drydock. It is understood that before any vessel shall be permitted to move to a drydock for inspection the Buyer shall obtain, and agree to maintain during the period such vessel is at Buyer's risk as provided in the preceding sentence, at Buyer's expense, insurance in such forms and amounts as may be satisfactory to the Commission.

(e) Spare Parts and Allowance List: Spare parts and allowance list items for the (each) vessel shall be furnished by the Commission to the extent provided for in the general policy of the Commission as expressed in General Order No. 60, as amended.

(d) National Defense Features. The Commission reserves the right to remove all, or any part of, the national defense equipment, war service features, or leased equipment, if any, aboard any vessel, but shall not be required to do so, nor to make any allowance to the Buyer for not making such removal.

ARTICLE 3. Delivery of the Vessel(s) to the Buyer—Bill(s) of Sale. Subject to the provisions of Article 2 hereof, the Commission agrees to deliver, and the Buyer agrees to accept delivery of, the (each) vessel at the place within the continental United States where such vessel may be on the date of this agreement or, at the option of the Commission, at the time of the completion of any action to be taken by the Commission preparatory to the delivery, or, if the Buyer requests that such vessel be drydocked pursuant to Article 2 hereof, where the vessel may be at the time the Buyer notifies the Commission that it accepts such vessel pursuant to this agreement, or at such other place in the continental United States as may be agreeable to both parties hereto, in which latter case the movement of such vessel from the place where it is at the time of such notice of acceptance shall be at the Buyer's expense and risk. Each vessel shall be delivered as soon after the date of this contract (if no drydocking is requested) or (if drydocking is requested) as soon after such notice of acceptance of the vessel by the Buyer, as the Commission shall tender physical delivery of such vessel and a bill of sale transferring title thereto to the Buyer. The Commission shall give notice to the buyer of its intention to tender delivery of such vessel(s) and bill(s) of sale at a stated place and time which shall be not earlier than on the next succeeding business day (“business day” being any day, but excluding Saturdays, Sundays, and holidays). If the Buyer shall fail to accept delivery of any vessel at the time and place stated in such notice, the purchase price of such vessel, if above the floor price, shall thereafter not be subject to further deduction for normal depreciation and such vessel shall thereafter be held by the Commission at the Buyer's risk and expense, and if delivery of any such vessel is not accepted by the Buyer within 10 days after tender of delivery of such vessel and bill of sale as aforesaid, or within such further period as may be agreed upon, all amounts theretofore paid by the Buyer as to such vessel to the Commission, at the option of the Commission, shall be retained as liquidated damages and not as a penalty and this contract considered terminated as to such vessel.

At the time of delivery of the (each) vessel by the Commission to the buyer, the Commission shall execute and deliver to the Buyer a bill of sale, in substantially the standard Government form, conveying the vessel to the Buyer with warranty of title and free from liens, arising prior to the moving of said vessel for the account and risk of the Buyer.

Prior to delivery of the (each) vessel a complete inventory of the vessel's entire outfit, equipment, furniture, furnishings, appliances, spare and replacement parts, and of all unbroached consumable stores, fuel, and fresh water on board shall be jointly taken by representatives of the Buyer and the Commission and mutually agreed upon by them as to items, and as to price with respect to all unbroached consumable stores, fuel, and fresh water.

The Buyer shall accept and pay for all unbroached consumable stores, fuel oil, and fresh water on board at the time of delivery, in good order and condition and not in excess of the vessel's normal requirements, at the current market prices at the port of delivery on the date of delivery. "Consumable stores" within the meaning of this paragraph are all consumable and subsistence stores (but not radio supplies, expendable equipment, scrap, and junk) listed in United States Maritime Commission Voyage Stores Reports, Forms 7915A, 7916A, 7918A, and 7919A (Revised Forms 1939).

ARTICLE 4. Purchase Price(s) of the Vessel(s). The Commission has determined, pursuant to the provisions of the Act, giving effect to all adjustments (except for the absence or presence of desirable features as defined in clauses (2) and (3) of Sec. 3 (d) of the Act) permitted by the Act and applicable to the vessel, that the purchase price thereof shall be as set forth in Exhibit “A” attached hereto and forming a part hereof.

ARTICLE 5. Payment of Purchase Price(s) of the Vessel (8). The Buyer agrees to pay, in the manner provided for in Exhibit "A" attached hereto and forming a part hereof, the purchase price of the (each) vessel computed in accordance with the provisions of Article 4 hereof and of Paragraph I of Exhibit “A”.

ARTICLE 6. Loss of or damage to Vessel(s) before the tender of Delivery to Buyer. In the event that during the period of time beginning with the date of this contract and ending at the time of the tender of delivery of the (any) vessel to the Buyer (but excluding from such period of time the time during which such vessel is being moved, drydocked, or held at Buyer's risk and expense as provided in this Agreement there shall occur an actual or a constructive total loss thereof or damage thereto which would be considered substantial by the Commission, both the Commission and the Buyer shall be relieved of their mutual obligations under this contract and the Commission shall return to the Buyer all amounts paid on account of the purchase price of such vessel, unless the Commission shall either tender to the Buyer a similar vessel which, if acceptable to the Buyer, may, pursuant to addendum to this agreement, be delivered by the Commission in substitution therefor, or, in the event of such damage not amounting to actual or constructive total loss, repair such damage at its own cost and expense.

ARTICLE 7. Work for Buyer's Account Prior to Delivery. The Buyer shall be permitted to perform, or have performed, at its own expense, work or alterations on any vessel prior to the delivery thereof to the Buyer if, before the commencement of such work or alterations, the Buyer has obtained the prior written or telegraphic consent of the Commission and has also obtained, and agreed in writing or by telegram to maintain, insurance in such forms and amounts as may be required by and satisfactory to the Commission.

ARTICLE 8. Limitation of Liability of the United States under Certain Charter Parties. Pursuant to Section 10 of the Act, the Buyer agrees on its own behalf and on behalf of any and all affiliated interests (as defined by the Commission in section 299.1 (i) of the Regulations) that the liability of the United States under any charter party or taking for use, made or effected prior to March 8, 1946, for the loss, on or after such date and prior to September 3, 1947, of any vessel owned by the Buyer or said affiliated interest or interests and under charter to the United States (excluding a vessel with respect to which an adjustment under Section 9 of the Act can be made) shall be limited to an amount equal to just compensation as of the date of said loss, determined pursuant to existing law, or such amount as may be mutually agreed upon as just compensation.

ARTICLE 9. Transfer of Vessel(s) to Foreign Ownership, Registry, and Flag. The sale and delivery of the (each) vessel shall constitute approval by the Commission pursuant to the applicable provisions of the Shipping Act, 1916, as amended, of the transfer thereof to foreign registry and flag, to wit: Panamanian.

The Buyer

ARTICLE 10. Employment of Member of Congress-Beneficiaries. agrees not to employ any member of Congress, either with or without compensation, as an attorney, agent, officer, or director in connection with this contract, and that no Member of or Delegate to Congress nor Resident Commissioner shall be admitted to any share or part of this contract or to any benefit that may arise therefrom, except as provided in Section 116 of the Act, approved March 4, 1909 (35 Stat. 1109).

ARTICLE 11. Additional Provisions. The sale and delivery of the (each) vessel shall be subject to such modifications of the above provisions and to such additional provisions, if any, as may be incorporated into Exhibit "A" attached hereto and forming a part hereof.

[SEAL]

IN WITNESS WHEREOF, the parties hereto have executed five original counterparts of this agreement as of the day and year first above written. UNITED STATES MARITIME COMMISSION, By: R. L. MCDONALD, Assistant Secretary. GEO. A. VIEHMANN, Acting Assistant Secretary. AMERICAN OVERSEAS TANKER CORPORATION, By: J. C. Holmes,

Attest:

If the purchase price of the (any) vessel is the floor price as published in the Regulations, the first paragraph of Paragraph I hereof shall not be applicable to such vessel.

I. Purchase Price(s) of the Vessel(s). The above purchase price (s), computed as of December 17, 1947 shall, subject to the limitations of the floor price of the (each) vessel as published in the Regulations, be subject to a further deduction on account of normal depreciation at the daily rate of $277.60 for each day, including date of delivery, that delivery of such vessel is delayed after December 17, 1947.

The Buyer agrees, if it shall be determined by the Commission upon examination of the (each) vessel, that the vessel lacks or contains desirable features as defined in clauses (2) and (3) of Sec. 3(d) of the Act, then such purchase price shall be decreased, within the limits of the floor price of the vessel, or increased, by such amounts, if any, as may be determined by the Commission pursuant to said clauses.

II. Payment of the Purchase Price of the Vessel(s). (a) The Buyer shall, simultaneously with the execution on the Buyer's behalf and delivery of this contract by the Buyer to the Commission, deliver to the Commission a check (certified by a bank or trust company authorized to do business under the laws of the United States or any state, territory, or possession thereof) payable in United States dollars to the order of the United States of America with respect to the (each) vessel in the amount of $202,650.00.

(b) Upon delivery of the (each) vessel by the Commission to the Buyer, the Buyer shall deliver to the Commission a check (certified and payable as in Paragraph II (a) above) in an amount equal to the remaining balance of the purchase price of such vessel, computed in accordance with the provisions of Article 4 hereof and paragraph I above, as of the date of delivery of the vessel. III. The first sentence of Article 2 (b) is hereby stricken and the following substituted therefor:

"With the permission of the Commission, the Buyer may, through a General Agent satisfactory to the Commission, arrange to have the vessel moved to a shipyard for drydocking and may drydock such vessel for the purpose of inspection of underwater surfaces thereof. Such movement and drydocking (including the return of the vessel if rejected and the fees of the Agent) shall be at the expense and risk of the Buyer."

IV. The Buyer shall, at the time of delivery, reimburse the United States Maritime Commission for the agreed cost of all repairs to the vessel (determined by the Commission to be reasonable and proper) made since January 1, 1947, to date of this agreement, including repairs in hand at the date of this agreement, and for the cost of such repairs made after the date of this agreement to date of delivery, which the Commission determines to be fairly and equitably chargeable to the Buyer, with a deduction of $6,000.00 per month for each month of General Agency operation since each such repairs have been made to date of delivery, provided that in computing the foregoing any period of 15 days or less shall not be considered in the monthly calculation, but that any period of 16 days or more shall be considered a full month.

V. The Buyer agrees that, with respect to each vessel, the American citizen ownership and Panamanian registry of the vessel shall not be changed without prior approval of the Commission, and that if in the judgment of the Commission, the national interest so requires, the Buyer shall return the vessel to documentation under the United States flag.

EXHIBIT NO. 4

AMENDMENT No. 4 TO APPLICATION TO PURCHASE WAR-BUILT VESSELS FILED BY AMERICAN OVERSEAS TANKER CORPORATION, A CITIZEN OF THE UNITED STATES

On December 30, 1947, the American Overseas Tanker Corporation was approved for the sale of three T2 tankers and allocated the following: SS Meacham; SS Kettleman Hills; SS Antelope Hills.

The purpose of this amendment is to request permission from the Commission to take title to these three tankers in the name of the National Tanker Corporation, organized under the laws of the State of Delaware, with its principal office at 824 Connecticut Avenue, N. W., Washington 6, D. C. The National Tanker Corporation has the identical officers, directors, and stockholders of the American Overseas Tanker Corporation.

The vessels will be registered under the American flag and the purchase price will be paid in cash.

AMERICAN OVERSEAS TANKER CORPORATION, By JOSEPH E. CASEY, President.

January 22, 1948.

EXHIBIT NO. 5

BAREBOAT CHARTER TO GREENWICH MARINE CORPORATION

THIS BAREBOAT CHARTER made as of the 21st day of October, 1947, by and between AMERICAN OVERSEAS TANKER CORPORATION, a Delaware corporation (hereinafter called the "Owner"), and GREENWICH MARINE CORPORATION, a Panama corporation (hereinafter called the "Charterer"),

WITNESSETH THAT:

WHEREAS the Owner intends to acquire from the United States Maritime Commission a T2-SE-A1 coiled tank vessel named the S. S. Yamhill or another such T2-SE-A1 tank vessel to be documented under the laws of the Republic of Panama and desires to charter such vessel to the Charterer, and the Charterer desires to charter such vessel from the Owner on the terms and conditions hereinafter set forth and subject to the acquisition by Owner of such a vessel satisfactory to Charterer on or before January 31, 1948;

NOW THEREFORE, the Owner and the Charterer have agreed, and hereby do agree, as follows:

1. Vessel Chartered. The Owner hereby agrees to let and the Charterer hereby agrees to hire from the date and at a United States port where vessel is when purchased by the Owner and delivered to it, for the period and upon terms and conditions stated herein, the S. S. Yamhill, a T2-SE-A1 Tanker or another T2-SE-A1 tank vessel to be purchased by the Owner, and at delivery date said tanker shall have all standard equipment, including heater coils, and have a deadweight of tons of 2,240 lbs. of cargo, bunkers, water and stores on

2. Substitution. The Owner may at its option substitute for the S. S. Yamhill, before delivery or at any time during the period of this charter, any other oil tank vessel of similar size, type, design, and condition satisfactory to the Charterer. Said vessel, the S. S. Yamhill, or any such other vessel so substituted therefore, is hereinafter called "the Vessel".

3. Service. The Charterer may employ the Vessel throughout the world in any lawful trade for which she is suitable, including the carriage of crude petroleum or its products. The Vessel is not to be employed in clean petroleum trade for more than one third (%) of the charter period.

4. Redelivery. Unless lost, the Vessel shall be redelivered, upon the termination of the charter as hereinafter provided, by the Charterer to the Owner at a Continental United States port, comparable to the port of delivery hereunder, to be designated by the Charterer, upon at least ten (10) days written or telegraphic notice to the Owner of intention to redeliver.

5. Delivery. Delivery of the Vessel shall not be made and hire shall not commence before October 21, 1947, without Charterer's written consent. If, by January, 31, 1948, Owner has been unable to acquire the Vessel, as hereinabove set forth, this charter and all obligations of both parties hereunder shall terminate. 6. Period of Charter. Unless sooner terminated as herein provided, this charter shall be for a term of fifteen (15) consecutive years and for such longer term as may be agreed upon hereafter in writing between the parties, commencing with the date of delivery to the Charterer and terminating upon redelivery. The term provided for herein or any such longer term shall in addition be extended by the length of time required for the Vessel to complete any voyage in progress at the end of such term and to proceed to the port of redelivery. The period between the time of delivery to the Charterer and the time of redelivery as in this Clause 6 described is hereinafter called the "charter period."

7. Charter Hire. (a) The Charterer shall pay to the Owner during the charter period from a date arrived at by adding to the delivery date the number of days agreed upon in writing under Clause 8 hereof for making repairs and doing work until and including the date of redelivery pursuant to the terms hereof, or if the Vessel is lost, until and including the date of its loss (if the time of such loss is uncertain, then until and including the date Vessel was last heard from), or if the Vessel be a constructive total loss, until and including the time and date of the casualty giving rise to such constructive total loss, eighty-eight cents (.88) per deadweight ton of the Vessel per calendar month in lawful money of the United States as monthly charter hire. Such charter hire shall be paid in advance monthly in cash to the Owner in Republic of Panama or to Metropolitan Life Insurance Company, as Assignee of the Owner, at such place as may from time to time be designated in writing to the Charterer by said Assignee on the first day of each and every month during the charter period.

(b) If, during the period of this charter, the Merchant Ship Sales Act of 1946 should be amended, or if some further legislation should be enacted by Congress whereby, in either event, the Owner receives an adjustment of the purchase price of the Vessel (over and above any adjustment which the Owner may receive under the present terms of Section 9 of said Ship Sales Act), the Owner shall reduce the annual charter hire for the unexpired period of the charter between the approved effective date of such adjustment and the date of redelivery by an amount equal to five per cent. (5%) of the amount by which the Owner shall benefit through such adjustment, or pro rata for any portion of a year. In the event that payment of such adjustment is delayed beyond the approved effective date, the Owner shall refund the amount of such charter hire reduction to Charterer for the period for which the full charter hire was paid by Charterer pursuant to Clause 7 hereof, after the approved effective date of such price adjustment.

8. Condition of Vessel on Delivery. Prior to delivery to the Owner, the Vessel shall be surveyed on drydock and afloat by Charterer's representative, Owner's representative and a representative of the American Bureau of Shipping who by an instrument in writing shall jointly agree upon the repairs, and any other work to be done upon the Vessel, to put the Vessel in Class *A1 (E) —*AMS and EAC American Bureau of Shipping, or equivalent, with all required certificates, and so far as due diligence can make it so, tight, staunch, strong and well and sufficiently tackled, apparelled, furnished and equipped, and in every respect seaworthy and in good operating condition and repair, with tanks, heater coils and holds in all respects fit for the contemplated service, and with shell and deck seam straps installed and all seam and butt welds of the shell (except butts of side shell) and deck in way of the cargo oil tank body low temperature stress relieved in accordance with Plan No. 949 and specifications of Standard Oil Company and the cost thereof, including insurance, and ship's time required for complete performance thereof.

In the event that the said representatives of the Charterer, the Owner and the American Bureau of Shipping agree in writing as provided above, the Vessel shall be tendered by the Owner and accepted by the Charterer hereunder "as is" at the time Owner obtains legal title and possession of the Vessel. It is agreed, however, that the Owner will thereupon pay to the Charterer, who agrees that all such work will be carried out within one year thereafter, an amount which shall be the total of such agreed cost of repairs, work and insurance as above provided; except as so provided, all work and time upon the Vessel thereafter during the charter period shall be for the Charterer's account.

In the event that the representatives of the Charterer, the Owner and the American Bureau of Shipping for any reason prior to the delivery to the Owner do not agree in writing upon the work to be done, the cost thereof including