Feb 2008

Personal Saving Fund ("PSF")� - Terms and Conditions

 
��������� As of 1st January 2007, foreign officers employed by Ofer Ships
Management Inc. (the "Company") from time to time shall be entitled to a
Personal Saving Fund as follows:
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a)     In this document Personal Saving Fund ("PSF") shall mean an amount equal to
12% of MASTER'S / CH. ENGINEER'S� Basic Salary or 10% of any other Officer's
Basic Salary ("Monthly Deposits"), together with 3% non accumulative annual
interest (the "Interest").

b)     Officers who are employed with the Company for at least 900 days, within a
period of 5 years, beginning on their first day of employment with the Company
and/or its affiliated companies after 31st December 2006 (the "Period") and
who are so employed during several employment periods, with no interval of
more than one year in between, shall be entitled to the PSF in respect of a
Period.�

c)     Upon entitlement to the PSF in respect of a Period, the Officer may either
receive the payment of the PSF as accumulated on the last day of a Period (the
"Withdraw Amount") or extend his entitlement to the PSF according to clause

d)     The Officer has the option to extend his entitlement to the PSF for an additional
period of consecutive 5 years as from the end a First Period (the "Additional
Period").

Withdraw the Amount plus a grant as set out in the table below (the "Grant")
and to the Monthly Deposits in respect of the Additional Period, all together
 with Interest as accumulated during the Additional Period.

Should the conditions set out in clause b) above not be met during any
Additional Period, or in case the Officer decides to receive payment of the PSF
before the end of an Additional Period, the Officer shall only be entitled to the
First Amount and any other sum payable in respect of Additional Periods
Completed and Grants payable in respect thereof together with Interest but
shall not be entitled to any Monthly Deposits in respect of the Additional Period
or to any Grant.

Should any of the following events occur, the Officer shall also be entitled to
the Additional Monthly Deposits in respect of an Additional Period and to the
proportional part of the Grant payable in respect of the incomplete Period
(together with Interest) ("Retirement"):

(1)  The Officer, being not less than 65 years of age, declares in writing of his
intention to retire permanently during the Additional Period
(2)  The Officer becomes permanently medically incapacitated for employment
on board ships, according to adequate documentation � as determined
by the company.

1st 2nd 3rd 4th 5th

First
Period Additional Additional Additional Additional Additional
Period
Period Period Period Period Period
Years from
the� First
Day of
Employmen 5 10 15 20 25 30
t

After *

Monthly First The The The The

Entitlement
Deposit Amount+�  2nd Amount 3rd Amount 4th� Amount 5th� Amount
� at the
s First Grant +� Additio +� Addition +� Additional +� Additional
End of Each
+� Inte (66% of the nal Grant al Grant Grant (20% of Grant (15% of
Period �� First (50% of the (30% of the� 4th� A the� 5th� A
rest
Amount) 2nd Amount the� 3rd Am mount ) mount )
 )
ount )
+��� M
+� Monthly +��� Mo +��� Mont +��� Mont
onthly
Deposits nthly hly Deposits hly Deposits
Deposits
+� Interest Deposits +� Interest +� Interest
+�� Inter
+� Interest
est
the
the� "2nd the� "3rd the� "4th the� "5th the� "6th
Definition "First
Amount" Amount" Amount" Amount" Amount"
Amount"

e)     The Officer has the option to repeatedly extend his entitlement to the PSF for
additional periods of 5 years each (also defined as the "Additional Period") up
to a total period of 30 years (i.e. 5 Consecutive Additional Periods).

The officer shall be entitled of the following:

* For officers with 10 yrs seniority in the company the PSF will start
retroactive from Jan.2006,
�� For Master / C/E with 15 yrs seniority in the company the PSF will
start from Jan.2005.

Should the conditions set out in clause b) above not be met during any
Additional Period (for any reason whatsoever including termination of
employment), or in case the Officer decides to receive payment of the PSF
before the end of an Additional Period,� the Officer shall only be entitled to
the total amount to which he was entitled to at the end of the last completed
Period together with Interest but shall not be entitled to any Additional
Monthly Deposits or Additional Grant in respect of the incomplete Period.

f)      The PSF shall be released to the Officer's bank account within 30 days of the
end of the First Period or of any Additional Period (as the case may be).
Subject to the terms contained herein, and provided that the Officer has
signed a waiver form in respect of any further extension of his entitlement to
the PSF, the PSF shall be released to the Officer's bank account within 30 days
of receipt by the Company of the aforementioned waiver and request for
release.
 g)     The Company may amend the terms of the PSF or terminate it at any given
time and at its sole discretion provided that the Officer shall be entitled to the
amount accumulated up to such time of termination.

h)     The Company shall be entitled to assign its rights and obligations hereunder
at any given time and at its sole discretion without a need to notify or obtain
the consent of the Officer. The Officer shall not be entitled to assign or
otherwise dispose of his rights hereon hereunder without the prior written
consent of the Company, to be given at the Company's sole discretion.

i)       Any claim for payment under the PSF must be brought by the Officer or on his
behalf within 24 months from the date of termination of employment or the
PSF.
 
 
 
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