Joint Venture Agreement dated 3 February 1992 between Liepaya Ocean-Going Fishing Fleet Base (LOGFFB), a Latvian Corporation, and Latstar Lines Ltd. (LATSTAR), a Marshall Islands Corporation.

The Agreement creates a 50-50% interest joint-venture between the two Parties to: (a) re-register all vessels owned or operated by LOGFFB through LATSTAR in order to secure financial/economic advantages; (b) contract through LATSTAR to market fisheries products produced by such vessels and otherwise earn revenues by operation of the vessels; (c) charter vessels to LOGFFB from LATSTAR upon re-registration until all monies secured by the vessels are repaid, then to return the vessel registry to LOGFFB. Charter to commence upon re-registry of bareboat charter. Specific obligations of each Party are stipulated in articles 2 and 3. Mutual obligations include coordinating the marketing of fisheries products harvested by the vessels. The Agreement shall continue until the monies secured by the vessels are fully repaid or for five years, whichever is greater. It shall be renewed automatically for a further five years unless one Party notifies its intention to terminate it. The first amendment stipulates that all harvest products and product inventories shall be transferred to LATSTAR as assets. The second amendment stipulates an amount of US$ 10 million as damages in case of unilateral termination or other by the Government of Latvia. The third and final amendment, among others, confirms that the intent of the Agreement is to provide continuous control, possession and ownership rights for LOGFFB.