Common use of AGREEMENT AUTHORITY Clause in Contracts

AGREEMENT AUTHORITY. 5.1 As from the effective date, or at a later stage as may be agreed between the Parties, CMA CGM shall charter to ONE and ONE shall purchase from the allocation of CMA CGM on the BRAZEX regular liner service serving the Trade (from /to all ports of call), on a used or not used and FIOS (Free In and Out Stowed) basis, a fixed allocation of 200 TEUs (at 13 tons average per TEU), including 20 reefer plugs per vessel sailing on a voyage leg basis. Without further amendment, the foregoing allocations may be adjusted up or down by up to fifty percent (50%) subject to parties’ mutual agreement. The Parties agree that use of reefer plugs will be subject to a charge to be agreed between them. The Parties further agree that each 40’ HC shall be counted as 2,0 TEUs and each 45’HC shall be counted as 2,5 TEUs and loading of 45’HC shall be subject to the Vessel Operator’s approval. The Parties are authorized to agree on the terms and conditions pursuant to which the foregoing space is chartered, including the amount of slot hire to be paid. Subject to the terms herein, provision of such fixed allocation to ONE shall be guaranteed by CMA CGM. Upon request and subject to space availability, CMA CGM may make additional slots available to ONE on an ad hoc basis in such amounts and on such terms as the Parties may agree from time to time. CMA CGM shall consult with ONE and thereafter provide ONE with a minimum of thirty (30) days’ prior written notice of any permanent, material change in its service in the Trade. In the case of change in the port rotation, the Parties shall meet to agree any necessary adjustments to ONE’s allocation, trading rights and slot hire as the case may be. If the Parties cannot reach an agreement in regard to the foregoing, then ONE may terminate the Agreement upon 60 days prior written notice. 5.2 ONE may not sub-charter space made available to it hereunder to any third-party (to be understood as Vessel Operating Common Carrier), except to its fully owned subsidiaries and affiliates, without the prior written consent of CMA CGM and subject to FMC prior approval. 5.3 CMA CGM and the vessels it provides shall comply with the requirements of the ISM Code. As vessel provider, CMA CGM shall be responsible for all operational aspects of the vessels. The Parties are authorized to discuss and agree on their respective rights and obligations with respect to the omission of port calls and the handling of cargo affected by such omissions. 5.4 The Parties shall both be signatory to the Agreement to Voluntarily Participate in Customs-Trade Partnership Against Terrorism (“C-TPAT Agreement”) and agree to develop and implement a verifiable, documented program to enhance security procedures throughout their respective portions of the supply chain process, as described in the C-TPAT Agreement. 5.5 The Parties are authorized to discuss and agree upon such general administrative matters and other terms and conditions concerning the implementation of this Agreement as may be necessary or convenient from time to time, including, but not limited to, performance procedures and penalties, port omission arrangements; stowage planning; record-keeping; responsibility for loss or damage; insurance; force majeure; the handling and resolution of claims and other liabilities; indemnification; documentation and bills of lading; and the treatment of hazardous and dangerous cargoes. 5.6 Pursuant to 46 C.F.R. § 535.408(b), any further agreement contemplated herein cannot go into effect unless filed and effective under the Shipping Act of 1984, as amended, except to the extent that such agreement concerns routine operational or administrative matters. 5.7 Each Party shall retain its separate identity and shall have separate sales, pricing and marketing functions. Each Party shall issue its own bills of lading and handle its own claims. Nothing in this Agreement shall give rise to or be construed as constituting a partnership for any purpose or extent and, unless otherwise agreed, neither Party shall be deemed to be the agent of the other. 5.8 The Parties shall comply with all laws, regulations, requirements, directions or notices of customs, port and other authorities, and any consequence to this Agreement resulting from the non-compliance of a Party with mandatorily applicable U.S. federal and state laws will be borne in full by that Party.

AGREEMENT AUTHORITY. 5.1 As from (a) On each regular sailing in the effective dateTrade, or at a later stage as may be agreed between the Parties, CMA CGM shall charter to ONE and ONE shall purchase from the allocation of CMA CGM on the BRAZEX regular liner service serving the Trade (from /to all ports of call), on a used or not used and FIOS (Free In and Out Stowed) basis, a fixed allocation of 200 TEUs (at 13 tons average per TEU), including 20 reefer plugs per vessel sailing on a voyage leg basis. Without further amendment, the foregoing allocations may be adjusted up or down by up to fifty percent (50%) subject to parties’ mutual agreement. The Parties agree that use of reefer plugs will be subject to a charge to be agreed between them. The Parties further agree that each 40’ HC shall be counted as 2,0 TEUs and each 45’HC shall be counted as 2,5 TEUs and loading of 45’HC shall be subject to the Vessel Operator’s approval. The Parties are authorized to agree on the terms and conditions pursuant to which the foregoing space is chartered, including the amount of slot hire to be paid. Subject to the terms herein, provision of such fixed allocation to ONE shall be guaranteed by CMA CGM. Upon request and subject to space availability, CMA CGM may make additional slots available to ONE on an ad hoc basis in such amounts and on such terms and conditions as the Parties may agree from time to timetime agree, Turkon shall charter to ZIM, and ZIM shall purchase from Turkon, up to 250 TEUs at 14.0 tons per TEU/DWT on the vessel string known as the Med-America Line. CMA CGM A TEU shall consult be calculated using a maximum weight per TEU of 14.0 tons, and a 40HC container will count as 2 TEUs. The number of slots to be provided hereunder may be reduced to any amount or increased up to a maximum of 300 TEUs, and the vessel string on which slots are provided may be modified or renamed, at any time without amendment to this Agreement. Additional space may be provided to ZIM upon request, subject to operational requirements and space availability. (b) ZIM may not sub-charter or assign space provided to it under this Agreement to any ocean common carrier who is not a party hereto without the prior written consent of Turkon. 5.2 The Parties may discuss and agree upon matters relating to the sailing patterns, ports to be called, vessel itineraries, schedules, the number, frequency, and character of sailings at ports, transit times, and all other matters related to the ZIM / Turkon Slot Charter Agreement FMC Agreement No. 012257 Original Page No. 3 scheduling and coordination of vessels in the Trade. Turkon shall provide ZIM with ONE and thereafter provide ONE with a minimum of thirty (30) days’ prior written notice of any permanent, material change in its service in the Trade. In the case of change in the port rotation, ports of call on the Parties shall meet service on which space is being provided to agree any necessary adjustments to ONE’s allocation, trading rights and slot hire as the case may be. If the Parties cannot reach an agreement in regard to the foregoing, then ONE may terminate the Agreement upon 60 days prior written notice. 5.2 ONE may not sub-charter space made available to it hereunder to any third-party (to be understood as Vessel Operating Common Carrier), except to its fully owned subsidiaries and affiliates, without the prior written consent of CMA CGM and subject to FMC prior approvalZIM. 5.3 CMA CGM The vessel operator and space charterer shall each have their own separate contracts and direct relationships with each terminal operator at each port within the vessels it provides geographic scope of this Agreement, and each shall comply with the requirements of the ISM Codebe billed directly by that terminal operator. As vessel provider, CMA CGM Each party shall be responsible for the direct settlement of all operational aspects of the vessels. The Parties are authorized to discuss and agree on their respective rights and obligations with respect costs directly related to the omission of port calls shipment and the handling of cargo affected by such omissionsits containers, including remuneration to its agents, unless otherwise mutually agreed. 5.4 The Parties Each Party shall both be signatory to the operate under its own name, issue its own xxxx of lading, publish its own tariff and collect its own freights. Nothing in this Agreement to Voluntarily Participate in Customs-Trade Partnership Against Terrorism (“C-TPAT Agreement”) and agree to develop and implement shall constitute a verifiablepartnership, documented program to enhance security procedures throughout their respective portions of the supply chain process, as described in the C-TPAT Agreementassociation or joint venture. 5.5 The Parties are authorized to discuss and agree upon such general administrative matters and other terms and conditions concerning the implementation of this Agreement as may be necessary or convenient from time to time, including, time including but not limited toto the compensation to be paid for the space provided hereunder, performance procedures and penaltiespayment procedures, port omission arrangements; stowage planning; record-keeping; responsibility for loss or damage; insurance; force majeure; the handling and resolution of claims and other liabilities; indemnification; documentation and bills of lading; and the , treatment of hazardous and dangerous cargoes, recordkeeping, responsibility for loss or damage, liabilities, indemnifications, settlement of claims, insurance, general average, force majeure, salvage, smuggling and documentation. 5.6 Pursuant to Any further agreements between the Parties that are not exempt from filing under 46 C.F.R. § 535.408(b), any further agreement contemplated herein cannot go into effect unless ) shall be filed with the Federal Maritime Commission and ZIM / Turkon Slot Charter Agreement FMC Agreement No. 012257 Revised Page No. 4 become effective under the Shipping Act of 1984, as amended, except prior to the extent that such agreement concerns routine operational or administrative mattersimplementation. 5.7 Each Party shall retain its separate identity and shall have separate sales, pricing and marketing functions. Each Party shall issue its own bills of lading and handle its own claims. Nothing in this Agreement shall give rise to or be construed as constituting a partnership for any purpose or extent and, unless otherwise agreed, neither Party shall be deemed to be the agent of the other. 5.8 The Parties shall comply with all laws, regulations, requirements, directions or notices of customs, port and other authorities, and any consequence to collectively implement this Agreement resulting from by meetings, writings, or other communications between them and make such other arrangements as may be necessary or appropriate to effectuate the non-compliance purposes and provisions of a Party with mandatorily applicable U.S. federal and state laws will be borne in full by that Partythis Agreement.

AGREEMENT AUTHORITY. 5.1 As from (a) On each regular sailing in the effective dateTrade, or at a later stage as may be agreed between the Parties, CMA CGM shall charter to ONE and ONE shall purchase from the allocation of CMA CGM on the BRAZEX regular liner service serving the Trade (from /to all ports of call), on a used or not used and FIOS (Free In and Out Stowed) basis, a fixed allocation of 200 TEUs (at 13 tons average per TEU), including 20 reefer plugs per vessel sailing on a voyage leg basis. Without further amendment, the foregoing allocations may be adjusted up or down by up to fifty percent (50%) subject to parties’ mutual agreement. The Parties agree that use of reefer plugs will be subject to a charge to be agreed between them. The Parties further agree that each 40’ HC shall be counted as 2,0 TEUs and each 45’HC shall be counted as 2,5 TEUs and loading of 45’HC shall be subject to the Vessel Operator’s approval. The Parties are authorized to agree on the terms and conditions pursuant to which the foregoing space is chartered, including the amount of slot hire to be paid. Subject to the terms herein, provision of such fixed allocation to ONE shall be guaranteed by CMA CGM. Upon request and subject to space availability, CMA CGM may make additional slots available to ONE on an ad hoc basis in such amounts and on such terms and conditions as the Parties may agree from time to timetime agree, Turkon shall charter to ZIM, and ZIM shall purchase from Turkon, up to 250 TEUs at 14.0 tons per TEU/DWT on the vessel string known as the Med-America Line. CMA CGM A TEU shall consult be calculated using a maximum weight per TEU of 14.0 tons, and a 40HC container will count as 2 TEUs. The number of slots to be provided hereunder may be reduced to any amount or increased up to a maximum of 300 TEUs, and the vessel string on which slots are provided may be modified or renamed, at any time without amendment to this Agreement. Additional space may be provided to ZIM upon request, subject to operational requirements and space availability. (b) ZIM may not sub-charter or assign space provided to it under this Agreement to any ocean common carrier who is not a party hereto without the prior written consent of Turkon. 5.2 The Parties may discuss and agree upon matters relating to the sailing patterns, ports to be called, vessel itineraries, schedules, the number, frequency, and character of sailings at ports, transit times, and all other matters related to the ZIM / Turkon Slot Charter Agreement FMC Agreement No. 012257 Original Page No. 3 scheduling and coordination of vessels in the Trade. Turkon shall provide ZIM with ONE and thereafter provide ONE with a minimum of thirty (30) days’ prior written notice of any permanent, material change in its service in the Trade. In the case of change in the port rotation, ports of call on the Parties shall meet service on which space is being provided to agree any necessary adjustments to ONE’s allocation, trading rights and slot hire as the case may be. If the Parties cannot reach an agreement in regard to the foregoing, then ONE may terminate the Agreement upon 60 days prior written notice. 5.2 ONE may not sub-charter space made available to it hereunder to any third-party (to be understood as Vessel Operating Common Carrier), except to its fully owned subsidiaries and affiliates, without the prior written consent of CMA CGM and subject to FMC prior approvalZIM. 5.3 CMA CGM The vessel operator and space charterer shall each have their own separate contracts and direct relationships with each terminal operator at each port within the vessels it provides geographic scope of this Agreement, and each shall comply with the requirements of the ISM Codebe billed directly by that terminal operator. As vessel provider, CMA CGM Each party shall be responsible for the direct settlement of all operational aspects of the vessels. The Parties are authorized to discuss and agree on their respective rights and obligations with respect costs directly related to the omission of port calls shipment and the handling of cargo affected by such omissionsits containers, including remuneration to its agents, unless otherwise mutually agreed. 5.4 The Parties Each Party shall both be signatory to the operate under its own name, issue its own xxxx of lading, publish its own tariff and collect its own freights. Nothing in this Agreement to Voluntarily Participate in Customs-Trade Partnership Against Terrorism (“C-TPAT Agreement”) and agree to develop and implement shall constitute a verifiablepartnership, documented program to enhance security procedures throughout their respective portions of the supply chain process, as described in the C-TPAT Agreementassociation or joint venture. 5.5 The Parties are authorized to discuss and agree upon such general administrative matters and other terms and conditions concerning the implementation of this Agreement as may be necessary or convenient from time to time, including, time including but not limited toto the compensation to be paid for the space provided hereunder, performance procedures and penaltiespayment procedures, port omission arrangements; stowage planning; record-keeping; responsibility for loss or damage; insurance; force majeure; the handling and resolution of claims and other liabilities; indemnification; documentation and bills of lading; and the , treatment of hazardous and dangerous cargoes, recordkeeping, responsibility for loss or damage, liabilities, indemnifications, settlement of claims, insurance, general average, force majeure, salvage, smuggling and documentation. 5.6 Pursuant to Any further agreements between the Parties that are not exempt from filing under 46 C.F.R. § 535.408(b), any further agreement contemplated herein cannot go into effect unless ) shall be filed with the Federal Maritime Commission and ZIM / Turkon Slot Charter Agreement FMC Agreement No. 012257 become effective under the Shipping Act of 1984, as amended, except prior to the extent that such agreement concerns routine operational or administrative mattersimplementation. 5.7 Each Party shall retain its separate identity and shall have separate sales, pricing and marketing functions. Each Party shall issue its own bills of lading and handle its own claims. Nothing in this Agreement shall give rise to or be construed as constituting a partnership for any purpose or extent and, unless otherwise agreed, neither Party shall be deemed to be the agent of the other. 5.8 The Parties shall comply with all laws, regulations, requirements, directions or notices of customs, port and other authorities, and any consequence to collectively implement this Agreement resulting from by meetings, writings, or other communications between them and make such other arrangements as may be necessary or appropriate to effectuate the non-compliance purposes and provisions of a Party with mandatorily applicable U.S. federal and state laws will be borne in full by that Partythis Agreement.