Contract analysis

I. Purpose and Legal Obligation As you are aware, Calderwood & Harkness LLP ("C&H" or the "Firm") represents Thalassa Shipping & Logistics SA ("TSL") and Aegean Fortuna Shipholding Ltd. ("Aegean Fortuna Shipholding" or "AFSL") in the above-captioned action filed by Northwind Maritime Corporation ("Northwind") on October 2, 2023, in the Supreme Court of the State of New York, New York County, Commercial Division. C&H

II. Background of the Litigation On October 2, 2023, Northwind Maritime Corporation filed a verified complaint in the Supreme Court of the State of New York, New York County, Commercial Division (Index No. 655421/2023). The action has been assigned to the Honorable Lorraine K. Chen, J.S.C., Part 49. A copy of the complaint has been separately provided to your office under cover of our engagement letter dated October

III. Scope of Preservation — Categories of Documents and ESI The following is a detailed, but not exhaustive, description of the categories of documents and ESI that must be preserved. If you are uncertain whether a particular document or category of documents falls within the scope of this hold, you must preserve it and contact Calderwood & Harkness LLP for guidance. When in doubt, err on the side of preservation. A

1. The time charter-party dated December 3, 2020, bearing Reference No. NW-TSL-CP-2020-1203, including without limitation all amendments, addenda, riders, side letters, recaps, and any other instruments modifying, supplementing, or otherwise relating to the terms of the Charter-Party.

2. All pre-charter negotiations, including but not limited to drafts of the charter-party, term sheets, indicative offers, counteroffers, fixture recaps, fixture notes, broker communications, and all correspondence between TSL, Aegean Fortuna Shipholding, and Northwind Maritime Corporation (and their respective agents, brokers, and representatives) relating to the negotiation, execution, or performance of the Charter

3. Any and all sub-charter agreements, fixtures, fixture recaps, or similar arrangements involving the M/V Aegean Fortuna during the charter period (January 15, 2021 through January 14, 2024), including but not limited to voyage charters, contracts of affreightment, and any time sub-charter arrangements entered into by Northwind or with Northwind's involvement.

4. Any and all documents referencing or relating to Eastbourne Bulk Carriers Ltd., which Northwind identifies as its sub-charterer in connection with the M/V Aegean Fortuna, including any fixture notes, voyage instructions, or correspondence involving Eastbourne Bulk Carriers Ltd. in any capacity. B. Vessel Records — M/V *Aegean Fortuna* All records relating to the vessel itself must be preserved, including but not l

1. All vessel class records, survey reports (including annual surveys, intermediate surveys, special surveys, condition of class items, and any ad hoc surveys), certificates of class, class notations, conditions of class, and all correspondence with the Global Maritime Classification Bureau ("GMCB") relating to the M/V Aegean Fortuna from the date of her delivery to the present.

2. All flag state documentation issued by or relating to the Republic of Liberia, including but not limited to the vessel's Certificate of Registry, Continuous Synopsis Record, safety certificates (SOLAS), International Ship Security Certificate, International Oil Pollution Prevention Certificate, Ballast Water Management Certificate, and any other flag state certificates, endorsements, or correspondence.

3. All vessel construction records originating from the Dalian Prosperity Shipyard Co. (2016 build), including but not limited to the shipbuilding contract, hull construction specifications, machinery specifications, builder's trial reports, sea trial reports, delivery documentation, and any warranty or guarantee documentation still in effect or previously in effect.

4. All hull and machinery ("H&M") insurance records under the policy issued by Fortis Marine Underwriters Ltd., Policy No. FMU-HM-2020-4892, including the policy itself, all endorsements, schedules, declarations, premium payment records, loss notifications, adjusters' reports, claim files, and any correspondence with the underwriter or its agents.

5. All protection and indemnity ("P&I") coverage records under the policy issued by Oceanus Mutual Protection & Indemnity Club, Policy No. OCE-P&I-2020-TSL-0047, including the certificate of entry, rules of the club, premium and call records, claim notifications, club circulars, claims correspondence, and any coverage opinions or analyses. C. Mechanical Incidents — Maintenance and Repair Records This category is of p

1. All voyage orders, voyage instructions, and routing communications issued by TSL, Northwind, or any other party in connection with the Durban-to-Qingdao voyage.

2. All of Captain Nikolaos Giannopoulos's voyage logs, deck logbooks, bell books, master's reports, and master's protests (if any) for the month of September 2022 and through the vessel's arrival at Qingdao (or the next port of call if the Qingdao call was cancelled or delayed).

3. All weather reports, weather routing advisories, and communications with weather routing services (including any commercial weather routing providers engaged by TSL or the vessel) relating to the Durban-to-Qingdao voyage.

4. All communications between TSL's shore management (including the operations department, chartering department, and senior management) and the vessel regarding the decision to call at Maputo, Mozambique, including the commercial rationale for the call, any instructions issued to the Master, and any discussions regarding the potential impact on the Qingdao laycan.

5. Any cargo loading or commercial instructions from TSL or any third party relating to the Maputo call, including any fixture notes, cargo booking confirmations, or bills of lading for cargo loaded at Maputo.

6. All records relating to the Qingdao laycan window of October 1–5, 2022, including any communications between TSL, Northwind, Eastbourne Bulk Carriers Ltd., and any other parties regarding the vessel's expected arrival date, the feasibility of meeting the laycan, and the ultimate consequences of any delay.

7. All documentation relating to Northwind's demurrage and dead freight claims arising from the Maputo deviation, which Northwind quantifies at approximately $1,230,000. This includes demurrage calculations, laytime statements, statements of facts, dead freight calculations, and any supporting correspondence or invoices. E. Hire Payments and Financial Records

1. All hire payment records, invoices, hire statements, and bank transfer confirmations for the entire charter period (January 15, 2021 through the present or the expiration of the charter).

2. All records relating to hire withheld by Northwind for the period of approximately October 1 through December 31, 2022 (approximately 110 days at $14,750 per day, totaling approximately $1,620,000), including any notices of deduction, set-off calculations, or correspondence between the parties regarding the withholding of hire.

3. All off-hire calculations and supporting documentation prepared by either party, including time logs, off-hire surveys, and any expert or consultant reports relating to the off-hire periods.

4. All documentation relating to substitute charter costs incurred by Northwind, bunker surcharges, additional port costs, and any other financial claims or counterclaims arising from the charter. F. Communications. This is a broad but critical category. TSL must preserve the following communications in all formats, including but not limited to emails, email attachments, letters, facsimiles, text messages (SMS), mess

1. TSL–Northwind Communications: All communications between TSL (including all officers, directors, employees, agents, brokers, and representatives) and Northwind Maritime Corporation (including, without limitation, Viktor Lindgren, Sandra Chow, Richard Hartnett, and any other Northwind agent, employee, or representative), for the period of December 1, 2020 through the present date and continuing.

2. Internal Communications: All internal communications within TSL and Aegean Fortuna Shipholding Ltd. relating to the M/V Aegean Fortuna, including but not limited to communications involving or among Alexandros Stavridis, Elena Papadimitriou, Markos Theodorakis, Captain Nikolaos Giannopoulos, Chief Engineer Petros Vlahos, and any member of TSL's technical, operations, chartering, or commercial departments.

3. Classification Society Communications: All communications with the Global Maritime Classification Bureau ("GMCB"), including all class surveyors, inspectors, plan approval engineers, and administrative personnel, relating to the M/V Aegean Fortuna.

4. P&I Club Communications: All communications with Oceanus Mutual Protection & Indemnity Club, including its claims handler David Okafor and any other club personnel, relating to any claims, incidents, notifications, or coverage matters involving the M/V Aegean Fortuna.

5. H&M Insurer Communications: All communications with Fortis Marine Underwriters Ltd., including underwriter Catherine Allsworth and any other Fortis personnel, relating to the M/V Aegean Fortuna, its insurance coverage, and any claims or notifications.

6. Lender Communications: All communications with Meridian Capital Bank AG, including relationship manager Lukas Brandt and any other bank personnel, referencing the M/V Aegean Fortuna, the Northwind charter, or any matters relating to the vessel's financing, mortgage, or any covenant compliance issues that may relate to the incidents or the litigation. G. Insurance Records

1. All claim notifications, claims correspondence, reserve notifications, coverage analyses, and any other documentation exchanged with or received from Oceanus Mutual Protection & Indemnity Club under Policy No. OCE-P&I-2020-TSL-0047, relating to any claims, incidents, or potential liabilities involving the M/V Aegean Fortuna.

2. All claim notifications, claims correspondence, adjusters' reports, loss notifications, and any other documentation exchanged with or received from Fortis Marine Underwriters Ltd. under Hull & Machinery Policy No. FMU-HM-2020-4892.

3. Any notifications, claims, or correspondence with Castellan Professional Liability Insurers Ltd. relating to directors' and officers' ("D&O") liability coverage, to the extent any such notifications have been made or contemplated in connection with the matters described herein. H. Corporate and Governance Records

1. All board of directors resolutions, meeting minutes (including minutes of any board committees), and corporate governance records of both TSL and Aegean Fortuna Shipholding Ltd. that relate to or reference the M/V Aegean Fortuna, the Northwind charter-party, the mechanical incidents described herein, the Maputo deviation, or the commencement or defense of this litigation.

2. All records of TSL's auditor, Lysander & Associates, to the extent such records reference or relate to the Northwind charter, the mechanical incidents, the litigation, or any reserves, accruals, contingent liabilities, or financial statement disclosures relating to this matter. This includes management representation letters, audit workpapers, and any correspondence between Lysander & Associates and TSL's manageme

IV. Forms of Documents and ESI to Be Preserved The preservation obligation described in this notice extends to all forms of documents and ESI, regardless of the medium or format in which they are stored. Without limitation, the following forms of documents and ESI must be preserved: Paper Documents: All originals and copies of paper documents, including but not limited to contracts, correspondence, memoranda, handwri

V. Key Custodians The following individuals have been identified as key custodians whose documents and ESI must be preserved as a matter of the highest priority. This list is not exhaustive, and additional custodians may be identified as the litigation progresses:

1. Alexandros Stavridis, Chairman and Chief Executive Officer, Thalassa Shipping & Logistics SA

2. Elena Papadimitriou, Chief Financial Officer, Thalassa Shipping & Logistics SA

3. Markos Theodorakis, General Counsel, Thalassa Shipping & Logistics SA

4. Captain Nikolaos Giannopoulos, Master, M/V Aegean Fortuna

5. Petros Vlahos, Chief Engineer, M/V Aegean Fortuna

6. TSL's Technical Superintendent(s) responsible for the M/V Aegean Fortuna during the charter period

7. All personnel in TSL's Commercial and Chartering Department who were involved in the negotiation, execution, or administration of the Northwind charter or any sub-charter involving the vessel

8. All personnel in TSL's Operations Department who were involved in voyage planning, voyage orders, or the Maputo deviation

9. Any other employee, officer, director, agent, or representative of TSL or Aegean Fortuna Shipholding Ltd. who had involvement with, or possesses documents or communications relating to, the matters described in this notice Each of the above-identified custodians must be individually notified of this litigation hold and must acknowledge receipt in writing. We request that Mr. Theodorakis coordinate the disseminatio

VI. Relevant Time Period The preservation obligation set forth in this notice covers all documents and ESI created, sent, received, or stored during the period from January 1, 2020 through the present date, and continuing until further written notice from Calderwood & Harkness LLP. The start date of January 1, 2020 has been selected to capture the period preceding the execution of the Charter-Party on December 3, 202

VII. Suspension of Routine Destruction TSL and Aegean Fortuna Shipholding Ltd. are hereby instructed to immediately suspend all routine document retention and destruction policies, automated deletion schedules, email purge protocols, and recycling programs as they apply to the categories of documents and ESI described in this notice. Specific steps that must be taken include, without limitation:

1. IT Department: TSL's Information Technology department must immediately suspend all auto-deletion protocols for email accounts belonging to key custodians and any other accounts that may contain relevant communications. All email backup tapes, server backups, and archive systems must be preserved and protected from overwriting or recycling. If TSL utilizes any email archiving or journaling system, the IT departmen

2. Vessel Management: TSL's vessel management and technical departments must immediately instruct the officers and crew of the M/V Aegean Fortuna to preserve all vessel-based electronic records, including electronic logbooks, PMS databases, VDR data, ECDIS records, and AIS data. If the vessel's VDR employs a fixed-duration recording loop, steps must be taken to download and preserve VDR data for the relevant periods

3. General Destruction Hold: No documents or files of any kind relating to the M/V Aegean Fortuna, the Northwind charter, or the matters described in this notice may be destroyed, deleted, shredded, discarded, or altered, whether pursuant to routine policy or otherwise, until Calderwood & Harkness LLP issues a written release of this litigation hold.

VIII. Consequences of Non-Compliance We wish to reiterate in the strongest possible terms the serious consequences that may flow from any failure to preserve relevant evidence. Spoliation of evidence — which encompasses the destruction, alteration, concealment, or failure to preserve documents or ESI that a party knows or reasonably should know are relevant to pending or anticipated litigation — may result in any or

IX. Compliance Confirmation and Reporting We respectfully request that the following steps be taken to ensure and document compliance with this litigation hold:

1. Litigation Hold Coordinator. We request that Markos Theodorakis, as General Counsel of TSL, serve as the primary litigation hold coordinator responsible for overseeing the implementation and ongoing compliance with this notice. Mr. Theodorakis should serve as the central point of contact between TSL and Calderwood & Harkness LLP for all preservation-related matters.

2. Written Confirmation of Receipt and Implementation. We request that written confirmation of the receipt and implementation of this litigation hold notice be provided by all key custodians identified in Section V above within five (5) business days of the date of this notice — that is, by no later than October 25, 2023. Each custodian should confirm in writing that he or she has read and understands this notice and

3. Inventory of Document Repositories. We request that TSL provide Calderwood & Harkness LLP with a comprehensive inventory of all document repositories, servers, email systems, backup systems, cloud storage platforms, fleet management systems, and vessel-based electronic systems that contain or may contain potentially relevant materials. This inventory should include a description of each system, its location, the d

4. Questions Regarding Scope. Any key custodian or other TSL personnel who has questions about the scope of this litigation hold or the relevance of particular documents should contact Calderwood & Harkness LLP directly. The appropriate contacts are: Douglas Carmichael, Partner Telephone: (212) 506-7150 Email: d.carmichael@calderwoodharkness.com Carlos Espinoza, Senior Associate Telephone: (212) 506-7283 Email: c.esp

X. Ongoing Obligation and Updates This litigation hold will remain in effect until Calderwood & Harkness LLP issues a written release expressly terminating the hold. No oral communication or informal statement should be construed as a release of any preservation obligation. The hold will not expire by the passage of time or upon the occurrence of any interim event in the litigation; it remains in effect throughout th

XI. Contact Information All questions, confirmations, and correspondence relating to this litigation hold should be directed to the following members of the Calderwood & Harkness LLP litigation team: Douglas Carmichael Partner Calderwood & Harkness LLP One Liberty Plaza, 50th Floor New York, New York 10006 Telephone: (212) 506-7150 Email: d.carmichael@calderwoodharkness.com Carlos Espinoza Senior Associate Calderwood