N32205-16-R-3500_Amend3.docx

N32205-16-R-3500

SECTION SF 30 BLOCK 14 CONTINUATION PAGE

SUMMARY OF CHANGES

SECTION SF 1449 - CONTINUATION SHEET

The following have been modified:

SECTION B-2

CHARTER HIRE

2.1 Hire Rates. Charter hire for services under this Charter Party shall be payable at the applicable rates stipulated in Box 18 and shall be earned at the expiration of each fifteen (15) days of the charter period. Except as otherwise provided herein, said hire rates shall be considered payment in full for all services of the Vessel and Associated Equipment under this Charter including all overtime (including but not limited to crew overtime/penalty time required for the opening and closing of hatches), penalty time, bonuses, payments, and emoluments payable to Master, Officers, and crew for services under this Charter, irrespective of the geographic scope of said service and including the carriage of ammunition and hazardous cargoes. Said hire rates are exclusive of the costs of fuel and port charges and other stevedoring costs such as loading, securing and discharging cargo.

2.2 Loss of Vessel. Should the Vessel be either lost or missing and presumed lost, Charterer may, at its sole discretion, terminate this Charter, in which case hire shall cease to be payable at the time of the loss or, if said time is unknown, at the time of the Vessel’s last received communication. Similarly, should the Vessel become a constructive total loss, Charterer may, at its sole discretion, terminate this Charter, in which case hire shall cease to be payable at the time of the casualty resulting in the constructive loss. The Vessel shall be considered missing and presumed lost when, after a reasonable lapse of time, it fails to reach its next scheduled port and reasonable efforts to contact it fail.

SECTION C

Section C - Descriptions and Specifications

PERFORMANCE WORK STATEMENT:

1. Scope of Work.

This Performance Work Statement is for the services of one (1) US Flagged, Jones Act qualified vessel required to support the Joint Base Hickam, Pearl Harbor HI. The Contractor will be responsible for a vessel to support in port and offshore personnel and supply transfers up to a distance of fifty (50) nautical miles (NM) from Joint Base Hickam. The Contractor shall be required to safely transfer personnel and supplies (up to 44 personnel and 10 pallets of supplies) to and from an SSBN/SSGN in the open ocean. The Contractor shall provide a vessel and all necessary management, supervision, personnel, labor, materials, fuel, and equipment required to support the personnel and supply transfers. The Contractor shall make the vessel available for operations within 8 hours notification.

2. Operational Profile.

The vessel shall be able to safely operate in seas up to eight (8) feet and winds up to and including 29 kts. The vessel shall conduct approximately eighty (80) Brief Stop for Passengers (BSPs) events annually in open-ocean within 8 hours notification. The average BSP shall be conducted within a 6 hour window (includes transit from the port to the operational area, time to conduct the transfer and return port).

The vessel shall act as an escort vessel in support of submarine sea trials by maintaining communications with a submerged submarine via government-provided and government-operated hull-mounted underwater communications equipment. These events may occur 2 times per year, 24 hours a day, and approximately one (1) week in duration.

The vessel shall support any other lawful mission required by the Navy.

3. Minimum Characteristics. The vessel shall meet the following minimum characteristics:

3.1 Flag: US Flagged, Jones Act qualified

3.2 Transit Speed: 15 knots

3.3 Sewage Capacity: 24 hrs.

3.4 Tonnage: 50 gross registered tons and reserve buoyancy to support being towed by Naval warship with a maximum 12-inch towing hawser.

3.5 Deck Space: Contractor will provide sufficient area on the weather deck of the vessel for installation of two crew-served machine gun mounts, one on the port side and one on the starboard side as well as sufficient space for the loading and safe transfer of ten (10) pallets.

3.6 Passenger Capacity: Forty-four (44) Government personnel during outbound and return transit to/from harbor.

3.7 Brow: A minimum of one brow to be anchored and to be flush with or above the deck of an SSBN (approximately 11 ft above the waterline (AWL)) and able to hinge with the movement of the seas and be able to be deployed from either port or starboard sides while underway as operational requirements dictate. Brow shall allow for the safe transfer of two (2) passengers at a time and shall be a minimum of two (2) ft in width for the entire length. Brow shall be of sufficient length to reach the deck of an SSBN. The end of the brow shall be fitted with rubber-coated rollers to prevent metal-to-metal contact between brow and submarine deck. Each side shall have handrails and midrails.

3.8 Classification: USCG Certified, Subchapter T

3.9 Endurance: Seven (7) days with an operational range of 500 NM.

3.10 Lines: Equipped with sufficient synthetic lines to perform port services.

3.11 Maximum Draft: 33 Feet

3.12 Surface/Sub-Surface Fendering: Non-marking, clean and sufficient to prevent metal-to-metal contact with surface and sub-surface vessels under all conditions of pitch and roll in support alongside boarding at sea. Fendering shall include propeller guards, if applicable.

3.13 Berthing And Messing: One Government rider may be required to berth overnight and require meals during operations. No dedicated berthing space is required (can share with crewmember).

3.14 Lifting Equipment: Crane/davit system for lifting pallets of supplies to and from the deck of SSBN/SSGN capable of lifting and transporting loads up to 1,000 lbs. The height above the waterline of the deck is 11 feet AWL onto which the pallets are off loaded.

3.15 Minimum Length: 90 ft

3.16 Navigation Equipment: Shall have radar, fathometer, GPS and AIS, which shall be capable of being secured (turned off).

3.17 Communication Equipment: Shall have external loud hailer, two sets each of fixed and portable VHF radios and shall also have a transceiver capable of working at 2-30 MHz at 100 watt output.

4. Mission Equipment (ME).

ME to be added includes Pacific Land Mobile Radio (PLMR) capability comparable to a Motorola XTL 5000 radio and a UHF (380-440MHZ) antennae (if necessary). Consists of the following units: mid power radio transceiver (2” x 7” x 7.8”, 6.1 lbs); control head (2” x 7.1” x 2.5”, 6.1 lbs); mid power radio transceiver and control head dash mount (2” x 7.1” x 9.1”, 6.1 lbs); high power transceiver (2.765” x 8.08” x 12.31”, 8.8 lbs.)

5.Contractor Facility Clearance: The contractor shall possess a SECRET facilities clearance prior to delivery of the vessel, which shall be documented in Attachment (H), DD-254. Additional security access and safeguarding requirements are also documented in Attachment (H).

5.1 Personnel Clearances. The Master and the entire crew shall hold SECRET clearances.

6. Port Services. It is anticipated the Government will provide all port services, however the Contractor shall arrange for all port services on a reimbursable basis during this charter. Port services shall include tugs, pilots, berthing, potable water, shore power, trash and garbage removal, oily waste removal, sewage removal, hazardous materials removal, line handlers, dedicated telephone service, and liberty launch services.

6.1 Port Charges and Expenses. The Government shall reimburse the Contractor for costs of port services associated with supporting Government mission operations. The Government shall not reimburse the Contractor for expenses incurred by the Contractor for services rendered for the convenience of the ship, its crew, or in connection with the Contractor’s business such as fees of underwriters, or expenses in moving the ship about the port to obtain stores or provisions, or transporting crewmembers for relief or convenience purposes.

7. Meals. The Contractor shall provide 3 meals for Government/Contractor personnel that are assigned to the vessel for 24hr/day operations. Meals shall have the most reasonably attainable degree of quality, quantity and nutritional value given the limited facilities available. Meal times shall be adjusted as necessary to accommodate testing evolutions.

7.1 Meal Reimbursement. The Contractor shall be responsible for collecting money due for meals directly from the Government rider. Government riders will pay $13.00 per day for a total of 3 meals. The Contractor shall not invoice the Government directly for any meals. The Contractor shall provide receipts to the Government riders for all meals served.

8. Provide Status Updates. The Contractor will be required to submit the following deliverables to the Contracting Officer on a weekly basis beginning one week after award and until successful delivery:

-Modification schedule timeline: Includes status updates of ship design, actual production of ship modifications, and regulatory body approval processes.

9 Information Assurance.

9.1 Information Security (InfoSec). The Contractor shall implement InfoSec measures for its contractor furnished unclassified information technology system(s) used in performance of this contract. InfoSec measures shall be compliant with DFARS 252.204-7012, Safeguarding of Unclassified Controlled Technical Information. At a minimum, the security standards extracted from the referenced National Institute of Standards and Technology (NIST) Special Publication 800-53, Security and Privacy Controls for Federal Information Systems and Organizations, or accepted equivalents, shall be incorporated into any InfoSec program the contractor establishes.

9.1.1 DFARS Compliance Certification. The contractor’s InfoSec measures shall be certified to be in compliance with DFARS 252.204-7012 by an accredited third party organization. The Contractor shall attain DFARS compliance certification within 60 days of commencement of performance under the contract, and shall maintain it continuously for the entire remaining period of performance. The Contractor shall notify the Contracting Officer within 24 hours if for any reason the certification is revoked. Costs associated with attaining and/or maintaining certification will not be reimbursed by the Government.

9.1.1.1Certification Documentation. The Contractor shall provide a copy of the third-party DFARS 252.204-7012 compliance certification to the Contracting Officer and COR(s) in accordance with the below schedule. The Government reserves the right to contact the certifying institution directly to obtain additional information or to confirm the validity of the certificate or certification process.

· Initial certification to be provided to the Government upon receipt.

· If base period is six months or less, the initial certification is considered valid for both the base and first option periods.

· Thereafter, the Government requires the contractor to submit annual recertification documentation no later than 14 days prior to end of current performance period, except if it is the last performance period of the contract.

9.1.2 Handling of Non-Public Information. In performance of this contract, the contractor may have access to DoD information not available to the general public or protected by public law or DoD policy. Such information includes but is not limited to: medical, proprietary, critical program information (CPI), personally identifiable information, and export controlled data. The contractor agrees to:

· Use and protect all such information from unauthorized disclosure IAW current Federal, DoD, and Navy instructions and regulations

· Return and/or electronically purge, upon Government request, any DoD information no longer required for contractor performance.

9.1.3 Remote Access to Government Networks. Use of public networks or computers (e.g., library, coffee shop) to access Government networks is strictly prohibited. Use of personally owned devices to access Government networks in support of this contract is permissible only if explicitly allowed by and addressed in the Contractor’s DFARS-compliant InfoSec policies.

9.1.4 Cyber Incident and Compromise Reporting. In addition to the reporting requirements contained in DFARS 252.204-7012, the contractor must immediately notify MSC of all cyber incidents or compromises, as defined in DFARS 252.204-7012(d)(2). The contractor shall also immediately notify MSC of all incidents involving classified information spillage onto unclassified networks or Personally Identifiable Information (PII) breaches. If immediate notification is not possible, then notification must be made no later than 24 hours after an incident has been identified or suspected. Initial cyber incident and compromise reports shall contain as much of the information required in DFARS 252.204-7012(d)(1) as can reasonably be provided in a timely manner. Submit initial and subsequent reports via encrypted email to all of the Government points of contact in the table below, as well as the COR(s). To the greatest extent practicable, MSC IA Ops and the COR(s) shall be copied on all correspondence with non-MSC Government agencies regarding reported incidents.

SECTION H

1. RESERVED

1. AGENT DESIGNATION

The Charterer shall have the option of directing the Owner to use a specific commercial or Government agent in any port for the reimbursable elements.

1. INSURANCE

2. Vessel Owner’s Insurance

0. During the full period of this Charter Party, Contractor shall maintain marine insurance coverage on the Vessel, including:

0. Hull and Machinery,

0. Protection and Indemnity (P&I) (including pollution liability),

0. War Risk Hull and Machinery,

0. War Risk Protection and Indemnity (P&I), and

0. Second Seaman’s War Risk.

Except as otherwise expressly provided in Section H‐3.1.3 below or as expressly provided in the section entitled “War” (H‐4), all expenses for such insurance coverage (including but not limited to premiums, additional premiums, calls, commissions, overspill claims, advancements, assessments, deductibles, and all other insurance costs regardless of Charterer or Contractor fault, neglect, action or inaction, or cause of claim or cost whatsoever) shall be for Contractor’s account and shall be deemed to be included in the hire payable under this Charter Party. At least 10 calendar days prior to delivery of vessel, Contractor shall provide the Contracting Officer copies of policies or cover notes evidencing that required coverage has been obtained and demonstrating that the coverage is consistent with the requirements of this section. Contractor’s failure to provide the required policies or cover notes may be considered material breach of this contract. Contractor shall make insurance claims under applicable policies for all damages, injuries, or claims arising from or related to this charter when directed by Charterer regardless of Charterer’s fault, neglect, action, inaction, or breach of clauses, obligations or warranties (express, implied or otherwise) of this charter contract.

0. Contractor shall obtain an endorsement on all of Contractor’s insurance policies listed in Section H-3.1.1 by which Contractor’s Insurer “waives all rights of subrogation against the United States of America up to an amount of $350,000,000.”

0. If Vessel is sent beyond the limits of American Institute Trade Warranties under this Charter Party, the Charterer agrees to reimburse the Contractor for the actual extra cost of additional premiums and/or increased deductible levels to the extent such extra cost is occasioned by the Vessel’s trading beyond such limits. Contractor shall immediately notify Charterer whenever any sailing orders will send the Vessel beyond such limits, shall identify to Charterer any anticipated additional cost of insurance relating thereto, and shall obtain Charterer’s approval to proceed beyond such limits prior to doing so. If Contractor fails to provide the notifications required or to obtain Charterer’s informed prior approval, Charterer shall not be required to reimburse the Contractor for the costs described in this paragraph. The issuance of sailing orders, by itself, does not constitute approval in advance by Charterer.

0. All policies shall contain an endorsement stating that “in the event Insurer receives from Vessel Owner any notice of cancellation or any notice of material change to the policy or its coverage, the cancellation or change shall not be effective until 30 days after written notice thereof is provided to Charterer’s Contracting Officer by the Insurer (unless such change is directed by the Charterer’s Contracting Officer).” Additionally, Contractor shall immediately notify Charterer of any change whatsoever in coverage.

2. Charterer Named Additional Assured on Owner’s Hull Policy, War Risk Hull Policy, and Second Seaman’s War Risk Policy.

1. The United States of America (as Charterer) shall be named as an additional assured with waiver of subrogation under the Contractor’s Hull and Machinery policy (and Increased Value policy if applicable), War Risk Hull and Machinery policy, and Second Seaman’s War Risk policy. At least 10 calendar days prior to delivery of vessel, Contractor shall provide the Contracting Officer copies of policies or cover notes evidencing that the required coverage has been obtained. Contractor’s failure to provide the required policies or cover notes may be considered material breach of this contract.

1. “Other than owner” and “as owner” limitations. If Contractor’s Hull and Machinery policy (and Increased Value policy if applicable), War Risk Hull and Machinery policy, or Second Seaman’s War Risk policy contain(s) any provision limiting coverage under the policy only to liabilities arising as owner of the vessel, Contractor shall arrange for such limiting provision to be stricken from the policy.

1. If Contractor’s Hull and Machinery policy (and Increased Value policy if applicable), War Risk Hull and Machinery policy, or Second Seaman’s War Risk policy contain(s) any provision designed to limit the effect of striking “other than owner” or “as owner” provisions as required in Section H‐3.2.2, such provisions shall also be amended to ensure Charterer is provided full benefit of the insurance for its acts as Charterer.

1. Limitations of Coverage to U.S. Limitation of Shipowners’ Liability Act (or similar) limitation amounts. If Contractor’s Hull and Machinery policy (and Increased Value policy if applicable), War Risk Hull and Machinery policy, and/or Second Seaman’s War Risk policy contain(s) any provision(s) limiting maximum payment to Owner in any instance to the amount to which Owner is able to limit Owner’s liability pursuant to the U.S. Limitation of Shipowners’ Liability Act of 1851, the 1976 Convention on Limitation of Liability for Maritime Claims, or any similar law, Contractor shall arrange for such limiting language to be stricken or amended to ensure the policy or policies are not similarly limited in payment or coverage amount with respect to coverage afforded the United States of America as additional assured Charterer.

2. Time Charterer Protection and Indemnity (P&I) with P&I War Risk Coverage.

2. Contractor shall obtain a Time Charterer Protection and Indemnity policy/entry with P&I War Risk coverage for the United States of America (as Charterer) with coverage amount of $350,000,000 and covering all risks typically covered by Time Charterer Protection and Indemnity entries with P&I War Risk coverages in Protection and Indemnity associations that are members of the International Group. Except as otherwise expressly provided in the section entitled “War,” all expense of such policy/entry described in this section (including but not limited to premiums, additional premiums, calls, commissions, overspill claims, advancements, assessments, deductibles, and all other insurance costs regardless of Charterer or Contractor fault, neglect, action or inaction, or cause of claim or cost whatsoever) shall be for Contractor’s account and shall be deemed to be included in the hire payable under this Charter Party. At least 10 calendar days prior to delivery of vessel, Contractor shall provide the Contracting Officer a copy of the policy. Contractor’s failure to provide the required copy of the policy may be considered material breach of this contract. Contractor shall make insurance claims under the Time Charterer Protection and Indemnity policy/entry described in this section when directed by Charterer.

2. Charterer shall not be obliged to declare to the insurer all ships chartered by it. Contractor will advise the insurer that the Charterer will not declare all ships chartered by it to the insurer, and shall obtain an endorsement on the policy stating, “the United States of America, as charterer, is not required to declare to [insert insurer name] all ships chartered by it.”

2. Contractor to Indemnify. If Contractor fails to name the United States as additional assured with waiver of subrogation on Contractor’s Hull and Machinery policy (and Increased Value policy if applicable), War Risk Hull and Machinery policy, or Second Seaman’s War Risk policy as required by Section H-3.2; or fails to obtain for the United States the Time Charterer P&I policy/entry with War Risks coverage required by Section H-3.3; the Contractor shall indemnify and hold harmless the Charterer for all liability, costs, or expenses which would have been covered by the required insurance policies/coverage.

3. Contractor shall not, through action or inaction (including but not limited to failing to meet all conditions of a policy, causing through action or inaction cessation of a policy, or violating any warranty of a policy), vitiate or void the coverage afforded by the Contractor’s Hull and Machinery policy (and Increased Value policy if applicable), War Risk Hull and Machinery policy, Second Seaman’s War Risk policy, or the coverage afforded by the Time Charterer Protection and Indemnity policy/entry with P&I War Risk coverage. If any such policy is vitiated or voided by Contractor’s action or inaction as described in this Section H-3.4.1, Contractor shall indemnify and hold harmless the Charterer for all liability, costs, or expenses which would have been covered by the policy had such policy remained in full force and effect.

3. In the event Contractor fails to strike “other than owner” or “as owner” provisions per Section H‐3.2.2, fails to amend supplemental limiting provisions as described in Section H‐3.2.2.1, or fails to amend provisions limiting payment or coverage as described in Section H-3.2.3, Contractor shall indemnify and hold harmless the Charterer for all liability, costs, or expenses which would have been covered by Contractor’s Hull and Machinery policy (and Increased Value policy if applicable), War Risk Hull and Machinery policy, and Second Seaman’s War Risk policy had such provisions been stricken or amended as required.

1. WAR

3. Voyage Instructions. Operating limits of the vessel subject to this contract shall be Hawaiian Island Operations Area. If the Vessel is ordered under this Charter Party to any port, place, or zone involved in a state of war, warlike operations or hostilities, civil strife, or piracy (whether there be a declaration of war or not) where it might be reasonably expected to be subject to capture, seizure, arrest, or hostile act by a belligerent power (whether de facto or de jure), pirate, or terrorist, it shall be unreasonable for the Contractor not to prosecute said voyage if insurance against said risks is then available commercially or under a Government program, or if the Government offers the Contractor indemnification against said risks pursuant to Public Law 85‐804 (72 Stat. 972, August 28, 1958).

3. The Contractor shall immediately notify the Charterer: (i) whenever any sailing orders will result in the Vessel subject to this contract being sent beyond the limits of the War Risk Trading Warranties of insurance policies required under this contract (to include entry into a war risk exclusion zone or when the Vessel will enter, sail for, or deviate towards the territorial waters of any of the Countries or places or any other waters described in the Lloyd’s Joint War Committee’s current Hull War, Strikes, Terrorism and Related Perils Listed Areas); (ii) if there are any changes to the War Risk Trading Warranties of insurance policies required under this contract (including changes to the exclusion zones or the Hull War, Strikes, Terrorism and Related Perils Listed Areas) or changes to War Risk premiums, charges, or deductibles; or (iii) whenever additional premium charges or costs will be incurred as a direct result of compliance with any sailing orders issued by the Charterer under this contract. The Contractor shall ensure that the insurers provide it relevant information in a timely manner. If the Contractor has given this required notice to the Charterer, the Charterer will reimburse the Contractor for the increase in costs (if any) of insurance premiums, charges, or deductibles which arise from the vessel sailing beyond the applicable War Risk Trading Warranties (including changes to the war risk exclusion zones) when entry into any exclusion zone or Hull War, Strikes, Terrorism and Related Perils Listed Areas under such insurance has been approved in advance by the Charterer. The issuance of sailing orders, by itself, does not constitute approval in advance by the Charterer. The Charterer may give the Contractor notice and instructions concerning suspension of commercial War Risk insurance coverage and substitution of Government indemnity or Government War Risk insurance as detailed in the section entitled “Government War Risk Insurance/Indemnity” below.

3. Additional Wage Costs. The Charterer shall reimburse Contractor for the cost of provable additional master and crew wages (including all additional bonuses and payments required) to the extent that such additional costs arise directly from exposure of the Vessel, and/or Vessel’s master and crew, to the risks described in the paragraph entitled “Voyage Instructions” above. However, any of said wages or payments shall not exceed in amount that which would be payable, under applicable laws and regulations, to U.S. civil service mariners in the employ of the Military Sealift Command in a similar port, place, zone, or route. Contractor shall notify Charterer of all anticipated additional wage costs prior to entering any location which would trigger such additional costs; and no such costs shall be reimbursable unless Charterer, after notification of such costs, provides approval to enter such location.

1. GOVERNMENT WAR RISK INSURANCE/INDEMNITY

4. General. Upon receipt of notice and instruction from the Contracting Officer, as specified in the last sentence of Section 4.2 of the section entitled “War (H‐4)” above, with respect to any area excluded by the War Risk Trading Warranties or included by the Lloyd’s Joint War Committee on the Hull War, Strikes, Terrorism and Related Perils Listed Areas under the Contractor’s commercial War Risk coverage, the Contractor shall, as soon as practicable, contact its insurance brokers or underwriters and arrange for the suspension of its commercial War Risk insurance upon entry of the vessel into, or extension of stay of the vessel in such area(s), or when the vessel will enter, sail for, or deviate towards the territorial waters of any of the Countries or places, or any other waters described in the Lloyd’s Joint War Committee’s current Hull War, Strikes, Terrorism and Related Perils Listed Areas , as the case may be, subject to resumption of its commercial War Risk insurance upon exiting such area(s). In such instances, the Contractor shall accept the Government’s indemnity or War Risk insurance, whichever is applicable, in lieu of such commercial War Risk insurance. The Contractor shall ensure that the suspension of its commercial War Risk coverage is coincident with the time that any Government indemnity or War Risk insurance becomes effective, and shall likewise ensure that its commercial War Risk insurance is resumed at the time when any Government indemnity or War Risk insurance becomes ineffective. The Contractor shall retain the same risks, such as deductibles (if any), that it has under its commercial insurance.

4. Government War Risk Insurance. Under the authority of 46 U.S.C. § 53905, the United States Maritime Administration (MARAD), at the request of Commander, Military Sealift Command, may furnish the following war risk insurance coverage, which will be effective during the vessel’s transit under this Contract in areas which are in war risk exclusion zones, or waters described in the current Lloyd’s Joint War Committee Hull War, Strikes, Terrorism and Related Perils Listed Areas , or otherwise excluded under the Contractor’s commercial marine War Risk trading warranties, and which are designated by notice from the Contracting Officer to the Contractor:

(1) War Risk Hull Coverage, insured at the hull value stated in Vessel’s current commercial hull and increased-value policies effective on Charter Party date, a copy of which current hull policies shall be furnished to Charterer;

(2) War Risk Protection and Indemnity coverage, insured at a value of either (i) 150% of the hull value stated in Vessel's current commercial hull policy effective on Charter Party date or (ii) $50,000,000, whichever is greater but in no event exceeding that amount of commercial P&I cover which was in effect for the Vessel on Charter Party date;

(3) War Risk Blocking and Trapping Coverage;

(4) War Risk Second Seaman’s coverage, the principal sum of which shall be $200,000 per Master, Officer, or crew member (this is also the loss-of-life benefit);

(5) War Risk Loss-of-Hire coverage, if a commercial loss-of-hire policy was in effect on the Vessel on Charter Party date. The sum insured by this policy, including the amount of lost time that is covered, will be equivalent to the levels insured by the Vessel's commercial policy. However, the amount insured by this policy will in no event exceed the hire rate (effective under this Charter Party when the loss of time began), over a maximum duration of 90 days lost. This maximum amount will be further subject to a deductible equivalent to that in place under the Vessel's commercial policy.

4. Government Indemnity. Under the authority of Public Law 85‐804 (72 Stat. 972, August 28, 1958) and Executive Order 10789, as amended by Executive Order 11610, the Secretary of Defense or the Secretary of the Navy may authorize the Contracting Officer to indemnify the Contractor against loss from risks that would be covered by MARAD war risk coverage as set forth in the paragraph entitled “Government War Risk Insurance” directly above.

1. READINESS

Readiness is a required service of the Vessel. Readiness shall be defined as the ability of a Vessel and Associated Equipment to perform the function for which designed, built, or chartered, including the ability to deploy without delays, whether or not so ordered to perform. If there is a degradation of this readiness, such that actual performance or condition of the Vessel or Associated Equipment shows any failure to satisfy one or more of the Owner's warranties or renders the Vessel in less than a fully efficient state, the hire will be proportionately decreased so as to indemnify the Charterer to the extent of such failure, this Charter Party to remain otherwise unaffected. Failure of the parties to agree upon the extent of the proportional decrease in hire shall be a dispute under the clause entitled "Disputes" incorporated herein by reference in Section I below. Nothing in this clause shall limit the rights of the Charterer to place the Vessel off-hire pursuant to Section H-7 (Off-Hire) below.

1. OFF-HIRE

6. General. In the event of the loss of time resulting from deficiency and/or default of men including but not limited to misconduct, illness, injury, strikes, labor disruptions, lockouts, deficiency of stores; fire; breakdown of or damages to hull, machinery, or equipment; collision; stranding; grounding; detention by authorities; average accidents to Vessel or cargo unless resulting from inherent vice, quality, or defect of the cargo; repairs; inspections; dry docking for the purpose of examination or painting bottom; or deviation for the purpose of landing any ill or injured person onboard other than any passenger, supercargo, or military personnel who may be carried at the Charterer's request; or by any other cause whatsoever preventing the full working of the Vessel; the payment of hire shall cease for all time lost until the Vessel is again ready and in a fully efficient state to resume her service from a position not less favorable to the Charterer than that at which such loss of time commenced. Should the Vessel deviate or put back during a voyage contrary to the orders or directions of the Charterer for any reason, the hire is to be suspended from the time of her deviating or putting back until she is again ready and in a fully efficient state to resume her service from a position not less favorable to the Charterer than that at which such loss of time commenced. When the period of time lost to the Charterer on any one occasion is less than four (4) consecutive hours (or twelve (12) consecutive hours while in prepositioning service), the hire shall not be reduced for such period.

6. Costs for Owner. The cost of fuel consumed while the Vessel is off-hire, as well as all port charges, pilotages, and other expenses incurred during such period and consequent upon the putting in to any port or place other than that to which the Vessel is bound, shall be borne by the Owner. All fuel used by the Vessel being driven into port or to shallow harbors or to rivers or ports with bars, the delay of the Vessel and/or expenses resulting there from shall be for the Charterer's account.

6. Delays/Excessive Fuel Consumption. If upon any passage the Vessel (i) fails to make the warranted speed in Box 57 or if her warranted fuel consumption exceeds that in Boxes 59-62 and Box 63, either or both of which are due to defect in or breakdown of any part of her hull, machinery, or equipment; casualty; or inefficiency of Master, Officers, or crew or their failure to proceed with utmost dispatch, and (ii) is delayed more than twelve (12) hours, the hire for the time lost and any cost of extra fuel consumed, if any, shall be borne by the Owner. Any delay by ice shall be for the Charterer's account.

1. MISSION

7. Charterer’s Instructions. The Charterer or the Charterer’s authorized representative shall furnish the Master with all requisite instructions and sailing directions. The Master shall exercise due diligence to observe all such orders and instructions of the Charterer in respect of the Charterer’s employment of the Vessel’s services. The Vessel shall work day and night when and as ordered by Charterer.

7. Operating Scenario. As generally described in Section C.

7. Crew Conduct. If the Charterer shall have reason to be dissatisfied with the conduct of the Master, Officers, or crew, the Owner shall, on receiving particulars of the complaint in writing, investigate the matter and, if necessary, make a change in personnel.

7. Use of Vessel. The whole reach and burthen of the Vessel shall be at the disposal of the Charterer, reserving only proper and sufficient space for Vessel's Master, Officers, and crew, tackle, apparel, furniture, provisions, stores, and fuel. The Charterer shall have the use of the Vessel's winches and other appropriate gear actually on board, and the Owner shall provide sufficient power to operate all the Vessel's winches simultaneously. The Vessel shall work night and day, if required by the Charterer. Charterer shall have the use of any special gear or fittings actually aboard the Vessel, although said gear or fittings are not required by this Charter. Any material required for securing cargo is to be furnished by the Charterer and for its account, but Charterer may have the free use of any lashings aboard the Vessel. Charterer to be responsible for the replacement of lashing gear damaged by Charterer or its servants.

7. Cargo Quantity Limitation. In no case shall the cargo exceed what the Vessel can reasonably stow and carry, in the judgment of the Master, over and above the space and burthen necessary for Vessel's Officers and crew, her cabin, tackle, apparel, furniture, provisions, fresh water, stores, necessary ballast and fuel. The amount of the deck cargo shall be at the discretion of the Master and the loading, carriage and discharge thereof shall be at the risk of the Charterer.

1. STANDARDS OF APPEARANCE

It is important that the Vessel operation meets the highest possible standards of appearance and Vessel smartness. To this end, the Owner and operator will institute a continuous program of Vessel maintenance. The hull, decks, deckhouse, and all appurtenances will be cleaned and preserved as necessary and painted as required. The interior of the Vessel's deckhouses will be maintained in a clean and orderly state, with all equipage properly and securely stowed. The main and auxiliary machinery spaces will be kept clean and free of excessive accumulations of oil and debris. All spaces will be lighted to allow safe operation and correct maintenance of machinery and equipment.

1. VESSEL WARRANTY.

9. General. Owner warrants that the Vessel performing under this contract shall be in full conformity with the requirements of this contract from the time of delivery and thereafter during the currency of this contract. .

9. Regulatory Compliance. The Owner warrants that the Vessel and all Associated Equipment shall be in full compliance with all applicable international conventions and all applicable laws, regulations, and other requirements of the nation of registry and of the nation(s) and local jurisdictions to whose port(s) and/or place(s) it is contemplated that the Vessel will be ordered hereunder. The Vessel shall be delivered and maintained in the highest class of a recognized classification society and be in compliance with all current safety, health, and pollution regulations promulgated by appropriate authorities, including the latest applicable IMO regulations. The Owner further warrants that the Vessel shall have on board all certificates, records, or other documents required by the aforesaid conventions, laws, regulations, and requirements, including a Certificate of Financial Responsibility meeting the requirements of the U.S. Coast Guard and promulgated pursuant to the U.S. Federal Water Pollution Control Act, as amended, and/or the Oil Pollution Act of 1990.

9. Complement. The Owner warrants that the Vessel shall have an efficient and legally sufficient complement of Master, Officers, and crew with adequate training and experience in operation of all of the Vessel's equipment. The Master, Officers, and entire crew shall be U.S. citizens (if Vessel is U.S.-flag), speak English, and possess valid and current certificates, licenses, and documents. The Master, Officers, and crew of this Vessel shall be appointed or hired by the Owner and shall be deemed to be the servants and agents of the Owner at all times except as otherwise specified in this Charter. The Master of the Vessel shall be under the direction of the Charterer as regards the employment of the Vessel but shall not be under Charterer's orders as regards navigation, care, and custody of the Vessel.

9. Speed, Maneuverability and Station Keeping Warranty. The Owner warrants that, unless otherwise ordered by the Charterer, the Vessel is capable of maintaining and shall maintain, throughout the currency of this contract the speed, maneuverability and station keeping

9. Fuel and Speed Warranty.

4. Moderate weather – Underway Laden. The Owner warrants that, unless otherwise ordered by the Charterer, the Vessel is capable of maintaining, throughout the period of this Charter Party, the average speed in knots identified in Box 57 on any given moderate-weather passage from sea buoy to sea buoy while fully laden to summer marks. On any such passage as just described at the average speed identified in Box 57, daily fuel consumption in net barrels shall be at the average rate(s) identified in Boxes 59 and 61, for the grade(s)/viscosity(ies) therein identified to be consumed.

4. Moderate Weather - Variable Speeds. For periods during which the Charterer orders the Vessel to operate at speeds other than those identified in Box 57, the Owner warrants that the Vessel's total fuel consumption (including all auxiliaries) in net barrels at those ordered speeds in moderate weather shall be at the average rates identified in Boxes 63 and 63B for the stated speed, range, and load conditions for the grade(s)/viscosity(ies) identified in Box 63A to be consumed.

4. Moderate Weather - Underway Loiter/Anchor. The Owner warrants that the Vessel’s fuel consumption in net barrels (including all auxiliaries) during all periods underway at loiter or anchor shall be at the respective rates identified in Boxes 60a and 60b, for the grade(s)/viscosity(ies) therein identified to be consumed.

4. Auxiliaries. The Owner warrants that the Vessel's fuel consumption (underway/steaming/laden) in net barrels for all auxiliaries, in addition to any fuel consumption identified in Box 59, shall be at the average rate identified in Box 61 for the grades/viscosities therein identified to be consumed, regardless of speed or weather conditions.

4. Inport Periods. The Owner warrants that the Vessel's fuel consumption in net barrels (including all auxiliaries) during all periods inport shall be at the average rate identified in Box 62, for the grade(s)/viscosity(ies) therein identified to be consumed.

9. Remedies. Should actual performance or readiness condition of the Vessel show any failure to satisfy one or more of such warranties or other contract requirements not due to the fault of the Charterer, the hire may be equitably decreased, the Charter may be terminated, or the Vessel may be placed off-hire, at Charterer's option so as to indemnify the Charterer to the extent of such failure. However, in all cases the Owner shall bear the cost of excessive fuel consumption resulting from the Owner’s breach of its fuel warranties. The foregoing remedies shall not limit other recoveries available under law or within this charter.

9. Other Compliances. The contractor shall comply with all applicable Federal, State and local laws, executive orders, rules and regulations applicable to its performance under this contract.

1. DRY DOCK

10. General. The Owner, at its expense, shall dry dock, clean and maintain the Vessel's bottom and propeller, and make all overhaul and other necessary repairs properly to maintain the Vessel in class, maintain the Vessel in compliance with Section F-3 and the warranties of Section H-10 above, and otherwise to keep the Vessel tight, staunch, and strong, and in thoroughly efficient order and condition. For such purpose of dry dock, the Charterer shall allow Vessel to proceed to an appropriate port upon sixty days prior notice to the Contracting Officer. All towage, pilotage, fuel, gas-freeing if required, water, and other expenses incurred while proceeding to and from dry dock shall also be for the Owner's account.

10. Suspension of Hire. In case of dry docking, pursuant to H-10.1 above, at a port where Vessel is to load, discharge, or bunker under the Charterer's orders, hire shall be suspended from the time the Vessel receives free pratique on arrival, if in ballast, or upon completion of discharge of cargo, if loaded, until Vessel is again ready for service. In case of dry docking at a port other than where Vessel loads, discharges or bunkers, payment of hire shall cease from the time of deviation until the Vessel is again ready and in a position not less favorable to the Charterer than that at which such deviation occurred.

1. SALVAGE

11. All salvage moneys earned by the Vessel during the period of this Charter shall be divided equally between the Owner and the Charterer after deducting Master's, Officers' and crew's shares, legal expense, Vessel hire lost, if any, as a result of the salvage service, value of fuel consumed (which shall be paid in full to the Charterer from the salvage award), repairs of damage, if any, and other extraordinary loss or expense sustained as a result of the salvage service. Charter hire shall continue to be paid by the Charterer during deviations for the purpose of performing salvage service.

11. When engaged in the carriage of Government cargo and if requested by the Charterer, the Owner agrees to accept Navy salvage services. Such services may be provided using Navy personnel and resources or Navy contracted resources.

11. In providing such services, the Navy, through the Charterer, agrees to waive all claims for “pure” or “bonus” salvage. Instead, the Charterer shall be entitled to the following:

2. In those cases in which the salvage services are provided by Navy personnel and resources, the salvage claim shall be limited to a schedule of current per diem rates and allowable expenses as established by the Navy’s Supervisor of Salvage. In no event shall such amount exceed a maximum claim of $25,000 per day.

2. In those situations in which the Navy utilizes contracted resources to deliver assistance, the Owner shall be liable for the actual daily rate charged to the Navy by the Contractor(s).

11. It is understood that this limited Supervisor of Salvage claim is asserted against the Vessel only, is solely for the Vessel's account, and does not include any amounts for the salvage of the Government's cargo. Notwithstanding any other provisions of this Contract, this limited Supervisor of Salvage claim IS NOT directly or by way of setoff chargeable in whole or in part to the Government by way of general average or otherwise.

1. RISK OF LOSS

12. Carriage of Goods by Sea Act (COGSA). Except as otherwise specified herein, the Owner, Vessel, and Charterer in all matters arising under this Charter Party shall be entitled to the like privileges, rights, and immunities (from the time the cargo is loaded until the time it is discharged from the Vessel) as are contained in 46 U.S.C. App. 1300-1315. However, any references in COGSA to (a) notices of loss or damage or (b) limitation-of-action periods shall not apply to this Charter Party. For purposes of this Charter Party, the term "carrier" as used in that Act shall mean "Owner" and the term "shipper" shall mean "Charterer."

12. Containers. For purposes of the application of the COGSA, goods shipped in containers which are stowed on deck shall be deemed shipped under deck. With respect to the limitation of liability provisions of COGSA, a container shall be considered a single package only if bulk cargo is stored therein. For non-bulk cargo shipped in containers, the limitation of liability provisions of COGSA shall apply to each package within a container or, for non-packaged cargo, to each measurement ton of cargo within the container. See also paragraph H-33, “Deck Cargo.”

12. Package Limit. Except in the case of containerized cargo, for purposes of the application of COGSA, in the case of any loss or damage to or in connection with goods exceeding in actual value $500 per package, or in the case of goods not shipped in packages, per measurement ton, the value of the goods shall be deemed to be $500 per package or per measurement ton, and the Owner's liability, if any, shall be determined on the basis of the value of $500 per package or per measurement ton, unless the nature of the goods and a valuation higher than $500 shall have been declared in this Charter Party and, in such case, if the actual value of the goods per package or per measurement ton shall exceed such declared value, the value shall nevertheless be deemed to be the declared value. Should Charterer declare valuation higher than $500.00 per package or per measurement ton, Charterer shall direct Owner to obtain increased cargo legal-liability coverage on said higher-declaration cargo, with the expense of any additional premia and incurred deductibles therefore for Charterer's account.

12. Other Statutes. The Owner and the Vessel shall have the benefit of all limitations of and exemptions from liability accorded the Owner by any U.S. statute or rule of law for the time being in force (except to the extent that contract terms entitle the Government to compensation from the contractor for the contractor's failure to perform the requirements and obligations of this Charter or to the extent such statute or rule of law is subordinate to any statutorily mandated provision of this Charter Party by operation of law).

12. Fire. Neither the Owner nor any corporation owned by, subsidiary to, or associated or affiliated with the Owner shall be liable to answer for or make good any loss or damage to the cargo occurring at any time and even though before loading on or after discharge from the Vessel, by reason or by means of any fire whatsoever, unless such fire shall be caused by its design or neglect or unless such wholly owned, subsidiary, or associated corporation serves as underwriter for the Owner and the policy between the Owner and underwriter provides coverage for such liability.

1. SUPERCARGO AND GOVERNMENT DESIGNATED REPRESENTATIVES (AUG 2005)

13. Charterer’s Option. The Charterer shall have the right to assign supercargo (supercargo as used herein is both plural and singular) and other Government designated representatives aboard the Vessel for duty purposes…