Contract analysis

I. Introduction and Purpose of Letter We write on behalf of our client, Thalassa Shipping & Logistics SA ("Thalassa" or "TSL"), a Société Anonyme organized and existing under the laws of the Hellenic Republic, with its registered headquarters at 42 Akti Miaouli, Piraeus 185 38, Greece. Calderwood & Harkness LLP also represents TSL's wholly owned subsidiary, Aegean Fortuna Shipholding Ltd., a limited liability company

II. Background of the Litigation On October 2, 2023, Northwind Maritime Corporation ("Northwind"), a corporation duly organized and existing under the laws of the Republic of the marshall Islands (Entity No. MI-94827), with its principal office at 1700 Harbor Gateway, Suite 500, Stamford, Connecticut 06902, filed a verified complaint (the "Complaint") in the Supreme Court of the State of New York, New York County, Co

III. Summary of Alleged Breaches Relevant to H&M Coverage Three distinct mechanical incidents during the charter period gave rise to Northwind's claims that TSL breached its obligation to maintain the M/V Aegean Fortuna in a seaworthy condition. Because these incidents involve hull and machinery damage, repair costs, and related operational losses, they are directly relevant to Fortis's coverage under the Policy and

IV. Northwind's Claimed Damages Northwind asserted total damages of $18,300,000 across the following categories: TSL disputed the majority of Northwind's damages claims on multiple grounds, including failure to mitigate, lack of proximate causation, duplicative recovery, and insufficient evidentiary support. TSL also filed a counterclaim in the amount of $1,620,000, representing unpaid hire that Northwind had unilate

V. Procedural History For Fortis's reference, we provide the following summary of the procedural history of the litigation: TSL filed its Answer, Affirmative Defenses, and Counterclaim on November 17, 2023. On December 15, 2023, TSL filed a Motion to Dismiss Counts III and V of the Complaint. By decision and order dated March 8, 2024, the Court granted TSL's motion in part, dismissing Count V (which alleged tortious

VI. Terms of the Settlement On November 20, 2024, Thalassa Shipping & Logistics SA, Aegean Fortuna Shipholding Ltd., and Northwind Maritime Corporation executed the Settlement Agreement and Mutual General Release (the "Settlement Agreement") resolving the litigation in its entirety. The material terms of the Settlement Agreement are as follows: Settlement Amount. The total settlement amount is Seven Million Eight Hun

VII. Confirmation that the Settlement Does Not Impair Fortis's Subrogation Rights TSL wishes to confirm expressly, and this letter constitutes formal written confirmation, that the Settlement Agreement and Mutual General Release have been specifically drafted so as not to impair, waive, release, or otherwise prejudice any subrogation rights that Fortis Marine Underwriters Ltd. may hold or may elect to exercise under

VIII. Request for Confirmation and Next Steps We respectfully request that Fortis take the following actions at its earliest convenience:

1. Acknowledge receipt of this notice in writing, directed to the undersigned at the address set forth above or by electronic mail to dcarmichael@calderwoodharkness.com.

2. Confirm Fortis's understanding that its subrogation rights under H&M Policy No. FMU-HM-2020-4892 remain unimpaired by the settlement described herein, and advise whether Fortis has any concerns or questions regarding the preservation of those rights.

3. Advise whether Fortis wishes to receive a copy of the execution version of the Settlement Agreement and Mutual General Release. TSL is prepared to provide such a copy upon Fortis's request, subject to the confidentiality provisions of the Settlement Agreement which, as noted above, expressly permit disclosure to insurers.

4. Advise whether Fortis wishes to receive copies of any relevant repair records, survey reports, drydocking reports, GMCB classification documentation, or other technical materials that may be relevant to any subrogation analysis Fortis may wish to undertake in connection with the mechanical incidents described herein. TSL's counsel at Calderwood & Harkness LLP remains available to discuss any questions or concerns

IX. Reservation of Rights TSL hereby expressly reserves all of its rights under H&M Policy No. FMU-HM-2020-4892, including but not limited to any claims for indemnity, coverage, or reimbursement arising from the mechanical incidents described herein, and any other rights, benefits, or protections afforded to TSL under the terms and conditions of the Policy. Nothing in this letter, and no action taken by TSL in connec