Approved by the Documentary Committee of The Approved by Printed by BIMCO’S idea Japan Shipping Exchange Inc., Tokyo the International Ship Managers’ Association (ISMA)

EXHIBIT 10.8

		Approved by
		the Documentary Committee of The		Approved by
Printed by BIMCO’S idea		Japan Shipping Exchange Inc., Tokyo		the International Ship Managers’ Association (ISMA)

	1.	Date of Agreement [to be dated the date of execution]		THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)
				STANDARD SHIP MANAGEMENT AGREEMENT
				CODE NAME: “XXXXXXX 98”
					PART I
	2.	Owners (name, place of registered office and law of registry) (CI. 1)		3.	Managers (name, place of registered office and law of registry) (CI. 1)
		Name			Name
		[name of relevant member of the Group]			CIEL Shipmanagement S.A.
		Place of registered office			Place of registered office
		[to be completed]			Monrovia, Republic of Liberia
		Law of registry			Law of registry
		[to be completed]			Republic of Liberia
	4.	Day and year of commencement of Agreement (Cl. 2) [to be completed on execution]
	5.	Crew Management (state “yes” or “no” as agreed) (Cl. 3.1) YES		6.	Technical Management (state “yes” or “no” as agreed) (Cl. 3.2) YES
	7.	Commercial Management (state “yes” or “no” as agreed) (Cl. 3.3) YES		8.	Insurance Arrangements (state “yes” or “no” as agreed) (Cl. 3.4) NO
	9.	Accounting Services (state “yes” or “no” as agreed) (CI. 3.5) YES		10.	Sale or purchase of the Vessel (state “yes” or “no” as agreed) (Cl. 3.6) YES
	11.	Provisions (state “yes” or “no” as agreed) (Cl. 3.7) YES		12.	Bunkering (state “yes” or “no” as agreed) (Cl. 3.8) YES
	13.	Chartering Services Period (only to be filled in if “yes” stated in Box 7) (Cl. 3.3(i)) N/A		14.	Owners’ Insurance (state alternative (i), (ii) or (iii) of Cl. 6.3) Clause 6.3(ii)
	15.	Annual Daily Management Fee (state annual amount) (Cl. 8.1) $[ ]		16.	Severance Costs (state maximum amount) (Cl. 8.4(ii)) not applicable
	17.	Day and year of termination of Agreement (Cl. 17) see Clause 17		18.	Law and Arbitration (state alternative 19.1, 19.2 or 19.3; if 19.3 place of arbitration must be stated) (Cl. 19) see Clause 19.1
	19.	Notices (state postal and cable address, telex and telefax number for serving notice and communication to the Owners) (Cl. 20)		20.	Notices (state postal and cable address, telex and telefax number for serving notice and communication to the Managers) (Cl. 20)
		C/o Costamare Inc.			0-0 Xxxxxxxxx Xxxxxx
		00 Xxxxxxxx Xxxxxx & Syngrou Xxxxxx			000 00 Xxxxxx, Xxxxxx
		175 64 Athens, Greece			Telefax: x00 000 000 0000
		Telefax: x00 000 000 0000			Attention: Chief Executive Officer
		Attention: Chief Executive Officer
It is mutually agreed between the party stated in Box 2 and the party stated in Box 3 that this Agreement consisting of PART I and PART II as well as Annexes “A” (Details of Vessel), “B” (Details of Crew), “C” (Budget) and “D” (Associated vessels) attached hereto, shall be performed subject to the conditions contained herein. In the event of a conflict of conditions, the provisions of PART I and Annexes “A”, “B”, “C” and “D” shall prevail over those of PART II to the extent of such conflict but no further..
	Signature(s) (Owners)			Signature(s) (Managers)
		[name of relevant member of the Group]			CIEL SHIPMANAGEMENT S.A.

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

Printed by BIMCO’S idea

ANNEX “A” (DETAILS OF VESSEL OR VESSELS) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT - CODE NAME: “XXXXXXX 98”

Date of Agreement:

[to be completed]

Name of Xxxxxx(s):

[to be completed]

Particulars of Vessel(s):

[to be completed]

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

ANNEX “B” (DETAILS OF CREW) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT - CODE NAME: “XXXXXXX 98”

Date of Agreement:

Details of Crew: 

Numbers		Rank		Nationality
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______
______		______		______

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

Printed by BIMCO’S idea

ANNEX “C” (BUDGET) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT - CODE NAME: “XXXXXXX 98”

Date of Agreement:
 
Managers’ Budget for the first year with effect from the Commencement Date of this Agreement:

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

ANNEX “D” (ASSOCIATED VESSELS) TO

THE BALTIC AND INTERNATIONAL MARITIME COUNCIL (BIMCO)

STANDARD SHIP MANAGEMENT AGREEMENT - CODE NAME: “XXXXXXX 98”

NOTE: PARTIES SHOULD BE AWARE THAT BY COMPLETING THIS ANNEX “D” THEY WILL BE SUBJECT TO THE PROVISIONS OF SUB-CLAUSE 18.1(i) OF THIS AGREEMENT.

Date of Agreement:
 
Details of Associated Vessels:
 

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II
“XXXXXXX 98” Standard Ship Management Agreement

1.	Definitions		1
	In this Agreement save where the context otherwise requires,		2
	the following words and expressions shall have the meanings		3
	xxxxxx assigned to them.		4
	“Costamare” means Costamare Shipping Company S.A. of		5
	Panama City, Republic of Panama and includes its successors
	in title.
	“Owners” means the party identified in Box 2.
	“Managers” means the party identified in Box 3.		6
	“Vessel” means the vessel or vessels details of which are set		7
	out in Annex “A” attached hereto.		8
	“Business Day” shall have the same meaning as ascribed
	thereto in Section 1.1 of the Group Management Agreement.
	“Crew” means the Master, officers and ratings employed on the		9
	Vessel from time to timeof the numbers,
	rank and nationality specified in Annex “B” attached hereto.		10
	“Crew Support Costs” means all expenses of a general nature		11
	which are not particularly referable to any individual vessel for		12
	the time being managed by the Managers and which are incurred		13
	by the Managers for the purpose of providing an efficient and		14
	economic management service and, without prejudice to the		15
	generality of the foregoing, shall include the cost of crew standby		16
	pay, training schemes for officers and ratings, cadet training		17
	schemes, sick pay, study pay, recruitment and interviews.		18
	“Related Manager” shall have the meaning as ascribed thereto		19
	in Section 1.1 of the Group Management Agreement.
	“Severance Costs” means the costs which the employers are
	legally obliged to pay to or in respect of the Crew as a result of		20
	the early termination of any employment contract for service on		21
	the Vessel.		22
	“Crew Insurances” means insurances against crew risks which		23
	shall include but not be limited to death, sickness, repatriation,		24
	injury, xxxxxxxxx unemployment indemnity and loss of personal		25
	effects.		26
	“Group Management Agreement” means the agreement dated [ ]
	2010 made between the Parent and the Managers.
	“Management Services” means the services specified in sub-		27
	clauses 3.1 to 3.8 as indicated affirmatively in Boxes 5 to 12.		28
	“ISM Code” means the International Management Code for the		29
	Safe Operation of Ships and for Pollution Prevention as adopted		30
	by the International Maritime Organization (IMO) by resolution		31
	A.741(18) or any subsequent amendment thereto.		32
	“ISPS Code” means the International Ship and Port Facility
	Security Code constituted pursuant to resolution A.924(22) of
	the International Maritime Organisation now set out in Chapter
	XI-2 of the International Convention for the Safety of Life at Sea
	(SOLAS) 1974 (as amended) and the mandatory ISPS Code as
	adopted by a Diplomatic Conference of the International
	Maritime Organisation on Maritime Security in December 2002
	and includes any amendments or extensions to it and any
	regulation issued pursuant to it.
	“Parent” means Costamare Inc. of Trust Company Complex,
	Ajeltake Road, Ajeltake Island, Majuro, Republic of the Xxxxxxxx
	Islands MH96960.
	“STCW 95” means the International Convention on Standards		33
	of Training, Certification and Watchkeeping for Seafarers, 1978,		34
	as amended in 1995 or any subsequent amendment thereto.		35
2.	Appointment of Managers		36
	With effect from the day and year stated in Box 4 and continuing		37
	unless and until terminated provided herein, the Owners		38
	xxxxxx appoint the Managers and the Managers hereby agree		39
	to act as the Mmanagers of the Vessel.		40
	The Managers hereby (i) acknowledge that they have received a
	copy of the Group Management Agreement and have reviewed
	all its terms and (ii) agree to abide by such terms so long as the
	provisions thereof relate to the management of the Vessel.
3.	Basis of Agreement		41
	Subject to the terms and conditions herein provided, during the		42
	period of this Agreement, the Managers shall carry out		43
	Management Services in respect of the Vessel as agents for		44

	and on behalf of the Owners. Subject to Section 4.6 of the Group			45
	Management Agreement, Tthe Managers shall have authority
	to take such actions as they may from time to time in their absolute			46
	discretion consider to be necessary to enable them to perform			47
	this Agreement in accordance with sound ship management			48
	practice.			49
	3.1	Crew Management		50
	(only applicable if agreed according to Box 5)			51
	The Managers shall provide suitably qualified Crew for the Vessel			52
	as required by the Owners in accordance with the STCW 95			53
	requirements, provision of which includes but is not limited to			54
	the following functions:			55
	(i)	selecting and engaging the Vessel’s Crew, including payroll		56
		arrangements, pension administration, and insurances for		57
		the Crew other than those mentioned in Clause 6;		58
	(ii)	ensuring that the applicable requirements of the law of the		59
		flag of the Vessel are satisfied in respect of xxxxxxx levels,		60
		rank, qualification and certification of the Crew and		61
		employment regulations including Crew’s tax, social		62
		insurance, discipline and other requirements;		63
	(iii)	ensuring that all members of the Crew have passed a medical		64
		examination with a qualified doctor certifying that they are fit		65
		for the duties for which they are engaged and are in possession		66
		of valid medical certificates issued in accordance with		67
		appropriate flag State requirements. In the absence of		68
		applicable flag State requirements the medical certificate shall		69
		be dated not more than three months prior to the respective		70
		Crew members leaving their country of domicile and		71
		maintained for the duration of their service on board the Vessel;		72
	(iv)	ensuring that the Crew shall have a command of the English		73
		language of a sufficient standard to enable them to perform		74
		their duties safely;		75
	(v)	arranging transportation of the Crew, including repatriation,		76
	board and lodging as and when required at rates and types of
	accommodations as customary in the industry;
	(vi)	training of the Crew and supervising their efficiency;		77
	(vii)	keeping and maintaining full and complete records of any		78
	labor agreements which may be entered into with the Crew and,
	if applicable, conducting union negotiations;
	(viii)	operating the Managers’ drug and alcohol policy unless		79
		otherwise agreed in writing.		80
	3.2	Technical Management		81
	(only applicable if agreed according to Box 6)			82
	The Managers shall provide technical management which			83
	includes, but is not limited to, the following functions:			84
	(i)	provision of competent personnel to supervise the		85
		maintenance and general efficiency of the Vessel;		86
	(ii)	arrangement and supervision of dry dockings, repairs,		87
		alterations and the upkeep of the Vessel to the standards		88
		required by the Owners provided that the Managers shall		89
		be entitled to incur the necessary expenditure to ensure		90
		that the Vessel will comply with the law of the flag of the		91
		Xxxxxx and of the places where she trades, and all		92
		requirements and recommendations of the classification		93
		society;		94
	(iii)	arrangement of the supply of necessary stores, spares and		95
		lubricating oil;		96
	(iv)	appointment of surveyors and technical consultants as the		97
		Managers may consider from time to time to be necessary;		98
	(v)	development, implementation and maintenance of a Safety		99
		Management System (SMS) in accordance with the ISM		100
		Code (see sub-clauses 4.2 and 5.3) and of a security system in		101
		accordance with the ISPS Code;
	(vi)	handling any claims against the builder of the Vessel
		arising out of the relevant shipbuilding contract, if
		applicable; and
	(vii)	on request by the Owners, providing the Owners with a
		copy of any inspection report, survey, valuation or any other
		similar report prepared by any shipbrokers, surveyors, the
		Class etc..

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II
“XXXXXXX 98” Standard Ship Management Agreement

	3.3	Commercial Management		102
	(only applicable if agreed according to Box 7)			103
	The Managers shall provide the commercial operation of the			104
	Xxxxxx, as required by the Owners, which includes, but is not			105
	limited to, the following functions:			106
	(i)     providing chartering services in accordance with the Owners’			107
		instructions which include, but are not limited to, seeking		108
		and negotiating employment for the Vessel and the conclusion		109
		(including the execution thereof) of charter parties or other		110
		contracts relating to the employment of the Vessel. If such a		111
		contract exceeds the period stated in Box 13, consent thereto		112
		in writing shall first be obtained from the Owners.		113
	(ii)    arranging of the proper payment to Owners or their nominees			114
		of all hire and/or freight revenues or other moneys of		115
		whatsoever nature to which Owners may be entitled arising		116
		out of the employment of or otherwise in connection with the		117
		Vessel.		118
	(iii)   providing voyage estimates and accounts and calculating of			119
		hire, freights, demurrage and/or despatch moneys due from		120
		or due to the charterers of the Vessel;		121
	(iv)	issuing of voyage instructions;		122
	(vii)	appointing agents;		123
	(viii)	appointing stevedores;		124
	(ivii)	arranging surveys associated with the commercial operation		125
		of the Vessel;		126
	3.4	Insurance Arrangements’		127
	(only applicable if agreed according to Box 8)			128
	The Managers shall arrange insurances in accordance with			129
	Clause 6, on such terms and conditions as the Owners shall			130
	have instructed or agreed, in particular regarding conditions,			131
	insured values, deductibles and franchises.			132
	3.5	Accounting Services		133
	(only applicable if agreed according to Box 9)			134
	Without prejudice to the relevant provisions of the Group			135
	Management Agreement and, in particular, but without
	limitation, Section 4.11 and Section 10.6 thereof, Tthe Managers
	shall:
	(i)	establish an accounting system which meets the		136
		requirements of the Owners and provide regular accounting		137
		services, supply regular reports and records,		138
	(ii)	maintain the records of all costs and expenditure incurred		139
		as well as data necessary or proper for the settlement of		140
		accounts between the parties.		141
	3.6	Sale or Purchase of the Vessel		142
	(only applicable if agreed according to Box 10)			143
	The Managers shall, in accordance with the Owners’ instructions,			144
	supervise the sale or purchase attend to the physical delivery of			145
	the Vessel, including the
	performance of and any matters specifically relating thereto			146
	under any sale or purchase agreement, but not
	negotiation of the same.			147
	3.7	Provisions (only applicable if agreed according to Box 11)		148
	The Managers shall arrange for the supply of provisions.			149
	3.8	Bunkering (only applicable if agreed according to Box 12)		150
	The Managers shall arrange for the provision of bunker fuel of the			151
	quality specified by the Owners as required for the Vessel’s trade.			152
4.	Managers’ Obligations			153
	4.1	The Managers undertake to use their best endeavours		154
	commercially reasonable efforts to
	provide the agreed Management Services as agents for and on			155
	behalf of the Owners in accordance with sound ship management			156
	practice and to protect and promote the interests of the Owners in			157
	all matters relating to the provision of services hereunder.			158
	Provided, however, that the Managers in the performance of their			159
	management responsibilities under this Agreement shall be entitled			160
	to have regard to their overall responsibility in relation to all vessels			161
	as may from time to time be entrusted to their management and			162

	in particular, but without prejudice to the generality of the foregoing,			163
	the Managers shall be entitled to allocate available supplies,			164
	manpower and services in such manner as in the prevailing			165
	circumstances the Managers in their absolute discretion consider			166
	to be fair and reasonable.			167
	4.2	Where the Managers are providing Technical Management		168
	in accordance with sub-clause 3.2, they shall procure that the			169
	requirements of the law of the flag of the Vessel are satisfied and			170
	they shall in particular be deemed to be the “Company” as defined			171
	by the ISM Code, assuming the responsibility for the operation of			172
	the Vessel and taking over the duties and responsibilities imposed			173
	by the ISM Code and/or the ISPS Code when applicable.			174
	4.3	In the exercise of their duties hereunder, the Managers shall
	act in accordance with the reasonable policies, guidelines and
	instructions from time to time communicated to it in writing by
	the Owners.
	4.4	During this Agreement, the Managers shall promote the
	business of the Owners in accordance with the directions of the
	authorized representative or, as the case may be,
	representatives of the Owners and shall at all times use
	commercially reasonable efforts to conform to, and comply
	with, the lawful and reasonable directions, regulations or
	recommendations made by such authorized representative or,
	as the case may be, representatives.
5.	Owners’ Obligations			175
	5.1	The Owners shall pay all sums due to the Managers punctually		176
	in accordance with the terms of this Agreement.			177
	5.2	Where the Managers are providing Technical Management		178
	in accordance with sub-clause 3.2, the Owners shall:			179
	(i)	procure that all officers and ratings supplied by them or on		180
		their behalf comply with the requirements of STCW 95;		181
	(ii)	instruct such officers and ratings to obey all reasonable orders		182
		of the Managers in connection with the operation of the		183
		Managers’ safety management system.		184
	5.3	Where the Managers are not providing Technical Management		185
	in accordance with sub-clause 3.2, the Owners shall procure that			186
	the requirements of the law of the flag of the Vessel are satisfied			187
	and that they, or such other entity as may be appointed by them			188
	and identified to the Managers, shall be deemed to be the			189
	“Company” as defined by the ISM Code assuming the responsibility			190
	for the operation of the Vessel and taking over the duties and			191
	responsibilities imposed by the ISM Code when applicable.			192
6.	Insurance Policies			193
	The Owners shall procure, whether by instructing the Managers			194
	under sub-clause 3.4 or otherwise, that throughout the period of			195
	this Agreement:			196
	6.1	at the Owners’ expense, the Vessel is insured for not less		197
	than her sound market value or entered for her full gross tonnage,			198
	as the case may be for:			199
	(i)	usual hull and machinery marine risks (including crew		200
		negligence) and excess liabilities;		201
	(ii)	protection and indemnity risks (including pollution risks and		202
		Crew Insurances); and		203
	(iii)	war risks (including protection and indemnity and crew risks);		204
	in each case in accordance with the best practice of prudent owners			205
	of
	vessels of a similar type to the Vessel, with first class insurance			206
	companies, underwriters or associations (“the Owners’			207
	Insurances”);			208
	6.2	all premiums and calls and applicable deductibles and/or		209
	franchises on the Owners’ Insurances are paid
	promptly by their due date,			210
	6.3	the Owners’ Insurances name the Managers and, subject		211
	to underwriters’ agreement, any third party designated by the			212
	Managers as a joint assured, with full cover, with the Owners			213
	obtaining cover in respect of each of the insurances specified in			214
	sub-clause 6.1:			215
	(i)	on terms whereby the Managers and any such third party		216
		are liable in respect of premiums or calls arising in connection		217
		with the Owners’ Insurances; or		218

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II
“XXXXXXX 98” Standard Ship Management Agreement

	(ii)	if reasonably obtainable, on terms such that neither the		219
		Managers nor any such third party shall be under any		220
		liability in respect of premiums or calls arising in connection		221
		with the Owners’ Insurances; or		222
	(iii)	on such other terms as may be agreed in writing.		223
	Indicate alternative (i), (ii) or (iii) in Box 14. If Box 14 is left			224
	blank then (i) applies.			225
	6.4	written evidence is provided, to the reasonable satisfaction		226
	of the Managers, of their compliance with their obligations under			227
	Clause 6 within a reasonable time of the commencement of			228
	the Agreement, and of each renewal date and, if specifically			229
	requested, of each payment date of the Owners’ Insurances.			230
7.	Income Collected and Expenses Paid on Behalf of Owners			231
	7.1	All moneys collected by the Managers under the terms of		232
	this Agreement (other than moneys payable by the Owners to			233
	the Managers) and any interest thereon shall be held to the			234
	credit of the Owners in a separate bank account.			235
	7.2	Without prejudice to the provisions of Clause 9.5 hereof, Aall		236
	expenses incurred by the Managers under the terms
	of this Agreement on behalf of the Owners (including expenses			237
	as provided in Clause 8) may be debited against the Owners			238
	in the account referred to under sub-clause 7.1 but shall in any			239
	event remain payable by the Owners to the Managers on			240
	demand. For the avoidance of doubt, the Managers can make			241
	such demand on the Owners as well as on the Parent as
	provided in Section 10.5 of the Group Management Agreement.
	Furthermore and without prejudice to the generality of the
	provisions of this Clause 7, the Managers shall, subject to being
	placed in funds by the Owners or the Parent, arrange for the
	payment of all ordinary charges incurred in connection with the
	Management Services, including, but not limited to, any
	amounts due to any governmental authority with respect to the
	Crew, invoices for bunkers, stores, spares, provisions, repairs
	and any other material and/or service in respect of the Vessel.
8.	Management Fee			242
	8.1	The Owners shall pay to the Managers for their services		243
	as Managers under this Agreement an annuala daily management			244
	fee as stated in Box 15 which shall be payable by equal			245
	monthly instalments in advance arrears, the first instalment being			246
	payable on the commencement of this Agreement (see Clause			247
	2 and Box 4) and subsequent installments being payable every			248
	Month.			249
	8.2	The daily management fee shall be subject to an annual review		250
	on the anniversary date of the Agreement and the proposed			251
	fee shall be presented in the annual budget referred to in sub-			252
	clause 9.1.			253
	8.3	The Managers shall, at no extra cost to the Owners, provide		254
	their own office accommodation, office staff, facilities and			255
	stationery. Without limiting the generality of Clause 7 the Owners			256
	shall reimburse the Managers for postage and communication			257
	expenses, travelling expenses, and other out of pocket			258
	expenses properly incurred by the Managers in pursuance of			259
	the Management Services.			260
	8.4	The provisions of Section 9.4, Section 9.5 and Section 9.7 of		261
	the Group Management Agreement shall be deemed as
	incorporated herein mutatis mutandis.
	8.5	The Managers have the right to demand the payment of any
	of the management fees and expenses payable under this
	Agreement either from the Parent or the Owners. Payment of
	any such fees or expenses or any part thereof by either the
	Parent or the Owners shall prevent the Managers from making a
	claim on the other person for the same amount to the extent
	that the same has been already paid to the Managers.
	In the event of the appointment of the Managers being
	terminated by the Owners or the Managers in accordance with			262
	the provisions of Clauses 17 and 18 other than by reason of			263
	default by the Managers, or if the Vessel is lost, sold or otherwise			264
	Disposed of, the “management fee” payable to the Managers			265
	According to the provisions of sub-clause 8.1, shall continue to			266
	be payable for a further period of three calendar months as			267
	from the termination date. In addition, provided that the			268
	Managers provide Crew for the Vessel in accordance with sub-			269

	clause -3,1:			270
	(i)	the Owners shall continue to pay Crew Support Costs during		271
		the said further period of three calendar months and		272
	(ii)	the Owners shall pay an equitable proportion of any		273
		Severance Costs which may materialize, not exceeding		274
		the amount stated in Box 16.		275
	8.5	If the Owners decide to lay up the Vessel whilst this		276
	Agreement remains in force and such lay up lasts for more			277
	than three months, an appropriate reduction of the management			278
	fee for the period exceeding three months until one month			279
	before the Vessel is again put into service shall be mutually			280
	agreed between the parties.			281
	8.6	Unless otherwise agreed in writing all discounts and		282
	commissions obtained by the Managers in the course of the			283
	management of the Vessel shall be credited to the Owners.			284
9.	Budgets and Management of Funds			285
	9.1	The Owners and the Managers are aware that Xxxxxxxxx will		286
	be preparing budgets in connection with, inter alia, the
	provision of the Management Services which Costamare will be
	submitting for approval to the Parent in accordance with the
	provisions of Article X of the Group Management Agreement.
	9.2	The Managers shall present to the Owners Costamare annually a
	budget for the following twelve months in such form as the			287
	Owners Costamare requires. The budget for the first year hereof is			288
	set out
	in Annex “C” hereto. Subsequent annual bBudgets shall be			289
	prepared by the Managers and submitted to the Owners Costamare			290
	not
	less than three months before the anniversary date of the			291
	commencement of later than 30 September of each calendar year			292
	during this Agreement (see Clause 2 and Box 4).
	9.32	Costamare The Owners shall indicate to the Managers their its		293
	acceptance
	and approval of the annual budget within one month of			294
	presentation and in the absence of any such indication the			295
	Managers shall be entitled to assume that the Owners have			296
	accepted the proposed budget.			297
	9.34 Following the agreement of the budget, the Managers shall			298
	prepare and present to the Owners their estimate of the working			299
	capital requirement of the Vessel and the Managers shall each			300
	month up date this estimate. Based thereon, Without prejudice to			301
	the right of the Managers to ask for funds in relation to the
	Management Services directly from the Parent in accordance
	with the relevant provisions of the Group Management
	Agreement, the Managers shall
	each month request the Owners in writing for the funds required			302
	to run the Vessel for the ensuing month, including the payment			303
	of any occasional or extraordinary item of expenditure, such as			304
	emergency repair costs, additional insurance premiums, bunkers			305
	or provisions. Such funds shall be received by the Managers			306
	within ten running days after the receipt by the Owners of the			307
	Managers’ written request and shall be held to the credit of the			308
	Owners in a separate bank account in the name of the Managers			309
	or, if requested by the Managers, in the name of the Owners.
	9.4    The Managers shall produce a comparison between			310
	budgeted and actual income and expenditure of the Vessel in			311
	such form as required by the Owners monthly or at such other			312
	intervals as mutually agreed.			313
	9.5	Notwithstanding anything contained herein to the contrary,		314
	the Managers shall in no circumstances be required to use or			315
	commit their own funds to finance the provision of the			316
	Management Services.			317
10.	Managers’ Right to Sub-Contract			318
	Except to a Related Manager (where the Manager may			319
	subcontract any of their obligations hereunder, without need of
	obtaining the Owner’s consent for doing so), Tthe Managers
	shall not have the right to sub-contract any of
	their obligations hereunder, including those mentioned in sub-			320
	clause 3.1, without the prior written consent of the Owners which			321
	shall not be unreasonably withheld and which shall be promptly			322
	responded to. In the event of such a sub-

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II
“XXXXXXX 98” Standard Ship Management Agreement

	contract the Managers shall remain fully liable for the due		323
	performance of their obligations under this Agreement.		324
11.	Responsibilities		325
			326
	The parties agree that the provisions of Sections 11.1 to 11.5
	(inclusive) of the Group Management Agreement, shall apply to
	this Agreement mutatis mutandis, save that references therein
	to “any Shipmanagement Agreement or any Supervision
	Agreement” shall be omitted and references to “Parent”, “any
	member of the Group”, “Manager”, “any Submanager”, “a
	Vessel”, “Section”, “Management Fees”, “each
	Shipmanagement Agreement”, “Group” and “Article XI” shall be
	construed as references to the Owners, the Owners, the
	Managers, any submanager, the Vessel,
	Clause, management fee, this Agreement, the Owners and
	Clause 11, respectively, when used herein.
	11.1 Force Majeure - Neither the Owners nor the Managers
	shall be under any liability for any failure to perform any of their		327
	obligations hereunder by reason of any cause whatsoever of		328
	any nature or kind beyond their reasonable control.		329
	11.2 Liability to Owners - (i) Without prejudice to sub-clause		330
	11.1, the Managers shall be under no liability whatsoever to the		331
	Owners for any loss, damage, delay or expense of whatsoever		332
	nature, whether direct or indirect (including but not limited to		333
	loss of profit arising out of or in connection with detention of or		334
	delay to the Vessel) and howsoever arising in the course of		335
	performance of the Management Services UNLESS same is		336
	proved to have resulted solely from the negligence, gross		337
	negligence or wilful default of the Managers or their employees,		338
	or agents or sub-contractors employed by them in connection		339
	with the Vessel, in which case (save where loss, damage, delay		340
	or expense has resulted from the Managers’ personal act or		341
	omission committed with the intent to cause same or recklessly		342
	and with knowledge that such loss, damage, delay or expense		343
	would probably result) the Managers’ liability for each incident		344
	or series of incidents giving rise to a claim or claims shall never		345
	Exceed a total of ten times the annual management fee payable		346
	hereunder.		347
	(ii) Notwithstanding anything that may appear to the contrary in		348
	this Agreement, the Managers shall not be liable for any of the		349
	actions of the Crew, even if such actions are negligent, grossly		350
	negligent or wilful, except only to the extent that they are shown		351
	to have resulted from a failure by the Managers to discharge		352
	their obligations under sub-clause 3.1, in which case their liability		353
	shall be limited in accordance with the terms of this Clause 11.		354
	11.3 Indemnity - Except to the extent and solely for the amount		355
	therein set out that the Managers would be liable under sub-		356
	clause 11.2, the Owners hereby undertake to keep the Managers		357
	and their employees, agents and sub-contractors indemnified		358
	and to hold them harmless against all actions, proceedings,		359
	claims, demands or liabilities whatsoever or howsoever arising		360
	which may be brought against them or incurred or suffered by		361
	them arising out of or in connection with the performance of the		362
	Agreement, and against and in respect of all costs, losses,		363
	damages and expenses (including legal costs and expenses on		364
	a full indemnity basis) which the Managers may suffer or incur		365
	(either directly or indirectly) in the course of the performance of		366
	this Agreement.		367
	11.4 “Himalaya” It is hereby expressly agreed that no		368
	employee or agent of the Managers (including every sub-		369
	contractor from time to time employed by the Managers) shall in		370
	Any circumstances whatsoever be under any liability whatsoever		371
	to the Owners for any loss, damage or delay of whatsoever kind		372
	arising or resulting directly or indirectly from any act, neglect or		373
	default on his part while acting in the course of or in connection		374
	with his employment and, without prejudice to the generality of		375
	the foregoing provisions in this Clause 11, every exemption,		376
	limitation, condition and liberty herein contained and every right,		377
	exemption from liability, defence and immunity of whatsoever		378
	nature applicable to the Managers or to which the Managers are		379
	entitled hereunder shall also be available and shall extend to		380

	protect every such employee or agent of the Managers acting		381
	as aforesaid and for the purpose of all the foregoing provisions		382
	of this Clause 11 the Managers are or shall be deemed to be		383
	acting as agent or trustee on behalf of and for the benefit of all		384
	persons who are or might be their servants or agents from time		385
	to time (including sub-contractors as aforesaid) and all such		386
	persons shall to this extent be or be deemed to be parties to this		387
	Agreement.		388
12.	Documentation		389
	Where the Managers are providing Technical Management in		390
	accordance with sub-clause 3.2 and/or Crew Management in		391
	accordance with sub-clause 3.1, they shall make available,		392
	upon Owners’ request, all documentation and records related		393
	to the Safety Management System (SMS) and/or the Crew		394
	which the Owners need in order to demonstrate compliance		395
	with the ISM Code, the ISPS Code and STCW 95 or to defend a		396
	claim against
	a third party.		397
13.	General Administration		398
	13.1 Subject to the provisions of Section 4.6 of the Group		399
	Management Agreement, Tthe Managers shall
	handle and settle all claims arising
	out of the Management Services hereunder and keep the Owners		400
	informed regarding any incident of which the Managers become		401
	aware which gives or may give rise to material claims or disputes		402
	involving
	third parties.		403
	13.2 The Managers shall, as instructed by the Owners under this		404
	Agreement, bring
	or defend actions, suits or proceedings in connection with matters		405
	entrusted to the Managers according to this Agreement.		406
	13.3 The Managers shall also have power to obtain legal or		407
	technical or other outside expert advice in relation to the handling		408
	and settlement of claims and disputes or all other matters		409
	affecting the interests of the Owners in respect of the Vessel.		410
	13.4 The Owners shall arrange for the provision of any		411
	necessary guarantee bond or other security.		412
	13.5 Any costs reasonably incurred by the Managers in		413
	carrying out their obligations according to Xxxxxx 13 shall be		414
	reimbursed by the Owners.		415
14.	Auditing		416
	The Managers shall at all times maintain and keep true and		417
	correct accounts and shall make the same available for inspection		418
	and auditing by the Owners at such times as may be mutually		419
	agreed. On the termination, for whatever reasons, of this		420
	Agreement, the Managers shall release to the Owners, if so		421
	requested, the originals where possible, or otherwise certified		422
	copies, of all such accounts and all documents specifically relating		423
	to the Vessel and her operation. For the avoidance of any doubt,		424
	this Clause is in addition to and not in substitution of the
	relevant provisions of the Group Management Agreement.
15.	Inspection of Vessel		425
	The Owners shall have the right at any time after giving		426
	reasonable notice to the Managers to inspect the Vessel for any		427
	reason they consider necessary.		428
16.	Compliance with Laws and Regulations		429
	The Managers will not do or permit to be done anything which		430
	might cause any breach or infringement of the laws and		431
	regulations of the Vessel’s flag, or of the places where she trades.		432
17.	Duration of the Agreement		433
	This Agreement shall come into effect on the day and year stated		434
	in Box 4 and shall continue until the date the Group Management		435
	Agreement is terminated in accordance with the provisions of
	Article XIII thereof, unless this Agreement is terminated earlier
	in accordance with the provision of Clause 18 hereofthe date
	stated in Box 17.
	Thereafter it shall continue until terminated by either party giving		436
	to the other notice in writing, in which event the Agreement shall		437

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II
“XXXXXXX 98” Standard Ship Management Agreement

	terminate upon the expiration of a period of two months from the				438
	date upon which such notice was given.				439
18.	Termination				440
	18.1 Owners’ default				441
	(i)	The Managers shall be entitled to terminate the Agreement			442
		with immediate effect by notice in writing if any moneys			443
		payable by the Owners under this Agreement and/or the			444
		owners of any associated vessel, details of which are listed			445
		in Annex “D”, shall not have been received in the Managers’			446
		nominated account within ten20 running Business dDays of			447
		receipt by
		the Owners of the Managers written request or if the Vessel			448
		is repossessed by the Mortgagees.			449
	(ii)	If the Owners:			450
			(a)	fail to meet their obligations under sub-clauses 5.2	451
				and 5.3 of this Agreement for any reason within their	452
				control, or	453
			(b)	proceed with the employment of or continue to employ	454
				the Vessel in the carriage of contraband, blockade	455
				running, or in an unlawful trade, or on a voyage which	456
				in the reasonable opinion of the Managers is unduly	457
				hazardous or improper,	458
		the Managers may give notice of the default to the Owners,			459
		requiring them to remedy it as soon as practically possible.			460
		In the event that the Owners fail to remedy it within a			461
		reasonable time20 Business Days of receipt by the Owners			462
		of the Managers’ written request to the satisfaction of the
		Managers, the
		Managers shall be entitled to terminate the Agreement			463
		with immediate effect by notice in writing.			464
	18.2 Managers’ Default				465
	If the Managers fail to meet their obligations under Clauses 3				466
	and 4 of this Agreement for any reason within the control of the				467
	Managers, the Owners may give notice to the Managers of the				468
	default, requiring them to remedy it within 20 Business Daysas				469
	soon as practically
	possible. In the event that the Managers fail to remedy it within a				470
	reasonable timesuch period to the satisfaction of the Owners, the				471
	Owners
	shall be entitled to terminate the Agreement with immediate effect				472
	by notice in writing.				473
	18.3 Extraordinary Termination				474
	This Agreement shall be deemed to be terminated in the case of				475
	the sale of the Vessel or if the Vessel becomes a total loss or is				476
	declared as a constructive or compromised or arranged total				477
	loss or is requisitioned.				478
	18.4 For the purpose of sub-clause 18.3 hereof				479
	(i)	the date upon which the Vessel is to be treated as having			480
		been sold or otherwise disposed of shall be the date on			481
		which the Owners cease to be registered as Owners of			482
		the Vessel;			483
	(ii)	the Vessel shall not be deemed to be lost unless either			484
		she has become an actual total loss or agreement has			485
		been reached with her underwriters in respect of her			486
		constructive, compromised or arranged total loss or if such			487
		agreement with her underwriters is not reached it is			488
		adjudged by a competent tribunal that a constructive loss			489
		of the Vessel has occurred.			490
	18.5 The parties agree that the provisions of Sections 13.4(a) to				491
	13.4(d) (inclusive) of the Group Management Agreement, shall
	apply to this Agreement mutatis mutandis. This Agreement shall
	terminate forthwith in the event of
	an order being made or resolution passed for the winding up,				492
	dissolution, liquidation or bankruptcy of either party (otherwise				493
	than for the purpose of reconstruction or amalgamation) or if a				494
	receiver is appointed, or if it suspends payment, ceases to carry				495
	on business or makes any special arrangement or composition				496
	with its creditors.				497
	18.6 The termination of this Agreement shall be without				498
	prejudice to all rights accrued due between the parties prior to				499
	the date of termination.				500

19.	Law and Arbitration			501
	19.1 This Agreement and any non-contractual obligations			502
	connected with it shall be governed by and construed in
	accordance with English law. All disputes arising out of this			503
	Agreement and/or any non-contractual obligations connected
	with it shall be arbitrated in London in the following manner.
	One arbitrator is to be appointed by each of the parties hereto
	and a third by the two so chosen. Their decision or that of any
	two of them shall be final. The arbitrators shall be commercial
	persons, conversant with shipping matters. Such arbitration is
	to be conducted in accordance with the London Maritime
	Arbitration Association (LMAA) Terms current at the time when
	the arbitration proceedings are commenced and in accordance
	with the Arbitration Act 1996 or any statutory modification or re-
	enactment thereof. In the event that a party hereto shall state a
	dispute and designate an arbitrator in writing, the other party
	shall have 20 Business Days to designate its own arbitrator. If
	such other party fails to designate its own arbitrator within such
	period, the arbitrator appointed by the first party can render an
	award hereunder. Until such time as the arbitrators finally close
	the hearings, either party shall have the right by written notice
	served on the arbitrators and on the other party to specify
	further disputes or differences under this Agreement for hearing
	and determination. The arbitrators may grant any relief, and
	render an award, which they or a majority of them deem just and
	equitable and within the scope of this Agreement, including but
	not limited to the posting of security. Awards pursuant to this
	Clause 19.1 may include costs and judgments may be entered
	upon any award made herein in any court having jurisdiction.
	and any dispute arising out of or
	in connection with this Agreement shall be referred to arbitration			504
	in London in accordance with the Arbitration Act 1996- or			505
	any statutory modification or re-enactment thereof save to			506
	the extent necessary to give effect to the provisions of this			507
	Clause.			508
	The arbitration shall be conducted in accordance with the			509
	London Maritime Arbitrators Association (LMAA) Terms			510
	current at the time when the arbitration proceedings are			511
	commenced.			512
	The reference shall be to three arbitrators. A party wishing			513
	to refer a dispute to arbitration shall appoint its arbitrator			514
	and send notice of such appointment in writing to the other			515
	party requiring the other party to appoint its own arbitrator			516
	within 14 calendar days of that notice and stating that it will			517
	appoint its arbitrator as sole arbitrator unless the other party			518
	appoints its own arbitrator and gives notice that it has done			519
	so within the 14 days specified. If the other party does not			520
	appoint its own arbitrator and give notice that it has done so			521
	within the 14 days specified, the party referring a dispute to			522
	arbitration may, without the requirement of any further prior			523
	notice to the other party, appoint its arbitrator as sole			524
	arbitrator and shall advise the other party accordingly. The			525
	award of a sole arbitrator shall be binding on both parties			526
	as if he had been appointed by agreement.			527
	Nothing herein shall prevent the parties agreeing in writing			528
	to vary these provisions to provide for the appointment of a			529
	sole arbitrator.			530
	In cases where neither the claim nor any counterclaim			531
	exceeds the sum of USD50,000 (or such other sum as the			532
	parties may agree) the arbitration shall be conducted in			533
	accordance with the LMAA Small Claims Procedure current			534
	at the time when the arbitration proceedings are commenced.			535
	19.2 This Agreement shall be governed by and construed			536
	in accordance with Title 9 of the United States Code and			537
	the Maritime Law of the United States and any dispute			538
	arising out of or in connection with this Agreement shall be			539
	referred to three persons at New York, one to be appointed			540
	by each of the parties hereto, and the third by the two so			541
	chosen; their decision or that of any two of them shall be			542
	final, and for the purposes of enforcing any award,			543
	judgement may be entered on an award by any court of			544
	competent jurisdiction. The proceedings shall be conducted			545
	in accordance with the rules of the Society of Maritime			546

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.

PART II
“XXXXXXX 98” Standard Ship Management Agreement

	Arbitrators, Inc.		547
	In cases where neither the claim nor any counterclaim		548
	exceeds the sum of USD50,000 (or such other sum as the		549
	parties may agree) the arbitration shall be conducted in		550
	accordance with the Shortened Arbitration Procedure of the		551
	Society of Maritime Arbitrators, Inc. current at the time when		552
	the arbitration proceedings are commenced.		553
	19.3 This Agreement shall be governed by and construed		554
	in accordance with the laws of the place mutually agreed by		555
	the parties and any dispute arising out of or in connection		556
	with this Agreement shall be referred to arbitration at a		557
	mutually agreed place, subject to the procedures applicable		558
	there.		559
	19.4 If Box 18 in Part I is not appropriately filled in, sub-		560
	clause 19.1 of this Clause shall apply.		561
	Note: 19.1, 19.2 and 19.3 are alternatives; indicate		562
	alternative agreed in Box 18.		563
20.	Notices		564
	20.1 Any notice to be given by either party to the other		565
	party shall be in writing and may be sent by fax, telex,		566
	registered or recorded mail or by personal service.		567
	20.2 The address of the Parties for service of such		568
	communication shall be as stated in Boxes 19 and 20,		569
	respectively.		570

This document is a computer generated XXXXXXX 98 form printed by authority of BIMCO. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original BIMCO approved document shall apply. BIMCO assumes no responsibility for any loss, damage or expense as a result of discrepancies between the original BIMCO approved document and this computer generated document.