EXECUTION VERSION

FACILITIES USE & SERVICES AGREEMENT

for the Transportation & Handling of Petroleum Products

agreed between

Hazel International FZE

a company incorporated as a Free Zone Establishment with limited liability pursuant to Emiri
Decree No (6) of 1995 and in accordance with laws of the Hamriyah Free Zone, Sharjah, UAE

(“Hazel”)

and

SRS Middle East FZE

a company incorporated as a Free Zone Establishment with limited liability pursuant to Emiri Decree
No (6) of 1995 and in accordance with the laws of Hamriyah Free Zone, Sharjah, UAE.

(“SRS”)

(Collectively “the Parties” and each a “Party”)

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EU1/ 57909382.8
 EXECUTION VERSION

CONTENTS

1. INTRODUCTION....................................................................................................... 3
2. DEFINITIONS ........................................................................................................... 3
3. OPERATOR’S OBLIGATIONS & WARRANTY ......................................................... 5
4. USER’S OBLIGATIONS ............................................................................................ 5
5. THE FACILITIES ....................................................................................................... 5
6. THE SERVICES ........................................................................................................ 6
7. THE PRODUCTS ...................................................................................................... 6
8. CLEANING CHARGES ............................................................................................. 6
9. DURATION ............................................................................................................... 7
10. PROCEDURES FOR LOADING & DISCHARGING OPERATIONS .......................... 7
11. APPLICABLE TERMS & CONDITIONS .................................................................... 7
12. LIABILITY & INDEMNITY .......................................................................................... 7
13. MEASUREMENT, INSPECTION AND GAUGING ..................................................... 9
14. INSURANCES........................................................................................................... 9
15. PAYMENT OF CUSTOMS DUTIES & OTHER CHARGES ..................................... 10
16. ADHERENCE TO EXTERNAL RULES AND REGULATIONS................................. 10
17. PAYMENT TERMS & SECURITY CHEQUE ........................................................... 10
18. FORCE MAJEURE.................................................................................................. 10
19. STATUS OF OPERATOR ....................................................................................... 11
20. CONFIDENTIALITY ................................................................................................ 11
21. BREACH ................................................................................................................. 11
22. CESSION, DELEGATION & ASSIGNMENT OF DUTIES ........................................ 12
23. GOVERNING LAW & DISPUTE RESOLUTION ...................................................... 12
24. NOTICES ................................................................................................................ 12
25. TERMINATION OF AGREEMENT .......................................................................... 13
26. MISCELLANEOUS LEGAL PROVISIONS .............................................................. 13
SCHEDULE 1 PIPELINE FACILITIES USE & SERVICES AGREEMENT
FACILITIES, TARIFFS & TERMS OF USE ........................................................................ 16
SCHEDULE 2 PIPELINE FACILITIES USE & SERVICES AGREEMENT
PROCEDURES FOR LOADING & DISCHARGING CARGOES ......................................... 18
ANNEXURE 1 ..................................................................................................................... 19
SCHEDULE 3 RESPONSIBILITY MATRIX ......................................................................... 20

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EU1/ 57909382.8
 INTRODUCTION

WHEREAS

The Operator conducts business trading in petroleum products,

The Operator controls Port and Pipeline Facilities used for the transportation of petroleum
products between vessels, loading and discharging at the Port, and the Operator’s Storage
Tanks,

The User similarly conducts business in providing services to third parties for storage and
handling of petroleum products,

The User wishes to access additional berths in the Main Harbour of Hamriyah to transport
User’s Products between vessels and the User’s Storage Tanks, which are located adjacent
to the Operator’s Storage Tanks

The Parties wish to enter this Agreement whereby the Operator shall provide its Port Facilities
and Pipeline Facilities, and its Services to aid the User in receiving and delivering the User’s
Products between vessels in the Port and the User’s Storage Tanks.

NOW, THEREFORE THE PARTIES AGREE AS FOLLOWS:-

DEFINITIONS

“Agreement” means this Facilities Use & Services Agreement.

“Battery Limits” means the point of intersection by a spool piece in the pipeline
segregated by the border wall between the Operator’s and the
User’s respective terminals.

“Business Day” means ordinary day in which banks are open in the UAE, and
shall exclude public holidays and weekends, being Friday and
Saturday.

“Cleaning means the charges levied upon the User for the cleaning of the
Charges” Facilities, in accordance with its obligations thereto, pursuant to
this Agreement.

“Discharging means any operation using any Services and/or Facilities

Operation” intended to transport the User’s Products from any of the User’s
Nominated Vessels to the User’s Storage Tanks, as facilitated by
the Operator.

“Facilities” means the Pipeline Facilities and the Port Facilities.

“Good Industry the application of those methods and practices customarily used
Practice” in good and prudent tank storage, loading and unloading or port
facilities operations (as the case may be) ordinarily exercised by
experienced international operators in the UAE under similar
circumstances and conditions;

“Loading means any operation using any Services and/or Facilities

Operation” intended to transport the User’s Products from the User’s Storage
Tanks to load in any of the User’s Nominated Vessels, as

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 facilitated by the Operator, which may be aided by the use of
pumps belonging to the User.

“Operation” means a Loading Operation, a Discharging Operation, or both,

as the context may indicate.

“Operator” means Hazel or SRS, in its capacity as Operator, as applicable.

“Operator’s means the premises located within the Hamriyah Free Zone,
Premises” Sharjah, which are either owned or leased by the Operator at the
time of execution of this Agreement.

“Operator’s means those storage tanks controlled by the Operator, which are
Storage Tanks” located on the Operator’s Premises in the Hamriyah Free Zone,
Sharjah, UAE, and intended for the receipt and release of the
Operator’s Products, as identified in the location map attached in
Schedule 1.

“Pipeline means those pipeline facilities under the control of the Operator,
Facilities” which extend from the Main Harbor of the Port to the Operator’s
Storage Tanks and the User’s Battery Limits, as dedicated to the
transportation of Products, and more fully detailed in “Schedule
1.”

“Port Facilities” means those port facilities under the control of the Operator, as
located within Hamriyah Port, Sharjah UAE, specifically relating
to Berth 2 and Berth 3 in the area commonly referred to as the
“Main Harbour”, as more fully detailed in “Schedule 1.”

“Port” means Hamriyah Port, Sharjah, UAE.

“Products” means petroleum products, which may be transported through

the Facilities.

“Services” means the services provided by the Operator to the User for the
handling and transportation of the User’s Products for any given
Operation, as more fully detailed herein.

“Tariff” means the tariff charged by the Operator to the User for the
Services and Facilities, as outlined more fully in “Schedule 1.”

“UAE” means the United Arab Emirates.

“User” means Hazel or SRS, in its capacity as User, as applicable.

“User’s means those vessels identified by the User as carrying any of the
Nominated User’s Products, which intend to embark on a Loading Operation
Vessels” or Discharging Operation, as the context may indicate.

“User’s Products” means the petroleum products provided by the User, which are
owned by the User’s customers, for transportation and handling
by the Operator through the Facilities.

“User’s Storage means those storage tanks controlled by the User, which are
Tanks” located on the User’s premises in the Hamriyah Free Zone,

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 Sharjah, UAE, and intended for the receipt and release of the
User’s Products.

“User’s Surveyor” means the independent surveyor(s) appointed by the User

pursuant to this Agreement.

OPERATOR’S OBLIGATIONS & WARRANTY

The Operator shall provide Services and the Facilities to the User for the handling and
transportation of the User’s Products to, and from, the User’s Nominated Vessels and the
Battery Limits of the User’s Terminal.

The Operator shall be responsible for the continued maintenance and operation of the
Facilities in accordance with Good Industry Practice

The Operator shall ensure the Facilities are in a suitable state and condition for any Operation,
considering the nominated User’s Product, at all relevant times.

The Operator warrants that it has and shall continue to have the necessary control of the
Facilities to ensure their continued use and operation to satisfy its obligations under this
Agreement.

USER’S OBLIGATIONS

The User shall pay the Operator the Tariffs and Cleaning Charges for the provision and use
of the Services and Facilities provided to it.

The User shall not or internally connect the Operator’s Facilities to any other facility, other than
those mentioned in this Agreement, without prior written approval from the Operator, which
shall not be unreasonably withheld.

THE FACILITIES

The Parties acknowledge that the Operator does not necessarily own the Facilities and that
certain parts of the Facilities are rented by the Operator from the Port. The Operator
represents and warrants to the User that it has good title to, or freedom to use under any
applicable laws through a duly executed lease agreement or otherwise and through the term
of this Agreement, the Facilities.

The User shall be responsible for ensuring that any equipment or apparatus which is intended
for use in any Operation, is compliant with the physical requirements of the Facilities for such
Operation, including, but not limited to all connections and general equipment of the User’s
Nominated Vessel.

The Operator shall be entitled to temporarily close any Facility for maintenance, repair and/or
testing if it gives the User at least three (3) months’ written notice during which the Operator
shall consult the User in good faith and shall use best endeavours to ensure that the
Operations are not disrupted . In case that the Operator requires to temporarily close the
Facilities for purposes of an emergency maintenance or repair, it shall consult the User in
good faith and shall use best endeavours to ensure that the Operations are not disrupted.

Should any individual Facility, either partially or in its entirety, become unfit, unusable or
undesirable for use, for any reason whatsoever, the Operator shall immediate notify the User

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 and within the Operator’s Battery Limits be required to promptly repair, replace or make
available such particular individual Facility.

THE SERVICES

The Operator agrees to provide the necessary manpower to facilitate the physical
transportation, handling and safeguarding of the User’s Products throughout each Operation.

The Operator shall deliver the User’s Products and render the Services within the timeline
stated in any arrangement subject to this Agreement.

While carrying out the Services, the Operator shall transport, handle and safeguard the
Product(s) under trust for the User, until the Product(s) get delivered to the User’s Nominated
Vessel(s) or User’s Battery Limits, as the case may be, and under the supervision of an
independent inspector, as appointed by the User.

The Operator shall be entitled to give priority to vessels transporting products to be stored in
the Operator’s Storage Tanks over the User’s Nominated Vessels but only if the vessel
transporting such products has the same, or an earlier, estimated time of arrival as that of the
User’s Nominated Vessel.

THE PRODUCTS

The User shall only provide the Products specified in “Schedule 1” hereto for transportation
through the Facilities.

Should the User wish to provide a product for an Operation which is not detailed in “Schedule
1” it shall provide the specifications of such product to the Operator in time before the intended
Operation, following which the Operator shall have final discretion to accept or reject such
product, which shall not be unreasonably exercised or delayed.

The right, title and interest in the User’s Products shall remain with the User or the User’s
customers (as appropriate) at all times and to this extent, the Operator shall not have a right
to any form of charge, lien or possessory title over the User’s Products.

The User shall have the right to alienate, charge, encumber, and/or transfer any right it has in
the User’s Products to any third party as it may deem fit.

CLEANING CHARGES

The User shall pay the Operator all charges directly associated with the cleaning of the
Facilities for any Operation, as agreed in writing by the Parties from time to time, which shall
include, but is not necessarily limited to:

8.1.1 a pigging service following each Operation of a Product of a different grade, as dictated
by industry standards, other than the first pigging to ensure that the line is empty to
receive that respective operation.

8.1.2 disposal of associated wastage, including, but not necessarily limited to; slop oil and
sludge oil, and

8.1.3 all related cleaning expenses,

but which shall exclude general maintenance expenses.

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 DURATION

This Agreement shall commence on signature by both Parties and shall endure for an initial
period of twenty-four (24) months (“the Initial Period”).

This Agreement may be renewed after the Initial Period for further consecutive periods of 1
(one) year each (“the Renewal Periods”) by mutual consent of both User and Operator,
provided the User gives a written request (“Renewal Request”) to the Operator no less than
30 (thirty) days prior to the expiry of the Initial Period, or current Renewal Period, as
applicable.

The Operator shall have absolute discretion to accept or decline any Renewal Request, and
shall not be required to provide any reasons or justification therefore, nor incur any liability
whatsoever for its decision.

The Parties may agree to amend the Agreement, either partially or entirety, as per the mutually
agreed terms, before entering any Renewal Period.

PROCEDURES FOR LOADING & DISCHARGING OPERATIONS

The User shall apply in writing to the Operator, in the manner and form prescribed herein, for
each Operation it seeks.

The User shall require written permission from the Operator for each Operation, which shall
not be withheld or delayed other than in accordance with clause 10.5 below.

The User shall provide a written request to the Operator for any Loading Operation at least 48
(forty-eight) running hours before a User Nominated Vessel is ready to receive the User’s
Product. The Operator shall provide a definitive response to such request within 24 (twenty-
four) hours of receipt thereof.

The User shall provide a written request to the Operator for any Discharging Operation at least
48 (forty-eight) running hours before a User Nominated Vessel is ready to discharge the User’s
Product. The Operator shall provide a definitive response to such request within 24 (twenty-
four) hours of receipt thereof.

The Operator shall be entitled, at its sole discretion, which shall not be unreasonably exercised
or delayed, to accept or reject any written request made by the User for any Operation, and
shall incur no liability for its decision in this regard.

The Procedures for Operations are furthermore specifically detailed in “SCHEDULE 2” and
“Annexure 1,” as attached hereto.

APPLICABLE TERMS & CONDITIONS

All Services and Facilities utilized by the User shall be on the terms and conditions outlined in
“Schedule 1” as annexed hereto.

The Operator reserves the right to amend any specific term or condition outlined in any
Schedule on the basis of safety or operational requirements following consultation with, and
subject to written approval by, the User.

LIABILITY & INDEMNITY

In this Article, all references to:

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 12.1.1 the Operator or the User shall include their employees, servants, agents and
subcontractors;

12.1.2 “act or omission” shall include negligence and/or willful misconduct.

Except as stated herein, the Operator shall not have any liability toward the User whatsoever,
and the User shall further indemnify it against any legal liability for claims or suits, including
costs and expenses incidental thereto, in respect of:

12.2.1 injury or death of any employee of the User;

12.2.2 damage to any vessel, and/or its equipment, which is related to the loading or
discharging of the User’s Products,

12.2.3 loss due to evaporation, discoloration, contamination, destruction and/or any damage
whatsoever regarding the quantity and/or quality of any of the User’s Products,

12.2.4 damage to or loss of property owned or operated by, or on behalf of, the User,

provided, in each case, that the Operator has followed operating procedures agreed with the
User, recommended operating instructions of plant and equipment and Good Industry
Practice. For the avoidance of doubt, the Operator shall be liable for and shall indemnify the
User against any cost, loss, damage and liability attributable to the Operator not following
operating procedures agreed with the User, recommended operating instructions of plant and
equipment or Good Industry Practice.

The User shall not make any claim against the Operator in respect of damage, death, delay,
injury or loss to third parties caused by the operation of the Facilities arising from an act or
omission of the Operator in the performance of this Agreement unless done with intent to
cause damage, death, delay, injury or loss or recklessly and with knowledge that damage,
death, delay, injury or loss would probably result.

Except as stated herein, the User shall not have any liability toward the Operator whatsoever
and the Operator shall indemnify it against any legal liability for claims or suits, including costs
and expenses incidental thereto, in respect of:

12.4.1 injury to or death of any employees of the Operator, its servants, agents or
subcontractors,

12.4.2 damage to or loss of property owned or operated by, or on behalf of, the Operator,

12.4.3 breach of warranty under this Agreement, and

12.4.4 any consequential loss or damage arising from an act or omission of the User in the
performance of this Agreement

provided, in each case, that the User has followed operating procedures agreed with
the Operator. For the avoidance of doubt, the User shall be liable for and shall
indemnify the Operator against any cost, loss, damage and liability attributable to the
User not following operating procedures agreed with the Operator.

If Product is leaked through the Pipeline Facilities while transiting to the User’s Battery Limit
other than as a direct consequence of the User’s gross negligence or willful default, the
Operator shall be solely responsible for any damage caused to the Hamriyah Port Authority
or third parties and any costs and expenses or damages shall be for the account of Operator

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 who shall keep the User indemnified against any claims for loss or damages and any costs
and expenses arising out ir in connection with such leakage.

Notwithstanding anything to the contrary in this Article, the Operator shall indemnify the User
against any physical loss of or damage caused by the Operator’s negligent act or omission
PROVIDED ALWAYS THAT the Operator’s liability shall be limited to any such loss of or
damage in an amount not exceeding US$ 1,000,000 except that loss or damage in respect of
any incident below US$ 1,000 shall not be indemnified.

Notwithstanding anything to the contrary in this Article, the User shall indemnify the Operator
against any physical loss of or damage caused by the User’s negligent act or omission
PROVIDED ALWAYS THAT the User’s liability shall be limited to any such loss of or damage
in an amount not exceeding US$ 1,000,000 except that loss or damage in respect of any
incident below US$ 1,000 shall not be indemnified.

Notwithstanding anything to the contrary in this Agreement, neither Party shall be liable to the
other Party for consequential loss. Nothing in this Agreement shall exclude, nor purports to
exclude, the liability of any Party for: (i) fraud; (ii) willful misconduct (iii) gross negligence or (ii)
death or personal injury arising from that Party’s negligence or wilful misconduct.

MEASUREMENT, INSPECTION AND GAUGING

The User shall appoint the User’s Surveyor at its own expense to take samples, supervise and
observe the Operation, at key stages he/she may deem desirable, and as particularly stated
in this Agreement.

The User’s Surveyor shall take samples of, and record the quantity of, the User’s Products
before they are received by the Operator, the contents of such samples shall be reported to
the Operator for each Operation.

All receipts and deliveries of the User’s Products shall be performed by the Operator in the
presence of the User’s Surveyor or an authorized representative of the User.

The Operator shall provide reasonable assistance to the User’s Surveyor or representative in
fulfilling his/her obligations herein.

The Operator shall immediately report in writing to the User the quantity of the User’s Product
received for every Operation.

The findings of the User’s Surveyor shall not necessarily be considered final, and the Operator
shall also be entitled to appoint its own surveyor, at its expense, to consider the quality and
quantity of the User’s Products in any Operation.

INSURANCES

The Operator shall (at its own cost) maintain policies of insurance in respect of its operations
at the Facilities (including the Operations and the Services), and for risks of loss or damage
to the Facilities, of such types and for such amounts as are customary in accordance with
Good Industry Practice.

The Operator shall ensure that a copy of such insurances is delivered to the User upon
execution of this Agreement, or as soon thereafter as reasonably possible, and shall provide
the User with copies of any replacements, reinstatements or renewals thereof, or any new
insurances, promptly upon request by the User.

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 Should the Operator intend cancelling or varying any such insurance cover, it shall provide
written notification to the User of its intention to do so at least 30 (thirty) days prior to such
action.

The User shall ensure it has adequate insurance cover for the standard risks associated with
the User’s Storage Tanks. In accordance with Good Industry Practice.

PAYMENT OF CUSTOMS DUTIES & OTHER CHARGES

The User shall be solely responsible for payment of any port dues, customs duty, taxes, tariffs,
levies, fines, penalties or similar charges relating to the User’s Products, by any authority.

The User shall be solely responsible for the facilitation of any administrative acts required by
any authority in relation to an Operation, unless to the extent that the direct assistance of the
Operator is required, in which case it shall not be unreasonably withheld.

ADHERENCE TO EXTERNAL RULES AND REGULATIONS

The Parties shall adhere to any and all applicable rules and regulations that may be imposed
by any third party bearing the relevant authority, including, but not limited to, the Hamriyah
Port Rules, as amended from time to time.

The User shall hold the Operator harmless for any loss suffered by it following the Operator’s
due adherence to any direction provided to it by any authority, which may affect the User
and/or the User’s Products.

PAYMENT TERMS & SECURITY CHEQUE

The Operator shall provide the User with an invoice for each Operation within a maximum of
one (1) month of completion of such Operation.

The User shall pay the Operator the invoiced amount within seven 7 days of receipt thereof.

Interest shall accrue at a rate of 2% (two-percent) per month on all amounts which are overdue
for payment.

FORCE MAJEURE

Force Majeure Event means any circumstance not within a party's reasonable control
including, without limitation:

(a) acts of God, flood, drought, earthquake or other natural disaster;

(b) epidemic or pandemic (but excluding, for the avoidance of doubt, the COVID-19
pandemic or any derivation thereof which is existing as at the date of this Agreement);

(c) terrorist attack, civil war, civil commotion or riots, war, threat of or preparation for war,
armed conflict, imposition of sanctions, embargo, or breaking off of diplomatic
relations;

(d) any law or any action taken by a government or public authority, including without
limitation imposing an export or import restriction, quota or prohibition;

(e) collapse of buildings, fire, explosion or accident;

(f) interruption or failure of utility service.

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 Provided it has complied with Article 18.4, if a Party is prevented, hindered or delayed in or
from performing any of its obligations under this Agreement by a Force Majeure Event
(“Affected Party”), the Affected Party shall not be in breach of this Agreement or otherwise
liable for any such failure or delay in the performance of such obligations. The time for
performance of such obligations shall be extended accordingly.

The corresponding obligations of the other party will be suspended, and its time for
performance of such obligations extended, to the same extent as those of the Affected Party.

The Affected Party shall:

(a) as soon as reasonably practicable after the start of the Force Majeure Event but no
later than 10 days from its start, notify the other Party in writing of the Force Majeure
Event, the date on which it started, its likely or potential duration, and the effect of the
Force Majeure Event on its ability to perform any of its obligations under the
agreement; and

(b) use all reasonable endeavours to mitigate the effect of the Force Majeure Event on the
performance of its obligations.

If the Force Majeure Event prevents, hinders or delays the Affected Party's performance of its
obligations for a continuous period of more than 2 weeks, the Party not affected by the Force
Majeure Event may terminate this agreement by giving five days written notice to the Affected
Party.

STATUS OF OPERATOR

The Operator is entirely independent of the User and shall not be considered an agent thereof.
Operator at all times shall be considered an independent contractor with respect to its
relationship with the User.

The Operator or its employees shall not incur any liability on behalf of the User or in any way
bind the User, nor make or purport to give or make any warranty or representation on behalf
of the User unless and except insofar as it is expressly authorised to do so, in terms of this
Agreement or otherwise in writing.

CONFIDENTIALITY

Each Party (“the First Party”) undertakes to the other (“the Second Party”) that such
technical and commercial information relating to the Second Party and its business, financial
position, customers and products, which is not freely available to the public (“Confidential
Information”), shall be kept confidential and shall not be disclosed to any third parties.

The First Party may not, directly or indirectly, make any use for its own benefit or that of any
other person of the Confidential Information, except in terms of and for the purposes of this
Agreement.

Neither Party shall be in breach of this Article to the extent to which it discloses Confidential
Information to those of its employees or consultants who need such information properly to
perform their duties. However the Party disclosing the information to employees or consultants
shall use its best endeavors to ensure that the employees or consultants abide by the
provisions of this Article as if they were parties to this Agreement.

BREACH

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 If either Party breaches any of the terms of this Agreement and fails to remedy such breach
after having received 10 (ten) days’ written notice requiring it to do so, the other Party may
either terminate this Agreement by giving the Party in breach written notice to that effect, or to
uphold the agreement, in which event any amounts which are owing shall immediately become
due, owing and payable.

Any termination shall be without prejudice to any of the rights which the Party may have
including, without limitation, its right to claim damages and the Party in question shall be
entitled, pending the determination of the damages, to retain all amounts paid to it and
thereafter to set off the amount so claimed against the damages when determined.

CESSION, DELEGATION & ASSIGNMENT OF DUTIES

No Party may assign or transfer any of its rights or delegate or assign or subcontract any of
its obligations under this Agreement without the prior written consent of the other Party.

GOVERNING LAW & DISPUTE RESOLUTION

This Agreement shall be governed and constructed in accordance with the laws of the Dubai
International Financial Centre.

Any dispute arising out of the formation, performance, interpretation, nullification, termination
or invalidation of this Agreement or arising there from or related thereto in any manner
whatsoever, shall be referred to and finally resolved by courts of the Dubai International
Financial Centre which shall have exclusive jurisdiction to settle such dispute. The Parties
agree that the courts of the Dubai International Financial Centre are the most appropriate and
convenient courts to settle disputes and accordingly no Party will argue to the contrary.

NOTICES

Any notice, claim or demand in connection with this Agreement must be given in writing and
delivered by hand, courieror e-mail to the addresses stated below:

For Hazel International FZE:

Hazel International FZE

Plot No. 1A-08, Phase 1
Hamriyah Free Zone
Sharjah, UAE

Attn: Mr. Aby Alex

Email: alex.a@groupeveritas.com
For SRS Middle East FZE:

SRS Middle East FZE

Plot no 1A-09
Hamriyah Free Zone
Sharjah, UAE
Attn: Hussain Ahmad
Email: hah@gpsgroup.com

With copy to:

Attn: Peter Vucins

Email: pv@gpsgroup.com

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 A notice is deemed to be received in case of:

24.2.1 Delivery by hand, upon delivery;

24.2.2 A notice sent by a recognized international courier, upon acknowledgment of receipt

thereof; and

24.2.3 A facsimile or e-mail when delivered in readable form, except on: (i) day other than a
business day; or (ii) after 5pm UAE time on a Business Day, in which case it shall be
deemed to have been delivered and received the following next Business Day.

Either Party may, from time to time, by written notice to the other, change its service address
to any other address in the UAE.

TERMINATION OF AGREEMENT

After the Initial Period, either Party shall be entitled to terminate this Agreement on 60 (sixty)
days’ written notice to the other, without any reason being required, and without liability on its
part.

Either Party may terminate this Agreement at any time, without any liability, immediately by
issuing a written notice to the other Party if such other Party –

25.2.1 commits any breach of the material terms of this Agreement unless such breach is
capable of remedy and is remedied within 15 (fifteen) days of its occurrence or within
any further period as the User may have subsequently approved in writing; or

25.2.2 become insolvent or bankrupt; or

25.2.3 if, as the result of force majeure, is unable to perform a material portion of the services
for a period of not less than 2 weeks.

Neither Party shall prejudice any rights it may otherwise have by reason of its elected
termination of this Agreement.

MISCELLANEOUS LEGAL PROVISIONS

Schedules to this Agreement shall be considered part of this Agreement and fully binding
between the Parties. In the event of any conflict or inconsistency the provisions contained in
the main body of the agreement will prevail.

This is the whole Agreement between the Parties containing all of the express provisions
agreed to by the Parties with regards to the subject matter hereof.

Each party to this Agreement acknowledges that no written or oral representations,

inducements or promises have been made which are not embodied herein.

No agreement varying, adding to, deleting from or cancelling this Agreement and no waiver of
any right under this Agreement shall be effective unless in writing and signed by or on behalf
of the parties.

No relaxation by a Party of any of its rights in terms of this Agreement at any time shall
prejudice or be a waiver of its rights (unless it is a signed written waiver) and it shall be entitled
to exercise its rights thereafter as if such relaxation had not taken place.

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 This Agreement may be signed by the Parties in any number of counterparts, each of which
shall be deemed to be an original, but all of which shall together constitute one and the same
Agreement. Delivery of a counterpart of this Agreement by e-mail attachment or telecopy shall
be an effective mode of delivery.

If any provision of this Agreement is, or becomes, invalid or unenforceable, it shall be

severable from the rest of the Agreement, which shall continue to be binding on the Parties.

Headings of articles are inserted for the purpose of convenience only and must be ignored in
the interpretation of this Agreement.

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 EXECUTION PAGE

NOW AS AGREED BETWEEN THE PARTIES :-

SRS Middle East FZE

Hazel International FZE

PRINT NAME

PRINT NAME

Designation

Designation

Date

Date

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 SCHEDULE 1
PIPELINE FACILITIES USE & SERVICES AGREEMENT
FACILITIES, TARIFFS & TERMS OF USE

1. LOCATION OF FACILITIES

1.1 The Port Facilities are located within Hamriyah Port, Sharjah, specifically Berths nos. 2 and 3
in the area commonly referred to as the “Main Harbour,”

1.2 The Pipeline Facilities located within confines of Hamriyah Free Zone, Sharjah.

1.3 The Pipeline Facilities run from the berths of the Port Facilities to the Operator’s Storage
Tanks and the User’s Battery Limits, as located on the premises of Operator.

1.4 The User’s Storage Tanks are located on the User’s premises, which are adjacent to those of
the Operator.

1.5 The Operator shall only be responsible for transport, handling and safeguarding of the User’s
Products until delivered to the User’s Battery Limit. The User shall be responsible for the
transportation of the User’s Products to the User’s Storage Tanks the short distance between
these two facilities, unless agreed otherwise.

2. AVAILABLE BERTHS, LINES & PERMITTED PRODUCTS

The available berths, lines and permitted Products are;

Main Harbour

Line 1 : Gas Oil, NAPHTHA, Kerosene and clean petroleum

products
BERTH #
Line 2 : Gas Oil, NAPHTHA, Kerosene and clean petroleum
products

3. TARIFFS

Vessel Discharging/Loading Tariff (as per Operator’s

USD 0. 75 / m3
Surveyor’s quantity report) solely using User’s pumps

USD 0.75 / m3, excluding

Additive blending/mixing during the shipment if required
cost of additives (if
by User
applicable)

User Product transfer between User’s Storage Tanks

(Inter Terminal Transfer) and,
USD 0.75 / m3
User Product transfer to other tanks within Hamriyah Free
Zone (Pipeline Transfer Operations)

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EU1/ 57909382.8
 4. TERMS OF USE

4.1 Currency conversion at US$ 1 = AED 3.675.

4.2 Operational pressure of any facility used shall not exceed 7 bars.

4.3 Hose connection for any berth shall be 1 NOS of 8”.

4.4 The hose connection from any berth is approximately 60 (sixty) meters.

4.5 Should the User request a quantity of less than 8,000 m3 for any Operation to be transported
by the Operator for any Loading Operation or Discharging Operation through a berth in the
Main Harbour, it shall be for charged a minimum quantity equivalent to 8,000 m3 for such
Operation.

4.6 First pigging prior to the commencement of any Operation shall incur no charges by the User,
and any subsequent pigging, per pigging either to or from the Main Harbour.

4.7 Should any Services or Facilities be required outside of ordinary working hours on Business
Days (being 08h30 – 17h30),

4.8 The User’s Nominated Vessel shall be capable of maintaining an average Product
loading/discharging rate of at least 400 m³ per hour in the Main Harbour and shall not occupy
any berth facility for longer than the time set out in paragraph 4.13 below. Failing any of the
above individual requirements, the Operator may demand the User leave the berth, without
the Operator incurring any liability for such direction.

4.9 In the event that any User Nominated Vessel remains at any berth longer than the period
permitted under paragraph 4.13 below (an “Overstay”), and has failed to maintain the stated
average pressure and/or loading/discharging rates, the User shall be obliged to reimburse the
Operator (i) $ 140 per hour of Overstay on a Business Day and (ii) $ 1,500 for each eight hour
period of Overstay during Friday, Saturday or a public holiday in Sharjah, UAE, , which shall
be owed fully for any part of any hour or eight hour period (as applicable) of Overstay, and not
reduced on a pro rata basis.

4.10 The Operator shall not be required to sign, accept, endorse, and/or receive any documentation
relating to any Operation concerning any third party, which the User may itself sign, accept,
endorse, and/or receive. A copy of any such document directly relating to any Operation must
however be sent to the Operator by the User as soon as reasonably possible.

4.11 The User shall permit and assist any nominated representative of the Operator to board any
of the User’s Nominated Vessels, and to access any of the User’s facilities relating to the
User’s Storage Tanks, in relation to any specific Operation, or the Agreement in general, as
may be required from time to time.

4.12 Should any User Nominated Vessel occupy any berth for a period in excess of the period
permitted below, then the Operator shall be entitled, in its sole discretion, to order its departure
from the berth, such order being binding upon the User and any concerned parties.

4.13 In the Main Harbour, User Nominated Vessels with a cargo capacity below 30,000m3 shall be
entitled to occupy berth therein for up to 52 hours from the time of ALL MADE FAST to CAST-
OFF and User Nominated Vessels with a cargo capacity above 30,000m3 shall be entitled to
occupy a berth for up to 72 hours from the time of ALL MADE FAST to HOSE
DISCONNECTION.

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 SCHEDULE 2
PIPELINE FACILITIES USE & SERVICES AGREEMENT
PROCEDURES FOR LOADING & DISCHARGING CARGOES

1. ALLOCATION OF BERTHS

1.1 The allocation of berths in the Port for the User’s Nominated Vessels will be done in
accordance with the Hamriyah Port Rules and general practices.

1.2 The Port ordinarily employs a “first come first serve” principle for its berthing operations, which
shall extend to the User’s Nominated Vessels.

2. BERTH RESTRICTIONS

The following berth restrictions currently apply to the Main and Inner Harbours;

Maximum Vessel Length Overall: 220 meters

Main Harbour
Maximum Draft: 12.5 meters

3. REQUEST FOR LOADING / DISCHARGING OPERATION

The written request by the User to the Operation for any intended Loading Operation or
Discharging Operation shall be completed on a form substantively similar to “Annexure 1” as
attached hereto.

4. CHANGE OF PRODUCT SPECIFICATIONS

Should the User wish to change the Product classification it has nominated for any Operation,
it shall provide a minimum of three (3) days’ written notice to the Operator, operator upon
acceptance of the request shall proceed for line cleaning and charge the user based on the
invoices raised by operator appointed cleaning company.

EU1/ 57909382.8 - 18 -
 From: SRS Middle East FZE (as the User)
To: Hazel International FZE (as the Operator)

REQUEST FOR LOADING / DISCHARGING OPERATION

Pursuant to Facilities Use & Services Agreement
Name of User’s Nominated Vessel

IMO Call Sign LOA

Contact No. for Vessel Email for Vessel

GWT Flag Draft

Loading / Discharging Operation? (Tick Appropriate) Loading Discharging

Estimated Date of Arrival Estimated Time of Arrival

Type of Product Quantity of Product

Estimated time required for

Grade of Product
Loading / Discharging?

Vessel Equipment
Berth Sought
Specifications

Special Instructions

Date Form Sent Time Form Sent

Form Sent To Means of Delivery

Signature

Name Designation

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EU1/ 57909382.8
 SCHEDULE 3
RESPONSIBILITY MATRIX

A) In the case of Hazel acting in its capacity as Operator and SRS in its capacity as User

Sl.No Activity Responsibility

Pre Operation
1 Berthing request port NOC (on User confirmation) Operator

2 Coordination for berthing & Customs operational User

clearance
3 Third party surveyor appointment User
4 Hose connection at berth 3 from bunker pit to vessel Operator
manifold
5 Hose connection at Operator terminal, hook up to Operator
common transfer line
6 Connection of portable PLR to common transfer line. User

7 Hose and line fitness of above lines until Operator Operator

terminal manifold
8 All lines inside Operator’s Battery Limit Operator

9 Preoperational info sharing and check list User & Operator

During Operation
1 Loading master vessel documentation and operational User
control

2 Berth, jetty hoses, jetty line until common transfer line Operator
3 All lines inside User’s Battery Limit shall be User

4 Information sharing during operation quantity, ETC, User/Operator

pressure, etc
Post Operations
1 Vessel manifold hose cargo clearing and disconnection Operator
on Loading Master confirmation.
2 Pigging of jetty line form berth 3 to Operator terminal. Operator
3 Pigging of common transfer line from Operator terminal User
to User
4 Disconnection of pipelines from vessel manifold to Operator
bunker pit at berth 3
5 Disconnection of portable PLR and normalising User
operational area at Operator terminal common
manifold

EU1/ 57909382.8 - 20 -
 B) In the case of SRS acting in its capacity as Operator and Hazel in its capacity as User

Sl.No Activity Responsibility

Pre Operation
1 Berthing request port NOC (on User confirmation) Operator

2 Coordination for berthing & customs operational User

clearance
3 Third party surveyor appointment User
4 Hose connection at berth 2 from bunker pit to vessel Operator
manifold
5 Hose connection at User terminal, hook up to common User
transfer line
6 Connection of portable PLR to common transfer line. Operator

7 Hose and line fitness of above lines until Operator Operator

terminal manifold
8 All lines other lines inside User’s Battery Limit User

9 Preoperational info sharing and check list Operator & User

During Operation
1 Loading master vessel documentation and operational User
control
2 Berth, jetty hoses, jetty line until common transfer line Operator
Operator Terminal.
3 All lines inside Operator’s Battery Limit shall be Operator

4 Information sharing during operation quantity, ETC, Operator/User

pressure, etc
Post Operations
1 Vessel manifold hose cargo clearing and disconnection Operator
on Loading Master confirmation.
2 Pigging of jetty line form berth 2 to Operator terminal. Operator
3 Pigging of common transfer line from Operator terminal Operator/User
to User
4 Disconnection of pipelines from vessel manifold to Operator
bunker pit at Berth 2
5 Disconnection of portable PLR and normalising Operator
operational area at User terminal common manifold

EU1/ 57909382.8 - 21 -
 General
 Operation nomination to be notified 48 hrs before vessel tenders NOR.

 Acceptance/Rejection of nomination to be tendered within 24 hrs from time of receipt of

nomination.

 Ensuring connections, positive isolations/segregation from other connected lines (valves)

need to be ensured in both User and Operator Battery Limits to be signed off by respective
terminal supervisors after witnessing.

 Communication shall be as per agreed channels e mails, hot lines, CCR, UHF.

 Wayleave charges will be borne by cargo owners.

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