11. Definitions

2In this Charter, the following terms shall have the

3meanings hereby assigned to them:

4“The Owners” shall mean the party identified in Box 3;

5“The Charterers” shall mean the party identified in Box 4;

6“The Vessel” shall mean the vessel named in Box 5 and

7with particulars as stated in Boxes 6 to 12.

10annexed to this Charter and stated in Box 28.

112 Charter Period

12In consideration of the hire detailed in Box 22,

13the Owners have agreed to let and the Charterers have

14agreed to hire the Vessel for the period stated in Box 21

15(“The Charter Period”). See also Clause 32.

163. Delivery

17(not applicable when Part III applies, as indicated in Box 37)

18(a) The Owners shall before and at the time of delivery

19exercise due diligence to make the Vessel seaworthy

20And in every respect ready in hull, machinery and

21equipment for service under this Charter.

22The Vessel shall be delivered by the Owners and taken

23over by the Charterers at the port or place indicated in

24Box 13. in such ready safe berth as the Charterers may

25direct.

26(b) The Vessel shall be properly documented on

27delivery in accordance with the laws of the flag State

28indicated in Box 5 and the requirements of the

29classification society stated in Box 10. The Vessel upon

30delivery shall have her survey cycles up to date and

31trading and class certificates valid for at least the number

32of months agreed in Box 12.

33(c) The delivery of the Vessel by the Owners and the

34taking over of the Vessel by the Charterers shall

35constitute a full performance by the Owners of all the

36Owners’ obligations under this Clause 3, and thereafter

37the Charterers shall not be entitled to make or assert

38any claim against the Owners on account of any

39conditions, representations or warranties expressed or

40implied with respect to the Vessel. but the Owners shall

41be liable for the cost of but not the time for repairs or

42renewals occasioned by latent defects in the Vessel,

43her machinery or appurtenances, existing at the time of

44delivery under this Charter, provided such defects have

45manifested themselves within twelve (12) months after

46delivery unless otherwise provided in Box 32.

474. Time for Delivery (See Clause 34)

48(not applicable when Part III applies, as indicated in Box 37)

49The Vessel shall not be delivered before the date

50indicated in Box 14 without the Charterers’ consent and

51the Owners shall exercise due diligence to deliver the

52Vessel not later than the date indicated in Box 15.

53Unless otherwise agreed in Box 18, the Owners shall

54give the Charterers not less than thirty (30) running days’

55preliminary and not less than fourteen (14) running days’

56definite notice of the date on which the Vessel is

57expected to be ready for delivery.

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59of possible changes in the Vessel’s position.

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605. Cancelling (See Clause 33)

61(not applicable when Part III applies, as indicated in Box 37)

62(a) Should the Vessel not be delivered latest by the

63cancelling date indicated in Box 15, the Charterers shall

64have the option of cancelling this Charter by giving the

65Owners notice of cancellation within thirty-six (36)

66running hours after the cancelling date stated in Box

6715, failing which this Charter shall remain in full force

68and effect.

69(b) If it appears that the Vessel will be delayed beyond

70the cancelling date, the Owners may, as soon as they

71are in a position to state with reasonable certainty the

72day on which the Vessel should be ready, give notice

73thereof to the Charterers asking whether they will

74exercise their option of cancelling, and the option must

75then be declared within one hundred and sixty-eight

76(168) running hours of the receipt by the Charterers of

77such notice or within thirty-six (36) running hours after

78the cancelling date, whichever is the earlier. If the

79Charterers do not then exercise their option of cancelling,

80the seventh day after the readiness date stated in the

81Owners’ notice shall be substituted for the cancelling

82date indicated in Box 15 for the purpose of this Clause 5.

83(c) Cancellation under this Clause 5 shall be without

84prejudice to any claim the Charterers may otherwise

85have on the Owners under this Charter.

866. Trading Restrictions (See also Clauses 39.9(d) and 53.1(c))

87The Vessel shall be employed in lawful trades for the

88carriage of suitable lawful merchandise within the trading

89limits indicated in Box 20.

90The Charterers undertake not to employ the Vessel or

91suffer the Vessel to be employed otherwise than in

92conformity with the terms of the contracts of insurance

93(including any warranties expressed or implied therein)

94without first obtaining the consent of the insurers to such

95employment and complying with such requirements as

96to extra premium or otherwise as the insurers may

97prescribe.

98The Charterers also undertake not to employ the Vessel

99or suffer her employment in any trade or business which

100is forbidden by the law of any country to which the Vessel

101may sail or is otherwise illicit or in carrying illicit or

102prohibited goods or in any manner whatsoever which

103may render her liable to condemnation, destruction,

104seizure or confiscation.

105Notwithstanding any other provisions contained in this

106Charter it is agreed that nuclear fuels or radioactive

107products or waste are specifically excluded from the

108cargo permitted to be loaded or carried under this

109Charter. This exclusion does not apply to radio-isotopes

110used or intended to be used for any industrial,

111commercial, agricultural, medical or scientific purposes

112provided the Owners’ prior approval has been obtained

113to loading thereof.

115(not applicable when Part III applies, as indicated in Box 37)

116The Owners and Charterers shall each appoint

117surveyors for the purpose of determining and agreeing

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118in writing the condition of the Vessel at the time of

119delivery and redelivery hereunder (if applicable). The Owners shall

120bear all expenses of the On-hire Survey including loss

121of time, if any, and the Charterers shall bear all expenses

122of the Off-hire Survey including loss of time, if any, at

123the daily equivalent to the rate of hire or pro rata thereof.

1248. Inspection (See Clause 54)

125The Owners shall have the right at any time after giving

126reasonable notice to the Charterers to inspect or survey

127the Vessel or instruct a duly authorised surveyor to carry

128out such survey on their behalf:-

129(a) to ascertain the condition of the Vessel and satisfy

130themselves that the Vessel is being properly repaired

131and maintained. The costs and fees for such inspection

132or survey shall be paid by the Owners unless the Vessel

133is found to require repairs or maintenance in order to

134achieve the condition so provided;

135(b) in dry-dock if the Charterers have not dry-docked

136Her in accordance with Clause 10(g). The costs and fees

137for such inspection or survey shall be paid by the

138Charterers; and

139(c) for any other commercial reason they consider

140necessary (provided it does not unduly interfere with

141the commercial operation of the Vessel). The costs and

142fees for such inspection and survey shall be paid by the

143Owners.

144All time used in respect of inspection, survey or repairs

145shall be for the Charterers’ account and form part of the

146Charter Period.

147The Charterers shall also permit the Owners to inspect

148the Vessel’s log books whenever requested and shall

149whenever required by the Owners furnish them with full

150information regarding any casualties or other accidents

151or damage to the Vessel.

1529. Inventories, Oil and Stores

153A complete inventory of the Vessel’s entire equipment,

154outfit including spare parts, appliances and of all

155consumable stores on board the Vessel shall be made

156by the Charterers in conjunction with the Owners on

157delivery and again on redelivery of the Vessel. The

158Charterers and the Owners, respectively, shall at the

159time of delivery and redelivery take over and pay for all

160bunkers, lubricating oil, unbroached provisions, paints,

161ropes and other consumable stores (excluding spare

162parts) in the said Vessel at the then current market prices

163at the ports of delivery and redelivery, respectively. The

164Charterers shall ensure that all spare parts listed in the

165inventory and used during the Charter Period are

166replaced at their expense prior to redelivery of the

167Vessel.

16810. Maintenance and Operation

169(a)(i)Maintenance and Repairs - During the Charter

170Period the Vessel shall be in the full possession

171and at the absolute disposal for all purposes of the

172Charterers and under their complete control in

173every respect. The Charterers shall maintain the

174Vessel, her machinery, boilers, appurtenances and

175spare parts in a good state of repair, in efficient

176operating condition and in accordance with good

177commercial maintenance practice and, except as

178provided for in Clause 14(l), if applicable, at their

179own expense they shall at all times keep the

181Society indicated in Box 10 and maintain all other

182necessary certificates in force at all times.

183(ii) New Class and Other Safety Requirements - In the

184event of any improvement, structural changes or

185new equipment becoming necessary for the

186continued operation of the Vessel by reason of new

188costing (excluding the Charterers’ loss of time)

189more than the percentage stated in Box 23, or if

190Box 23 is left blank, 5 per cent. of the Vessel’s

191insurance value as stated in Box 29, then the

192extent, if any, to which the rate of hire shall be varied

193and the ratio in which the cost of compliance shall

194be shared between the parties concerned in order

195to achieve a reasonable distribution thereof as

196between the Owners and the Charterers having

197regard, inter alia, to the length of the period

198remaining under this Charter shall, in the absence

199of agreement, be referred to the dispute

200resolution 200 method agreed in Clause 30.

201(iii) Financial Security - The Charterers shall maintain

202financial security or responsibility in respect of third

203party liabilities as required by any government,

204including federal, state or municipal or other division

205or authority thereof, to enable the Vessel, without

206penalty or charge, lawfully to enter, remain at, or

207leave any port, place, territorial or contiguous

208waters of any country, state or municipality in

209performance of this Charter without any delay. This

210obligation shall apply whether or not such

211requirements have been lawfully imposed by such

212government or division or authority thereof.

213The Charterers shall make and maintain all arrange-

214ments by bond or otherwise as may be necessary to

215satisfy such requirements at the Charterers’ sole

216expense and the Charterers shall indemnify the Owners

217against all consequences whatsoever (including loss of

218time) for any failure or inability to do so.

219(b) Operation of the Vessel - The Charterers shall at

220their own expense and by their own procurement man,

221victual, navigate, operate, supply, fuel and, whenever

222required, repair the Vessel during the Charter Period

223and they shall pay all charges and expenses of every

224kind and nature whatsoever incidental to their use and

225operation of the Vessel under this Charter, including

226annual flag State fees of the Flag State and any foreign general

227municipality and/or state taxes. The Master, officers

228and crew of the Vessel shall be the servants of the Charterers

229for all purposes whatsoever, even if for any reason

230appointed by the Owners.

231Charterers shall comply with the regulations regarding

232officers and crew in force in the country of the Vessel’s

233flag or any other applicable law.

234(c) The Charterers shall keep the Owners and the

235mortgagee(s) advised of the intended employment,

236planned dry-docking and major repairs of the Vessel,

237as reasonably required.

238(d) Flag and Name of Vessel – During the Charter

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239Period, the Charterers shall have the liberty to paint the

240Vessel in their own colours, install and display their

241funnel insignia and fly their own house flag. The

242Charterers shall also have the liberty, with the Owners’

243consent, which shall not be unreasonably withheld or delayed, to

244change the flag and/or the name of the Vessel during

246and re-instalment, registration and re-registration, if

247required by the Owners, shall be at the Charterers’

248expense and time.

250the Charterers shall make no structural changes in the

251Vessel or changes in the machinery, boilers, appurten-

252ances or spare parts thereof without in each instance

253first securing the Owners’ approval thereof. If the Owners

254so agree, the Charterers shall, if the Owners so require,

255restore the Vessel to its former condition before the

256termination of this Charter.

257(f) Use of the Vessel’s Outfit, Equipment and

258Appliances - The Charterers shall have the use of all

259outfit, equipment, and appliances on board the Vessel

260at the time of delivery, provided the same or their

261substantial equivalent shall be returned to the Owners

262on redelivery in the same good order and condition as

263when received, ordinary wear and tear excepted. The

264Charterers shall from time to time during the Charter

266damaged or worn as to be unfit for use. The Charterers

267are to procure that all repairs to or replacement of any

268damaged, worn or lost parts or equipment be effected

269in such manner (both as regards workmanship and

270quality of materials) as not to diminish the value of the

272equipment at their expense and risk but the Charterers

273shall remove such equipment at the end of the period if

275equipment on hire on the Vessel at time of delivery shall

276be kept and maintained by the Charterers and the

277Charterers shall assume the obligations and liabilities

278of the Owners under any lease contracts in connection

279therewith and shall reimburse the Owners for all

280expenses incurred in connection therewith, also for any

281new equipment required in order to comply with radio

282regulations.

283(g) Periodical Dry-Docking - The Charterers shall dry-

284dock the Vessel and clean and paint her underwater

285parts whenever the same may be necessary, but not

286less than once during the period stated in Box 19 or, if

287Box 19 has been left blank, every sixty (60) calendar

288months after delivery or such other period as may be

289required by the Classification Society or flag State.

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29011. Hire (See Clause 36)

291(a) The Charterers shall pay hire due to the Owners

292punctually in accordance with the terms of this Charter

293in respect of which time shall be of the essence.

294(b) The Charterers shall pay to the Owners for the hire

295of the Vessel a lump sum in the amount indicated in

296Box 22 which shall be payable not later than every thirty

297(30) running days in advance, the first lump sum being

298payable on the date and hour of the Vessel’s delivery to

299the Charterers. Hire shall be paid continuously

300throughout the Charter Period.

301(c) Payment of hire shall be made in cash without

302discount in the currency and in the manner indicated in

303Box 25 and at the place mentioned in Box 26.

304(d) Final payment of hire, if for a period of less than

305thirty (30) running days, shall be calculated proportionally

306according to the number of days and hours remaining

307before redelivery and advance payment to be effected

308accordingly.

309(e) Should the Vessel be lost or missing, hire shall

310cease from the date and time when she was lost or last

311heard of. The date upon which the Vessel is to be treated

312as lost or missing shall be ten (10) days after the Vessel

313was last reported or when the Vessel is posted as

314missing by Lloyd’s, whichever occurs first. Any hire paid

315in advance to be adjusted accordingly.

316(f) Any delay in payment of hire shall entitle the

317Owners to interest at the rate per annum as agreed

318in Box 24. If Box 24 has not been filled in, the three months

319Interbank offered rate in London (LIBOR or its successor)

320for the currency stated in Box 25, as quoted by the British

321Bankers’ Association (BBA) on the date when the hire

322fell due, increased by 2 per cent., shall apply.

323(g) Payment of interest due under sub-clause 11(f)

324shall be made within seven (7) running days of the date

325of the Owners’ invoice specifying the amount payable

326or, in the absence of an invoice, at the time of the next

327hire payment date.

32812. Mortgage (See Clause 62)

329(only to apply if Box 28 has been appropriately filled in)

330*)(a) The Owners warrant that they have not effected

331any mortgage(s) of the Vessel and that they shall not

332effect any mortgage(s) without the prior consent of the

333Charterers, which shall not be unreasonably withheld.

334*)(b) The Vessel chartered under this Charter is financed

335by a mortgage according to the Financial Instrument.

336The Charterers undertake to comply, and provide such

337information and documents to enable the Owners to

338comply, with all such instructions or directions in regard

339to the employment, insurances, operation, repairs and

340maintenance of the Vessel as laid down in the Financial

341Instrument or as may be directed from time to time during

342the currency of the Charter by the mortgagee(s) in

343conformity with the Financial Instrument. The Charterers

344confirm that, for this purpose, they have acquainted

345themselves with all relevant terms, conditions and

346provisions of the Financial Instrument and agree to

347acknowledge this in writing in any form that may be

348required by the mortgagee(s). The Owners warrant that

349they have not effected any mortgage(s) other than stated

350in Box 28 and that they shall not agree to any

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351amendment of the mortgage(s) referred to in Box 28 or

352effect any other mortgage(s) without the prior consent

353of the Charterers, which shall not be unreasonably

354withheld.

355*) (Optional, Clauses 12(a) and 12(b) are alternatives;

356indicate alternative agreed in Box 28).

35713. Insurance and Repairs (See also Clause 39)

358(a) During the Charter Period the Vessel shall be kept

360and machinery, war and Protection and Indemnity risks

361(and any risks against which it is compulsory to insure

362for the operation of the Vessel, including but not limited

to maintaining

363financial security in accordance with sub-clause

36410(a)(iii)) in such form as the Owners shall in writing

365approve, which approval shall not be un-reasonably

366withheld. Such insurances shall be arranged by the

367Charterers to protect the interests of both the Owners

368and the Charterers and the Owners’ Financiers

mortgagee(s) (if any), and

369The Charterers shall be at liberty to protect under such

370insurances the interests of any managers they may

372the Charterers according to their respective interests.

374any, and the approval of the Owners and the insurers,

375the Charterers shall effect all insured repairs and shall

376undertake settlement and reimbursement from the

377insurers of all costs in connection with such repairs as

378well as insured charges, expenses and liabilities to the

379extent of coverage under the insurances herein provided

380for.

381The Charterers also to remain responsible for and to

382effect repairs and settlement of costs and expenses

383incurred thereby in respect of all other repairs not

384covered by the insurances and/or not exceeding any

385possible franchise(s) or deductibles provided for in the

386insurances.

387All time used for repairs under the provisions of sub-

388clause 13(a) and for repairs of latent defects according

389to Clause 3(c) above, including any deviation, shall be

390for the Charterers’ account.

391(b) If the conditions of the above insurances permit

392additional insurance to be placed by the parties, such

393cover shall be limited to the amount for each party set

394out in Box 30 and Box 31, respectively. The Owners or

395the Charterers as the case may be shall immediately

396furnish the other partyOwners with particulars of any additional

397insurance effected, including copies of any cover notes

398or policies and the written consent of the insurers of

399any such required insurance in any case where the

400consent of such insurers is necessary.

401(c) The Charterers shall upon the request of the

402Owners, provide information and promptly execute such

403documents as may be required to enable the Owners to

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404comply with the insurance provisions of the Financial

405Instrument (if any).

406(d) Subject to the provisions of the Financial Instru-

408constructive, compromised or agreed total loss under

409the insurances required under sub-clause 13(a), all

410insurance payments for such loss shall be paid to the

414and the mortgagee(s), if any, of any occurrences in

415consequence of which the Vessel is likely to become a

416tTotal lLoss. as defined in this Clause.

417(e) The Owners shall upon the request of the

418Charterers, promptly execute such documents as may

419be required to enable the Charterers to abandon the

420Vessel to insurers and claim a constructive total loss.

421(f) For the purpose of insurance coverage against hull

422and machinery and war risks under the provisions of

423sub-clause 13(a), the value of the Vessel is the sum

424indicated in Clause 39.Box 29.

42514. Insurance, Repairs and Classification

426(Optional, only to apply if expressly agreed and stated

427in Box 29, in which event Clause 13 shall be considered

428deleted).

429(a) During the Charter Period the Vessel shall be kept

430insured by the Owners at their expense against hull and

431machinery and war risks under the form of policy or

432policies attached hereto. The Owners and/or insurers

433shall not have any right of recovery or subrogation

434against the Charterers on account of loss of or any

435damage to the Vessel or her machinery or appurt-

436enances covered by such insurance, or on account of

437payments made to discharge claims against or liabilities

438of the Vessel or the Owners covered by such insurance.

439Insurance policies shall cover the Owners and the

440Charterers according to their respective interests.

441(b) During the Charter Period the Vessel shall be kept

442insured by the Charterers at their expense against

443Protection and Indemnity risks (and any risks against

444which it is compulsory to insure for the operation of the

445Vessel, including maintaining financial security in

446accordance with sub-clause 10(a)(iii)) in such form as

447the Owners shall in writing approve which approval shall

448not be unreasonably withheld.

449(c) In the event that any act or negligence of the

450Charterers shall vitiate any of the insurance herein

451provided, the Charterers shall pay to the Owners all

452losses and indemnify the Owners against all claims and

453demands which would otherwise have been covered by

454such insurance.

455(d) The Charterers shall, subject to the approval of the

456Owners or Owners’ Underwriters, effect all insured

457repairs, and the Charterers shall undertake settlement

458of all miscellaneous expenses in connection with such

459repairs as well as all insured charges, expenses and

460liabilities, to the extent of coverage under the insurances

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461provided for under the provisions of sub-clause 14(a).

462The Charterers to be secured reimbursement through

463the Owners’ Underwriters for such expenditures upon

464presentation of accounts.

465(e) The Charterers to remain responsible for and to

466effect repairs and settlement of costs and expenses

467incurred thereby in respect of all other repairs not

468covered by the insurances and/or not exceeding any

469possible franchise(s) or deductibles provided for in the

470insurances.

471(f) All time used for repairs under the provisions of

472sub-clauses 14(d) and 14(e) and for repairs of latent

473defects according to Clause 3 above, including any

474deviation, shall be for the Charterers’ account and shall

475form part of the Charter Period.

476The Owners shall not be responsible for any expenses

477as are incident to the use and operation of the Vessel

478for such time as may be required to make such repairs.

479(g) If the conditions of the above insurances permit

480additional insurance to be placed by the parties such

481cover shall be limited to the amount for each party set

482out in Box 30 and Box 31, respectively. The Owners or

483the Charterers as the case may be shall immediately

484furnish the other party with particulars of any additional

485insurance effected, including copies of any cover notes

486or policies and the written consent of the insurers of

487any such required insurance in any case where the

488consent of such insurers is necessary.

489(h) Should the Vessel become an actual, constructive,

490compromised or agreed total loss under the insurances

491required under sub-clause 14(a), all insurance payments

492for such loss shall be paid to the Owners, who shall

493distribute the moneys between themselves and the

494Charterers according to their respective interests.

495(i) If the Vessel becomes an actual, constructive,

496compromised or agreed total loss under the insurances

497arranged by the Owners in accordance with sub-clause

49814(a), this Charter shall terminate as of the date of such

499loss.

500(j) The Charterers shall upon the request of the

501Owners, promptly execute such documents as may be

502required to enable the Owners to abandon the Vessel

503to the insurers and claim a constructive total loss.

504(k) For the purpose of insurance coverage against hull

505and machinery and war risks under the provisions of

506sub-clause 14(a), the value of the Vessel is the sum

507indicated in Box 29.

508(l) Notwithstanding anything contained in sub-clause

50910(a), it is agreed that under the provisions of Clause

51014, if applicable, the Owners shall keep the Vessel’s

511Class fully up to date with the Classification Society

512indicated in Box 10 and maintain all other necessary

513certificates in force at all times.

51415. Redelivery (See Clauses 41 and 42)

515At the expiration of the Charter Period the Vessel shall

516be redelivered by the Charterers to the Owners at a

517safe and ice-free port or place as indicated in Box 16, in

518such ready safe berth as the Owners may direct. The

519Charterers shall give the Owners not less than thirty

520(30) running days’ preliminary notice of expected date,

522and not less than fourteen (14) running days’ definite

523notice of expected date and port or place of redelivery.

524Any changes thereafter in the Vessel’s position shall be

525notified immediately to the Owners.

526The Charterers warrant that they will not permit the

527Vessel to commence a voyage (including any preceding

528ballast voyage) which cannot reasonably be expected

529to be completed in time to allow redelivery of the Vessel

530within the Charter Period. Notwithstanding the above,

531should the Charterers fail to redeliver the Vessel within

532The Charter Period, the Charterers shall pay the daily

533equivalent to the rate of hire stated in Box 22 plus 10

534per cent. or to the market rate, whichever is the higher,

535for the number of days by which the Charter Period is

536exceeded. All other terms, conditions and provisions of

537this Charter shall continue to apply.

538Subject to the provisions of Clause 10, the Vessel shall

539be redelivered to the Owners in the same or as good

540structure, state, condition and class as that in which she

541was delivered, fair wear and tear not affecting class

542excepted.

543The Vessel upon redelivery shall have her survey cycles

544up to date and trading and class certificates valid for at

545least the number of months agreed in Box 17.

54616. Non-Lien

547The Charterers will not suffer, nor permit to be continued,

548any lien or encumbrance incurred by them or their

549agents, which might have priority over the title and

550interest of the Owners in the Vessel. The Charterers

551further agree to fasten to the Vessel in a conspicuous

552place and to keep so fastened during the Charter Period

553a notice reading as follows:

554“This Vessel is the property of (name of Owners). It is

555under charter to (name of Charterers) and by the terms

556of the Charter Party neither the Charterers nor the

557Master have any right, power or authority to create, incur

558or permit to be imposed on the Vessel any lien

559whatsoever.”

56017. Indemnity (See indemnity clauses in Additional Clauses)

561(a) The Charterers shall indemnify the Owners against

562any loss, damage or expense incurred by the Owners

563arising out of or in relation to the operation of the Vessel

564by the Charterers, and against any lien of whatsoever

565nature arising out of an event occurring during the

566Charter Period. If the Vessel be arrested or otherwise

567detained by reason of claims or liens arising out of her

568operation hereunder by the Charterers, the Charterers

569shall at their own expense take all reasonable steps to

570secure that within a reasonable time the Vessel is

571released, including the provision of bail.

572Without prejudice to the generality of the foregoing, the

573Charterers agree to indemnify the Owners against all

574consequences or liabilities arising from the Master,

575officers or agents signing Bills of Lading or other

576documents.

577(b) If the Vessel be arrested or otherwise detained by

578reason of a claim or claims against the Owners, the

579Owners shall at their own expense take all reasonable

580steps to secure that within a reasonable time the Vessel

581is released, including the provision of bail.

582In such circumstances the Owners shall indemnify the

583Charterers against any loss, damage or expense

584incurred by the Charterers (including hire paid under

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585this Charter) as a direct consequence of such arrest or

586detention.

58718. Lien

588The Owners to shall have a lien upon all cargoes, sub-hires

589and sub-freights belonging or due to the Charterers or

590any sub-charterers and any Bill of Lading freight for all

591claims under this Charter., and the Charterers to have a

592lien on the Vessel for all moneys paid in advance and

593not earned.

59419. Salvage

595All salvage and towage performed by the Vessel shall

596be for the Charterers’ benefit and the cost of repairing

597damage occasioned thereby shall be borne by the

598Charterers.

59920. Wreck Removal

600In the event of the Vessel becoming a wreck or

601obstruction to navigation the Charterers shall indemnify

602the Owners against any sums whatsoever which the

603Owners shall become liable to pay and shall pay in

604consequence of the Vessel becoming a wreck or

605obstruction to navigation.

60621. General Average

607The Owners shall not contribute to General Average.

60822. Assignment, Sub-Charter and Sale (See Clause 62)

609(a) The Charterers shall not assign this Charter nor

610sub-charter the Vessel on a bareboat basis except with

611the prior consent in writing of the Owners, which shall

612not be unreasonably withheld, and subject to such terms

613and conditions as the Owners shall approve.

614(b) The Owners shall not sell the Vessel during the

615currency of this Charter except with the prior written

616consent of the Charterers, which shall not be unreason-

617ably withheld, and subject to the buyer accepting an

618assignment of this Charter.

61923. Contracts of Carriage

620*) (a) The Charterers are to procure that all documents

621issued during the Charter Period evidencing the terms

622and conditions agreed in respect of carriage of goods

623shall contain a paramount clause incorporating any

624legislation relating to carrier’s liability for cargo

625compulsorily applicable in the trade; if no such legislation

626exists, the documents shall incorporate the Hague-Visby

627Rules. The documents shall also contain the New Jason

628Clause and the Both-to-Blame Collision Clause.

629*) (b) The Charterers are to procure that all passenger

630tickets issued during the Charter Period for the carriage

631of passengers and their luggage under this Charter shall

632contain a paramount clause incorporating any legislation

633relating to carrier’s liability for passengers and their

634luggage compulsorily applicable in the trade; if no such

635legislation exists, the passenger tickets shall incorporate

636the Athens Convention Relating to the Carriage of

637Passengers and their Luggage by Sea, 1974, and any

638protocol thereto.

639*) Delete as applicable.

64024. Bank Guarantee

641(Optional, only to apply if Box 27 filled in)

642The Charterers undertake to furnish, before delivery of

643the Vessel, a first class bank guarantee or bond in the

644sum and at the place as indicated in Box 27 as guarantee

645for full performance of their obligations under this

646Charter.

64725. Requisition/Acquisition

648(a) In the event of the Requisition for Hire of the Vessel

649by any governmental or other competent authority

650(hereinafter referred to as “Requisition for Hire”)

651irrespective of the date during the Charter Period when

652“Requisition for Hire” may occur and irrespective of the

653length thereof and whether or not it be for an indefinite

654or a limited period of time, and irrespective of whether it

655may or will remain in force for the remainder of the

656Charter Period, this Charter shall not be deemed thereby

657or thereupon to be frustrated or otherwise terminated

658and the Charterers shall continue to pay the stipulated

659hire in the manner provided by this Charter until the time

660when the Charter would have terminated pursuant to

661any of the provisions hereof. always provided however

662that in the event of “Requisition for Hire” any Requisition

663Hire or compensation received or receivable by the

664Owners shall be payable to the Charterers during the

665remainder of the Charter Period or the period of the

666“Requisition for Hire” whichever be the shorter.

667(b) In the event of the Owners being deprived of their

668ownership in the Vessel by any Compulsory Acquisition

669of the Vessel or requisition for title by any governmental

670or other competent authority (hereinafter referred to as

671“Compulsory Acquisition”), then, irrespective of the date

672during the Charter Period when “Compulsory Acqui-

673sition” may occur, this Charter shall be deemed

674terminated as of the date of such “Compulsory

675Acquisition”. In such event Charter Hire to be considered

676as earned and to be paid up to the date and time of

677such “Compulsory Acquisition”.

67826. War

680Risks” shall include any war (whether actual or

681threatened), act of war, civil war, hostilities, revolution,

682rebellion, civil commotion, warlike operations, the laying

683of mines (whether actual or reported), acts of piracy,

684acts of terrorists, acts of hostility or malicious damage,

685blockades (whether imposed against all vessels or

686imposed selectively against vessels of certain flags or

687ownership, or against certain cargoes or crews or

688otherwise howsoever), by any person, body, terrorist or

689political group, or the Government of any state

690whatsoever, which may be dangerous or are likely to be

691or to become dangerous to the Vessel, her cargo, crew

692or other persons on board the Vessel.

693(b) The Vessel, unless the written consent of the

695through any port, place, area or zone (whether of land

696or sea), or any waterway or canal, where it reasonably

697appears that the Vessel, her cargo, crew or other

698persons on board the Vessel, in the reasonable

699judgement of the Owners, may be, or are likely to be,

700exposed to War Risks. Should the Vessel be within any

701such place as aforesaid, which only becomes danger-

702ous, or is likely to be or to become dangerous, after her

703entry into it, the Owners shall have the right to require

704the Vessel to leave such area.

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​

705(c) The Vessel shall not load contraband cargo, or to

706pass through any blockade, whether such blockade be

707imposed on all vessels, or is imposed selectively in any

708way whatsoever against vessels of certain flags or

709ownership, or against certain cargoes or crews or

710otherwise howsoever, or to proceed to an area where

711she shall be subject, or is likely to be subject to

712a belligerent’s right of search and/or confiscation.

713(d) If the insurers of the war risks insurance, when

714Clause 14 is applicable, should require payment of

715premiums and/or calls because, pursuant to the

716Charterers’ orders, the Vessel is within, or is due to enter

717and remain within, any area or areas which are specified

718by such insurers as being subject to additional premiums

719because of War Risks, then such premiums and/or calls

720shall be reimbursed by the Charterers to the Owners at

721the same time as the next payment of hire is due.

722(e) The Charterers shall have the liberty:

723(i) to comply with all orders, directions, recommend-

724ations or advice as to departure, arrival, routes,

725sailing in convoy, ports of call, stoppages,

726destinations, discharge of cargo, delivery, or in any

727other way whatsoever, which are given by the

728Government of the Nation under whose flag the

729Vessel sails, or any other Government, body or

730group whatsoever acting with the power to compel

731compliance with their orders or directions;

732(ii) to comply with the orders, directions or recom-

733mendations of any war risks underwriters who have

734the authority to give the same under the terms of

735the war risks insurance;

736(iii) to comply with the terms of any resolution of the

737Security Council of the United Nations, any

738directives of the European Community, the effective

739orders of any other Supranational body which has

740the right to issue and give the same, and with

741national laws aimed at enforcing the same to which

742the Owners are subject, and to obey the orders

743and directions of those who are charged with their

744enforcement.

745(f) In the event of outbreak of war (whether there be a

746declaration of war or not) (i) between any two or more

747of the following countries: the United States of America;

748Russia; the United Kingdom; France; and the People’s

749Republic of China, (ii) between any two or more of the

750countries stated in Box 36, both the Owners and the

751Charterers shall have the right to cancel this Charter,

752whereupon the Charterers shall redeliver the Vessel to

753the Owners in accordance with Clause 15, if the Vessel

754has cargo on board after discharge thereof at

755destination, or if debarred under this Clause from

756reaching or entering it at a near, open and safe port as

757directed by the Owners, or if the Vessel has no cargo

758on board, at the port at which the Vessel then is or if at

759sea at a near, open and safe port as directed by the

760Owners. In all cases hire shall continue to be paid in

761accordance with Clause 11 and except as aforesaid all

762other provisions of this Charter shall apply until

763redelivery the end of the Charter Period.

76427. Commission

765The Owners to pay a commission at the rate indicated

766in Box 33 to the Brokers named in Box 33 on any hire

​

767paid under the Charter. If no rate is indicated in Box 33,

768the commission to be paid by the Owners shall cover

769the actual expenses of the Brokers and a reasonable

770fee for their work.

771If the full hire is not paid owing to breach of the Charter

772by either of the parties the party liable therefor shall

773indemnify the Brokers against their loss of commission.

774Should the parties agree to cancel the Charter, the

775Owners shall indemnify the Brokers against any loss of

776commission but in such case the commission shall not

777exceed the brokerage on one year’s hire.

77828. Termination (See Clauses 41, 42 and 47)

779(a) Charterers’ Default

780The Owners shall be entitled to withdraw the Vessel from

781the service of the Charterers and terminate the Charter

782with immediate effect by written notice to the Charterers if:

783(i) the Charterers fail to pay hire in accordance with

784Clause 11. However, where there is a failure to

785make punctual payment of hire due to oversight,

786negligence, errors or omissions on the part of the

787Charterers or their bankers, the Owners shall give

788the Charterers written notice of the number of clear

789banking days stated in Box 34 (as recognised at

790the agreed place of payment) in which to rectify

791the failure, and when so rectified within such

792number of days following the Owners’ notice, the

793payment shall stand as regular and punctual.

794Failure by the Charterers to pay hire within the

795number of days stated in Box 34 of their receiving

796the Owners’ notice as provided herein, shall entitle

797the Owners to withdraw the Vessel from the service

798of the Charterers and terminate the Charter without

799further notice;

800(ii) the Charterers fail to comply with the requirements of:

801(1) Clause 6 (Trading Restrictions)

802(2) Clause 13(a) (Insurance and Repairs)

803provided that the Owners shall have the option, by

804written notice to the Charterers, to give the

805Charterers a specified number of days grace within

806which to rectify the failure without prejudice to the

807Owners’ right to withdraw and terminate under this

808Clause if the Charterers fail to comply with such

809notice;

810(iii) the Charterers fail to rectify any failure to comply

811with the requirements of sub-clause 10(a)(i)

812(Maintenance and Repairs) as soon as practically

813possible after the Owners have requested them in

814writing so to do and in any event so that the Vessel’s

815insurance cover is not prejudiced.

816(b) Owners’ Default

817If the Owners shall by any act or omission be in breach

818of their obligations under this Charter to the extent that

819the Charterers are deprived of the use of the Vessel

820and such breach continues for a period of fourteen (14)

821running days after written notice thereof has been given

822by the Charterers to the Owners, the Charterers shall

823be entitled to terminate this Charter with immediate effect

824by written notice to the Owners.

825(c) Loss of Vessel

826This Charter shall be deemed to be terminated if the

827Vessel becomes a total loss or is declared as a

828constructive or compromised or arranged total loss. For

​

829the purpose of this sub-clause, the Vessel shall not be

830deemed to be lost unless she has either become an

831actual total loss or agreement has been reached with

832her underwriters in respect of her constructive,

833compromised or arranged total loss or if such agreement

834with her underwriters is not reached it is adjudged by a

835competent tribunal that a constructive loss of the Vessel

836has occurred.

837(d) Either party shall be entitled to terminate this

838Charter with immediate effect by written notice to the

839other party in the event of an order being made or

840resolution passed for the winding up, dissolution,

841liquidation or bankruptcy of the other party (otherwise

842than for the purpose of reconstruction or amalgamation)

843or if a receiver is appointed, or if it suspends payment,

844ceases to carry on business or makes any special

845arrangement or composition with its creditors.

846(e) The termination of this Charter shall be without

847prejudice to all rights accrued due between the parties

848prior to the date of termination and to any claim that

849either party might have.

​ ​In the event the Vessel is due for redelivery pursuant to Clause 41 or Owners have made a request for redelivery of the Vessel in accordance with the
applicable provisions of Clause 42.1,

851In the event of the termination of this Charter in

852accordance with the applicable provisions of Clause 28,

853the Owners shall have the right to repossess the Vessel

854from the Charterers at her current or next port of call, or

855at a port or place convenient to them without hindrance

856or interference by the Charterers, courts or local

857authorities. Pending physical repossession of the Vessel

858in accordance with this Clause 29, the Charterers shall

860The Owners shall arrange for an authorised represent-

861ative to board the Vessel as soon as reasonably

862practicable following the termination of the Charter. The

863Vessel shall be deemed to be repossessed by the

864Owners from the Charterers upon the boarding of the

865Vessel by the Owners’ representative. All arrangements

866and expenses relating to the settling of wages,

867disembarkation and repatriation of the Charterers’

868Master, officers and crew shall be the sole responsibility

869of the Charterers.

87030. Dispute Resolution (See Clause 65)

871*)(a) This Contract shall be governed by and construed

872in accordance with English law and any dispute arising

873out of or in connection with this Contract shall be referred

874to arbitration in London in accordance with the Arbitration

875Act 1996 or any statutory modification or re-enactment

876thereof save to the extent necessary to give effect to

877the provisions of this Clause.

878The arbitration shall be conducted in accordance with

879the London Maritime Arbitrators Association (LMAA)

880Terms current at the time when the arbitration proceed-

881ings are commenced.

882The reference shall be to three arbitrators. A party

883wishing to refer a dispute to arbitration shall appoint its

884arbitrator and send notice of such appointment in writing

885to the other party requiring the other party to appoint its

​

886own arbitrator within 14 calendar days of that notice and

887stating that it will appoint its arbitrator as sole arbitrator

888unless the other party appoints its own arbitrator and

889gives notice that it has done so within the 14 days

890specified.  If the other party does not appoint its own

891arbitrator and give notice that it has done so within the

89214 days specified, the party referring a dispute to

893arbitration may, without the requirement of any further

894prior notice to the other party, appoint its arbitrator as

895sole arbitrator and shall advise the other party

896accordingly. The award of a sole arbitrator shall be

897binding on both parties as if he had been appointed by

898agreement.

899Nothing herein shall prevent the parties agreeing in

900writing to vary these provisions to provide for the

901appointment of a sole arbitrator.

902In cases where neither the claim nor any counterclaim

903exceeds the sum of US$50,000 (or such other sum as

904the parties may agree) the arbitration shall be conducted

905in accordance with the LMAA Small Claims Procedure

906current at the time when the arbitration proceedings are

907commenced.

908*) (b) This Contract shall be governed by and construed

909in accordance with Title 9 of the United States Code

910and the Maritime Law of the United States and any

911dispute arising out of or in connection with this Contract

912shall be referred to three persons at New York, one to

913be appointed by each of the parties hereto, and the third

914by the two so chosen; their decision or that of any two

915of them shall be final, and for the purposes of enforcing

916any award, judgement may be entered on an award by

917any court of competent jurisdiction. The proceedings

918shall be conducted in accordance with the rules of the

919Society of Maritime Arbitrators, Inc.

920In cases where neither the claim nor any counterclaim

921exceeds the sum of US$50,000 (or such other sum as

922the parties may agree) the arbitration shall be conducted

923in accordance with the Shortened Arbitration Procedure

924of the Society of Maritime Arbitrators, Inc. current at

925the time when the arbitration proceedings are commenced.

926*) (c) This Contract shall be governed by and construed

927in accordance with the laws of the place mutually agreed

928by the parties and any dispute arising out of or in

929connection with this Contract shall be referred to

930arbitration at a mutually agreed place, subject to the

931procedures applicable there.

932(d) Notwithstanding (a), (b) or (c) above, the parties

933may agree at any time to refer to mediation any

934difference and/or dispute arising out of or in connection

935with this Contract.

936In the case of a dispute in respect of which arbitration

937has been commenced under (a), (b) or (c) above, the

938following shall apply:-

939(i) Either party may at any time and from time to time

940elect to refer the dispute or part of the dispute to

941mediation by service on the other party of a written

942notice (the “Mediation Notice”) calling on the other

943party to agree to mediation.

944(ii) The other party shall thereupon within 14 calendar

945days of receipt of the Mediation Notice confirm that

946they agree to mediation, in which case the parties

947shall thereafter agree a mediator within a further

94814 calendar days, failing which on the application

​

949of either party a mediator will be appointed promptly

950by the Arbitration Tribunal (“the Tribunal”) or such

951person as the Tribunal may designate for that

952purpose. The mediation shall be conducted in such

953place and in accordance with such procedure and

954on such terms as the parties may agree or, in the

955event of disagreement, as may be set by the

956mediator.

957(iii) If the other party does not agree to mediate, that

958fact may be brought to the attention of the Tribunal

959and may be taken into account by the Tribunal when

960allocating the costs of the arbitration as between

961the parties.

962(iv) The mediation shall not affect the right of either

963party to seek such relief or take such steps as it

964considers necessary to protect its interest.

965(v) Either party may advise the Tribunal that they have

966agreed to mediation. The arbitration procedure shall

967continue during the conduct of the mediation but

968the Tribunal may take the mediation timetable into

969account when setting the timetable for steps in the

970arbitration.

971(vi) Unless otherwise agreed or specified in the

972mediation terms, each party shall bear its own costs

973incurred in the mediation and the parties shall share

974equally the mediator’s costs and expenses.

975(vii) The mediation process shall be without prejudice

976and confidential and no information or documents

977disclosed during it shall be revealed to the Tribunal

978except to the extent that they are disclosable under

979the law and procedure governing the arbitration.

980(Note: The parties should be aware that the mediation

981process may not necessarily interrupt time limits.)

982(e) If Box 35 in Part I is not appropriately filled in, sub-clause

98330(a) of this Clause shall apply. Sub-clause 30(d) shall

984apply in all cases.

985*) Sub-clauses 30(a), 30(b) and 30(c) are alternatives;

986indicate alternative agreed in Box 35.

98731. Notices (See Clause 46)

988(a) Any notice to be given by either party to the other

989party shall be in writing and may be sent by fax, telex,

990registered or recorded mail or by personal service.

991(b) The address of the Parties for service of such

992communication shall be as stated in Boxes 3 and 4

993respectively.

​

​

​

3the Building Contract (hereafter called “the Building

4Contract”) as annexed to this Charter, made between the

5Builders and the Owners and in accordance with the

6specifications and plans annexed thereto, such Building

7Contract, specifications and plans having been counter-

8signed as approved by the Charterers.

9(b) No change shall be made in the Building Contract or

10in the specifications or plans of the Vessel as approved by

11the Charterers as aforesaid, without the Charterers’

12consent.

13(c) The Charterers shall have the right to send their

14representative to the Builders’ Yard to inspect the Vessel

15during the course of her construction to satisfy themselves

16that construction is in accordance with such approved

17specifications and plans as referred to under sub-clause

18(a) of this Clause.

19(d) The Vessel shall be built in accordance with the

20Building Contract and shall be of the description set out

21therein. Subject to the provisions of sub-clause 2(c)(ii)

22hereunder, the Charterers shall be bound to accept the

23Vessel from the Owners, completed and constructed in

24accordance with the Building Contract, on the date of

25delivery by the Builders. The Charterers undertake that

26having accepted the Vessel they will not thereafter raise

27any claims against the Owners in respect of the Vessel’s

28performance or specification or defects, if any.

29Nevertheless, in respect of any repairs, replacements or

30defects which appear within the first 12 months from

31delivery by the Builders, the Owners shall endeavour to

32compel the Builders to repair, replace or remedy any defects

33or to recover from the Builders any expenditure incurred in

34carrying out such repairs, replacements or remedies.

35However, the Owners’ liability to the Charterers shall be

36limited to the extent the Owners have a valid claim against

37the Builders under the guarantee clause of the Building

38Contract (a copy whereof has been supplied to the

39Charterers). The Charterers shall be bound to accept such

40sums as the Owners are reasonably able to recover under

41this Clause and shall make no further claim on the Owners

42for the difference between the amount(s) so recovered and

43the actual expenditure on repairs, replacement or

44remedying defects or for any loss of time incurred.

45Any liquidated damages for physical defects or deficiencies

46shall accrue to the account of the party stated in Box 41(a)

47or if not filled in shall be shared equally between the parties.

48The costs of pursuing a claim or claims against the Builders

49under this Clause (including any liability to the Builders)

50shall be borne by the party stated in Box 41(b) or if not

51filled in shall be shared equally between the parties.

522. Time and Place of Delivery

53(a) Subject to the Vessel having completed her

54acceptance trials including trials of cargo equipment in

55accordance with the Building Contract and specifications

56to the satisfaction of the Charterers, the Owners shall give

57and the Charterers shall take delivery of the Vessel afloat

58when ready for delivery and properly documented at the

59Builders’ Yard or some other safe and readily accessible

60dock, wharf or place as may be agreed between the parties

61hereto and the Builders. Under the Building Contract the

​

62Builders have estimated that the Vessel will be ready for

63delivery to the Owners as therein provided but the delivery

64date for the purpose of this Charter shall be the date when

65the Vessel is in fact ready for delivery by the Builders after

66completion of trials whether that be before or after as

67indicated in the Building Contract. The Charterers shall not

68be entitled to refuse acceptance of delivery of the Vessel

69and upon and after such acceptance, subject to Clause

701(d), the Charterers shall not be entitled to make any claim

71against the Owners in respect of any conditions,

72representations or warranties, whether express or implied,

73as to the seaworthiness of the Vessel or in respect of delay

74in delivery.

75(b) If for any reason other than a default by the Owners

76under the Building Contract, the Builders become entitled

77under that Contract not to deliver the Vessel to the Owners,

78the Owners shall upon giving to the Charterers written

79notice of Builders becoming so entitled, be excused from

80giving delivery of the Vessel to the Charterers and upon

81receipt of such notice by the Charterers this Charter shall

82cease to have effect.

83(c) If for any reason the Owners become entitled under

84the Building Contract to reject the Vessel the Owners shall,

85before exercising such right of rejection, consult the

86Charterers and thereupon

87(i) if the Charterers do not wish to take delivery of the Vessel

88they shall inform the Owners within seven (7) running days

89by notice in writing and upon receipt by the Owners of such

90notice this Charter shall cease to have effect; or

91(ii) if the Charterers wish to take delivery of the Vessel

92they may by notice in writing within seven (7) running days

93require the Owners to negotiate with the Builders as to the

94terms on which delivery should be taken and/or refrain from

95exercising their right to rejection and upon receipt of such

96notice the Owners shall commence such negotiations and/

97or take delivery of the Vessel from the Builders and deliver

98her to the Charterers;

99(iii) in no circumstances shall the Charterers be entitled to

100reject the Vessel unless the Owners are able to reject the

101Vessel from the Builders;

102(iv) if this Charter terminates under sub-clause (b) or (c) of

103this Clause, the Owners shall thereafter not be liable to the

104Charterers for any claim under or arising out of this Charter

105or its termination.

106(d) Any liquidated damages for delay in delivery under the

107Building Contract and any costs incurred in pursuing a claim

108therefor shall accrue to the account of the party stated in

109Box 41(c) or if not filled in shall be shared equally between

110the parties.

1113. Guarantee Works

112If not otherwise agreed, the Owners authorise the

113Charterers to arrange for the guarantee works to be

114performed in accordance with the building contract terms,

115and hire to continue during the period of guarantee works.

116The Charterers have to advise the Owners about the

117performance to the extent the Owners may request.

1184. Name of Vessel

119The name of the Vessel shall be mutually agreed between

​

121painted in the colours, display the funnel insignia and fly

122the house flag as required by the Charterers.

1235. Survey on Redelivery

124The Owners and the Charterers shall appoint surveyors

125for the purpose of determining and agreeing in writing the

126condition of the Vessel at the time of re-delivery.

127Without prejudice to Clause 15 (Part II), the Charterers

128shall bear all survey expenses and all other costs, if any,

129including the cost of docking and undocking, if required,

130as well as all repair costs incurred. The Charterers shall

131also bear all loss of time spent in connection with any

132docking and undocking as well as repairs, which shall be

133paid at the rate of hire per day or pro rata.

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​

​

​

1On expiration of this Charter and provided the Charterers

2have fulfilled their obligations according to Part I and II

3as well as Part III, if applicable, it is agreed, that on

4payment of the final payment of hire as per Clause 11

5the Charterers have purchased the Vessel with

6everything belonging to her and the Vessel is fully paid

7for.

8In the following paragraphs the Owners are referred to

9as the Sellers and the Charterers as the Buyers.

10The Vessel shall be delivered by the Sellers and taken

11over by the Buyers on expiration of the Charter.

12The Sellers guarantee that the Vessel, at the time of

13delivery, is free from all encumbrances and maritime

14liens or any debts whatsoever other than those arising

15from anything done or not done by the Buyers or any

16existing mortgage agreed not to be paid off by the time

17of delivery. Should any claims, which have been incurred

18prior to the time of delivery be made against the Vessel,

19the Sellers hereby undertake to indemnify the Buyers

20against all consequences of such claims to the extent it

21can be proved that the Sellers are responsible for such

22claims. Any taxes, notarial, consular and other charges

23and expenses connected with the purchase and

24registration under Buyers’ flag, shall be for Buyers’

25account. Any taxes, consular and other charges and

26expenses connected with closing of the Sellers’ register,

​

​

27shall be for Sellers’ account.

28In exchange for payment of the last month’s hire

29instalment the Sellers shall furnish the Buyers with a

30Bill of Sale duly attested and legalized, together with a

31certificate setting out the registered encumbrances, if

32any. On delivery of the Vessel the Sellers shall provide

33for deletion of the Vessel from the Ship’s Register and

34deliver a certificate of deletion to the Buyers.

35The Sellers shall, at the time of delivery, hand to the

36Buyers all classification certificates (for hull, engines,

37anchors, chains, etc.), as well as all plans which may

38be in Sellers’ possession.

39The Wireless Installation and Nautical Instruments,

40unless on hire, shall be included in the sale without any

41extra payment.

42The Vessel with everything belonging to her shall be at

43Sellers’ risk and expense until she is delivered to the

44Buyers, subject to the conditions of this Contract and

45the Vessel with everything belonging to her shall be

46delivered and taken over as she is at the time of delivery,

47after which the Sellers shall have no responsibility for

48possible faults or deficiencies of any description.

49The Buyers undertake to pay for the repatriation of the

50Master, officers and other personnel if appointed by the

51Sellers to the port where the Vessel entered the Bareboat

52Charter as per Clause 3 (Part II) or to pay the equivalent

53cost for their journey to any other place.

​

​

​

11.  Definitions

2For the purpose of this PART V, the following terms shall

3have the meanings hereby assigned to them:

4“The Bareboat Charter Registry” shall mean the registry

5of the State whose flag the Vessel will fly and in which

6the Charterers are registered as the bareboat charterers

7during the period of the Bareboat Charter.

8“The Underlying Registry” shall mean the registry of the

9state in which the Owners of the Vessel are registered

10as Owners and to which jurisdiction and control of the

11Vessel will revert upon termination of the Bareboat

12Charter Registration.

132.  Mortgage

14The Vessel chartered under this Charter is financed by

15a mortgage and the provisions of Clause 12(b) (Part II)

16shall apply.

173.  Termination of Charter by Default

18If the Vessel chartered under this Charter is registered

19in a Bareboat Charter Registry as stated in Box 44, and

20if the Owners shall default in the payment of any amounts

21due under the mortgage(s) specified in Box 28, the

22Charterers shall, if so required by the mortgagee, direct

23the Owners to re-register the Vessel in the Underlying

24Registry as shown in Box 45.

25In the event of the Vessel being deleted from the

26Bareboat Charter Registry as stated in Box 44, due to a

27default by the Owners in the payment of any amounts

28due under the mortgage(s), the Charterers shall have

29the right to terminate this Charter forthwith and without

30prejudice to any other claim they may have against the

31Owners under this Charter.

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