The Manager hereby directs that the Technical Services Fee be paid by the Company directly to the Ship Manager.
The Technical Services Fee is payable regardless of whether the Vessels are subject to a Charter or whether the relevant Charterer has paid the relevant charter hire to the Company.
If such a difference exists or if there are no Vessels of a similar size already owned by the Company, the Company and the Manager shall negotiate in good faith a fair market Technical Services Fee for that Containership.
However, in circumstances where the Vessel is off-hire (whether or not subject to a Charter), there shall be an appropriate downward adjustment to the Technical Services Fee for any decrease in variable costs during such period.
Ninety (90) days prior to December 31, 2008 and the end of each successive three-year period thereafter, the Manager and the Company shall negotiate the fee for Technical Services for the successive three-year period (the "Adjusted Technical Services Fee").