for the first year with effect from the Commencement Date of this Agreement:

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

ANNEX “D” (ASSOCIATED VESSELS) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT - CODE NAME: “SHIPMAN 98”

NOTE: PARTIES SHOULD BE AWARE THAT BY COMPLETING THIS ANNEX “D” THEY WILL BE SUBJECT TO THE PROVISIONS OF SUB-CLAUSE 18.1(i) OF THIS AGREEMENT.

Date of Agreement:

Details of Associated Vessels:

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II
“SHIPMAN 98” Standard Ship Management Agreement

1.	Definitions	1
	In this Agreement save where the context otherwise requires,	2
	the following words and expressions shall have the meanings	3
	hereby assigned to them.	4
	“OwnersHead Managers” means the party identified in Box 2.	5
	“Managers Sub-managers” means the party identified in Box 3.	6
	“Vessel” means the vessel or vessels details of which are set	7
	out in Annex “A” attached hereto.	8
	“Business Day” means a day (excluding Saturdays and
	Sundays) on which banks are open for business in Athens,
	Greece and New Yok, New York.
	“Crew” means the Master, officers and ratings of the numbers,	9
	rank and nationality specified in Annex “B” attached hereto.	10
	“Crew Support Costs” means all expenses of a general nature	11
	which are not particularly referable to any individual vessel for	12
	the time being managed by the Managers and which are incurred	13
	by the Managers for the purpose of providing an efficient and	14
	economic management service and, without prejudice to the	15
	generality of the foregoing, shall include the cost of crew standby	16
	pay, training schemes for officers and ratings, cadet training	17
	schemes, sick pay, study pay, recruitment and interviews.	18
	“Severance Costs” means the costs which the employers are	19
	legally obliged to pay to or in respect of the Crew as a result of	20
	the early termination of any employment contract for service on	21
	the Vessel.	22
	“Crew Insurances” means insurances against crew risks which	23
	shall include but not be limited to death, sickness, repatriation,	24
	injury, shipwreck unemployment indemnity and loss of personal	25
	effects.	26
	“Head Management Agreement” means [ ].
	“Management Services” means the services specified in sub-	27
	clauses 3.1 to 3.8 as indicated affirmatively in Boxes 5 to 12.	28
	“ISM Code” means the International Management Code for the	29
	Safe Operation of Ships and for Pollution Prevention as adopted	30
	by the International Maritime Organization (IMO) by resolution	31
	A.741(18) or any subsequent amendment thereto.	32
	“Owners” means [ ] and includes its successors in title.
	“ISPS Code” means the International Ship and Port Facility
	Security Code constituted pursuant to resolution A.924(22) of
	the International Maritime Organisation now set out in Chapter
	XI-2 of the International Convention for the Safety of Life at Sea
	(SOLAS) 1974 (as amended) and the mandatory ISPS Code as
	adopted by a Diplomatic Conference of the International
	Maritime Organisation on Maritime Security in December 2002
	and includes any amendments or extensions to it and any
	regulation issued pursuant to it.
	“STCW 95” means the International Convention on Standards	33
	of Training, Certification and Watchkeeping for Seafarers, 1978,	34
	as amended in 1995 or any subsequent amendment thereto.	35
2.	Appointment of ManagersSub-managers	36
	With effect from the day and year stated in Box 4 and continuing	37
	unless and until terminated as provided herein, the Owners Head	38
	Managers
	hereby appoint the Managers Sub-managers as the technical sub-	39
	managers of the Vessel and the Managers Sub-managers hereby
	agree
	to act as the sub-managersManagers of the Vessel.	40
	The Sub-managers hereby acknowledge that they are aware that
	the Head Managers have been appointed as the Managers of the
	Vessel pursuant to the Head Management Agreement.
3.	Basis of Agreement	41
	Subject to the terms and conditions herein provided, during the	42
	period of this Agreement, the Managers Sub-managers shall carry	43
	out
	Management Services in respect of the Vessel as agents for	44
	and on behalf of the OwnersHead managers. Subject to the terms	45
	of this Agreement, Tthe Managers Sub-managers shall have
	authority
	to take such actions as they may from time to time in their absolute	46
	reasonable
	discretion consider to be necessary to enable them to perform	47

this Agreement in accordance with sound ship management		48
practice.		49
3.1 Crew Management		50
(only applicable if agreed according to Box 5)		51
The Managers Sub-managers shall provide suitably qualified Crew		52
for the Vessel
as required by the Owners Head Managers in accordance with the		53
STCW 95
requirements, provision of which includes but is not limited to		54
the following functions:		55
(i)	selecting and engaging the Vessel’s Crew, including payroll	56
	arrangements, pension administration, and insurances for	57
	the Crew other than those mentioned in Clause 6;	58
(ii)	ensuring that the applicable requirements of the law of the	59
	flag of the Vessel are satisfied in respect of manning levels,	60
	rank, qualification and certification of the Crew and	61
	employment regulations including Crew’s tax, social	62
	insurance, discipline and other requirements;	63
(iii)	ensuring that all members of the Crew have passed a medical	64
	examination with a qualified doctor certifying that they are fit	65
	for the duties for which they are engaged and are in possession	66
	of valid medical certificates issued in accordance with	67
	appropriate flag State requirements. In the absence of	68
	applicable flag State requirements the medical certificate shall	69
	be dated not more than three months prior to the respective	70
	Crew members leaving their country of domicile and	71
	maintained for the duration of their service on board the Vessel;	72
(iv)	ensuring that the Crew shall have a command of the English	73
	language of a sufficient standard to enable them to perform	74
	their duties safely;	75
(v)	arranging transportation of the Crew, including repatriation,	76
board and lodging as and when required at rates and types of
accommodations as customary in the industry;
(vi)	training of the Crew and supervising their efficiency;	77
(vii)	keeping and maintaining full and complete records of any	78
labor agreements which may be entered into with the Crew and,
if applicable, conducting union negotiations;
(viii)	operating the ManagersSub-managers’ drug and alcohol policy	79
unless
	otherwise agreed in writing.	80
	If the Head Managers request for one or more members of
	the Crew to be changed as a result of (i) proven non-
	performance or underperformance of the relevant Crew
	member’s duties and responsibilities under its contract of
	employment or (ii) proven non-compliance with any of the
	Sub-mangers’ policies applying at the relevant time, the Sub-
	managers’ policies applying at the relevant time, the Sub-
	managers undertake to arrange for a suitable replacement as
	soon as possible after such request is made and proven.
3.2	Technical Management	81
(only applicable if agreed according to Box 6)		82
The Managers Sub-managersshall provide technical management		83
which
includes, but is not limited to, the following functions:		84
(i)	provision of competent personnel to supervise the	85
	maintenance and general efficiency of the Vessel;	86
(ii)	arrangement and supervision of dry dockings, repairs,	87
	alterations and the upkeep of the Vessel to the standards	88
	required by the Owners Head Managers provided that the	89
	Managers Sub-managers shall
	be entitled to incur the necessary expenditure to ensure	90
	that the Vessel will comply with the law of the flag of the	91
	Vessel and of the places where she trades, and all	92
	requirements and recommendations of the classification	93
	society;	94
(iii)	arrangement of the supply of necessary stores, spares and	95
	lubricating oil;	96
(iv)	appointment of surveyors and technical consultants as the	97
	Managers Sub-managers may consider from time to time to be	98
	necessary;

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II

“SHIPMAN 98” Standard Ship Management Agreement

(v)	development, implementation and maintenance of a Safety	99
	Management System (SMS) in accordance with the ISM	100
	Code (see sub-clauses 4.2 and 5.3) and of a security system in	101
	accordance with the ISPS Code;
	(vi) on request by the Head Managers, providing the Head
	Managers with a copy of any inspection report, survey,
	valuation or any other similar report prepared by any
	shipbrokers, surveyors, the Class etc..
3.3	Commercial Management	102
(only applicable if agreed according to Box 7)		103
The Managers Sub-managers shall provide the commercial		104
operation of the
Vessel, as required by the OwnersHead Managers and only to the		105
extent so required (if at all), which includes, but is not
limited to, the following functions:		106
(i)	providing chartering services in accordance with the Owners’	107
	instructions which include, but are not limited to, seeking	108
	and negotiating employment for the Vessel and the conclusion	109
	(including the execution thereof) of charter parties or other	110
	contracts relating to the employment of the Vessel. If such a	111
	contract exceeds the period stated in Box 13, consent thereto	112
	in writing shall first be obtained from the Owners.	113
(ii)	arranging of the proper payment to Owners or their nominees	114
	of all hire and/or freight revenues or other moneys of	115
	whatsoever nature to which Owners may be entitled arising	116
	out of the employment of or otherwise in connection with the	117
	Vessel.	118
(iii)	providing voyage estimates and accounts and calculating of	119
	hire, freights, demurrage and/or despatch moneys due from	120
	or due to the charterers of the Vessel;	121
(ivii)	issuing to the Crew ofappropriate voyage instructions and	122
monitoring voyage performance;
(viii)	appointing agents;	123
(viiv)	appointing stevedores;	124
(viiv)	arranging surveys associated with the commercial operation	125
	of the Vessel;	126
	(viii) carrying out the necessary communications with the
	shippers, charterers and others involved with the receiving
	and handling of the Vessel at the relevant loading and
	discharging ports, including sending any notices required
	under the terms of the Vessel’s employment at the time;
	(ix) invoicing on behalf of the Owners all freights, hires,
	demurrages, outgoing claims, refund of taxes, balances of
	disbursements, statements of account and other sums due
	to the Owners and account receivables arising from the
	operation of the Vessel and, upon the request of the Head
	Managers, issuing releases on behalf of the Owners upon
	receipt of payment or settlement of any such amounts;
	(x) preparing off-hire statements and/or hire statements;
	(xi) procuring and arranging for port entrance and clearance,
	pilots, consular approvals and other services necessary for
	the management and safe operation of the Vessel; and
	(xii) reporting to the Owners of any major casualties,
	damages received or caused by the Vessel or any release or
	discharge of oil or other hazardous material not in
	compliance with any laws.
3.4	Insurance Arrangements’	127
(only applicable if agreed according to Box 8)		128
The Managers Sub-managers shall arrange insurances in		129
accordance with
Clause 6, on such terms and conditions as the Owners Head		130
Managers shall
have instructed or agreed,and only to the extent so instructed, in		131
particular regarding underwriters, conditions,
insured values, deductibles and franchises.		132
3.5	Accounting Services	133
(only applicable if agreed according to Box 9)		134
The Managers Sub-managers shall:		135
(i)	establish an accounting system which meets the	136
	requirements of the Owners Head Managers and provide regular	137
	accounting
	services, supply regular reports and records,	138

	(ii)	maintain the records of all costs and expenditure incurred	139
		as well as data necessary or proper for the settlement of	140
		accounts between the parties and shall make the same	141
		available for inspection and auditing by the Head Managers
		or any person the Head Managers may designate in writing.
	3.6	Sale or Purchase of the Vessel	142
	(only applicable if agreed according to Box 10)		143
	The Managers Sub-managers shall, in accordance with the Owners’		144
	Head Managers’ instructions and only to the extent so instructed
	(if at all),
	supervise the sale or purchase of the Vessel, including the		145
	performance of any sale or purchase agreement, but not		146
	negotiation of the same. The Sub-managers shall, in accordance		147
	with the instructions of the Head Managers and only to the
	extent so instructed (if at all) assist the Owners with the
	registration of the Vessel under the laws of the relevant flag
	state from time to time and for the deletion of the Vessel from
	any of the same. Notwithstanding anything to the contrary
	contained in this Agreement, any services to be provided by the
	Sub-managers under this Clause may be required by the Head
	Managers before this Agreement has commenced (but after it
	has been signed) and/or after it has been terminated and, in
	either such case, the Sub-managers shall be obliged to provide
	the same as and when requested by the Head Managers.
	3.7	Provisions (only applicable if agreed according to Box 11)	148
	The Managers Sub-managers shall arrange for the supply of		149
	provisions.
	3.8	Bunkering (only applicable if agreed according to Box 12)	150
	The Managers Sub-managers shall arrange for the provision of		151
	bunker fuel of the
	quality specified by the Owners Head Managers and only to the		152
	extent so instructed as required for the Vessel’s trade.
4.	ManagersSub-managers ’ Obligations		153
	4.1	The Managers Sub-managers undertake to use their best	154
	endeavours to
	provide the agreed Management Services as agents for and on		155
	behalf of the Owners Head Managers in accordance with sound ship		156
	management
	practice and to protect and promote the interests of the Owners and		157
	the Head Managers in
	all matters relating to the provision of services hereunder.		158
	The Sub-managers shall exercise care to cause adequate		159
	manpower to be employed by them to perform their obligations
	under this Agreement. Provided, however, that the Managers Sub-
	managers in the performance of their
	management responsibilities under this Agreement shall be entitled		160
	to have regard to their overall responsibility in relation to all vessels		161
	as may from time to time be entrusted to their management and		162
	in particular, but without prejudice to the generality of the foregoing,		163
	the Managers Sub-managers shall be entitled to allocate available		164
	supplies,
	manpower and services in such manner as in the prevailing		165
	circumstances the Sub-managers Managers in their absolute		166
	discretion consider
	to be fair and reasonable.		167
	4.2	Where the Managers Sub-managers are providing Technical	168
	Management
	in accordance with sub-clause 3.2, they shall procure that the		169
	requirements of the law of the flag of the Vessel are satisfied and		170
	they shall in particular be deemed to be the “Company” as defined		171
	by the ISM Code, assuming the responsibility for the operation of		172
	the Vessel and taking over the duties and responsibilities imposed		173
	by the ISM Code and/or the ISPS Code when applicable.		174
	4.3	In the exercise of their duties hereunder, the Sub-managers
	shall act in accordance with the reasonable policies, guidelines
	and instructions from time to time communicated to them in
	writing by the Head Managers.
5.	Owners’ Head Managers’ Obligations		175
	5.1	The Owners Head Managers shall pay all sums due to the	176
	Managers Sub-managers punctually
	in accordance with the terms of this Agreement.		177
	5.2	Where the Managers Sub-managers are providing Technical	178
	Management
	in accordance with sub-clause 3.2, the Owners Head Managers		179

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II

“SHIPMAN 98” Standard Ship Management Agreement

	shall procure that the Owners shall:
	(i)	procure that all officers and ratings supplied by them or on	180
		their behalf comply with the requirements of STCW 95;	181
	(ii)	instruct such officers and ratings to obey all reasonable orders	182
		of the Managers Sub-managers in connection with the operation	183
		of the
		Sub-managers Managers’ safety management system.	184
	5.3	Where the Managers Sub-managers are not providing Technical	185
	Management
	in accordance with sub-clause 3.2, the Owners Head Managers		186
	shall procure that the Owners shall procure that
	the requirements of the law of the flag of the Vessel are satisfied		187
	and that they, or such other entity as may be appointed by them		188
	and identified to the Sub-managers Managers, shall be deemed to		189
	be the
	“Company” as defined by the ISM Code assuming the responsibility		190
	for the operation of the Vessel and taking over the duties and		191
	responsibilities imposed by the ISM Code when applicable.		192
6.	Insurance Policies		193
	The Owners Head Managers shall procure, whether by instructing		194
	the Managers Sub-managers
	under sub-clause 3.4 or otherwise, that throughout the period of		195
	this Agreement:		196
	6.1	at the Owners’ expense, the Vessel is insured for not less	197
	than her sound market value or entered for her full gross tonnage,		198
	as the case may be for:		199
	(i)	usual hull and machinery marine risks (including crew	200
		negligence) and excess liabilities;	201
	(ii)	protection and indemnity risks (including pollution risks and	202
		Crew Insurances); and	203
	(iii)	war risks (including protection and indemnity and crew risks)	204
	in each case in accordance with the best practice of prudent owners		205
	of
	vessels of a similar type to the Vessel, with first class insurance		206
	companies, underwriters or associations (in the latter case being a		207
	member of the International Group of P&I Clubs) (“the Owners’
	Insurances”);		208
	6.2	all premiums and calls and applicable deductibles and/or	209
	franchises on the Owners’ Insurances are paid
	promptly by their due date,		210
	6.3	the Owners’ Insurances name the Managers Sub-managers	211
	and, subject
	to underwriters’ agreement, any third party designated by the		212
	Managers Sub-managers as a joint assured, with full cover, with the		213
	Owners
	obtaining cover in respect of each of the insurances specified in		214
	sub-clause 6.1:		215
	(i)	on terms whereby the Sub-managers Managers and any such	216
	third party
		are liable in respect of premiums or calls arising in connection	217
		with the Owners’ Insurances; or	218
	(ii)	if reasonably obtainable, on terms such that neither the	219
		Managers Sub-managers nor any such third party shall be under	220
		any
		liability in respect of premiums or calls arising in connection	221
		with the Owners’ Insurances; or	222
	(iii)	on such other terms as may be agreed in writing.	223
	Indicate alternative (i), (ii) or (iii) in Box 14. If Box 14 is left		224
	blank then (i) applies.		225
	6.4	written evidence is provided, to the reasonable satisfaction	226
	of the ManagersSub-managers , of their compliance with their		227
	obligations under
	Clause 6 within a reasonable time of the commencement of		228
	the Agreement, and of each renewal date and, if specifically		229
	requested, of each payment date of the Owners’ Insurances.		230
7.	Income Moneys Collected and Expenses Paid on Behalf of		231
	OwnersHead Managers

	7.1	All moneys collected by the Managers Sub-managers under the	232
	terms of
	this Agreement (other than moneys payable by the Owners Head		233
	Managers to
	the ManagersSub-managers ) and any interest thereon shall be held		234
	to the
	credit of the Owners Head Managers in a separate bank account.		235
	7.2	All expenses incurred by the Managers Sub-managers under	236
	the terms
	of this Agreement on behalf of the Owners Head Managers		237
	(including expenses
	as provided in Clause 8) may be debited against the Owners Head		238
	Managers
	in the account referred to under sub-clause 7.1 but shall in any		239
	event remain payable by the Owners Head Managers to the		240
	Managers Sub-managers on
	demand.		241
8.	Management Fee		242
	8.1	The Owners Head Maagers shall pay to the Managers Sub-	243
	managers for their services
	as Managers Sub-managers under this Agreement an annualthe		244
	daily management
	fees as stated in Box 15 which shall be payable by equal		245
	monthly instalments in advance, the first instalment being monthly		246
	in advance on a prorata basis.
	payable on the commencement of this Agreement (see Clause		247
	2 and Box 4) and subsequent instalments being payable every		248
	month.		249
	8.2	The management fee shall be subject to an annual review	250
	on the anniversary date of the Agreement and the proposed		251
	fee shall be presented in the annual budget referred to in sub-		252
	clause 9.1.		253
	8.3	The Managers Sub-managers shall, at no extra cost to the	254
	OwnersHead Managers, provide
	their own office accommodation, office staff, facilities and		255
	stationery. Without limiting the generality of Clause 7 the Owners		256
	Head Managers
	shall reimburse the Managers Sub-managers for postage and		257
	communication
	expenses, travelling expenses, and other out of pocket		258
	expenses properly incurred by the Managers Sub-managers in		259
	pursuance of
	the Management Services.		260
	8.4	In the event of the appointment of the Managers Sub-managers	261
	being
	terminated by the Owners Head Managers or the Managers Sub-		262
	managers in accordance with
	the provisions of Clauses 17 and 18 other than by reason of		263
	default by the Managers, or if the Vessel is lost, sold or otherwise		264
	Disposed of 18.1 or 18.3, the “management fee” payable to the		265
	Managers Sub-managers
	aAccording to the provisions of sub-clause 8.1, shall continue to		266
	be payable for a further period of one month (in the case of a		267
	termination in accordance with clause 17) or three calendartwo
	months (in the case of a termination in accordance with clauses
	18.1 or 18.3), in each case as
	from the termination date. In addition, provided that the		268
	Managers Sub-managers provide Crew for the Vessel in		269
	accordance with sub-
	clause 3.1:		270
	(i)	the Owners shall continue to pay Crew Support Costs during	271
		the said further period of three calendar months and	272
	(ii)	the Owners Sub-managers shall pay an equitable proportion of	273
	any
		Severance Costs which may materialize, not exceeding	274
		the amount stated in Box 16.	275
	8.5	If the Owners decide to lay-up the Vessel whilst this	276
	Agreement remains in force and such lay-up lasts for more		277
	than three two months, an appropriate reduction of the management		278
	fee for the period exceeding three two months until one month		279
	before the Vessel is again put into service shall be mutually		280

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II

“SHIPMAN 98” Standard Ship Management Agreement

	agreed between the parties failing which the Head Managers shall		281
	have the right to terminate this Agreement.
	8.6	Unless otherwise agreed in writing all discounts and	282
	commissions obtained by the Managers Sub-managers in the		283
	course of the
	management of the Vessel shall be credited to the OwnersHead		284
	Managers.
9.	Budgets and Management of Funds		285
	9.1	The Managers Sub-managers shall on or before October 1 of	286
	each calendar year present to the Owners Head Managers
	annually a
	budget for the following twelve months calendar year in such form		287
	as the
	Owners Head Managers require. The budget for the first year		288
	hereofuntil the end of this calendar year is set out
	in Annex “C” hereto. Subsequent annual budgets shall be		289
	prepared by the Managers and submitted to the Owners not		290
	less than three months before the anniversary date of the		291
	commencement of this Agreement (see Clause 2 and Box 4).		292
	9.2	The Owners Head Managers shall indicate to the Managers	293
	Sub-managers their acceptance
	and approval of the annual budget within one month of		294
	presentation and in the absence of any such indication the		295
	Managers Sub-managers shall be entitled to assume that the		296
	Owners Head Managers have
	accepted the proposed budget.		297
	9.3	Following the agreement of the budget, the Managers Sub-	298
	managers shall
	prepare and present to the Owners Head Managers their estimate of		299
	the working
	capital requirement of the Vessel and the Managers Sub-managers		300
	shall each
	month up-date this estimate. Based thereon, the Managers Sub-		301
	managers shall
	each month request the Owners Head Managers in writing for the		302
	funds required
	to run the Vessel for the ensuing month, including the payment		303
	of any occasional or extraordinary item of expenditure, such as		304
	emergency repair costs, additional insurance premiums, bunkers		305
	or provisions. Such funds shall be received by the Managers Sub-		306
	managers
	within ten running days after the receipt by the Owners Head		307
	Managers of the
	ManagersSub-managers ’ written request and shall be held to the		308
	credit of the
	Owners Head Managers in a separate bank account.		309
	9.4	The Managers Sub-managers shall produce a comparison	310
	between
	budgeted and actual income and expenditure of the Vessel in		311
	such form as required by the Owners Head Managers monthly or at		312
	such other
	intervals as mutually agreed.		313
	9.5	Notwithstanding anything contained herein to the contrary,	314
	the Managers Sub-managers shall in no circumstances be required		315
	to use or
	commit their own funds to finance the provision of the		316
	Management Services.		317
10.	ManagersSub-managers ’ Right to Sub-Contract		318
	The Managers Sub-managers shall not have the right to sub-		319
	contract any of
	their obligations hereunder, including those mentioned in sub-		320
	clause 3.1, without the prior written consent of the Owners Head		321
	Managers which
	shall not be unreasonably withheld. In the event of such a sub-		322
	contract the Managers Sub-managers shall remain fully liable for the		323
	due
	performance of their obligations under this Agreement.		324
11.	Responsibilities		325
	11.1 Force Majeure - Neither the Owners Head Managers nor the		326
	Managers Sub-managers
	shall be under any liability for any failure to perform any of their		327

obligations hereunder by reason of any cause whatsoever of	328
any nature or kind beyond their reasonable control.	329
11.2 Liability to Owners Head Managers- (i) Without prejudice to	330
sub-clause
11.1, the Managers Sub-managers shall be under no liability	331
whatsoever to the
Owners Head Managers or to the Owners for any loss, damage,	332
delay or expense of whatsoever
nature, whether direct or indirect, (including but not limited to	333
loss of profit arising out of or in connection with detention of or	334
delay to the Vessel) and howsoever arising in the course of	335
performance of the Management Services UNLESS same is	336
proved to have resulted solely from the negligence, gross	337
negligence or wilful default of the Managers Sub-managers or their	338
employees,
or agents or sub-contractors employed by them in connection	339
with the Vessel, in which case (save where loss, damage, delay	340
or expense has resulted from the Sub-managers Managers’	341
personal act or
omission committed with the intent to cause same or recklessly	342
and with knowledge that such loss, damage, delay or expense	343
would probably result) the ManagersSub-managers’ liability for each	344
incident
or series of incidents giving rise to a claim or claims shall never	345
Exceed a total of ten times the annual management fee payable	346
hereunder.	347
(ii) Notwithstanding anything that may appear to the contrary in	348
this Agreement, the Managers Sub-managers shall not be liable for	349
any of the
actions of the Crew, even if such actions are negligent, grossly	350
negligent or wilful, except only to the extent that they are shown	351
to have resulted from a failure by the Managers Sub-managers to	352
discharge
their obligations under sub-clause 3.1, in which case their liability	353
shall be limited in accordance with the terms of this Clause 11.	354
11.3 Indemnity - Except to the extent and solely for the amount	355
therein set out that the Managers Sub-managers would be liable	356
under sub-
clause 11.2, the Owners Head Managers hereby undertake to keep	357
the Managers Sub-managers
and their employees, agents and sub-contractors indemnified	358
and to hold them harmless against all actions, proceedings,	359
claims, demands or liabilities whatsoever or howsoever arising	360
which may be brought against them or incurred or suffered by	361
them arising out of or in connection with the performance of the	362
Agreement, and against and in respect of all costs, losses,	363
damages and expenses (including legal costs and expenses on	364
a full indemnity basis) which the Managers Sub-managers may	365
suffer or incur
(either directly or indirectly) in the course of the performance of	366
this Agreement.	367
11.4 “Himalaya” - It is hereby expressly agreed that no	368
employee or agent of the Managers Sub-managers (including every	369
sub-
contractor from time to time employed by the ManagersSub-	370
managers ) shall in
Any circumstances whatsoever be under any liability whatsoever	371
to the Owners Head Managers for any loss, damage or delay of	372
whatsoever kind
arising or resulting directly or indirectly from any act, neglect or	373
default on his part while acting in the course of or in connection	374
with his employment and, without prejudice to the generality of	375
the foregoing provisions in this Clause 11, every exemption,	376
limitation, condition and liberty herein contained and every right,	377
exemption from liability, defence and immunity of whatsoever	378
nature applicable to the Managers Sub-managers or to which the	379
Managers Sub-managers are
entitled hereunder shall also be available and shall extend to	380
protect every such employee or agent of the Managers Sub-	381
managers acting
as aforesaid and for the purpose of all the foregoing provisions	382
of this Clause 11 the Managers are or shall be deemed to be	383

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II
“SHIPMAN 98” Standard Ship Management Agreement

	acting as agent or trustee on behalf of and for the benefit of all	384
	persons who are or might be their servants or agents from time	385
	to time (including sub-contractors as aforesaid) and all such	386
	persons shall to this extent be or be deemed to be parties to this	387
	Agreement.	388
12.	Documentation	389
	Where the Managers Sub-managers are providing Technical	390
	Management in
	accordance with sub-clause 3.2 and/or Crew Management in	391
	accordance with sub-clause 3.1, they shall make available,	392
	upon OwnersHead Managers’ request, all documentation and	393
	records related
	to the Safety Management System (SMS) and/or the Crew	394
	which the Owners Head Managers or the Owners need in order to	395
	demonstrate compliance
	with the ISM Code, the ISPS Code and STCW 95 or to defend a	396
	claim against
	a third party.	397
13.	General Administration	398
	13.1 The Managers Sub-managers shall handle and settle all claims	399
	arising
	out of the Management Services hereunder not exceeding	400
	US$5,000 and keep the Owners Head Managers
	informed regarding any incident of which the Managers Sub-	401
	managers become
	aware which gives or may give rise to material claims or disputes	402
	involving
	third parties.	403
	13.2 The Managers Sub-managers shall, as instructed by the	404
	Owners Head Managers under this Agreement, bring
	or defend actions, suits or proceedings in connection with matters	405
	entrusted to the Managers Sub-managers according to this	406
	Agreement.
	13.3 The Managers Sub-managers shall also have power , as	407
	instructed by the Owners under this Agreemeent, to obtain legal
	or
	technical or other outside expert advice in relation to the handling	408
	and settlement of claims and disputes or all other matters	409
	affecting the interests of the Owners or the Head Managers in	410
	respect of the Vessel.
	13.4 The Owners Head Managers shall procure that the Owners	411
	shall arrange for the provision of any
	necessary guarantee bond or other security.	412
	13.5 Any costs reasonably incurred by the Managers in	413
	carrying out their obligations according to Clause 13 shall be	414
	reimbursed by the OwnersHead Managers.	415
	13.6 Upon request the Sub-managers shall provide the Head
	Managers or, if directed by the Head Managers, the Owners,
	with all documents required for the purposes of submittting
	claims to the Vessel’s insurers (through brokers or directly) or
	for defending or presenting claims against other parties etc.
	This obligation will survive for six (6) years after termination of
	this Agreement.
14.	Auditing	416
	The Managers Sub-managers shall at all times maintain and keep	417
	true and
	correct accounts and shall make the same available for inspection	418
	and auditing by the Owners Head Managers or to their agents at	419
	such times as may be mutually
	agreed. On the termination, for whatever reasons, of this	420
	Agreement, the Managers Sub-managers shall release to the	421
	OwnersHead Managers, if so
	requested, the originals where possible, or otherwise certified	422
	copies, of all such accounts and all documents specifically relating	423
	to the Vessel and her operation.	424
15.	Inspection of Vessel	425
	The Owners Head Managers shall have the right at any time after	426
	giving
	reasonable notice to the Managers to inspect the Vessel for any	427

	reason they consider necessary.				428
	The Sub-managers shall visit and thoroughly inspect and
	survey the Vessel at least once per quarter each calendar year,
	i.e. at least four times each calendar year. Following each such
	visit and inspection/survey, the Sub-managers shall submit to
	the Head Managers a detailed condition report in relation to the
	Vessel, its operations and other related matters as observed by
	such visit and inspection/survey.
	If the Sub-managers’ superintendents or other qualified staff
	spend more than 28 days visiting and inspecting/surveying the
	Vessel pursuant to this Clause in any calendar year, the Sub-
	managers will charge the Head Managers for such excess days
	United States Dollars 500 per excess day for each such person.
	The Head Managers are entitled to make recommendations as to
	possible repair or maintenance matters, in writing, to the Sub-
	managers only. Such recommendations should not be given to
	the Crew directly by the Head Manager.
16.	Compliance with Laws and Regulations				429
	The Managers Sub-managers will not do or permit to be done				430
	anything which
	might cause any breach or infringement of the laws and				431
	regulations of the Vessel’s flag, or of the places where she trades or				432
	of any sunctions imposed by the U.S., the U.N., the E.U. or the U.K.
17.	Duration of the Agreement				433
	This Agreement shall come into effect on the day and year stated				434
	in Box 4 and shall continue until the date stated in Box 17.				435
	Thereafter it shall continue until terminated by either party giving				436
	to the other notice in writing, in which event the Agreement shall				437
	terminate upon the expiration of a period of two months from the				438
	date upon which such notice was given.				439
18.	Termination				440
	18.1	Owners’ Head Managers’ default			441
	(i)	The Managers Sub-managers shall be entitled to terminate the			442
		Agreement
		with immediate effect by notice in writing if any moneys			443
		payable by the Owners Head Managers under this Agreement			444
		and/or the
		owners of any associated vessel, details of which are listed			445
		in Annex “D”, shall not have been received in the ManagersSub-			446
		managers’
		nominated account within ten running Business dDays of receipt			447
		by
		the Owners Head Managers of the Managers Sub-managers			448
		written request or if the Vessel
		is repossessed by the Mortgagees.			449
	(ii)	If the OwnersHead Managers:			450
			(a)	fail to meet their obligations under sub-clauses 5.2	451
				and 5.3 of this Agreement for any reason within their	452
				control, or	453
			(b)	proceed with the employment of or continue to employ	454
				the Vessel in the carriage of contraband, blockade	455
				running, or in an unlawful or sanctionable trade, or on a	456
				voyage which
				in the reasonable opinion of the Managers is unduly	457
				hazardous or improper,	458
		the Managers Sub-managers may give notice of the default to			459
		the OwnersHead Managers,
		requiring them to remedy it as soon as practically possible.			460
		In the event that the Owners Head Managers fail to remedy it			461
		within a
		reasonable time to the satisfaction of the ManagersSub-			462
		managers , the
		Managers Sub-managers shall be entitled to terminate the this			463
		Agreement
		with immediate effect by notice in writing.			464
	18.2	ManagersSub-managers’ Default			465
	If the Managers Sub-managers fail to meet their obligations under				466
	Clauses 3
	and 4 of this Agreement for any reason within the control of the				467
	ManagersSub-managers , the Owners Head Managers may give				468
	notice to the Managers Sub-managers of the

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II
“SHIPMAN 98” Standard Ship Management Agreement

	default, requiring them to remedy it as soon as practically		469
	Possible promptly. In the event that the Managers Sub-managers		470
	fail to remedy it within a
	reasonable time promptly to the satisfaction of the OwnersHead		471
	Managers, the Owners Head Managers
	shall be entitled to terminate the Agreement with immediate effect		472
	by notice in writing.		473
	18.3 Extraordinary Termination		474
	This Agreement shall be deemed to be terminated in the case of		475
	the sale of the Vessel or if the Vessel becomes a total loss or is		476
	declared by the Owners as a constructive or compromised or		477
	arranged total
	loss or is requisitioned.		478
	18.4 For the purpose of sub-clause 18.3 hereof		479
	(i)	the date upon which the Vessel is to be treated as having	480
		been sold or otherwise disposed of shall be the date on	481
		which the Owners cease to be registered as Owners of	482
		the Vessel;	483
	(ii)	the Vessel shall not be deemed to be lost unless either	484
		she has become an actual total loss or agreement has	485
		been reached with her underwriters in respect of her	486
		constructive, compromised or arranged total loss or if such	487
		agreement with her underwriters is not reached it is	488
		adjudged by a competent tribunal that a constructive loss	489
		of the Vessel has occurred notice of abandonment is served	490
		by the Owners on the Vessel’s underwriters.
	18.5 Either party shall be entitled to terminate this Agreement by		491
	notice in writing to the other party if:
	(a) the other party ceases to conduct business, or all or
	substantially all of the equity-interests, properties or assets of
	such other party are sold, seized or appropriated which, in the
	case of seizure or appropriation, is not discharged within 20
	Business Days.
	(b) (i) the other party files a petition under any bankruptcy law,
	makes an assignment for the benefit of its creditors, seeks relief
	under any law for the protection of debtors or adopts a plan of
	liquidation; (ii) the other party shall admit in writing its
	Insolvency or its inability to pay its debts as they mature; (iii) an
	order is made for the appointment of a liquidator, manager,
	receiver or trustee of the other party of all or substantial part of
	its assets; or (iv) if an order is made or a resolution is passed
	for the other party’s widing up;
	(c) the other party is prevented from performing its obligations
	hereunder, in any material respect, by reasons of Force Majeure
	for a period of two or more consecutive months.This Agreement
	shall terminate forthwith in the event of
	an order being made or resolution passed for the winding up,		492
	dissolution, liquidation or bankruptcy of either party (otherwise		493
	than for the purpose of reconstruction or amalgamation) or if a		494
	receiver is appointed, or if it suspends payment, ceases to carry		495
	on business or makes any special arrangement or composition		496
	with its creditors.		497
	18.6 The termination of this Agreement shall be without		498
	prejudice to all rights accrued due between the parties prior to		499
	the date of termination.		500
19.	Law and Arbitration		501
	19.1 This Agreement and any non-contractual obligations		502
	connected with it shall be governed by and construed in
	accordance with English law. All disputes arising out of this		503
	Agreement and/or any non-contractual obligations connected
	with it shall be arbitrated in London in the following manner.
	One arbitrator is to be appointed by each of the parties hereto
	and a third by the two so chosen. Their decision or that of any
	two of them shall be final. The arbitrators shall be commercial
	persons, conversant with shipping matters. Such arbitration is
	to be conducted in accordance with the London Maritime
	Arbitration Association (LMAA) Terms current at the time when
	the arbitration proceedings are commenced and in accordance
	with the Arbitration Act 1996 or any statutory modification or re-
	enactment thereof. In the event that a party hereto shall state a
	dispute and designate an arbitrator in writing, the other party
	shall have 10 Business Days to designate its own arbitrator. If
	such other party fails to designate its own arbitrator within such
	period, the arbitrator appointed by the first party can render an

award hereunder. Until such time as the arbitrators finally close
the hearings, either party shall have the right by written notice
served on the arbitrators and on the other party to specify
further disputes or differences under this Agreement for hearing
and determination. The arbitrators may grant any relief, and
render an award, which they or a majority of them deem just and
equitable and within the scope of this Agreement, including but
not limited to the posting of security. Awards pursuant to this
Clause 19.1 may include costs and judgments may be entered
upon any award made herein in any court having jurisdiction.
and any dispute arising out of or
in connection with this Agreement shall be referred to arbitration	504
in London in accordance with the Arbitration Act 1996 or	505
any statutory modification or re-enactment thereof save to	506
the extent necessary to give effect to the provisions of this	507
Clause.	508
The arbitration shall be conducted in accordance with the	509
London Maritime Arbitrators Association (LMAA) Terms	510
current at the time when the arbitration proceedings are	511
commenced.	512
The reference shall be to three arbitrators. A party wishing	513
to refer a dispute to arbitration shall appoint its arbitrator	514
and send notice of such appointment in writing to the other	515
party requiring the other party to appoint its own arbitrator	516
within 14 calendar days of that notice and stating that it will	517
appoint its arbitrator as sole arbitrator unless the other party	518
appoints its own arbitrator and gives notice that it has done	519
so within the 14 days specified. If the other party does not	520
appoint its own arbitrator and give notice that it has done so	521
within the 14 days specified, the party referring a dispute to	522
arbitration may, without the requirement of any further prior	523
notice to the other party, appoint its arbitrator as sole	524
arbitrator and shall advise the other party accordingly. The	525
award of a sole arbitrator shall be binding on both parties	526
as if he had been appointed by agreement.	527
Nothing herein shall prevent the parties agreeing in writing	528
to vary these provisions to provide for the appointment of a	529
sole arbitrator.	530
In cases where neither the claim nor any counterclaim	531
exceeds the sum of USD50,000 (or such other sum as the	532
parties may agree) the arbitration shall be conducted in	533
accordance with the LMAA Small Claims Procedure current	534
at the time when the arbitration proceedings are commenced.	535
19.2 This Agreement shall be governed by and construed	536
in accordance with Title 9 of the United States Code and	537
the Maritime Law of the United States and any dispute	538
arising out of or in connection with this Agreement shall be	539
referred to three persons at New York, one to be appointed	540
by each of the parties hereto, and the third by the two so	541
chosen; their decision or that of any two of them shall be	542
final, and for the purposes of enforcing any award,	543
judgement may be entered on an award by any court of	544
competent jurisdiction. The proceedings shall be conducted	545
in accordance with the rules of the Society of Maritime	546
Arbitrators, Inc.	547
In cases where neither the claim nor any counterclaim	548
exceeds the sum of USD50,000 (or such other sum as the	549
parties may agree) the arbitration shall be conducted in	550
accordance with the Shortened Arbitration Procedure of the	551
Society of Maritime Arbitrators, Inc. current at the time when	552
the arbitration proceedings are commenced.	553
19.3 This Agreement shall be governed by and construed	554
in accordance with the laws of the place mutually agreed by	555
the parties and any dispute arising out of or in connection	556
with this Agreement shall be referred to arbitration at a	557
mutually agreed place, subject to the procedures applicable	558
there.	559
19.4 If Box 18 in Part I is not appropriately filled in, sub-	560
clause 19.1 of this Clause shall apply.	561
Note: 19.1, 19.2 and 19.3 are alternatives; indicate	562

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II
“SHIPMAN 98” Standard Ship Management Agreement

	alternative agreed in Box 18.	563
20.	Notices	564
	20.1 Any notice to be given by either party to the other	565
	party shall be in writing and may be sent by fax, telex,	566
	registered or recorded mail or by personal service.	567
	20.2 The address of the Parties for service of such	568
	communication shall be as stated in Boxes 19 and 20,	569
	respectively.	570
21.	Entire Agreement
	This Agreement constitutes the entire agreement between
	the parties and no promise, undertaking, representation,
	warranty or statement by either party prior to the date
	stated in Box 2 shall affect this Agreement. Any modification
	of this Agreement shall not be of any effect unless in writing
	signed by or on behalf of the parties.
22.	Third Party Rights
	Except to the extent provided in Sub-clauses 11.3 (Indemnity)
	and 11.4 (Himalaya) or for matters which the Owners have a
	right towards the Sub-managers pursuant to this Agreement,
	no third parties may enforce any term of this Agreement.
23.	Partial Validity
	If any provision of this Agreement is or becomes or is held by
	any arbitrator or other competent body to be illegal, invalid or
	unenforceable in any respect under any law or jurisdiction,
	the provision shall be deemed to be amended to the extent
	necessary to avoid such illegality, invalidity or unenforceability,
	or, if such amendment is not possible, the provision shall be
	deemed to be deleted from this Agreement to the extent of
	such illegality, invalidity or unenforceability, and the remaining
	provisions shall continue in full force and effect and shall not
	in any way be affected or impaired thereby.

24.	Interpretation
	In this Agreement:
	(a)	Singular/Plural
		The singular includes the plural and vice versa as the
		context admits or requires.
	(b)	Headings
		The index and headings to the clauses and appendices
		to this Agreement are for convenience only and shall
		not affect its construction or interpretation.
	(c)	Day
		“Day” means a calendar day unless expressly stated
		to the contrary.
25.	Pre-approval
	Notwithstanding anything to the contrary in this Agreement,
	the Sub-managers agree that before taking any action the
	result of which will be a cost to the Head Managers or, as
	the case may be, the Owners of at least USD10,000, including
	(but without limiting the generality of the foregoing) the
	Sub-managers:
	(a)	making an appointment of a person in connection with
		this Agreement (such as repair supervisors, surveyors,
		technical consultants, port agents, stevedores or any
		other person of any kind); or
	(b)	arranging for the supply of provisions, bunker fuel,
		stores, spares or lubricant oils; or
	(c)	arranging dry dockings, repairs or maintenance in
		relation to the Vessel; or
	(d)	arranging surveys, etc.,

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II
“SHIPMAN 98” Standard Ship Management Agreement

	the Sub-managers shall seek and obtain the prior written approval
	of the Head Managers in respect of such action (including in respect
	of MARCAS and any service provider associated with the
	Sub-managers). In the event that the Head Managers shall decide to
	perform such action themselves to the exclusion of the Sub-managers,
	they shall advise the Sub-managers in writing.
26.	MARCAS
	26.1 The Sub-managers are presently members of MARCAS Limited
	(“MARCAS”), an independent contracting association providing access
	to commodities and dry dock services globally (www.marcas.org).
	MARCAS negotiates on behalf of its members with
	with selected suppliers the best available price, terms and conditions
	for the bulk purchase of goods and services for the marine industry
	with the aim of offering to members and their clients savings on
	vessel technical operating costs. To enable the Sub-managers
	to arrange such supplies on the most advantageous terms,
	the Sub-managers shall be entitled to make bulk purchases
	through MARCAS.
27	Shipsure
	The Sub-managers will, subject to the remaining provisions of
	this Clause 27, provide the Head Managers and the Vessel at
	no extra cost with the Sub-managers’ proprietary ship
	management software in executable object code form as the
	same may be upgraded and updated from time to time (the
	“Information System Software”) to allow information from
	both the Vessel’s and the Sub-managers’ office to be accessed
	directly by the Head Managers via the “PartnerShip Network”
	secure website. Financial, technical and operational information
	relating to the Vessel will be available from both the Vessel
	and office outputs, with the ability to “drill down” on
	accounts. This will provide the Head Managers with immediate
	access to the same information available to the Sub-managers
	and to reports generated for the Head Managers, with a view
	to providing improved efficiency and cost savings to the
	Head Managers in their overview of the management of the Vessel.
	Should the Head Managers or the Owners have existing software
	applications on board the Vessel which they wish to retain, the
	Head Managers will permit the Sub-managers to carry out an
	on board audit to assess the suitability, compatibility with
	the Information System Software, and any risks or disadvantages
	associated with the continued use of such applications.
	The main features of the Information System Software
	at the date of this Agreement are:

(i)	comprehensive management software providing single
	point of entry to the Vessel incorporating crew administration,
	vessel noon reporting, operational and port reporting, defect
	and deficiency reporting and performance monitoring;
(ii)	a ship to shore and shore to ship e-mail package providing
	cost efficient communications available to both the Head
	Managers or the Owners and their charterers; and
(iii)	a computerised maintenance system including inventory
	control and automated purchase order handling.

Installation and set-up of the Information System Software

will be undertaken at no cost to the Head-managers

on a date agreed between the Sub-managers and

the Head Managers having regard to the Vessel’s schedule

and the availability of the Sub-managers’ personnel.

Solely for the duration of this Agreement the Sub-managers

hereby grant the Owners a personal, non-transferable

non-exclusive license to use a single copy of the Information

System Software as installed by the Managers on a

single computer on board the Vessel.

The Information System Software is owned by the

Sub-managers or their subsidiaries and is protected by

applicable copyright and patent laws. The Head Managers

may not copy the Information System Software (except

for back-up purposes only) or any written materials which

	accompany it, and may not sell, rent, lease, lend, sub-licence,
	reverse engineer or distribute the Information System Software
	or such written materials.
	The Sub-managers do not warrant that the Information System
	Software will meet the Head Managers’ requirements or that the
	use or operation of the Information System Software will be
	uninterrupted or error free.
28.	Vessel trading in high risk areas
	In the event that the Vessel is to trade in a high risk area and in
	particular an area where piracy is prevalent, the Sub-managers shall:
		(i)	comply in full with the guidance provided by ‘Best
			Management Practices to Deter Piracy off the Coast of
			Somalia and in the Arabian Sea Area (BMP)’ as may be
			revised from time to time and also with any similar
			guidance which may be issued for other high risk areas;
		(ii)	monitor daily guidance and updates provided by The
			Maritime Security Centre – Horn of Africa (MSCHOA)
			website (www.mschoa.org) as may be revised from
			time to time and advise the Vessel accordingly;
		(iii)	comply with the guidelines for ‘Transiting off the coast
			of Somalia, the Arabian Sea, Gulf of Aden and Red Sea’
			as may be revised from time to time and also with any
			similar guidance which may be issued for other high
			risk areas. The guidelines set out their policy of full
			compliance with BMP and additional guidance and
			information on Self Protection Measures (SPM’s) and
			Citadels or Safe Areas. The Head Managers will be
			provided with a copy of the guidelines and costs for
			SPM’s will be included in the Vessel budget;
		(iv)	where appropriate, ensure the Vessel follows the
			International Recommended Transit Corridor (IRTC),
			using the services of an escorted convoy if available
			or joining a group transit if not;
		(v)	monitor routing recommendations for transiting high
			risk areas as provided by charterers and insurers and
			review the same as part of the risk assessment
			carried out for the transit concerned;
		(vi)	provide sufficient Self Protection Measures (SPM)
			appropriate to the Vessel’s type, size and speed with
			a view to protecting the Crew as far as possible in the
			event of an attack. To be determined by the risk
			assessment required by BMP for the transit concerned
			and before entering the high risk area; and
		(vii)	provide training for the Crew in BMP prior to transiting
			any high risk area.
	All these services set out in this clause (other than materials
	required for SPM implementation) are provided by the
	Sub-managers free of any cost to the Head Managers.
29.	Float
	On or prior to the date stated in Box 2 the Head Managers
	shall provide to the Sub-managers a sum of $75,000 which shall
	be available to the Head Managers in their reasonable discretion
	for payment of any sum due under the terms of this Agreement,
	which sum will be held in the Manager’s bank account (the “Float”).
	The Head Managers agree that on termination of this Agreement,
	the Sub-managers shall be entitled to retain all or part of the
	Float in payment of any sums then outstanding under the terms
	of this Agreement and, subject thereto, the Sub-managers shall
	reimburse the Float to the Owner by no later than 3 months
	after the termination of this Agreement.
30.	Crew
	The Head Managers agree to implement in full the terms and
	conditions of employment under which the Crew are engaged
	by the Sub-managers as agent for the Head Managers.
	If the Vessel is covered by an ITF approved agreement the
	Head Managers authorize the Sub-managers to sign the ITF
	Special Agreement on their behalf and agree to provide all
	information necessary for this purpose.

For and on behalf of	For and on behalf of
COSTAMARE SHIPPING COMPANY S.A.	[•]

This document is a computer generated SHIPMAN 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.