Burke Shipping Services Ltd.

General Terms and Conditions of Trading

Burke Shipping Services Limited (hereafter referred to as ·the company') undertakes all services subject solely to the following conditions, which can be varied only in writing by a director or partner or duly authorised servant of the company The customer's (the term customer covers customers employees and agents both disclosed and undisclosed) attention is drawn in particular to condition 3.2.

Condition 3.2 has been included herein solely to relieve the Owner of the goods the subject of the contract ('the goods'), or the owner's agent, of the additional costs that the company would need to include to recover insurance charges were its liability not limited as provided for in condition 3.2. Condition 3.2 will become operative at the option of the customer on the terms provided therein

1. The company is not a common carrier and the rights and liabilities of the parties here under shall be determined on the basis that the company is not such a common carrier.

2.1 The customer warrants that it is either the Owner of the goods or is authorised by such Owner to accept these conditions on the owner's behalf

2.2 The customer further warrants that

(a) when presented for warehousing the goods will be securely and properly packed and in such condition as not to cause damage or injury or the likelihood of damage or injury to the property of the company or to any other good, whether by spreading of damp, infestation, leakage or the escape of fumes or substances or otherwise howsoever.

(b) before presentation of the goods for warehousing the customer will inform the company in writing of any special precautions necessitated by the nature or condition of the goods and of any statutory duties specific to the goods with which the company may need to comply.

2.3 The customer acknowledges that these conditions have not been entered into in reliance wholly or partly in any statement or representation made by or on behalf of the company except any such statement or representation that is expressly set out in these conditions.

Liability

3.1 except as provided in condition 3.3 below the company does not insure the goods and the customer should make arrangements to coyer the goods against all risks to the full insurable value thereof

3.2 The company is only responsible for any loss or damage to goods or for any non-delivery, mis-delivery or delay or for any non-compliance with instructions if the same has arisen due to the wilful default of the company, its servants or agents. provided always that the liability of the company shall in no case exceed a total of £1000 sterling per tonne weight or that part of the goods in respect of which a claim arises. The company shall in no case be liable for any indirect consequential, special, or punitive-loss or damage of any kind whatsoever ( including but not limited to lost profits, loss of business. depletion of goodwill and/or similar losses). whether or not foreseeable, even if the company has been advised of the likelihood of such loss or damage and regardless of whether the claim for loss or damage is made in negligence, for breach of contract breach of trust or otherwise.

3.3 The company shall not be liable for any claim unless it has been notified in writing to the company by the customer within 21 days of the cause of the claim coming to the customer's knowledge or of the goods being delivered by the company to or to the use of the customer, whichever is the later.

3.4 The company shall not be liable hereunder for any loss or damage to the extent that the same is caused or contributed to by a breach of any of customer's warranties contained in condition 2 (or by any of the circumstances by virtue of which the company is relieved of its contractual obligations in accordance with condition l0)

3.5 In any event the company shall not incur any liability in respect of

(a) damage wholly or partly resulting from the nature and or condition of the means of transport or the nature and/or condition of the goods:

(b) damage which is unavoidable in the applied method of working indicated to the customer if no objection has been raised to such method by or on behalf of the customer of those interested:

(c) damage due to any difference in weight. quality. contamination, mingling including damage caused by dust and/or presence of foreign objects or particles in the goods unless caused by the gross negligence or recklessness of the company or its employees:

(d) damage caused by or resulting from work other than the loading, Unloading, Handling, storage warehousing, stockpiling and delivery. This exemption includes such activities as placing of lamps, carrying out repairs, manipulating hatches, beams, cross beams or moving or removing vessels or vehicles

(e) damage resulting from failure breakage or other defect of the equipment used by the company unless it can be proved that the equipment was not in a good state of maintenance and did not conform to the requirements if any laid down by the relevant authorities in this respect

(f) damage resulting from non-compliance by third parties with regulations laid down by the relevant authorities or issued by the company:

(g) damage arising from any act or any neglect of a third party whether or not the third party was employed by or behalf of the company:

(h) damage done to other goods on board during the performance of the services by the company other than damage resulting from the gross negligence or wilful default of the company or its employees:

(i) Despatch money lost or demurrage due in respect of barges, lighters. railway wagons, trucks. unless caused by the gross negligence or wilful default of the company or its employees:

(j) Delay arising from the repair of damage where such repair is carried out during or after completion of loading or unloading unless the damage has been caused by the gross negligence or wilful default of the company or it employees

3.6 The benefit of these conditions shall extend to all employees from time to time of the company. who shall each be entitled to every right. defence and exemption or limitation of liability to which the company is entitled hereunder.

4.1 In all circumstances. the company shall be entitled to arrange for any part of the service to be performed by other contractors and in this event, these terms and conditions shall apply to such services The company shall not however be responsible for any act or default of such delegates.

4.2 The customer shall reimburse all duties and taxes that the company may be required to pay in respect of the goods, except to the extent that the company is required to accept any responsibility for them in accordance with condition 3.

5. Notwithstanding any notice given in accordance with condition 3. the customer shall indemnify the company against any loss, costs, suits or damage suffered by the company including costs and expenses reasonably incurred by it to the extent that such loss or damage is caused or contributed to by a breach of any of the customer's warranties contained in condition 2. The customer agrees to be responsible for and to keep the company fully indemnified against all damages, losses, costs, expenses, actions, demands, proceedings, claims and liabilities made against or suffered or incurred by the company arising directly or indirectly out of any act omission or negligence of the customer or any persons at the premises expressly or impliedly with the customer's authority and under the customer's control.

The premises being Burke Shipping Services Limited. Lisahally Terminal. Londonderry

6. When reasonably necessary. vehicles or other means of conveyance may be changed and may deviate or depart from their intended route and at the discretion of the company. the goods may be carried. stored or handled with other compatible goods or transferred between stores

7. The company shall not be liable for any loss or damage whatsoever arising to marble. articles of glass or articles contained in glass or any goods of a fragile nature

Charges, payments and liens

8. The company's charges. which may be increased from time to time by not less than 21 days prior notice to the customer, shall be payable at such intervals or on the expiry of such period of credit as may have been agreed between the parties or. in any event. before removal of the goods from the company's custody or control. Interest on amounts due and unpaid shall be payable from the date when payment of such amounts fell due and shall be calculated on a daily basis at the rate of 2% per annum above the prevailing base rate current from time to time Further. the company shall have a general as well as a particular lien on the goods for payment of all amounts due from the customer on any account

Termination

9.1 The goods shall be removed by the customer from the custody of the company at such time otherwise where reasonably necessary. the company may at anytime by notice in writing to the customer require the removal of the goods within 28 days from the date of such notice or. in the case of perishable goods within three days.

9.2 In the event of failure by the customer to pay any amount due to the company or to remove any of the goods from the custody or control of the company (notice in accordance with condition 9 having been given) at the due time. the company may. without prejudice to its other rights and remedies against the customer. give notice in writing to the customer of the company's intention to sell otherwise dispose of the goods at the customer's entire risk and expense if such amount is not paid and/or such goods are not removed within 28 days. or in the case of perishable goods. within three days from the date of such notice. On the expiry of such period. if such payment has not been made and/or goods have not been so removed. the company shall be entitled to sell or otherwise dispose of all or any part of the goods at the customer's entire risk and expense by the best method reasonably available and the proceeds of any sale or disposal shall be remitted to the customer after deduction therefrom of all expenses and all amounts due to the company from the customer on any account

(a) the company may as the agent of the customer sell such property and the customer will indemnify the company against any liability incurred by it to any third party whose property shall have been sold by the company in the mistaken belief albeit held in good faith (which shall be presumed unless the contrary be proved) that such property belonged to the customer.

(b) if the company having made reasonable efforts is unable to locate the customer. the company shall be entitled to retain such proceeds of sale absolutely unless the customer shall claim them within 6 months of the date of such notice.

(c) the customer shall indemnify the company against any damage occasioned to the premises any damages. losses. costs. expenses. actions. demands. proceedings. claims. and liabilities made against the company caused by or in relation to the presence of the goods in or on the premises.

9.3 In the case of perishable goods. notice under condition 9.2 May be combined with a notice if any, under condition 9.1

Responsibility

10. The company shall be relieved of the contractual obligations to the extent that their performance is prevented by. or their non-performance is the direct or indirect consequence of the act. neglect. omission. or default of the customer. including any breach by the customer of the warranties contained in condition 2 or by storm. flood. fire. explosion. riot. industrial dispute. labour disturbance failure of a utility service or transport network. act of God. war. riot civil commotion malicious damage. compliance with any law or governmental order. rule. regulation or direction. accident. breakdown of plan or machinery, fire. flood. storm. high or low water or default of suppliers or sub-contractors or other cause beyond the reasonable control of the company

11. Any notice or statement of account given by the company to the customer shall be duly given if left at or sent by registered or recorded delivery to the last known address of the customer and such notice of account shall if posted. be deemed to have been given two week days after posting.

12. These conditions shall prevail over any terms or conditions contained in the customer's order. acceptance or other communication and shall be deemed to have been accepted by the customer in preference to such other terms or conditions. unless the customer has notified the company specifically in writing of any proposed variation of these conditions and such variation has been agreed specifically in writing by a director, partner or duly authorised servant of the company.

13. The customer shall be liable to pay to the company. on demand. all reasonable costs, charges or losses sustained or Incurred by the company (including any direct. indirect or consequential losses. loss of profit and loss of reputation. loss or damage to property and those arising from injury to or death of any person and loss of opportunity to deploy resources elsewhere) arising directly or indirectly from the customer's fraud, negligence. failure to perform or delay in the performance of any of its obligations under the agreement subject to the company confirming such costs. charges and losses to the customer in writing

Payment on Termination

14. On termination of the agreement for any reason:

(a) The customer shall immediately pay to the company all of the company's outstanding unpaid invoices and interest and, in respect of services supplied but for which no invoice has been submitted. the company may submit an invoice. which shall be payable immediately on receipt

(b) The accrued rights of the parties as at termination and the continuation of any provision expressly stated to survive or implicitly surviving termination. shall not be affected.

Jurisdiction

15. These conditions and any act or contract to which they apply shall be governed by the laws of the Northern Ireland and any dispute arising out of any act or contract to which these conditions apply shall be subject to the exclusive jurisdiction of the courts of Northern Ireland.

Burke Shipping Services Ltd.

Stevedoring division standard trading conditions

1 in these conditions:

(a) "the company"' means Burke Shipping Services Limited and any subsidiary which may adopt these conditions as the case may be:

(b) "customer" means the person for whom any business is done by the company or with whom any contract for the rendering of services by the company is made:

1. Goods which may or might. however remotely. be likely in the opinion of the company to cause damage. deterioration. or diminution in value to other goods. persons. or property.

2. Any goods classified by the international maritime organisation as dangerous for man and I or the environment

(d) valuables" shall include bullion. coins. precious stones. jewellery. antiques. pictures. bank notes. securities and other valuable documents and articles.

(e) "containerised goods" means any standard iso or non-standard freight container (including but not limited to dry vans. reefer containers and out of Gauge containers) and their contents:

2. The company are stevedores and act solely as such in performing services for the customer

3. These conditions shall apply to all business undertaken by the company including any advice. information or service provided whether gratuitously or not. All other terms and conditions are hereby expressly excluded. No servant or agent of the company has authority to add or to vary these conditions. unless such addition or variation is reduced to writing and signed by a duly authorised representative on behalf of the company. In the event of any conflict between these conditions and any conditions contained in any document submitted by the customer. the provisions of these conditions shall prevail.

4. The customer warrants that he is either the owner or the authorised agent of the owner of the goods to which any business relates. and further warrants that he. is authorised to accept and is accepting these conditions not only for himself but also as agent for and on behalf of the owner of the goods and all other persons who are or may hereafter become interested in the goods (all such persons being hereinafter called '"the owner")

5. The company shall be entitled to perform any of its obligations hereunder by itself or by its parent subsidiary or associated companies. or by any other person. firm or company carrying out the functions of stevedores. Any contract to which these conditions apply is made by the company on its own behalf. and also as agents for and on behalf of any such parent. subsidiary or associated company or such other person. firm or company. and any such company shall be entitled to the benefit of these conditions. The customer will not seek to impose upon any such company a liability greater than that accepted by the company under these conditions.

6. Unless otherwise agreed. quotations are given on the basis of immediate acceptance and subject to the right of withdrawal or revision.

7. If at any time there is any alteration in the rates of exchange. insurance premiums. labour costs or other charges applicable to the services. or other increases in costs of any nature. whether within the control of the company or not. quotations and charges shall be subject to revision accordingly either with or without notice (at the company's discretion).

8. The customer warrants that the description and particulars of any consignments furnished by or on behalf of the customer are accurate.

9. Except under special arrangements previously made in writing the company will not accept business relating to valuables. livestock or plants Should any customer nevertheless deliver any such goods to the company or cause the company to handle or deal with any such goods other than under special arrangements previously made in writing. the company shall not be liable for any loss or damage to or in connection with the goods. however caused.

10. The company shall not be obliged to make any declaration for the purpose of any statute or contract as to the nature or value of any goods or as to any special interest in delivery. unless required by law or expressly instructed by the customer in writing

11. The company shall not be obliged to arrange for the goods to be stevedored or handled separately from the goods of other customers

12. The company will not insure the goods unless expressly instructed by the customer in writing The company shall not be obliged to effect a separate insurance on each consignment. but may declare it on an open or general policy. All insurances effected by the company are subject to the usual exceptions and conditions of the policies of the insurance company or underwriters taking the risk. Any claim on the policy shall be made and any negotiations with or proceedings against the insurers shall be conducted by the customer and not by the company. notwithstanding that the premium upon the policy may not be the same rate as that charged to or paid by the customer.

13. All sums shall be paid to the company immediately when due without deduction and payment shall not be withheld or deferred on account of any claim. counterclaim or set off of any nature and whether arising under or in relation to this contract or any other contract. The company shall have a general lien on all goods or documents relating to goods in their possession for all sums due at any time from the customer or owner. and shall be entitled to sell or dispose of such goods or documents at the expense of the customer and apply the proceeds in or towards the payment of such sums on 28 days' notice in writing to the customer

14. The company shall be entitled at the expense of the customer to sell or dispose of:

(a) on 21 days' notice in writing to the customer or, where the customer cannot be traced after the goods have been held by the company for 90 days. all goods which. in the opinion of the company. cannot be delivered either because they are insufficiently or incorrectly addressed or because they are not collected or accepted by the consignee or for any other reason

and

(b) without notice. perishable goods which are not taken up immediately on arrival or which are insufficiently or incorrectly addressed or marked or which in the opinion of the company would be likely to perish in the course of the carriage. storage or handling.

15. Except under special arrangements previously made in writing the company will not accept business relating to dangerous goods. Should any customer nevertheless deliver any such goods to the company or cause the company to handle or deal with any such goods otherwise than under special arrangements previously made in writing the customer shall be liable for all loss or damage caused by or to or connected with the goods however arising and shall indemnify the company against all penalties. claims. demands. costs and expenses arising in connection therewith and the goods may be destroyed or otherwise dealt with at the sole discretion of the company or any other

16. Person in whose custody they may be at the relevant time. If such goods are accepted under special arrangements previously made in writing they may nevertheless be so destroyed or dealt with if in the opinion of the company they become a danger to other goods. persons or property.

17.Where goods are consigned:

(a) on terms that they shall be paid for on delivery. and if for any reason payment is not made in full. or

(b) on terms that the company shall only deliver the goods to the consignee on production of a bill of lading. delivery order or similar document and owing to the failure to demand such a document the goods are delivered to the consignee before he has paid for them in full. the company may. at its absolute discretion reimburse the customer with the amount of payment not so made. whereupon the customer shall. on request. assign to the company by an instrument in writing the whole of the customer's title to or interest in the goods and the right to receive payment therefore. and shall co-operate fully with the company in enforcing all rights so assigned.

18. Notwithstanding that it may be agreed between the company and the customer that the company's charges in respect of any transaction shall be payable by the consignee or any other person. if such consignee or other person shall fail to pay the same or any part thereof within 28 days of the due demand being made on him. the customer shall be liable to the company therefore without prejudice to the company's rights against such consignee or other person

19. Limitation of liability

a) This condition sets out the entire financial liability of the company (including any liability for the acts or omissions of its employees. agents and sub-contractors) to the customer in respect of:

(i) any breach of the agreement

(ii) any use made by the customer of the services and

(iii) any representation. statement or tortuous act or omission (including negligence) arising under or in connection with the agreement.

b) All warranties. conditions and other terms implied by statute or common law are. to the fullest extent permitted by law. excluded from the agreement

c) nothing in these conditions limits or excludes the liability of the company

(I) for death or personal injury resulting from negligence: or

(ii) for any damage or liability incurred by the customer as a'result of fraud or fraudulent misrepresentation by the company.

d) Subject to the above

(i) the company shall not be liable. whether 111 tort (including for negligence or breach of statutory duty). contract misrepresentation or otherwise for

loss of profits: or
loss of business. or
depletion of goodwill and/or similar losses: or
loss of anticipated savings: or
loss of goods: or
loss of contract or
loss of use: or
any special. indirect consequential or pure economic loss. costs. damages, charges or expenses.

(ii) The company's total liability in contract tort (including negligence or breach of statutory duty), misrepresentation. restitution or otherwise arising in connection with the performance or contemplated performance of the agreement shall be limited to the price paid for the services or where the customer is charged on a vessel-by-vessel basis to the individual charge for the vessel in connection with which the liability arises.

i) The company shall only be responsible for any loss of or damage to goods or for any non-delivery or misdelivery if it is proved that the loss. damage, nondelivery or misdelivery occurred , whilst the goods were in the custody of the company and under its actual control and that such loss. damage, nondelivery or misdelivery was due to the wilful neglect or default of the company or its own employees.

(ii) The company shall only be liable for any non-compliance or mis-compliance with instructions given to it if it is proved that the same was caused by the wilful neglect or default or default of the company or its own employees.

(iii) Save as aforesaid. the company shall be under no liability whatsoever however arising and whether in respect of or in connection with any goods of any instructions. business. advice. information. handling storage or service or otherwise.

20. Exclusion of liability

In any event the company shall not incur any liability in respect of:

a) damage wholly or partly resulting from the nature and/or condition of the means of transport or the nature and/or condition of the goods:

b) damage which is unavoidable in the applied method of working indicated to the customer if no objection has been raised to such method by or on behalf of the customer or those interested:

c) damage due to any difference in weight. quality. contamination. mingling including damage caused by dust and/or presence of foreign objects or particles in the goods unless caused by gross negligence or recklessness of the company or its employees:

d) damage caused by or resulting from work other than the loading. unloading. handling. storage. warehousing. stockpiling and delivery. This exemption includes such activities as placing of lamps. carrying out repairs. manipulating hatches. beams. cross beams or moving or removing vessels or vehicles.

e) damage resulting from failure breakage or other defects of the equipment used by the company unless it can be proved that the equipment was not in a good state of maintenance and did not conform to the requirements if any laid down by the relevant authorities in this respect:

f) damage resulting from non-compliance by third parties with regulations laid down by the relevant authorities or issued by the company:

g) damage arising from any act or any neglect of a third party whether or not the third party was employed by or on behalf of the company:

h) damage done to other goods on board during the performance of the services by the company other than damage resulting from the gross negligence or wilful default of the company or its employees:

i) despatch money lost or demurrage due in respect of barges. lighters. trucks unless caused by the gross negligence or wilful default of the company or its employees:

j) delay arising from the repair of damage where such repair is carried out during or after completion of loading or unloading unless the damage has been caused by the gross negligence or wilful default of the company or its employees

22. Pending forwarding and delivery. goods may be warehoused or otherwise held at any place or places at the sole discretion of the company at the customer's risk and expense

23.The company shall be exempt from all liability whatever for deficiency. loss. damage or mis-delivery of or to goods. or for delay arising out of or caused or contributed to by any of the following:

(A) vermin. moths. worms. weevils or Insects:

(B) fire. explosion. act of god. storm or Flood:

(D) civil commotion;

(E) enemies of the state;

(F) inherent vice or quality of the goods.

(G) improper. insufficient indistinct or erroneous marking or addressing of goods

(H) nuclear radiation or fallout

24. Deficiency or loss of or damage to goods must be notified in writing to the company within 21 days of the removal of the goods from the company's premises. If this condition is not complied with the company shall be exempt from all liability whatever for any deficiency. loss or damage however or whenever caused.

25. The customer shall indemnify the company against all duties. taxes. liabilities. whether or not arising out of the negligence of the company. its servants or agents suffered or incurred by the company in the performance of its obligations hereunder. including any liability to indemnify any other person against claims made against such other person by the customer or by the owner.

26. Except where the company is instructed to pack the goods. the customer warrants that all goods have been properly. sufficiently and professionally packed and/or prepared.

27. Where in these conditions any matter is to be determined in accordance with the opinion of the company. the certificate of a director. chief executive or the secretary of the company for the time being shall be conclusive evidence as to any matter so certified.

28. The customer shall be liable to pay to the company. on demand. all reasonable costs. charges or losses sustained or incurred by the company (including any direct. indirect or consequential losses. loss of profit and loss of reputation. loss or damage to property and those arising from injury to or death of any person and loss of opportunity to deploy resources elsewhere) arising directly or indirectly from the customer's fraud, negligence. failure to perform or delay in the performance of any of its obligations under the agreement. subject of the company confirming such costs. charges and losses to the customer in writing

29 On termination of the agreement for any reason

a) The customer shall immediately pay to the company all of the company's outstanding unpaid invoices and interest and, in respect of servies supplied but for which no invoice has been submitted. the company may submit an invoice. which shall be payable immediately on receipt:

b) The accrued rights of the parties as at termination and the continuation of any provision expressly stated to survive or implicitly surviving termination. shall not be affected.

30. These conditions. and any act or contract to which they apply. shall be governed by the laws of the Northern Ireland and within the exclusive jurisdiction of the courts of Northern Ireland.