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									                  CITY OF LOS ANGELES HARBOR DEPARTMENT
                            PORT OF LOS ANGELES


                                  Crane No. 209-12

                                      Berth 128

        The Executive Director of the Harbor Department of the City of Los Angeles
hereby preferentially assigns to YANG MlNG TRANSPORT COPORA-I-ION, LTD., c/o
WEST BASIN CONTAINER TERMINAL, whose address is 111 W. Ocean Boulevard,
Suite 1610, Long Beach, California 90802, as is consistent with noticing provision of
Permit 787, Section 1l(1) (hereinafter called "Assignee"), in the area of Berth 128 under
Permit 787, Crane No. 209-12 (hereinafter called "premises") as shown on Drawing
No.             on file in the office of the Chief Harbor Engineer. A copy of a temporary
drawing is attached hereto as Exhibit "En. The temporary drawing may be replaced at a
later time by an official Harbor Engineer drawing, when available, also marked Exhibit

       This Non-Exclusive Preferential Crane Assignment Agreement (hereinafter
referred to as "Assignment Agreement") shall be nonexclusive, and shall at all times be
subject to the Charter of the City of Los Angeles, to Port of Los Angeles Tariff No. 4 and
all amendments and supplements thereto, and reissues thereof (hereinafter referred to
as "Tariff No. 4"), to all orders, rules and regulations of the Board of Harbor
Commissioners (hereinafter referred to as "Board"), to the ordinances of the City of Los
Angeles (hereinafter referred to as "City") and the following terms, covenants and

       1.     Except as provided below, the premises shall be used for the loading and
unloading of containers, on and from vessels, over, through and upon the designated
berths. All revenues derived from the premises during such time shall be solely those of
City and not of Assignee or any other user of the terminal. The premises may not be
used for handling scrap materials in bulk form unless the written approval of the Harbor
Engineer is first obtained. Such approval shall be indicated by attaching to this
Assignment Agreement a copy of the Harbor Engineer's written approval, which shall
specify the loads Assignee is permitted to handle. Attached to this Assignment
Agreement is Exhibit "B", addressing crane-handling loads. Assignee agrees to use the
cranes in accordance with the procedures set forth in Exhibits "A" [Port of Los Angeles
Container Crane Usage Procedure], "B" [Crane Handling Loads], and "D" [Port of Los
Angeles Crane Operation Procedure During High Wind Conditions] attached. So long
as Assignee is not in default or breach of this Assignment Agreement or the underlying
Permit 787, the City will not interfere with Assignee's quiet enjoyment and use of the
premises during the Term hereof; provided, however, that the right hereby granted to
use the premises for said purposes shall not be exclusive, and whenever the premises,
    or any part thereof, are not required in whole or in part for the use of Assignee for the
    stated purposes, the Executive Director shall have the right to, and may, make other
    assignments to any other person, firm or corporation to use such premises, or any part
    thereof, as provided in Tariff No. 4. Assignee shall allow City sufficient time to conduct
    the maintenance work required to maintain Crane No. 209-12, as set forth in Exhibit "C"
    [Scope of Work] Outlining Existing Maintenance Procedures. (Exhibits referenced in
    this Section 1 are attached hereto).

           2.    City shall be responsible for all routine maintenance and repair of Crane
    No. 209-12. However, Assignee shall be liable for and shall pay to City, upon demand,
    the actual cost of all damages or repairs, other than normal wear and tear, to property
    owned by or in the care and custody of City caused, negligently or otherwise, by
    Assignee, its officers, agents, employees, licensees, invitees or permittees, or by
    vessels owned, operated or represented by it. In the event that City chooses not to
    make repairs, or in ,the event that repairs will be delayed for any substantial period,
    Assignee may, following written approval by the Executive Director of the Scope of
    Work, arrange for the necessary repairs and shall then pay for the repairs. Assignee
    shall subsequently be credited for the actual cost of said repairs.

           3.     Assignee shall at all times keep and maintain the premises in a safe,
    clean, wholesome, sanitary, and sightly condition and in conformance with all applicable
    federal, state, regional, municipal and other laws, ordinances, rules and regulations.
    The appearance of the preniises shall be maintained to the satisfaction of the Executive

          4.     The Term of this Non-Exclusive Preferential Crane Assignment
    Agreement ("Assignment Agreement") is two (2) years, commencing on February 1,
    2007 and ending on January 31, 2009. There is also one (1) I-year mutual option, to
    be exercised prior to the expiration of the initial two (2) year Term, whereby this
    Assignment Agreement will be extended for an additional year under the same terms
    and conditions, except that the rent shall be reset for the option period.

           5.      The rent to be paid by Assignee to City pursuant to this Assignment
    Agreement is $520,000 per year, payable in monthly installments of $43,333 on or
    before the first day of each month during the Term hereof. Credit shall be applied to the
    monthly rent for any period longer than twenty-four (24) hours in which Crane No. 209-
    12 is out of service. The Credit period shall cease upon the repair and reactivation of
    Crane No. 209-12. The City shall not be responsible for any ancillary business damage
    or delay caused by said inoperable crane.

           6.     Assignee shall provide, at its own cost and expense, such appliances and
    employ such persons as it may require for the handling of goods, wares and
    merchandise at Crane No. 209-12; provided, however, that nothing contained herein
I   shall prevent Assignee from using such appliances as may be installed by City at the
    premises upon the payment to City of the charges fixed therefor. Assignee shall pay all
    license and excise fees and occupation taxes covering the business conducted on the
premises and all taxes on all property, or interests therein, of Assignee in or on the

      7.     Assignee agrees to furnish all statements, manifests, reports and other
s~~pporting             and
           doc~~ments to pay the total amount of all charges accruing at the
premises at or before the time provided in Tariff No. 4.

             If Assignee has been placed on the credit list in accordance with Tariff No.
4, Assignee shall file with the Executive Director, on forms provided by the Los Angeles
Harbor Department, a statement, verified by the oath of Assignee, its manager or duly
authorized representative, showing all charges which shall have a c c r ~ ~ eat the

               A statement showing all charges which shall have accrued at the premises
shall be filed on or before the tenth day of each month.

                A statement reporting, in hours, the usage of Crane No. 209-12 shall be
filed in City's Wharfingers Office on or before the tenth day of each month.

       8.       All books, accounts and other records showing the affairs of Assignee with
respect to its business transacted at, upon or over the premises shall be maintained
locally during the life of this Assignment Agreement and for twelve (12) months
thereafter, and shall be subject to examination, audit and transcription by the Executive
Director or any' person designated by him or her; and, in the event it becomes
necessary to make such examination, audit or transcription at any place other than
within fifty (50) miles of the premises, then all costs and expenses necessary or incident
to such examination, audit or transcription shall be paid by Assignee. Upon request in
writing by the Executive Director, Assignee shall furnish a statement of the total cost
and uht cost of performing loading and unloading at Crane No. 209-12, and any other
services rendered in connection with the u of Crane No. 209-12 at the premises. The
statement shall be submitted within thirty (30) days of the request and shall contain
such detail and cover such period of time as may be specified in any such request.

        9.    No assignment, transfer, sublease, gift, hypothecation or grant of control
of this Assignnient Agreement, or any of the rights or privileges granted hereunder, in
whole or in part, whether voluntary or by operation of law, shall be valid for any purpose
without the prior written consent of €he Executive Director first had and obtained; and
any such assignment, transfer, sublease, gift, hypothecation or grant of control or other
disposition of this Assignment Agreement shall be evidenced by a duly executed
instrument in writing, a copy of which shall be filed in the office of the Executive
               For purposes of this Section 9, the term "by operation of law" includes the
placement of all or substantially all of Assignee's assets in the hands of a receiver or
trustee, an assignment by Assignee for the benefit of creditors, the adjudication of
Assignee as a bankrupt, the institution of any proceedings (by Assignee or against
Assignee) under the Bankruptcy Act, as the same now exists or under any amendment
thereof which may hereafter be enacted or under any other act relating to the subject of
bankruptcy wherein Assignee seeks to be adjudicated a bankrupt, or to be discharged
of its debts, or to effect a plan of liquidation, composition or reorganization.

       10. This Assignment Agreement is and shall be revocable at any time by the
Executive Director upon at least thirty (30) days' written notice to Assignee, which notice
shall specify the date upon which this Assignment Agreement shall terminate. Within
the time so specified, the Assignee shall cease the use of the premises and shall quit
and surrender possession of the premises to City. The right of the Executive Director to      ,
revoke this Assignment Agreement is and shall remain unconditional and unrestricted.
Neither City, nor any of its boards, officers, agents or employees, shall be liable in
damages to the Assignee or in any other manner, because of any such revocation.

        11. Assignee shall signify its acceptance of this Assignment Agreement in
writing, agreeing to abide and be bound by each and every one of its terms and
conditions. This Assignment Agreement shall not be or become effective for any
purpose until such written acceptance is filed with the Executive Director.

       12.    Upon the neglect, failure or refusal by Assignee to comply with any of the
terms or conditions of this Assignment Agreement, the Executive Director may, by
written notice to Assignee, declare this Assignment Agreement forfeited, and may
thereupon exclude Assignee and all other persons, firms or corporations from any
further use of the premises, and other facilities and appliances, under this Assignment

       13. Assignee shall at all times relieve, indemnify, protect and save harmless
City and any and all of its boards, officers, agents and employees, from any and all
claims and demands, actions, proceedings, losses, liens, costs and judgments of any
kind and nature whatsoever, including expenses incurred in defending against legal
actions, for death of or injury to persons or damage to property, including property
owned by or under the care and custody of City, and for civil fines and penalties, that
may, in whole or in part, arise from or be caused, directly or indirectly, by:

             (a)    Any dangerous, hazardous, unsafe or defective condition, in or on
      the premises, of any nature whatsoever, which may exist by reason of any act,
      omission, or neglect of, or by any use or occupation of the premises by,
      Assignee, its officers, agents, employees, licensees, permittees, or invitees;

            (b)   Any operation conducted upon or any use or occupation of the
      premises by Assignee, its officers, agents, employees, licensees, permittees, or
       invitees, under or pursuant to the provisions of this Assignment Agreement or

              (c)  Any act, omission or negligence of Assignee, its agents, officers,
       employees, licensees, permittees, or invitees, regardless of whether any act,
       omission or negligence of City, its officers, agents or employees, contributed
       thereto;                                                                    ,-

             (d)    Any failure of Assignee, its officers, agents or employees, to comply
      with any of the terms or conditions of this Assignment Agreement or any
      applicable federal, state, regional or municipal law, ordinance, rule or regulation;

             (e)    The conditions, operations, uses, occupations, acts, omissions, or
      negligence referred to in (a), (b), (c) and (d) above, existing or conducted upon or
      arising from the use or occupation by Assignee, its agents, officers, employees,
      licensees, permittees or invitees, of any other area within the Harbor District, as
      defined in the Charter of City, including the approaches, channels, turning basins
      and other waters.

               The term "person," as used in this Section 13 and Section 14 shall
inc'lude, but not be limited to, officers and employees of Assignee.

             Assignee hereby waives any-right to limit its liability by abandonment of a
wreck or otherwise under any Wreck Act or Limitation of Liability Act.

       14. Assignee shall procure and maintain at its expense and keep in force at all
times during the life of this Assignment Agreement the following insurance, which is set
forth on the "lnsurance Assessment Request" document which is attached hereto and
marked Exhibit "F":

               (a)     Broad form comprehensive general liability and property damage
      insurance, including automobile and contractual liability assumed coverages,
      written by an insurance corrlpany authorized to do business in the State of
      California rated VII, A- or better in Best's lnsurance Guide (or an alternate guide
      acceptable to City if a Best's Rating is not available), with Assignee's normal
      limits of liability but not less than Six Million Dollars ($6,000,000) combined single
      limit for injury, death or property damage arising out of each accident or
      occurrence unless Executive Director allows or requires a different .limit of
      liability. If the submitted policy contains an aggregate limit, this limit must be
      satisfactory to Executive Director or his or her designee. Said limits shall be
      without deduction, provided that Executive Director or his or her designee may
      permit a deductible amount in those cases where, in his or her judgment, such a
      deductible is justified. The insurance provided shall contain a severability of
      interest clause assuring that damage to City property or injury to City personnel
      are covered by the insurance. In all cases, regardless of any deductible, said

insurance shall contain a defense of suits provision which assures the carrier will
defend the City if any suit arises related to Assignee's occupation of the premises
or such suit is within the scope of Assignee's indemnity allegation set forth in
Section 13. If Assignee operates ?watercraft or incurs other marine liability
exposures or operates vehicles as part of its business in the Port, liability
coverage for such watercraft or vehicles must be provided as above. The
submitted policy shall contain endorsements substantially as follows:

              "(i)   Notwithstanding any inconsistent statement in the policy to
      which this endorsement is attached, or any endorsement or certificate now
      or hereafter attached hereto, it is agreed that the City of Los Angeles, its
      Board of Harbor Commissioners, their officers, agents and employees, are
      additional insureds hereunder, and that coverqge is provided for all
      operations, uses, occupations, acts and activities of the insured under its
      berth assigr~n~ent   issued by the City, and under any amendments,
      modifications, extensions or renewals thereof, regardless of whether such
      operations, uses, occupations, acts and activities occur on the premises or
      el~ewhere~within Harbor District, and regardless of whether liability is
      attributable to the insured or a combination of the named insured and
      additional insured. It is understood that the additional insured will not be
      responsible for the payment of premiums under the policy;

             "(ii) The policy to which this endorsement is attached shall not be
      cancelled or reduced in coverage until after the Executive Director and the
      City Attorney of City have each been given thirty (30) days' prior written
      notice by registered mail addressed to P.O. Box 151, San Pedro,
      California 90733-0151;

             "(iii) The coverage provided by the policy to which this
      endorsement is attached is primary coverage and any other insurance
      carried by City is excess of this insurance and shall not contribute with it;

            "(iv) If one of the named insureds incurs liability to any other of
      the named insureds, this policy shall provide protection for each named
      insured against whom claim is or may be made, including claims by other
      named insureds in the same manner as if separate policies had been
      issued to each named insured. Nothing contained herein shall operate to
      increase the company's limit of liability; and

             "(v) Notice of occurrences of claims under the policy shall be
      made to [This information is to be supplied by the Assignee's insurance
      carrier when submitting the endorsement to the Harbor Department. The
      information to be supplied is the name, address and phone number of the
      person representing the carrier to be notified at the time of any accident].
                (b)     In addition to and concurrently with the aforesaid insurance
       coverage, Assignee shall also secure and maintain, either by an endorsement
       thereto or by a separate policy, fire legal liability insurance covering legal liability
       of Assignee for damage or destruction to the works, structures and
       improvements owned by City. This policy shall be in an amount sufficient to cover
       the replacement value of the City structure occl- pied by Assignee but need not
       exceed the value of the deductible in the City's fire insurance policy provided,
       that upon thirty (30) days' prior written notice to Assignee, said minimum limits of
       liability shall be subject to adjustment by Executive Director to conform with the
       deductible amount of the fire insurance policy maintained by Board. Currently this
       deductible is One Hundred Thousand Dollars ($100,000). So long as City's
       insurance policy permits City to waive any cause of action it and the City's
       insurance carrier wol-~ldothewise have for a fire caused by Assignee, City
       agrees to such waiver provided Assignee provides the insurance required by this
       Section 14. City should not be named as an additional insured in Assignee's fire
       legal liability policy.

               (c)    Assignee shall furnish two certified copies of each policy or
       certificate required herein for approval by the City Attorney of City.

              (d)   At least sixty (60) days prior to the expiration of each policy,
       Assignee shall furnish to Board a certificate or certificates showing that the policy
       has been renewed or extended or, if new insurance has been obtained, Assignee
       shall comply with subsection (c) hereof. If Assignee neglects or fails to submit
       copies thereof or certificates as required above, Board may, at its option and at
       the expense of Assignee, obtain such insurance for Assignee.

              (e)    The Executive Director, at his or her discretion, based upon
       recommendation of independent insurance consultants to City, may require an
       increase br decrease in the amounts and types of insurance coverage required
       hereunder at any time during the Term hereof by giving ninety (90) days' prior
       written notice to Assignee.

        15. Assignee shall report in writing to the Executive Director, within fifteen (15)
days after Assignee, its officers or nianaging agents, have knowledge thereof, any and
all accidents or occurrences involving death of or injury to persons or damage in excess
of One Thousand Dollars ($1,000) to property occurring on said premises or other
premises in the Harbor District used or occupied by it without express written
authorization of Board or Executive Director, which may arise from or be caused by (a)
the condition of str~~ctures facilities owned by City on the premises or (b) conditions
or occurrences which may give rise to claims against, or liability to, others on the part of
City referred to in the provisions of clauses (b), (c), (d), or (e) of Section 13 hereof. The
report shall contain: (1) the name and address of each person involved, (2) a general
statement as to the nature and extent of the injuries or damage, (3) the date and hour of
the accident or occurrence, (4) the names and addresses of known witnesses, and
(5) such other information relative to such accident or occurrence as may be in the
possession of or known to Assignee, its officers or managing agents.

        16. No additions, alterations or repairs shall be made by Assignee, its officers,
agents or employees, to the premises or to any of the structures or improvements
located thereon and owned by City. No facilities, equipment or appliances shall be
installed or located on the prernises or in or about any structure or improvement located
thereon, until and unless a permit has first been obtained from the Chief Harbor               .
Engineer. When so installed or located, such facilities, equipment or appliances must
conform in all respects to all applicable federal, state or municipal building, fire safety,
environmental and other laws, ordinances, rules and regulations. A permit from the
Chief Harbor Engineer shall not be required for cargo, cargo-handling equipment or
rolling equipment of Assignee if Assignee has a valid cargo-handling perrr~it     issued by
the Executive Director.

       17.    Unless otherwise provided for herein, Assignee shall pay all charges for
services furnished to the premises or used in connection with its occupancy.

        18. The Executive Director and any duly authorized representatives shall have
the right to enter upon the premises at any and all reasonable times during the Term of
this Assignment Agreement for the purpose of determining compliance with its terms
and conditions or for any other purpose incidental to the rights of City. The right of
inspection reserved hereunder shall impose no obligation upon City to make inspections
to ascertain the condition of the premises and shall impose no liability upon City for
failure to make such inspections. By reserving the right of inspection, City assumes no
responsibility or liability for loss or damage to the property of Assignee or property under
the control of Assignee whether caused by fire, water or other causes, nor does City
assume responsibility for any shortages of cargo handled by Assignee at the premises.

       19. Assignee shall not erect or display, or permit to be erected or displayed,
on the premises, or upon works, structures and improvements made by Assignee, any
advertising matter of any kind, including signs, without the prior written consent of
Executive Director. Assignee shall post, erect and maintain on the premises such signs
as Executive Director may direct.

       20.   This Assignment Agreement is granted pursuant to an application filed by
Assignee with the Executive Director. If the application or any of the attachments
thereto contain any material misstatement of fact, the Executive Director may cancel
this Assignment Agreement.

       21.    Assignee agrees not to discriminate in its employment practices against
any employee or applicant for employment because of the employee's or applicant's
race, religion, ancestry, national origin, sex, sexual orientation, age, disability, marital
status, domestic partner status or medical condition. All subcontracts awarded under or
pursuant to this Assignment Agreement shall contain this provision.
       22. It is the policy of the City to provide minority business enterprises (MBEs),
women's business enterprises (WBEs), and all other business enterprises (OBEs) an
equal opportunity to participate in the performance of all City contracts in all areas
where such contracts afford such participation opportunities. The Assignee shall assist
the City in implementing this policy and shall use its best efforts to afford the opportunity
for MBEs, WBEs, and OBEs to achieve participation in subcoritracts where such
participation opportunities present themselves and attempt to ensure that all available
business enterprises, including MBEs, WBEs, and OBEs have an equal opportur~ity           to
compete for and participate in any such participation opportunity which might be
presented under this Assignment Agreement.

        23.    It is hereby understood and agreed that the parties to this Assignment
Agreement have read and are aware of the provisions of Section 1090 et seq. and
Section 87100 et seq. of the Government Code relating to conflict of interest of public
officers and employees, as well as the Conflict of Interest Code of the Harbor
Department. All parties hereto agree that they are unaware of any financial or
economic interest of any public officer or employee of City relating to this Assignment
Agreement. Notwithstanding any other provision of this Assignment Agreement, it is
further understood and agreed that if such a financial interest does exist at the inception
of this Assignment Agreement, the Executive Director may immediately terminate it by
giving written notice thereof.

        24.   If City shall, without any fault, be made a party to any litigation
commenced by or against Assignee arising out of Assignee's use or occupancy of the
premises, then Assignee shall pay all costs, expenses, and reasonable attorney's fees
incurred by or imposed upon City in connection with such litigation, including the
reasonable value of the services rendered by the Office of the City Attorney, if any.
Each party shall give prompt notice to the other of any claim or suit against it that may
affect the other party.

       25.    In all cases where written notice is to be given under this Assignment
Agreement, service shall be deemed sufficient if said notice is deposited in the United
States mail, postage prepaid. When so given, such notice shall be effective from the
date of mailing of the same. For the purpose hereof, unless otherwise provided by
notice in writing from the respective parties, notice to City shall be addressed to
Executive Director, Los Angeles Harbor Department, P.O. Box 151, San Pedro,
California 90733-0151, and notice to Assignee shall be addressed to it at the address
set forth hereinabove. Nothing herein contained shall preclude or render inoperative
service of such notice in the manner prescribed by law.

      26.    Assignee hereby irrevocably appoints
                                                                         , as its agent
for the purpose of service of process in any suit or proceeding which may be instituted
in any court of the State of California or in any federal court in said State by the City
which arises out of or is based upon this Assignment Agreement, and delivery to such
agent of a copy of any process in any such action shall constitute valid service upon
                Assignee. It is further expressly agreed, covenanted and stipulated that if for any
                reason service of such process upon such agent is not possible, then in such event,
                Assignee may be served with such process in or out of this State in any manner
                authorized by the California Code of Civil Procedure. It is further expressly agreed that
                Assignee is amenable to the process so served, submits to the jurisdiction of the court
                so acquired, and waives any and all objection and protest thereto. All costs in
                cor~nectionwith such appointment shall be borne by City.

                       27.    No waiver by either party at any time of any of the terms, conditions, and
                covenants of this assignment agreement shall be deemed or taken as a waiver at any
                time thereafter of the s,ame or any other term, condition, covenant or agreement herein
                contained, nor of the strict and prompt performance thereof by the proper party.

                       28. Any default in Assignee's obligation to make payments to City under the
                terms of any other Assignment Agreement, lease, permit or other agreement, when
                such default involves the sum of Five Hundred Dollars ($500) or more, shall constitute a
                default on the part of Assignee with respect to this Assignment Agreement.

                        29.    Upon the termination of this Assignment Agreement other than by
                forfeiture, Assignee shall quit and surrender possession of the premises to City and
                shall, without cost to City, remove any and all works, structures and other irr~provements
                located thereon, except works, structures or other improvements owned by City, and
                restore the premises to the same or as good condition, ordinary wear and tear
                excepted, as the same'were in at the time of the first occupancy thereof by Assignee or
                its assignors, if any, under this or any prior assignment agreement, permit or lease.
                "Ordinary wear and tear" does not permit Assignee to damage paving or to contaminate
I               ,the premises with any material handled at the premises. Executive Director may, at his
                or her option, accept all or a portion of the works, structures, or other improvements on
I               behalf of City in lieu of all or a portion of the removal or restoration required herein.
                Assignee shall leave the premises free from contamination of hazardous substance or
                hazardous waste, including hazardous liquid bulk products and petroleum products,
    I           (hereinafter sometimes collectively referred to as "hazardous materials"), as defined
                below. Assignee shall leave the surface of the ground in a level, graded condition with
                no excavations, holes, hollows, hills or humps.

                        30.   Assignee may not handle, use, store, transport, transfer, receive or
                dispose of, or allow to remain on the premises (hereinafter collectively referred to as
                "handle"), any substance classified as a hazardous material under any federal, state,
                local law or ordinance (hereinafter sometimes collectively referred to in this Assignment
                Agreement as "law") in such quantities as would require the reporting of such activity to
                any person or agency having jurisdiction thereof without first receiving written
                permission of City. If Assignee has handled material on the premises classified by law
                as hazardous [Assignee's attention is particularly called to the Resource Conservation
                and Recovery Act of 1967 ("RCRA), 42 U.S.C. Sec. 6901 et seq.; the Comprehensive
                Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"), as
                amended by the Superfund Amendments and Reauthorization Act of 1986 ("SARA), 42
        U.S.C. Sec. 9601 etseq.; the Clean Water Act, 33 U.S.C. Sec. 1251 et seq.; the Clean
        Air Act, 42 U.S.C. Sec. 7901 et seq.; California Health & Safety Code Sec. 25300 et
        seq. and Sec. 25100 et seq.; California Water Code Sec. 13000 et seq.; California
        Administrative Code, Title 22, Division 4, Chapter 30, Article 4; Title 49 CFR 172.101;
        Title 40 CFR Part 302 and any amendments to these provisions or successor
        provisions] and such material has contaminated or threatens to contaminate the
        premises or adjacent premises (including structures, harbor waters, soil or
        groundwater), Assignee, to the extent obligated by law and to the extent necessary to
        satisfy City, shall at its own expense perform soil and groundwater tests to determine
        the extent of such contamination, and shall irnmediately remediate from the pren'lises
        any such material. If, in the determination of the Executive Director, such hazardous
        material cannot be remediated on site to the satisfaction of City, Assignee shall remove
        and properly dispose of all contaminated soil, material or groundwater and replace such
        soil or material with clean soil or material suitable to City.

                     If, during Assignee's occupancy, hazardous materials are discovered on
        the premises or such materials have migrated to or threaten to contaminate adjacent
        premises (including structures, harbor waters, soil or groundwater), Assignee shall
        immediately notify the City and Assignee, at its sole expense, shall perform such soil
        and groundwater-testing as required by law and as City deems necessary and take
        immediate steps to remediate the premises to the satisfaction of City. ,

                      If Assignee disposes of any soil, material or groundwater contaminated
        with hazardous material: Assignee shall provide City copies of all records, including a
        copy of each uniform h,azardous waste manifest indicating the quantity and type of
        material being disposed of, the method of transportation of the material to the disposal
        site and the location of the disposal site. The name of the City of Los Angeles shall not
        appear on any manifest document as a generator of such material.

                       Any tests required of Assignee by this Section 30 shall be performed by a
        State of California Department of Health Services certified testing laboratory satisfactory
I       to City. By signing this Assignment Agreement, Assignee hereby irrevocably directs any
        such laboratory to provide City, upon written request from City, copies of all of its
I       reports, test results, and data gathered. As used in this Assignment Agreement, the
    I   term "Assignee" includes agents, employees, contractors, subcontractors, andlor
    )   invitees of the Assignee.                       O

               31. Assignee understands and agrees it is responsible for complete
        restoration of the premises, including the clean up of any hazardous material
        contamination on or arising from the premises before the expiration or earlier
        termination of this Assignment Agreement. If, for any reason, such restoration is not
        completed before such expiration, then Assignee is obligated to pay City compensation
        during such restoration pursuant to Port of Los Angeles Tariff No. 4, Item No. 810.
        Assignee also agrees to provide City a surety bond to assure removal of hazardous
        material from the premises if at any time City demands such bond. Assignee's breach of
any of the provisions of this Section 31 shall entitle City to forfeit this Assignment

        32.    Upon request of Executive Director, Assignee shall provide City a site
characterization study and site restoration plan in a form acceptable to City and at
Assignee's expense as directed by City. The study and plan shall demonstrate to City's
satisfaction that the premises have not been contarr~inatedor that, if contamination
exists, Assignee will remove it to the satisfaction of City.

        33.    Assignee represents that it has obtained and presently holds the Business
Tax Registration Certificate(s) required by the City's Business Tax Ordinance (Article 1,
Chapter 2, Sections 21.00 and following, of the Los Angeles Municipal Code). The
Assignee will provide the Director of Property Management evidence that said
Certificate has been obtained. The Assignee shall maintain, or obtain as necessary, all
such Certificates required of it under said Ordinance and shall not allow any such
Certificate to be revoked or suspended.

        34.   Assignee is aware that effective December 9, 1998, the Board of Harbor
Commissioners of the City of Los Angeles adopted Resolution No. 5768, agreeing to
adhere to the provisions of Los Angeles City Ordinance No. 171547, relating to Living
Wage, as the policy of the Harbor Department. Assignee shall comply with the policy
wherever applicable, a copy of, which is available from the Harbor Department.
Violation of this provision, where applicable, shall entitle the City t o terminate this
Assignment Agreement and otherwise pursue legal remedies that may be available.

       35.    Assignee is aware that effective January 13, 1999, the Board of Harbor
Comrr~issionersof the City of Los Angeles adopted Resolution No. 5771, agreeing to
adopt the provisions of Los Angeles City Ordinance No. 171004, relating to Service
Contract Worker Retention, as the policy of the Harbor Department. Assignee shall
comply with the policy wherever applicable, a copy of which is available from the Harbor
Department. Violation of this provision, where applicable, shall entitle the City to
terminate this Assignment Agreement and otherwise pursue legal remedies that may be

       36. Assignee is aware that the Board of Harbor Commissioners adopted
Resolution No. 6328 on January 12, 2005, agreeing to adopt the provisions of Los
Angeles City Ordinance No. 172,908, as amended, relating' to Equal Benefits, Section, et. seq. of the Los Angeles Administrative Code, as the policy of the Harbor
Department. Assignee shall comply with the policy wherever applicable, a copy of
which is available from the Harbor Department. Violation of this provision, where
applicable, shall entitle the City to terminate this Assignment Agreement and otherwise
pursue legal remedies that may be available.
Dated:                    ,2007                     CITY OF LOS ANGELES
                                                    HARBOR DEPARTMENT

                                                     Executive Director


       The undersigned Assignee hereby accepts the foregoing Assignment Agreement
and agrees to abide and be bound by and to observe each and every of the terms and
conditions thereof. Assignee acknowledges that it has received a copy of Tariff No. 4,
has read it, and agrees to be bound by all of its terms and conditions.

Dated:                    ,2007                     YANG MlNG TRANSPORT
                                                    CORPORATION, LTD.


                                                    (Print Name and Title)


                                                    (Print Name and Title)

Approved as to Form


  JAMES L. SPITSER, Assistant                !
                             MUTUAL TERMINATION

       It is mutually agreed that this Assignment Agreement is revoked and shall no
longer have any force or effect from and after                 ,2007.

                                CITY OF LOS ANGELES HARBOR DEPARTMENT

                                               Executive Director


                                                                                                       I   '

                                             EXHIBIT "A"

                                  PORT OF LOS ANGELES
                            CONTAINER CRANE USAGE PROCEDURE

 I . Whenever Assignee requires the use of Harbor Department container cranes,
     Assignee shall contact the applicable Crane Maintenance Contractor (Contractor).

2. When Contractor personnel arrive at the operational site, they will conduct a
   preoperational check. At the boom station, these forces will inspect and standby while the
   operator booms up and down. Tenant charges will be assessed in accordance with Tariff
   No. 4, or as stated in their crane agreement.

3. During the operation of the crane, Contractor standby personnel will be on the crane or in
   close proximity to the crane operation. If at any time it is determined that the crane is not
   operating in a safe manner, Contractor may, in his sole discretion, shut down the crane
   operation. Contractor representative will:

         a.       Inform the operator of misuse and the fact that the power will be turned off if
                  misuse continues;

         b.       Notify the dock boss;

         c.      Notify the terminal operator;

         d.       Call the Department's Construction and Maintenance Division at (3 10) 732-3550
                  and inform dispatcher of their action; and

         e.      Write a report of the incident.

4.            The terminal operator is responsible, prior to use of the equipment, to inspect the
              crane and appurtenanbes and declare the machinery ready for service. Upon
              completion of crane operations and 'boom up and lock down", the terminal operator is
              to inspect crane, and note damage or need of repair. This information is to be
              forwarded to the Port of Los Angeles, Construction and Maintenance, at (310) 732-
              3550, or through the Contractor.

5.   '        Contractor standby personnel will make an inspection during the Assignee's lunch
              break. One hour before, the end of each.shift, Contractor shall visually check,each
              Crane for any damage or visual defect. At the end of the shift, Construction and
              Maintenance or the Contractor personnel will check to determine that Assignee has
              stowed the crane, Assignee has placed everything in its proper attitude, Assigrlee has
              locked the crane machinery room, Assignee has locked the control cab, and Assignee
              has placed the stow pins down and locked them where applicable.
                                          EXHIBIT "B"

    Crane Handling Loads:

           City Cranes will be used for conventional container handling which requires all
    cargoes within those containers to meet the load and distribution requirements within
    containers. The Cranes will not be used in loading conditions or for non-conventional
    container handling - such as the handling of bulk materials, including scrap with rotating
    devices, grab bucket, quick release of load and similar types of operation - which can
'   cause shock loads to the hoist and structural equipment
                                      EXHIBIT "C"


A.   Preventive container Crane Maintenance:

     The Contractor shall provide supervision, labor, tools, equipment, and miscellaneous
     incidental supplies not related to the Cranes to perform all, but not limited to, the
     following preventive maintenance services on the Cranes:

     1.     Prior to s h i m'val: After a container 'crane has been used to load or unload
            containers, the following inspection and preventive maintenance services shall be
            performed the following day, but in the event the Crane is not used for one week,
            these services shall be performed again within eight hours prior to ship arrival.

            a. Identify crane number, name of ship, shipping line, location, data, and time of
            b. Inspect trolley, holist, gantry, and boom.
            c. Check operation of limit switches for boom, trolley, hoist, and lifting beam.
            d. Inspect fire extinguishers for condition and placement.
            e. Inspect machinery house for loose gear and switchboard security.
           f. Inspect brakes for the boom, hoist, trolley, and gantry systems.
           g. Check indicator lights, for twistlocks, flippers, and control power.
           h. Check spreader and aircraft warning lights.
           i. Check gantry alarm and appropriate guards.'
           j. Check floodlights and walkway lights.
           k. Check power pickup.
           1. Clean operator's cab and windows.
           m. Check all emergency stops.
           n. Check all hoist, boom, and trolley wire ropes, wire rope clamps and
           o. Notify the Director of Port Construction and Maintenance of any
              ' unavailabilities of the use of the Crane immediately.

           Pailv Container Crane Operations Log:

           a.     Identify shift date, day, erane number; crane mechanic, and location.
           b.     Identify operation hours and standby hours, vessel name, voyage, and hour
                  meter readings.
                                       EXHIBIT "C"

      c,     Check the operation of the main generators, correct voltage, hoist brakes,
             trolley system, hoist cables and clamps, and perform crane operation test.

3.    Weeklv Container Crane O~e&na Log:
      a.    Identify shifi, data, day, crane number, crane mechanic, and location.
      b.    Record hours meters for generators, hoist, boom, trolley and gantry (end,
            sw, and total).
      c.    Record data begun, number of shifts, and data end of each operation.
      d.    Record working hours -- start, finish, total, ship worked, and operator.
      e.    Should a breakdown occur, a will be submitted to the Port
            of Los Angeles within 24 hours after such occurrence.

4.   Weeklv Container Crane Maintenance:

     a.      Identify shift, date, day, crane number, crane mechanic, and location.
     b.      Operationally check the main hoist, trolley, and gantry master switches,
             flipper and twist lock switches, control power "on" indicating lights,
             twistlock indicating lights, trolley slow down and stop limit switch
            positions. Check lifting beam upper limit switch stop, lifting beam lower
            slow down position, and lifting beam zone slow down and stop, all
            emergency stop push buttons, trolley drive chains, main hoist sheaves,
            d i n hoist deflector roller, main hoist gear and pinion, main hoist pillow
            blocks, trolley tensioning hydraulic system, lif€ing beam hydraulic system,
            and all fittings on lifting beam.
     c.     Inspect trolley drive sheaves, trolley drive rope, deflector rollers, trolley
            wheels, and trolley drive pillow blocks.
     d.     Lubricate as required, check levels and drag of lifting beam, tighten all
            bolts on lifting beam, clean operator's cab and windows, check for
            tightness of machinery hold down bolts, and ensure f extinguishers are
            in place.
     e.     Record how meter readings of generators, hoist, and motors and record
            any additional comments on appropriate report form.

     Monthly Container Crane Maintenance:

     a.    Identify shift, date, day, crane number, crane mechanic, and location.
     b.    Inspect, lubricate, and oil, boom hoist gearing, boom hoist sheaves, boom
           rope sheaves, boom hoist pillow blocks, .trolley limit switch drive chain,
           boom hoist over speed limit switch drive chain, boom hoist wire 'rope,
           trolley drive wire rope, main hoist wire rope, electrical cable between
           trolley and spreader, and boom hinge pins.
                                             EXHIBIT "C"

      c.            Inspect main hoist brakes for magnet gap and lining wear, trolley brake for
                    magnet gap and lining wear, boom boist brake for magnet gap and lining
                   wear, boom hoist emergency brake band holding; clean machinery house
                   and stow gear;. inspact all electric motor bearings for grease leakage,
                   motor brush lengths for wear, motor commutators for roughness, motors
                   for loose bolts and electrical connections, motor insulation for shrinks and
                   cracks, operation of motor space heaters, wear of carbon brushes on
                   trolley collectors, for loose electrical connections on collectors; remove
                   motor brush dust; inspect gantry brakes for loose connections; control
                   panel for loose connections and wegr of electrical device contact areas.
     d.            Record hour meter readings for generator, hoist and motors, and report
                   any comments on appropriate form.
     e.            When the Crane is ,fully operational, the Contractor is to record electrical
                   values of

     (1)            Main Hoist
                    (a)   Motor RP.M.
                    (b)   Generator Voltage
                    (c)   Generator Amperes
                   '(d)   Generator Field Voltage
                   (e)    Generator Field Amperes

    These values are to be recorded when the main hoist is in the no load lowering, no
    load hoisting, loaded lowering, and loaded hoisting modes. The loaded hoisting
    modes shall be a minimum weight of 25 tons.

    '(2)           Boom Hoist
                   (a) Motor R.P.M.
                   (b)  Generator Voltage
                   (c) Generator Amperes
                   (d)  Generator Field Voltage
                   (e)  Time Cycle

    These values are to be recorded when the boom hoist is in the raise and lower

    (3)           Trolley
                  (a) Motor RP.M.
'              ' @)                 r
                         ~ q n e k bVoltage
                 (c)     Generator Amperes
           .   . (d)     Generator Field Voltage
C   .
            .   'C'    ,

    L a

                  6.   .   '

                                                                           EXHIBIT "C"

                                                 These values are to be recorded when the trolley is in the running offshore and
                                                 running inshore modes,

                                                (4)     Motor Generator Set R.P.M. and hour meter reading will be recorded.

                                                f.      Perform complete inspection of the crane's wire rope. A separate written
                                                        report will be provided containing the following information:
                                                        Date, condition of rope@), and lube status and will be signed by the crane
                                                        mechanic performing the inspection,

                                       6.       Quarterly Container Crane Maintenance.

                                                a.     Inspect and lubricate gantry wheel bearings, gantry drive bevel gear shaft
                                                       bearings, gantry idler gear bearings, rail clamp pillow block and screw
                                                       threads, main joist reducer, trolley drive reducer, boom hoist reducer,
                                                       lifting beam, hydraulic reservoir, trolley tensioning hydraulic reservoir,
                                                       boom latch hydraulic reservoir, all motor couplings, boom emergency
                                                       brake bank thrustor, boom latches machinery house ventilating fan louver
                                                       shafts, and trolley drive rope tensioning slides.
                                                b.     Inspect and check boom trolley drive tensioning sheave, control panel
                                                       lights, control panel wire insulation, wire connections on cab devices for
                                                       looseness, tightness of the rheostats in main panels, tightness of resistor
                                                       sliders in main panels, limit switch contacts for wear, and gantry brakes
                                                       for accumulation of lining dust.
                                                c.     Record hour meter readings of generator; hoist, and motors. Record any
                                                       additional comments on appropriate form.

                                       Inspect track alignment, line conductors, hcks, truck wheels for flat spots, axle bearings,
                                       truck drive bearings, gear screws, girders and driver, drive shaft, motors, armatwe or
                                       rotor commutator of slip rings, brushes, brush holders, bearings, lubrication, trolley
                                       wheels, trolley gear case, hoist gear case, mechanical brake, dnun limit switch
                                       adjustment, trolley conductbrs, and machinery house door, controller, brushes, brush
                                       holders, contacts, wire springs, resistance, and connections.

                                   8. Annual Container Crane Maintenance:

                                            s; Inspect master switches, main and secondary switches, fluid couplings, stmctural
                                                bolts, and rope sheaves,
                                            b. Inspect, drain, flush,,and refill main .hoist speed reducer, trolley drive speed
                                              . reducer, boom hoist speed reducer, lifting beam hydraulic unit, trolley tensioning
                                                hydraulic unit, and boom latch hydraulic unit.
                                          EXHIBIT "C"

        c. Inspect, lubricate, and oil gantry gear motors, main hoist limit switch drive speed
            reducer, trolley drive limit switch drive speed reducer, boom hoist limit switch
            drive s p d reducer, monomil hoist speed reducer, rope rereeving reducer;
            monorail hoist wire rope and sheave bearings, and air compressor oil reservoir.
      .d. b p e c t and check out motor and generator couplings for loose bolts, tighten
            trolley drive chains, remove rust, if any, fiam boom band brake drum, motor feet
           for cracks or displaced shims, check gearing for wear and pitting, grease gears on
           top of cab master switches, clean out brake armature and wre, megger all motors
           and generators, check all brake8 for lining wear and condition of brake dnuns,
           clean out dust &om transformer, check all push button contacts for wear, check
           monorqil hoist controls and contacts, and.tighten all machinery hold, down bolts.
       e. Report any predicted major mechanical or electrical repair and replacement
      f. Record generator, hoist, and motor how meter readings.
      g. Make any other comments on appropriate form.
      h. Inspect, clean, service, and change oil if necessary in, high voltage switchgear.

9. Standby Watch:

      a. Pre-operation check and required adjustments or corrections shall be made prior
         to each ship's arrival.
      b. The Contractor shall provide crane mechanic(s) for standby watch during all
         operations in which Crane@) islare operating for productive use. Mechanic@)
         shall commence standby duties one-half hour before the longshore shift starting
      c. In case of operational Crane malfunction during shiploading operations, Qe crane
         mechanic shall immediately attempt to correct the malfunction utilizing, if
         necessary, spare parts on hand at thejob site.
      d. If additional parts warehoused at the Port are required, the Contractor shall
         contact the Port immediately.
      e. While the Cranes a& in operation, the mechanic will do repair work to assemblies
         related to the Cranes. Inspections and minor repairs shall be made on Cranes
         during operational breaks. General walk-around inspections are made on a
         minimum two (2) hour basis.
      f. Securing of Crane(s):
               (1) the Contractor shall oversee compliance with the property
                   manufacturer's instructions on securing the Crane (ensure safe shutdown
                   of cmb), including the specific requirements for setting the heavy
                   weather pins at the completion of every operation.
               (2) The Contractor shall comply with the Harbor Department's established
                   M e Operating Procedures for High Wind Conditions (2/16/88) as
                - outlined in Exhibit "D".
                                               EXHIBIT "C"

        g, It is understood tbat adjustments, routine corrections, routine repairs, and
           replacements are to be made as maintenance items on this Agreement and will
           include but not be limited to the following items:
           Wire rope changes
           Flipper replacaments
           Twistlock changes
           Routine welding on lifting beam
           Changing of limit switches
           Hydmulic pump and motor changes on lifting beam
           Replacement of electrical baloney cable
           Changing wire rope deflectors
           Changing brake shoes
           Changing gantry brakes and motors
          Maintenance and repair, of all hydraulic systems

           In so far as possible, all work shall be accomplished during the regular work week
           and during the regular day shift.

10. Request for Additional Outside.troubleshoot in^ Assistance:

       a. If additional assistance is required by an outside contractor to resolve
          troubleshooting problems,, the crane maintenance contractor will contact the
          Construction and Maintenance Division immediately if a problem cannot be
          resolved within 16 hours. All requests for outside contractor help must be
          approved by the C_onstruction and Maintenance Division prior to contacting the
      - - outside contractor.
                                       EXHIBIT "D"

                            PORT OF LOS ANGELES
                        DURING HIGH WIND CONDITIONS

1.       Assignee shall ensure that, all crane operations' personnel are adequately trained and
         familiar with the wind alert codes, wind speed indicating equipment, and appropriate
         action to be taken during high wind conditions. They shall adhere to the directions of
         authorized Los Angeles Harbor Department Construction and Maintenance Division
         employees or Port Crane Maintenance Contractor forces assigned to the crane and, if
         directed by such employee, shall discontinue and secure the crane.

2.       Authority-The     authority to put a container crane on wind alert or to effect a
         shutdown of crane operations lies with the following persons, any one of whom shall
         be authorized to act:

         a. The terminal operator or his representative in charge of supervising the use of the
            container crane.

         b. Los Angeles Harbor Department personnel on duty during operation of the
            container crane.

         c. Port Crane Maintenance Contractor personnel on duty during operation of
            container crane.

3.       Equipment-Each container crane is equipped with an anemometer and an alarm
         device. A wind speed indicator is located in each crane's machinery room.

         a. Some Port-owned cranes are equipped with a wind speed transmitter having a
            dual point indicating relay. The relay will be set to automatically sound a horn at
            a wind speed of 30 rnph and a siren at 35 mph. The indicating relay may be
            manually reset by Harbor Department personnel only to sound the siren at 35

         b. Other Port-owned cranes are equipped with a wind speed transmitter having only
            a single point indicating relay. The relay will be initially set at 35 mph.

4.       Wind Speed and Alert Code     -   Wind speed and alert code to be used in operating
         container cranes:

         a: Wind speed 30 to 34 rnph - Wind Condition I

         b. Wind speed 35 t o 39 rnph - Wind Condition I1

     .   c. Wind speed 40 rnph and over - Wind Condition I11

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