DEFINITIONS

“Maritime Standard Limited” and “We” – UK Registered company no. 1155311 – Administrators of the Maritime Standard Network.

“Members” and “Applicants” – members or applicants for membership of the Maritime Standard Network.

“Maritime Standard” (otherwise “the Maritime Standard Network”) - the network of independent freight forwarding companies referred to in these terms and conditions.

“You” – the member or applicant for membership of the Maritime Standard Network.

1. Membership Application

1.1. Members shall be defined as freight forwarding companies directly involved in the movement, transportation or distribution of freight/cargo that are qualified to do business in their local jurisdictions in accordance with local laws.

1.2. Subject to these conditions freight forwarders are, subject to approval, eligible to apply to become a member of Maritime Standard.

2. Application Process

2.1. You should go to homepage at www.maritimestandard.net to register and submit your membership application online. Maritime Standard Limited will take steps to ensure your privacy is protected.

2.2. In accordance with the General Data Protection Regulation (“GDPR”) and related UK and other data protection legislation, Maritime Standard Limited are committed to protecting the confidentiality and security of the information that You provide to us. To prevent unauthorized access, maintain data accuracy, and ensure the correct use of information, We have in place physical, electronic, and managerial procedures to safeguard and secure the information You submit online (please see http://www.maritimestandard.net/privacy/4594035206). Applicants and Members shall however also take their own precautions. We will not sell, distribute or release your personal information to third parties without your permission or as required by law to do so. We may use your personal information to send you promotional information which we consider you may find interesting. Maritime Standard Limited’s data protection policy is available on request.

2.3. Maritime Standard Limited shall require at least two references to confirm the financial background and reputation of any Applicant. The Applicant will, if possible, be notified on the status of the application within two business days of submission. Maritime Standard Limited has the unfettered right to accept or reject applicants. No reasons will be provided.

2.4. Applicants and Members must fully comply with all relevant laws and regulations applicable to their business, including, but not limited to data processing and security, money laundering and bribery. Membership Fees are required to be paid within 14 days of receipt of acceptance.

2.5. Every new Member will receive a Certificate of Membership after acceptance and payment of membership fees.

3. Membership Fees

3.1. Membership fees will be billed annually from the date of acceptance.

3.2. Membership will automatically be renewed unless it is cancelled in writing to the Member’s usual point of contract with Maritime Standard Limited.

3.3. Renewal membership fees are payable within 14 days.

3.4. If renewal membership fees are not paid within 14 days of the due date, it is the right of Maritime Standard to invoke the following:

3.4.1. A final reminder for payment will be sent to the Member and payment must be received within seven business days of that reminder.

3.4.2. If the amounts are not received then the Member will be flagged as "payment critical", and if payment is not made within 7 days thereof.

3.4.3. The Membership may be terminated unless Maritime Standard Limited agrees otherwise.

3.5. Resignation or revocation of membership during the year will not entitle the Member to any refund of the annual fees.

3.6. Annual fees are not transferable under any circumstances.

3.7. An announcement of new Member(s) joining Maritime Standard will be distributed globally to Members when the initial membership fee is received.

4. Membership Provisions

4.1. Membership benefits are listed on the Maritime Standard website and are continuously being updated. Visit www.maritimestandard.net for more details.

4.2. Some Member's benefits or obligations may be assumed voluntary at this time although, upon implementation, could become mandatory at the discretion of Maritime Standard. Changes may be covered by an amendment to this membership agreement.

Members may need to adapt their procedures to access these benefits. For example, a Member not using the cloud-based C-Link software might be required to do so, where business gained by the network (for the Members) is managed in these systems.

4.3. Members are encouraged and urged to promote the name and logo of Maritime Standard on all correspondence including letterheads, stationery, business cards, email signature, etc. and to use every opportunity to create exposure for themselves and Maritime Standard.

4.4. Maritime Standard Limited will work directly with all members to ensure the right logos, etc. are available.

5. Termination and Revocation of Membership

5.1. Membership of Maritime Standard may be terminated at the discretion of Maritime Standard Limited in event of any of the following:

5.1.1. Voluntary resignation of the Member.

5.1.2. Non-payment of the initial membership fees within 14 days after being advised that the applicant has been accepted for membership.

5.1.3. Non-payment of annual fees within the time frames indicated.

5.1.4. Continuous failure to respond to accounting, operational or Maritime Standard matters, violation of any provisions of these membership terms and conditions that are deemed by Maritime Standard Limited - at its own absolute power and discretion - to

warrant such revocation.

5.1.5. Any Member failing to maintain a high standard of professional conduct as required for Maritime Standard membership which results in excessive numbers of nonconformities being raised against it by other members.

5.1.6. Failure to adhere to proper accounting and settlement requirements and procedures.

5.1.7. Failure to maintain necessary local operational licenses or permits.

5.1.8. Any principal of a Member having or assuming a leadership position or ownership in a network that competes directly with Maritime Standard.

5.2. In the event of termination or revocation of membership - for whatever reason(s) - the Member agrees to remove the Maritime Standard name, logo and reference from all correspondence, literature, publicity and other materials and to refrain from the active solicitation of businesses under the name or good reputation of Maritime Standard.

5.3. Members agree that all actions taken by Maritime Standard Limited in respect of membership shall be final and binding. There shall be no mechanism to appeal any decision.

5.4. Members agree that Maritime Standard Limited may inform all existing Members of the termination or revocation of membership stating the reasons for such occurrence (although Maritime Standard Limited shall not be obliged to provide full details of such reasons).

5.5. If a Member registers or is a known equity holder of a competing freight/logistics network their Membership will be terminated immediately.

6. Referral Policy

Members are encouraged to promote Maritime Standard to their own existing partners and agents to create a world-class global network powered by technology to deliver greater visibility, connectedness, efficiencies and opportunities for professionals in the logistics and supply chain management industry.

7. Conferences

7.1. All Maritime Standard Members are invited to attend each year an annual global network conference. Members are expected to send at least one representative to attend. There are no limits on the number of representatives each member can send.

7.2. Additional regional meetings may be organized as needed.

7.3. Conference dates will be shared with members once they are available. Maritime Standard Limited reserves the right to change the date if circumstances require it. Members will be notified of any changes to conference dates as soon as they are available.

7.4. Conferences are held primarily to allow members to meet face-to-face to discuss existing and new businesses and relationships. The Maritime Standard Network generates opportunities for Members to pre-plan, coordinate, network and schedule one on one meetings.

7.5. Unless annual fees are paid in full, Members will not be allowed to participate in conferences.

7.6. Members are expected to cover the cost of the following when attending the conference:

7.6.1. Room charges (inclusive of full international breakfast) during the conference.

7.6.2. Travel to and from conference venue.

7.6.3. All "travel and entertainment" incidentals.

7.6.4. Conference registration fees per attendee which covers:

7.6.4.1. Conference package (inclusive of coffee/tea breaks) - Min 2 days, Max 3 days.

7.6.4.2. Lunches during the conference days.

7.6.4.3. One welcome party / cocktail and one/two evening dinner depending on the flow of the program for the conference (inclusive of food and beverages).

7.6.4.4. Any other items clearly defined as part of the program by Maritime Standard.

7.7. Registration/delegate fees must be paid in full prior to the commencement of the conference.

7.8. Sponsorship packages/program for the conference will be available for Members who like to raise their company's profile or to enhance their brand (details of sponsorship packages/program will be shared prior to the conference and offered on a first come, first served basis).

8. Centrolene C-Guard

Centrolene's Financial Protection Program (C-Guard) exists to provide compensation for funds lost due to non-payment of invoices for the handling of transactions between participants of the C-Guard scheme. C-Guard is not a cargo insurance or any other kind of related insurance and is not a means to replace such instruments.

Members of Maritime Standard are required to be covered by C-Guard. C-Guard is in place with the three aims of protecting Members' companies from bad debts caused by dealing with disingenuous partners, protecting third-party Member companies from poor and irresponsible business practices of their partners and protecting Maritime Standard from liability related to member-to-member transactions.

9. Disputes

9.1. Maritime Standard is available to use its independent status to resolve disputes and differences between members. Maritime Standard is committed to be fair and equal in establishing a solution for disputes and differences between members.

9.2. Should this service be required, both parties must agree in advance to accept the decision of Maritime Standard without resorting to further litigation.

9.3. The fee for this service will be a minimum of US$1,000 payable equally between the two contesting parties. This fee may be higher depending on the specific details of the dispute presented to Maritime Standard.

9.4. Maritime Standard otherwise encourages its members to settle disputes amicably by negotiation and/or Alternative Dispute Resolution (“ADR”).

9.5. In the event that Members are unable to resolve any disputes arising amicably or through ADR, such disputes shall be resolved in accordance with English law. Such disputes shall be referred to Arbitration in London in accordance with the Arbitration Act 1996 or any statutory modification and subject to the current Rules of the London Maritime Arbitration Association (“LMAA”). The panel shall consist of three arbitrators, one appointed by each of the parties and a third, if considered necessary, by the two first appointed. In the event that the value of the dispute is less than US$100,000, the LMAA Small Claims Rules shall apply. Further details of the LMAA Rules and procedures are available at www.lmaa.london.

10. Accounting and Settlement

It is expected that Members shall adhere to industry acceptable accounting and settlement standards.

11. Nonconformity System

11.1. Members are expected to issue sales, operational and financial non-conformities against other Members with a copy to be sent to Maritime Standard. Examples of non-conformities include:

11.1.1. Sales non-conformities: Failure to action routine orders, failure to respond promptly to sales enquiries.

11.1.2. Operational non-conformities: Failure to issue pre-advices.

11.1.3. Mis-rated HAWBS or OBLS.

11.1.4. Failure to issue or incorrect profit sharing.

11.1.5. Failure to supply necessary documents.

11.1.6. Financial non-conformities; Failure to make prompt monthly settlement.

11.1.7. Failure to timely pay conference fees or annual fees, etc.

11.2. The intent of non-conformities are:

11.2.1. To maintain and improve the quality of the Maritime Standard network.

11.2.2. To provide advanced notice of problems occurring with a Member.

11.3. Maritime Standard shall monitor non-conformities received and shall, if necessary, take appropriate action - up to and including revocation of membership - against the offending parties.

12. Website

12.1. Maritime Standard shall maintain a web-site at www.maritimestandard.net which shall:

12.1.1. Attempt to solicit business from the shipping public and such information shall be forwarded onto all relevant members in that specific city/country. If there is more than one member in a specific city, Maritime Standard will either distribute the quotes to all

Members, or alternate sending quotes between members.

12.1.2. Provide the shipping public with information concerning Maritime Standard and its Members (their contact information/ corporate web sites etc), as well as links to other sites of interest.

12.2. Members are responsible for advising Maritime Standard about any updates and changes to their communications profile via email james.miller@maritimestandard.net.

13. Miscellaneous

13.1. The business language of Maritime Standard shall be in English.

13.2. All rights and interest in the name Maritime Standard and associated logos are owned by Maritime Standard Limited with trademark pending.

13.3. Communications shall be primarily by email. Members are expected to maintain an email account and the facility to access attachments in either Microsoft Word or Excel.

13.4. The Governing Law of this agreement and Maritime Standard shall be English law and any disputes or other matter arising shall be subject to the jurisdiction of the Courts of England and Wales.

13.5. Maritime Standard may change its location, telephone, email, fax and other contact details as may be deemed appropriate by Maritime Standard Limited.

14. Legal Liability

14.1. Maritime Standard shall not be responsible for any damages or legal claims beyond the amount of the annual fee paid in the preceding year by the specific party.

14.2. Members shall not, solely because of membership in Maritime Standard, be personally liable for any debts, obligations or liabilities of Maritime Standard, or any other Member.