Page 1 COOPER/CONSOLIDATED 111, LLC. SHIP MOORING TERMINAL TARIFF MAIN OFFICE 9567 Highway 23 Belle Chasse, Louisiana Telephone: (504) 827-0785 Fax: (504) 322-7886
Page 2 SECTION I - DESCRIPTION AND LOCATION OF FACILITY Cooper Consolidated 111, LLC. (hereinafter CC provides mid-stream ship mooring buoys located on the right descending side of the Mississippi River near Belle Chasse, Louisiana, located at approximately Mile 71.5, and Mile 72 A.H.P. Each location, as well as all locations, are referred to herein as a Berth or the Berth. SECTION II - DEFINITIONS Arrival at Berth shall be the time when the Vessel arrives at the Berth and releases the first anchor to begin the berthing process. Departure from Berth shall be the time when all of the Vessel s anchors are aweigh and no lines are attached to any buoy. Dockage is the charge to the Vessel and its owners, managers, operators, charterers, and/or agents of the Vessel for the use of the Berth. Dockage charges shall commence upon Arrival at Berth and shall continue until Departure from Berth. Dockage shall be charged on the highest gross registered tonnage of the Vessel as shown in Lloyd s Register of Shipping. Payment of Dockage is the joint liability of the owners, managers, operators, charterers and agents of the Vessel. CC reserves the right to estimate and demand payment of dockage charges in advance from Vessels. Use of the Berth may be denied until such payment is made. Holidays, as used in this Tariff, consist of the following days and any other days that may be designated as holidays by the United States, the State of Louisiana, Plaquemine Parish or any other governmental authority having lawful jurisdiction, or in the labor agreements between CC and its employees: New Year s Day, Martin Luther King Jr. Day, President s Day, Mardi Gras Day, Good Friday, Easter, Memorial Day, Independence Day, Labor Day, Columbus Day, All Saint s Day, Veteran s Day, Thanksgiving Day, Christmas Eve, Christmas Day and New Year s Eve. Should any of the above holidays mentioned, or not mentioned, that fall on Saturday, the preceding Friday shall be observed as a holiday and any holiday that falls on a Sunday shall be observed on the following Monday. No work days are Labor Day, Christmas Day and New Year s Day. At CC s sole discretion, abbreviated work hours may be observed on Christmas Eve and New Year s Eve or any holiday that CC shall designate. Mooring shall mean the securing of a Vessel to the mooring buoys at the Berth. Port shall mean Plaquemines Port Harbor & Terminal District and all areas within its jurisdiction. CC s berths are located within the harbor and district of Plaquemines Port.
Page 3 Tug Assistance shall mean such tug assistance provided or to be provided to a Vessel when entering (docking), leaving (undocking), shifting while in Berth (warping) or while lying at the Berth. Vessel or Vessels shall mean any Vessel, ship, barge, lash barge, tug, towboat, lighter, raft or other watercraft that floats. All references to Vessel or Vessels in this Tariff as a party hereto and bound hereby, shall include, unless otherwise specified, the owner, operator, manager, charterer, master and agents of such Vessel, and the obligations and liabilities of such parties hereunder shall be joint. SECTION III - APPLICATION FOR BERTHING 1. Anyone desiring to moor a Vessel at the Berth must file a completed Berth Application ( Application ) with CC. Each Application must be accompanied by a deposit of the amounts due or projected by CC to be due according to the terms of this Tariff in connection with such Vessel s use of or presence in the Berth, including but not limited to Dockage, Mooring charges, Tug Assistance charges, line handling charges and other reasonably foreseeable items. 2. The Application, when accepted by CC, shall constitute the contract between CC and the Vessel. This Tariff shall be made a part thereof, and submission of the Berth Application shall constitute conclusive evidence of the Vessel s agreement to be bound by the terms, rates, rules and regulations set forth herein. 3. An Application must be accompanied by the following documents before it will be accepted by CC: a) Certificate of Readiness in all compartments issued by a local representative of the National Cargo Bureau, Inc.; b) Copies of Vessel Gear Certificates as required by 29 Code of Federal Regulations 1918 Subpart B, 1918.11(a), as may be amended or modified by the United States Department of Labor; c) Evidence to confirm that the Vessel has been entered at the United States Customs House; d) Evidence to confirm that the Vessel has been tendered to and accepted by charterer, when applicable.
Page 4 4. No Vessel will be allowed to berth while any hold or holds are under fumigation. If any hold or holds are or were under fumigation, each such hold or holds must be gas free with proof thereof submitted to CC prior to the Vessel entering the Berth. 5. CC, in its sole discretion, may waive any requirement of this Tariff and allow a Vessel to tie up at the Berth while awaiting the receipt of all the above payments and required documents and clearances on the condition that CC may thereafter require the Vessel to vacate the Berth at any time prior to satisfaction of all requirements for use of the Berth. Any such requirement to vacate shall be at the Vessel s cost and expense. SECTION IV - MOORING PRACTICES AND OPERATIONS 1. The scheduling of the Vessel at Berth shall be subject to conditions at the Port including, without limitation, Port closures, Port restrictions, Port congestion and any other conditions beyond CC s reasonable control. 2. In general, Vessels will assigned a Berth in the chronological order in which their respective Berth Applications are filed with and accepted by CC, provided, however, that CC shall have the right to alter the turn of Vessels for any reason which necessitates the loading or unloading of a particular Vessel or when otherwise in the best interest of terminal operations, all as determined by CC in its sole judgment and discretion. The Vessel agrees that it shall have no right or claim with respect to the order of Berth assignment or any such reassignment. 3. If any Vessel is ordered to Berth by CC and is unable or refuses to accept the Berth as ordered due to any reason whatsoever, or otherwise fails to comply with this Tariff, CC may, at its sole discretion, cancel the original Berth Application and its acceptance, and the Vessel shall then be required to refile a Berth Application in which case the Vessel will be assigned a Berth rotation based upon the refiling. 4. When one or more Vessels are waiting to load/unload, or whenever the Berth is determined by CC to be threatened with congestion, CC may, in its sole discretion, require a Vessel waiting to be berthed or in the Berth to work overtime at the Vessel s sole cost and expense. Any Vessel then in Berth which refuses to work overtime shall, upon order of CC, immediately vacate the Berth at the Vessel s cost and expense. Any Vessel refusing to work overtime, shall lose its position in the Berth line up (lose its place in line) in favor of the next Vessel that is willing to work overtime, which Vessel shall retain the Berth so long as it is and remains willing to work successive straight time and overtime periods until, loading or unloading is completed. The Vessel so losing its turn may, subject to CC s sole discretion to alter Berthing arrangements, return to the Berth at the first available time thereafter, subject to the same overtime provision set forth above. 5. Unless waived and such longer time is agreed by CC, a Vessel shall vacate the Berth within one hour of completion of loading or unloading or when instructed to do so by CC.
Page 5 6. Whenever a Vessel is ordered to leave the Berth for any reason, the Vessel shall immediately (1) move from the Berth at the Vessel s cost and expense, and (2) acknowledge receipt of such cargo as has been received on board or discharged by signing a ship s receipt or discharge of such cargo as has been discharged by signing a ship s receipt. 7. Each Vessel will ensure that it is loaded/unloaded in such a manner so that she remains in safe and seaworthy trim throughout the loading/unloading operation so as to permit the Vessel to remain safely afloat; the safe performance of operations while at Berth; and the vacating of the Berth, should such become necessary, when and if so ordered. 8. If a Vessel fails to vacate a Berth as and when required hereunder, the Vessel shall pay damages as are called for in Section VI, paragraph 5. Such damages will commence one hour after completion of loading/unloading or three hours after CC otherwise issues an order to vacate the Berth. In addition to the damages provided in Section VI, paragraph 5, the Vessel shall be liable for all costs and expenses incurred by CC in connection with any required moving of the Vessel, including, but not limited to attorneys fees and costs incurred by CC in enforcing its rights hereunder., and the Vessel shall indemnify and hold CC harmless from and against any and all losses, damages, costs and expenses incurred by CC, of every kind and character, contractual or otherwise, resulting from the Vessel s refusal or failure to vacate when ordered or otherwise required under the terms set forth herein. 9. During the course of the loading/unloading operations, should the loading/unloading operation cease or be interrupted for any reason, including but not limited to emanation of objectionable odor, smoke, soot or other material, pollutant or contaminant, emanating from the Vessel s compartments or due to the condition of the Vessel s suitability to receive or discharge cargo, the Vessel shall immediately: (a) vacate the Berth at the Vessel s sole cost and expense, and (b) acknowledge receipt of the cargo on board by signing an original ship receipt or acknowledge discharge of such cargo as has been discharged by signing a ship s receipt. 10. Should any condition arise while the Vessel is at Berth which creates a risk of harm to persons, property or the environment, the Vessel shall, at its cost and expense, immediately vacate the Berth until such time as such conditions have been corrected. The Vessel shall lose its Berth assignment and be subject to the terms set forth herein with respect to reassignment or required refiling of its Berth Application. CC shall have the right, without obligation, to order the Vessel to vacate the Berth when and if such conditions arise while at Berth. 11. Every Vessel upon entering the Berth (docking), leaving the Berth (undocking), shifting while in Berth (warping) shall have Tug Assistance. The Tug Assistance shall be provided by Crescent Towing & Salvage, Inc. and shall be arranged and ordered by the Vessel prior to the Vessel being ordered to Berth. Each Vessel must use a sufficient number of tugs as required taking into account the size of Vessel and prevailing river and weather conditions at the
Page 6 time. The number of tugs used shall be determined by the Vessel in compliance with requirements of the pilot, provided, however, that a minimum of one (1) tug shall be used at all times. While lying at the Berth, the Vessel shall use a sufficient number of tugs at the Vessel s risk and expense, to assure she remains safe and in the berth. The number of tugs to be used will be determined by the size of Vessel and prevailing river and weather conditions at the time. The number of tugs used shall be determined by the Vessel in compliance with requirements of the pilot. Rates for tug service at the Berth shall be those listed in the schedule of charges of this tariff. All Vessels will be required to deposit funds with CC to cover the use of two (2) tugs for entering the Berth and leaving the Berth plus funds to cover any additional anticipated tug usage. CC may require a deposit of funds to cover additional anticipated tug usage from time to time as conditions warrant. CC will return any amount of the deposit in excess of actual usage by the Vessel. SECTION V - GENERAL REGULATIONS 1. CC shall be the sole judge as to the interpretation of this Tariff s terms and conditions, with said interpretation being final and binding upon the parties. 2. CC shall not be liable for lay time, demurrage, detention, dispatch, or damages of any kind for delay, loss of charter hire, extra charter hire payments, loss of profit, loss of market, business or economic loss, or any sort of consequential or punitive damages incurred by any Vessel for any cause, including the negligence, sole or concurrent, of CC, all such damages and liabilities being hereby waived by the Vessel unless CC shall specifically agree to be responsible for such in a separate writing pertaining to a particular Vessel for a particular port call, signed by a duly authorized representative of CC. 3. The Vessel shall inspect and supervise, continuously, all Vessel movement and all cargo loading or unloading operations and shall be in charge thereof. The Vessel shall have sole responsibility for any damage, loss or injury to property or persons resulting therefrom, and the Vessel shall defend, indemnify and hold CC harmless from and against any and all such damage, loss or injury, regardless of the cause or causes thereof and even to the extent caused by the negligence or other fault of CC. 4. The Vessel shall be responsible for verifying Berth conditions are adequate for the Vessel, taking into account all Vessel and/or Berth conditions. CC shall not be deemed to warrant the safety of public channels, fairways, approaches thereto, anchorages or other publicly maintained areas where any Vessel may operate.
Page 7 5. CC shall not be responsible or liable for any loss or damage to cargo, or to the Vessel while at Berth or in the vicinity thereof. When a Vessel is at the Berth, the master is solely responsible for the safety of the cargo, the Vessel and her crew. 6. Vessels berthed at the Berth shall, at all times, maintain appropriate officers and crew aboard and in a state of readiness to permit loading or unloading of cargo at any time of the day or night including Saturdays, Sundays and Holidays and with the Vessel in a state of readiness sufficient to allow it to safely vacate the Berth when and if so ordered or requested. 7. When, in the sole opinion of CC, weather conditions so warrant, any Vessel in Berth may be ordered, at any time of day or night, to suspend any cargo loading/unloading operations and vacate the Berth immediately until such time as conditions permit the Vessel to return to the Berth. Appropriate officers and crew shall be maintained aboard for this purpose. Notwithstanding the foregoing, the Vessel shall not remain at Berth under weather conditions which pose any risk to persons or property, and CC shall not assume any responsibility therefore due to the Vessel remaining at Berth under such conditions. In the event the Vessel fails to vacate the Berth as ordered or as otherwise required, the Vessel shall be liable for all damage or injury to persons or property and shall defend, indemnify and hold CC harmless from and against the same. Should weather or other conditions be such that Tug Assistance or additional Tug Assistance is required, the Vessel shall arrange for same at its cost and expense. 8. Any and all shifting costs, into and out of the Berth, whether under the provisions set forth above or otherwise, shall be for the Vessel s sole account. 9. The Vessel shall not blow out tubes or otherwise discharge any smoke, soot, liquid or solid waste, pollutant, or contaminant in the vicinity of the Berth and the Vessel shall be liable for, and shall defend, indemnify and hold CC harmless from and against, any pollution or response cost, cleanup or remediation cost or any other costs or expenses so occasioned. 10. When bagging, strapping, bundling or other similar cargo operations are necessary, the Vessel may, at the sole discretion of CC, be ordered to vacate the Berth at the Vessel s cost and expense. 11. No Vessel shall, after loading has begun or completed, begin fumigation until all CC personnel and all stevedoring personnel have departed from the Vessel and all stevedoring equipment has been removed and all such personnel are a safe distance from the Vessel. The Vessel shall notify CC prior to commencement of any fumigation, and CC reserves the right to order the Vessel to vacate the Berth prior to the start thereof. 12. Should a Vessel at the Berth find it necessary to load or discharge ballast, to fuel, take on fresh water, or conduct other operations not related to cargo operations, such operations must be planned sufficiently in advance so that loading or unloading of the Vessel will not be delayed. All such activities must be accomplished in compliance with applicable laws and government regulations.
Page 8 13. Any and all charges, costs, fines, penalties levied by any federal, state or local governmental agency on account of, because of, caused by, or in any way connected with the Vessel, shall be paid by the Vessel, and as to any such charges, costs, fines or penalties imposed on CC by reason of the foregoing the Vessel shall defend, indemnify, and hold harmless CC. Such indemnity shall include reasonable attorney fees and legal costs incurred by CC. 14. CC shall have all remedies available to it at law, in equity or under maritime law to enforce this Tariff, including, but not limited to canceling a Vessel s Application or ordering a Vessel from the Berth. CC shall also have all remedies available at law, in equity or under maritime law to collect monies owed it for any reason, including but not limited to a maritime lien against the Vessel and/or its cargo for such charges. In the event of any legal proceedings to enforce any provision of this Tariff, including the enforcement of any indemnity obligation owed by the Vessel, CC shall be entitled to recover its expenses incurred in such proceedings, including attorney s fees. 15. Regulations promulgated by the United States Department of Labor, Bureau of Labor Standards, require that gangway/ladders must meet particular standards. It is necessary that all Vessels comply in all respects with these regulations while in Berth. The Vessel shall be solely responsible for the provision of safe ingress and egress to and from the Vessel. 16. Under Annex I of the International Convention for the Prevention of Pollution from Ships (MARPOL), a Vessel desiring to discharge any oily waste shall arrange for the discharge with a company approved by the Captain of the Port, United States Coast Guard and each Vessel at the Berth must comply with this requirement. 17. Under Annex V for the International Convention for the Prevention of Pollution from Ships (MARPOL), a Vessel desiring to dispose of ship-generated garbage shall arrange in advance with a company approved by the Captain of the Port, and the United States Coast Guard and each Vessel at the Berth must comply with this requirement. 18. When required by a Vessel, reception facilities for food, plant, meat and other potentially infectious waste shall be arranged with a company approved by the Animal and Plant Health Inspection Service (APHIS), at the Vessel s expense, meeting the requirements set forth in 7 CFR 330 and 9 CRF 94 as amended or modified. SECTION VI - SCHEDULE OF RATES AND CHARGES 1. Dockage charges will be assessed as follows: Non-Grain cargoes: Fifty-Five ($0.55) cents per Gross Registered Ton per day, with a one (1) day minimum of $5,000. Grain, grain by-products, meal, feeds, rice cargoes: Fifty-Five ($0.55) cents per Gross Registered Ton per day, with a one (1) day minimum of $5,000.
Page 9 A day in computing Dockage charges shall be considered as commencing when the Vessel arrives at the Berth and shall comprise a period of twenty-four (24) hours. After the first day, the Dockage charges shall be based on percentages as follows: Under 12 Hours Over 12 Hours 50% of Daily Rate Full Day Rate A minimum Dockage charge is to be no less than $5,000.00 per day. All Dockage charges must be paid in advance. CC will advise Vessel s agent in advance by telex, email, fax or other appropriate means and payment must be received prior to the Vessel being permitted to enter the Berth. In the event cargo operations exceed the estimated time so that additional Dockage charges are or will be due, then, at the discretion of CC, no cargo operations will be allowed to continue at the Berth until the Vessel has provided the anticipated additional Dockage charges and failure to timely provide such funds may result in CC requiring the Vessel to vacate the Berth without priority for re-entry to the Berth. 2. A launch service for personnel, agents, inspectors, and others is available for Vessels moored at the Berth between the Berth and the CC landing at Belle Chasse, Louisiana. The charge for launch service is: - $1000.00 per day or part thereof - The charge for moving ship stores and supplies from the landing to the ship shall be agreed upon in advance. - If a special launch service is desired, CC must be notified by the agent in advance of the Vessel s arrival. 3. There is a charge of $1,500 plus fuel surcharge, per trip for tying up and untying of all Vessels at the Berth. This also applies for additional trips not associated with the mooring/unmooring of the vessel. A second mooring vessel is required when the river reaches 12 ft. on the Carrolton River Gauge and such shall be charged at the same rate plus fuel surcharge, per trip. These services are provided by Cooper/T. Smith Mooring Company, Inc. as a subcontractor and the charge must be paid in advance at the time of filing the Application. 4. Tug service shall be charged and collected* by CC based on the following: i) Normal docking or undocking $3,266.75 per tug ii) GRT charge $24.09 each 1k GRT per tug iii) Buoy charge $474.50 per tug iv) Standby $1,050.00 per tug/hour a. Standby, Tractor Tug, if requested $1,200.00 per tug/hour v) Holding Vessel in Berth $1,050.00 per tug/hour vi) Working as directed $1,050.00 per tug/hour
Page 10 vii) Reporting charge $3,356.25.00 per tug viii) Towage not covered above $1,050.00 per tug/hour *All tug charges are subject to fuel surcharge 5. Any Vessel which fails or refuses to vacate the Berth when required or ordered to do so will be assessed a charge of ($3,000.00) per hour for each hour it remains in Berth following service of notice to vacate, will be responsible for any damage to the Berth caused by failure to vacate, and will defend, indemnify, and hold CC harmless of and from any and all claims, liabilities, or injuries of any kind or character (including reasonable attorney and court costs) in any way arising out of or related to such failure to vacate the Berth. In addition to the Vessel herself actually remaining in the Berth, failure of the Vessel to remove any part of her gear, equipment, anchor(s), or other items from the Berth, inclusive of the river bottom in the vicinity of the mooring, will be deemed to have failed to vacate the Berth. This charge will be assessed as minimum damages for failure to vacate the Berth and parties making use of the Berth agree that this accurately represents a minimum estimate of damages to CC. The imposition of this charge, however, will not impair the right of CC to compel the removal of the Vessel from the Berth, nor shall it constitute a waiver on the part of CC to recover from the Vessel any greater damages that may be sustained. 6. Services and charges not specifically covered in this Tariff shall be agreed upon between the parties concerned prior to the arrival of Vessel for use of the Berth. 7. Security Fee: $950.00 per day or part thereof. 8. If all funds are not received by CC prior to Vessel s scheduled Departure from Berth, the Vessel will not be allowed to leave. All related costs, including without limitation pilotage, standby tugs, and delays of other vessels, will be billed to and payable by the Vessel prior to allowing a Vessel to depart. 9. Port Charges Rates established by CC do not include harbor fees or any other charges which may be assessed by the Port or any other governmental agency or authority. Any such charges assessed will be for the sole account of the Vessel, and the Vessel will indemnify and hold harmless CC for any such charges assessed against CC due to non-payment by the Vessel. Such indemnity includes related reasonable attorney fees and legal costs incurred in connection with and for the collection of same. 10. All charges for services performed under this agreement, and liquidated, preliminary or minimum damages or other charges due shall be payable by the party executing the Berth Application without any prejudice to any rights of CC against any other party including but not limited to the Vessel for such payments.
Page 11 11. All charges for services to be performed as set forth in the Application will be prepaid prior to arrival of the Vessel at the Berth and as a condition to allowing the Vessel to occupy the Berth. 12. If at any time CC is required to employ the services of an attorney to collect amounts due, protect any rights, or otherwise take action against the Vessel for the enforcement of terms set forth herein or otherwise, the Vessel and the party executing the Berth Application shall pay the reasonable fees of such attorney, plus all expenses and court costs of any legal proceedings. 13. CC specifically reserves its claim to a maritime lien on all Vessels that use the Berth for all amounts due CC, and by applying for use of the Berth, the party executing and/or submitting the Berth Application warrants that he/they have the authority to contract for services on behalf of the Vessel so represented, and to bind the Vessel therefor. 14. Each person, firm or corporation contracting for the use of the Berth, expressly agrees to pay all charges for the services rendered in accordance with this Tariff and the Berth Application regardless of claims pending or asserted against CC or any other party. In no case shall such claim be offset against any invoice or services provided hereunder unless or until such claim is reduced to judgment and so ordered by a court of competent jurisdiction. 15. CC reserves the right to negotiate special arrangements, rules and rights under this Tariff with individual Vessels and to waive any provision of this Tariff, provided, however, that no waiver shall be binding upon CC unless in writing signed by a duly authorized representative of CC. 16. All users of the Berth, by filing an Application, will be deemed to have read, understood and accepted all the rates, terms and conditions of this Tariff. Filing an Application constitutes agreement to and acceptance of all terms of this Tariff by a Vessel. 17. CC reserves the right to refuse Berth or service to any Vessel or anyone who are past due in payments. 18. All provisions, terms and conditions of the Application and this Tariff are subject to change by CC, without notice. 19. The Vessel hereby agrees to and does hereby release, and agree to defend, indemnify and hold harmless CC and/or its affiliates and/or their owners, shareholders, officers, directors, employees and/or underwriters (all CC Parties ), from and against any and all claims, demands, or suits for damages, of whatever kind of character, to persons and/or property including but not limited to claims, demands or suits for bodily injury, illness, disease, death, loss of services, or loss of consortium, which may be brought against any CC Parties (including, but not limited to claims, demands, or suites by the employees or agents of the person, firm, corporation contracting for the use of the Berth, the Vessel or affiliated with the Vessel), incident
Page 12 to, arising out of, or in connection with, directly or indirectly, the use of the Berth or resulting from the services performed by CC Parties, whether occasioned, brought about, caused or contributed to in whole or in part by the negligence of any of the CC Parties, by the unseaworthiness or apparent or latent defect of any Vessel, or the strict liability of any of the foregoing, and regardless of whether any such negligence or unseaworthiness is active, passive, or secondary, and regardless of whether the unseaworthiness and/or apparent or latent defect in any equipment or premises to a pre-existed acceptance of the Application between the parties and the agreement provided in this Tariff. 20. Unless otherwise agreed by CC, any charges incurred during the Vessel s stay in the Berth will be billed and must be paid prior to the Vessel s departure. In the event charges due from a Vessel are not fully invoiced and paid prior to Vessel departure, CC will invoice such charges to the Vessel, by delivery of such invoice to the party who filed the Berth Application related to the subject use of the Berth by such Vessel, and the Vessel shall pay such invoice within thirty (30) days.