Dated: 17TH April, 2009
EXHIBIT 10.2
Dated:
17TH
April, 2009
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ISLAND
BREEZE INTERNATIONAL 000
Xxxxxx Xxxxxxxxx, Xxxxx 000, Xxxxxxxx, Xxx Xxxxxx 00000, XXX hereinafter called
the Sellers,
have agreed to sell, and
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1
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AMANDLA
ICON SHIPPING CORPORATION Pte Ltd, 000, XXXXXXX XXXX, #00-00
XXXXX,
XXXXXXXXX
000000 or nominee hereinafter called the Buyers, have agreed to buy the motor
vessel
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2
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Name:
CASINO
ROYALE ex FORTUNE STAR
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3
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Classification
Society/Class: HELLENIC REGISTER OF SHIPPING
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Built: 1975 By: KNOSSOURA
DOCKYARD, SALAMIS, GREECE
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Flag: PANAMA Place
of Registration: PANAMA, REPUBLIC OF PANAMA
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Call
Sign: C6DP8 Grt/Nrt:
9511 / 3479
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IMO
Number: 7350442
otherwise
as per description in Clause 18 hereto,
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hereinafter
called the Vessel, on the following terms and conditions:
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Definitions
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10
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"Banking days" are days on which banks are open both in the country of the currency
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Stipulated
for the Purchase Price in Clause 1 and in the place of
closing stipulated in Clause
8.
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12
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"in writing" or
"written" means
a letter handed over from the Sellers to the Buyers or vice
versa,
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a
registered letter, telex, telefax or other modern form of written
communication
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“Classification
Society" or “Class" means the Society referred
to in line 4.
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1. Purchase
Price: Gross
US$ 1,970,815 00 (United
States Dollars One Million Nine hundred seventy thousand Eight hundred
fifteen only) less projected repositioning expenses of US$ 1,083,815 ( One
million Eighty three thousand Eight hundred and fifteen only) to pay a NET
Price of USD 887,000 ( Eight hundred eighty seven thousand USD) on the
Light Displacement of 5,119.15 Long Tons (or 5,201.3 metric tons) without
any permanent ballast.
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2.
Deposit:
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As security for the correct fulfilment of this Agreement the Buyers
shall pay a deposit of 10% of
the Purchase Price (USD 88,700) within 3 (Three) banking
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Days
from the date of signing this Agreement
by the Sellers and the Buyers IN EITHER FACSIMILE OR SCANNED
EMAIL.
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This
deposit shall be placed with Sellers in their Account with Wachovia Bank,
N.A
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and
held by them in a joint account
for the Sellers and the Buyers, to be released in accordance with
joint
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written
instructions of the Sellers and the Buyers. Interest, if any to be
credited to the Buyers.
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Any
fee charged at Sellers bank for receiving the
money shall be borne by the Sellers.
Any fee charged
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at
Buyers’ bank for remitting money shall be paid by the
Buyers.
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3. Payment
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The
balance(90%)of the NET Purchase Price shall be paid in full free of bank
charges to THE SELLERS’ NOMINATED ACCOUNT
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on delivery of the Vessel, but
not later than 3 banking days
after the Vessel is in every respect
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physically ready for delivery in accordance with the terms and conditions of this Agreement and
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Notice
of Readiness has been given in accordance with Clause 5.
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4
Inspections
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a)* The
Buyers have WAIVED THEIR RIGHT TO INSPECT inspected
and
accepted the
Vessel’s classification records. The Buyers HAVE ALSO WAIVED THEIR RIGHT
TO
INSPECT
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also inspected
the Vessel at/in on
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and have accepted the Vessel
following
this inspection and thus the sale is
outright and definite,
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subject only to the terms and
conditions of this Agreement
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b)* The Buyers shall
have the right to inspect the Vessel's classification records and
declare
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whether same are
accepted or not within
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The Sellers
shall provide
for inspections of the
Vessel at/in . .
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The
Buyers shall undertake the inspection without undue delay to the Vessel.
Should the
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Buyers
cause undue delay they shall compensate the Sellers for the losses thereby
incurred.
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The Buyers shall
inspect the Vessel without opening up and without cost to the
Sellers
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During the
inspection, the Vessel’s deck and engine log books shall be made available
for
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examination by the
Buyers. If the Vessel is accepted after such inspection, the sale
shall
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become outright and
definite, subject only to the terms and conditions of this
Agreement,
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provided the
Sellers receive written notice of acceptance from the Buyers within 72
hours
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after completion of
such inspection.
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Should notice of
acceptance of the Vessel's classification records and of the
Vessel not be
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received by the
Sellers as aforesaid, the deposit together with interest earned shall
be
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released
immediately to the Buyers, whereafter this Agreement shall be null and
void.
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4 a) and 4b) are
alternatives; delete whichever is not applicable. In the absence of
deletions,
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alternative
4a) to apply.
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5. Notices,
time and place of delivery
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a) The Sellers shall keep the Buyers well informed of the Vessel’s itinerary
and
shall
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provide the Buyers with 7, 5, 3
days approximate, and 1 day definite notice of
the
estimated
time of arrival at
the
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intended place
of drydocking/underwater inspection/delivery.
When the Vessel is at the place
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of delivery and in every respect
physically ready for delivery in accordance with this
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Agreement, the Sellers shall give
the Buyers a written Notice of Readiness for delivery.
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b) The
Vessel shall be delivered and taken over safely afloat at a safe and
accessible berth or
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anchorage, in Sellers’
option, at/in Freeport, Bahamas with exact
date
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in the Sellers'
option
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Expected time of delivery: during
15th –
30th April,
2010
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Date of cancelling (see Clauses
5 c),
6 b) (iii) and 14): 15th
May, 2010 in the Buyers
option.
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c) If the Sellers
anticipate that, notwithstanding the exercise of due diligence by them,
the
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Vessel will not be
ready for delivery by the cancelling date they may notify the Buyers
in
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writing stating the
date when they anticipate that the Vessel will be ready for delivery
and
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propose a new
cancelling date. Upon receipt of such notification the Buyers shall have
the
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option of either
cancelling this Agreement in accordance with Clause 14 within 7
running
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days of receipt of
the notice or of accepting the new date as the new cancelling date. If
the
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Buyers have not
declared their option within 7 running days of receipt of the
Sellers'
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notification or if
the Buyers accept the new date, the date proposed in the Sellers'
notification
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shall be deemed to
be the new cancelling date and shall be substituted for the
cancelling
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date stipulated in
line 61.
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If this Agreement
is maintained with the new cancelling date all other terms and
conditions
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hereof including
those contained in Clauses 5 a) and 5 c) shall remain unaltered and in
full
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force and effect.
Cancellation or failure to cancel shall be entirely without prejudice to
any
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claim for damages
the Buyers may have under Clause 14 for the Vessel not being ready
by
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the original
cancelling date
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d) Should
the Vessel become an actual, constructive or compromised total loss before
delivery
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the deposit together with
interest earned shall be released immediately to the
Buyers
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whereafter this Agreement shall
be null and void
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6. Drydocking
/ Divers Inspection
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a)** The Sellers shall
place the Vessel in drydock at the port of delivery for inspection by
the
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Classification
Society of the Vessel's underwater parts below the deepest load line,
the
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extent of the
inspection being in accordance with the Classification Society's rules.If
the
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rudder, propeller,
bottom or other underwater parts below the deepest load line are
found
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broken, damaged or
defective so as to affect the Vessel's class, such defects shall be
made
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good at the
Sellers' expense to the satisfaction of the Classification Society
without
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condition/recommendation*.
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b)** (i) The Vessel is to be
delivered without drydocking. However, the Buyers
shall
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have the right at
their expense to arrange for an underwater inspection by a diver
approved
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by the
Classification Society prior to the delivery of the Vessel. The Sellers
shall at their
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cost make the
Vessel available for such inspection. The extent of the inspection and
the
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conditions under
which it is performed shall be to the satisfaction of the
Classification
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Society. If the
conditions at the port of delivery are unsuitable for such inspection,
The
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Sellers shall make
the Vessel available at a suitable
alternative place near to the delivy
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port.
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(ii) If the rudder,
propeller, bottom or other underwater parts below the deepest load
line
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are found broken,
damaged or defective so as to affect the Vessel's class, then
unless
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repairs can be
carried out afloat to the satisfaction of the Classification Society,the
Sellers
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shall arrange for
the Vessel to be drydocked at their expense for inspection by
the
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Classification
Society of the Vessel's underwater parts below the deepest load line,
the
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extent of the
inspection being in accordance with the Classification Society's
rules. If the
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rudder, propeller,
bottom or other underwater parts below the deepest load line are
found
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broken, damaged or
defective so as to affect the Vessels class, such defects shall be
made
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good by the Sellers
at their expense to the satisfaction of the Classification
Society
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without
condition/recommendation*. In such event the Sellers are to pay also for
the cost of
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the underwater
inspection and the Classification Society's
attendance
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(iii) If the Vessel is to
be drydocked pursuant to Clause 6 b) (ii) and no suitable
dry-
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docking facilities
are available at the port of delivery, the Sellers shall take the
Vessel
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to a port where
suitable drydocking facilities are available, whether within or outside
the
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delivery range as
per Clause 5 b). Once drydocking has taken place the Sellers shall
deliver
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the Vessel at a
port within the delivery range as per Clause 5 b) which shall, for
the
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purpose of this
Clause, become the new port of delivery. In such event the cancelling
date
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provided for in
Clause 5 b) shall be extended by the additional time required for
the
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drydocking and
extra steaming, but limited to a maximum of 14 running
days.
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c) If the Vessel is
drydocked pursuant to Clause 6 a) or 6 b) above
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(i) the Classification
Society may require survey of the tailshaft system, the extent
of
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the survey being to
the satisfaction of the Classification surveyor. If such survey is
not
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required by the
Classification Society, the Buyers shall have the right to require the
tailshaft
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to be drawn and
surveyed by the Classification Society, the extent of the survey being
in
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accordance with the
Classification Society's rules for tailshaft survey and consistent
with
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the current stage
of the Vessel's survey cycle. The Buyers shall declare whether
they
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require the
tailshaft to be drawn and surveyed not later than by the completion of
the
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inspection by the
Classification Society. The drawing and refitting of the tailshaft shall
be
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arranged by the
Sellers. Should any parts of the tailshaft system be condemned or
found
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defective so as to
affect the Vessel's class, those parts shall be renewed or made good
at
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the Sellers'
expense to the satisfaction of the Classification Society
without
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condition/recommendation*.
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(ii) the expenses
relating to the survey of the tailshaft system shall be
borne
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by the Buyers
unless the Classification Society requires such survey to be
carried out, in
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which case the
Sellers shall pay these expenses. The Sellers shall also pay the
expenses
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if the Buyers
require the survey and parts of the system are
condemned or found defective
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or broken so as to
affect the Vessel's class*.
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(iii) the expenses in
connection with putting the Vessel in and taking her out
of
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drydock, including
the drydock dues and the Classification Society's fees shall be paid
by
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the Sellers if the
Classification Society issues any condition/recommendation* as a
result
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of the survey or if
it requires survey of the tailshaft system. In all other cases the
Buyers
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shall pay the
aforesaid expenses, dues and fees.
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(iv) the Buyers'
representative shall have the right to be present in the drydock,
but
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without interfering
with the work or decisions of the Classification
surveyor.
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(v) the Buyers shall
have the right to have the underwater parts of the
Vessel
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cleaned and painted
at their risk and expense without interfering with the Sellers' or
the
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Classification
surveyor's work, if any, and without affecting the Vessel’s timely
delivery. If,
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however, the
Buyers' work in drydock is still in progress when the Sellers
have
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completed the work
which the Sellers are required to do, the additional docking
time
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needed to complete
the Buyers' work shall be for the Buyers' risk and expense. In the
event
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that the Buyers'
work requires such additional time, the Sellers may upon completion of
the
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Sellers' work
tender Notice of Readiness for delivery whilst the Vessel is still in
drydock
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and the Buyers
shall be obliged to take delivery in accordance with Clause 3,
whether
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the Vessel is in
drydock or not and irrespective of Clause 5 b).
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* Notes, if any, in
the surveyor's report which are accepted by the Classification
Society
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without
condition/recommendation are not to be taken into
account.
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** 6
a) and 6 b) are alternatives; delete whichever is not applicable. In the
absence of deletions,
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alternative 6 a) to
apply
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7. Spares/bunkers,
etc. (See Clause 18)
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The Sellers shall
deliver the Vessel to the Buyers with everything belonging to her on board
and on
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Shore.
The Sellers shall retain and arrange to remove all casino and
entertainment equipment and furniture including, but not limited to, slot
machines, slot floor UPS’s and transformers, table games, surveillance
equipment, count equipment, security equipment, player tracking system
equipment, dining tables, dining chairs, unused carpet, television and
related accessories, ip telephone system, MTN telecommunication system
(not used for navigation), cable television satellite system, computer
equipment and related peripherals, and office equipment and furniture.
All spare parts and spare equipment including spare tail-end
shaft(s) and/or spare
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propeller(s)/propeller
blade(s), if any, including spare tail-end shaft(s) and/or spare
propeller(s)/propeller blade(s) if any belonging to the Vessel as agreed
and accepted by sellers and buyers
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,
whether on board or not shall become the Buyers’ property.
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Forwarding
charges, if any, shall be for the Buyers’ account. The Sellers are not
required to
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replace
spare parts including spare tail-end shaft(s) and spare
propeller(s)/propeller blade(s) which
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are
taken out of spares and used as replacement prior to delivery, but the
replaced items shall be the
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property
of the Buyers. The radio installation and navigational equipment shall be
included in the sale
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without
extra payment if they are the
property of the Vessel. Unused stores and provisions
shall be
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included
in the sale and be taken over by the Buyers without extra
payment.
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The
Sellers have the right to take ashore crockery, plates, cutlery, linen and
other articles bearing the
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165
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Sellers'
flag or name, provided they replace same with similar unmarked items.
Library, forms, etc,
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exclusively
for use in the Sellers' vessel(s), shall be excluded without compensation.
Captain's,
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Officers'
and Crew's personal belongings including the slop chest are to be excluded
from the sale,
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as
well as the following additional items (including items on
hire):
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000
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( XXX
XXXXXXXXX THE VESSEL’S LIGHT DISPLACEMENT TONNAGE)
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The
Buyers shall take over the remaining bunkers and unused lubricating oils
in storage tanks and
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sealed
drums at NO EXTRA COST to the BUYERS and pay the SELLERS’
LATEST PRICES CONFIRMED BY VOUCHERS current net market
price (excluding barging expenses) at the port and
date
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of delivery of the
Vessel.
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Payment under this
Clause shall be made at the same time and place and in the same currency
as
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the Purchase
Price.
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8. Documentation
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The
place of closing: MIAMI,
U.S.A
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In
exchange
for payment of the Purchase Price
the Sellers shall furnish the Buyers with delivery
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documents,
namely:
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a) Legal
Xxxx of Sale DULY APOSTILLED (the country
in which the Buyers
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to register the
Vessel), warranting
that the Vessel is free from all encumbrances, mortgages
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and maritime liens or any other debts or claims whatsoever, duly notarially attested and
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legalized by the
consul such country or
other competent authority.
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b)ORIGINAL
TRIM AND STABILITY BOOK AUTHENTICATING THE LIGHT SHIP WEIGHT OF THE VESSEL
DULY APPROVED BY IACS CLASS WHICH SCANNED COPY RECEIVED BY
BUYERS.
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184
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c) Current
Certificate issued by the competent authorities stating that the Vessel is
free from
|
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Registered
encumbrances, maritime liens, mortgages or any other debts or claims
whatsoever.
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186
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(THIS
CERTIFICATE TO BE DATED SAME DAY AS THE SELLERS TENDER TO THE BUYERS 3
DAYS DEFINITE NOTICE OF DELIVERY AND SENT TO THE BUYERS IN SCANNED
COPY).
|
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d) Certificate
of Deletion of the Vessel from
the Vessels registry or other official evidence of
|
188
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deletion appropriate to the
Vessel’s registry at the time of delivery,
or, in the event that the
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registry does
not as a matter of practice issue such documentation immediately, a written
|
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undertaking by the Sellers to
effect deletion from the
Vessels registry forthwith and furnish a
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Certificate or other official
evidence of deletion
to the Buyers promptly and latest within
4
|
192
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(four) weeks after
the Purchase Price has been
paid and the Vessel has been delivered.
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e) Any such additional documents as may reasonably be required by the competent authorities
|
194
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for the purpose
of registering the Vessel,
provided the Buyers notify the Sellers of any such
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195
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Documents as soon as possible
after the date of this Agreement
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f)
|
LETTER
OF INDEMNITY ISSUED BY THE SELLERS TO THE BUYERS UNDERTAKING FULL
RESPONSIBILITY AND CONSEQUENCES OF ANY DEBTS, LOANS, ENCUMBRANCES,
MARITIME AND OTHER LIENS AND LIABILITIES OF ANY NATURE WHATSOEVER INCURRED
UP TO THE DATE AND TIME OF DELIVERY OF THE VESSEL AND INDEMNIFYING THE
BUYERS OF THE CONSEQUENCES THEREOF.
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G) COPY
OF THE GENERAL POWER OF ATTORNEY ISSUED IN THE NAME OF THE PERSON
SIGNING
THE XXXX OF SALE ON BEHALF OF THE
BUYERS.
H) PHOTOCOPY
OF THE VESSEL’S CERTIFICATE OF REGISTRY AND ALL ORIGINAL
TRADING
CERTIFICATES
WHETHER VALID OR NOT TO BE HANDED OVER TO BUYERS.
I) COMMERCIAL
INVOICE IN TRIPLICATE STATING THE PRICE OF THE VESSEL (AS STATED IN
CLAUSE
1 HERETO) AND INCLUDING THE DESCRIPTION OF THE VESSEL AS PER
CLAUSE 18
HERETO.
‘’NON
NEGOTIABLE’’ COPIES OF ALL THE SALE EXECUTED DOCUMENTS INCLUDING THE NON
ENCUMBRANCE CERTIFICATE TO BE FAXED TO THE BUYERS AT LEAST THREE (3) DAYS
PRIOR
TO
THE ANTICIPATED DELIVERY DATE.
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At
the time of delivery the Buyers and Sellers shall sign and deliver to each other a Protocol of
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197
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Delivery
and Acceptance confirming the date and time of delivery
of the Vessel from the Sellers to the
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198
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Buyers.
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199
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At
the time of delivery the Sellers
shall hand to the Buyers
the classification certificate(s) as well as
all
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200
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Plans
etc., which are on board the Vessel. Other certificates
which are on board the Vessel shall also
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201
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be
handed
over to the Buyers unless the Sellers are required to retain same, in which case the
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202
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Buyers to have the right to take copies. Other technical documentation which may
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203
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be
in the Sellers' possession shall be promptly
forwarded to the Buyers at their expense, if they so
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204
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Request. The Sellers may keep the Vessels log books but the Buyers to have the right to take
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205
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Copies
of same.
|
206
|
|
9. Encumbrances
|
207
|
|
The
Sellers warrant that the Vessel, at the time
of delivery, is free from all charters, encumbrances,
|
208
|
|
mortgages and maritime liens,
or any other debts whatsoever. The Sellers
hereby undertake
|
209
|
|
to indemnify the Buyers against all consequences of claims made against the Vessel which have
|
210
|
|
Been
incurred prior to the time of delivery.
|
211
|
|
10.
Taxes, etc.
|
212
|
|
Any
taxes, fees and expenses in connection with the purchase and registration
under the Buyers' flag
|
213
|
|
shall
be for the Buyers' account, whereas similar charges
in connection with the closing of the Sellers'
|
214
|
|
register
shall be for the Sellers' account.
|
215
|
|
11.
Condition on delivery
|
216
|
|
The
Vessel with everything belonging to her, shall be at the Sellers' risk and
expense until she is
|
217
|
|
delivered to the Buyers,
but subject to the terms and conditions of this Agreement she
shall be
|
218
|
|
delivered
and taken over as she IS was at the time of
inspection, fair wear and tear excepted ‘AS IS / WHERE IS’ however
always safely afloat and substantially intact, free of hull leakages, free
from damage/fire damage, free of arms and ammunition, charter free and
free of cargo and her main engines, , safety equipment, navigational
equipment and anchors in working condition WITH CLASS AS IS AND WITH
CLASS/TRADING CERTIFICATES AS ON BOARD valid or not.. SEE
CLAUSE 17 also
|
219
|
|
However, the Vessel
shall be delivered with her class maintained
without
condition/recommendation*,
|
220
|
|
free of average damage affecting the Vessels class, and with her classification
certificates and
|
221
|
|
national
certificates, as well as all other certificates the Vessel had at the time
of inspection, valid and
|
222
|
|
unextended without condition/recommendation* by
Class or the relevant authorities at the time of
|
223
|
|
delivery.
|
224
|
|
"Inspection" in
this Clause 11, shall mean the Buyers' inspection according to Clause 4 a)
or 4 b), if
|
225
|
|
applicable, or the
Buyers' inspection prior to the signing of this Agreement. If The Vessel is taken
over
|
226
|
|
without inspection,
thus
the
date of this Agreement shall be the relevant date.
|
227
|
|
* Notes, if any, in the surveyor's report which are accepted by the Classification Society
|
228
|
|
Without
condition/recommendation are not to be taken into
account.
|
229
|
|
12.
Name / markings
|
230
|
|
Upon
delivery the Buyers request to change the name of the Vessel to “Royale”
and alter funnel markings
|
231
|
|
13.
Buyers' default
|
232
|
|
Should
the deposit not be paid in accordance with Clause 2, the
Sellers have the right to cancel this
|
233
|
|
Agreement,
and they shall be entitled to claim compensation for their losses and for
all expenses
|
234
|
|
incurred
together with interest.
|
235
|
|
Should
the Purchase Price not be paid in accordance with
Clause 3, the Sellers have the right to
|
236
|
|
cancel
the Agreement, in which case the down payment shall be released to
the
|
237
|
|
Sellers. If
the down
payment does not cover their loss, the Sellers
shall be entitled to claim further
|
238
|
|
compensation
for their losses and for all expenses incurred together with
interest.
|
239
|
|
14.
Sellers' default
|
240
|
|
Should
the Sellers fail to give Notice of Readiness in
accordance with Clause 5 a) or fail to be ready
|
241
|
|
to validly complete a legal transfer by the date stipulated in line 61 the Buyers shall have
|
242
|
|
the option of cancelling this Agreement provided always that the Sellers shall be granted a
|
243
|
|
Maximum of 3 banking days after Notice of Readiness has been given to make arrangements
|
244
|
|
for
the documentation
set out in Clause 8. If after Notice of Readiness has been given but before
|
245
|
|
the
Buyers have taken delivery, the Vessel ceases to be physically ready for delivery and is not
|
246
|
|
Made
physically
ready again in every respect by the date stipulated in line 61 and new Notice of
|
247
|
|
Readiness
given, the Buyers
shall retain their option to cancel. In the event that the Buyers elect
|
248
|
|
to cancel this Agreement the down
payment together with interest earned shall be released to
|
249
|
|
Them
immediately.
|
250
|
|
Should
the Sellers fail to give Notice of Readiness by the date stipulated in
line 61 or fail to be ready
|
251
|
|
to
validly complete a legal
transfer as aforesaid they shall make due compensation to the Buyers for
|
252
|
|
their loss and for all expenses together with interest if their failure is due to proven
|
253
|
|
negligence
and whether or not the Buyers cancel this Agreement.
|
254
|
|
15.
Buyers' representatives
|
255
|
|
After
this Agreement has been signed
by both parties and the deposit has been lodged, the
Buyers
|
256
|
|
Have
the right to place FIVE representatives on board the Vessel INCLUDING ONE
DECK OFFICER, THREE ENGINEERS AND ONE ELECTRICIAN, at their sole risk
and expense. Upon
|
257
|
|
arrival
at on
or about
|
258
|
|
These representatives
are on board for the purpose
of familiarisation and in the capacity of
|
259
|
|
Observers only,
and they shall not interfere
in any respect with the operation of the Vessel. The Sellers shall provide
an Engineer and a Seller’s representative, at Seller’s expense, to assist
the Buyers representatives in the operation, prior to departure of the
vessel from Freeport, of the main engines and the overhaul of the Deutz
generators. The
|
260
|
|
Buyers' representatives shall
sign the Sellers' letter of indemnity prior to their
embarkation.
|
261
|
|
16.
Arbitration
|
262
|
|
a)* This
Agreement shall be governed by and construed
in accordance with English law and
|
263
|
|
Any dispute arising
out of this Agreement shall be referred to arbitration in London
|
264
|
|
accordance with the Arbitration Acts 1950 and 1979 or any statutory modification or
|
265
|
|
re-enactment thereof for
the time being in force, one arbitrator being appointed by each
|
266
|
|
party. On the receipt
by one party of the nomination in writing of the
other party's arbitrator,
|
267
|
|
That party shall appoint their
arbitrator within fourteen days, failing which the decision
of the
|
268
|
|
single arbitrator appointed shall
apply. If two arbitrators
properly appointed shall not agree
|
269
|
|
they shall appoint an umpire
whose decision shall be final
|
270
|
|
b)* This Agreement shall be governed by and construed in accordance with Title 9 of the
|
000
|
|
Xxxxxx Xxxxxx Code
and the Law of the State of New
York and should any dispute arise out of
|
272
|
|
This Agreement, the
matter in dispute shall be referred to
three persons at New York, one to
|
273
|
|
Be appointed by
each of the parties hereto, and the third by the two so chosen; their
|
274
|
|
decision or that of
any two of them shall be final, and for purpose of enforcing
any award, this
|
275
|
|
Agreement may be
made a rule of the Court.
|
276
|
|
The proceedings
shall be conducted in
accordance with the rules of the Society of Maritime
|
277
|
|
Arbitrators,
Inc. New York.
|
278
|
|
c)* Any dispute arising
out of this Agreement shall be referred to arbitration
at
|
279
|
|
subject to the
procedures applicable there.
|
280
|
|
The laws
of shall govern this
Agreement.
|
281
|
|
* 16
a), 16 b) and 16 c) are altematives; delete whichever is not
applicable. In the absence of
|
282
|
|
deletions, altemative 16 a) to
apply.
|
283
|
Clause
17.
The
vessel is purchased without inspection and the Buyers have fully accepted the
condition of the vessel – therefore the sale is outright and definite. The
Sellers have agreed to ensure all parts required for the 2 x Deutz BA16M 816C
shall be placed on board though the generators are completely dismantled. But
all parts required to make the generators intact shall be available prior to
physical delivery of the vessel.. The familiarisation team of the buyers shall
be allowed to check the parts and commence fixing the generators at the sole
risk of the buyers.
Clause
18. Vessels description :
|
Name
of Vessel
|
Casino
Royale
|
|
Previous
Names
|
Ex
Fortune Star; ex St Tropez; ex Manistal; ex Talisman; ex Enchanted Sun; ex
Sofia; ex Emerald Empress; ex Tropic Star II; ex Pride of San Diego; ex
Scandinavian Saga; ex Stena Arcadia; ex Castalia
|
|
Port
of Registry
|
Panama,
R.P.
|
|
Official
Number
|
715221
|
|
IMO
Number
|
7350442
|
|
MMSI
|
308309000
|
|
Builder/Year
|
0000
Xxxxxxxxx Xxxxxxxx, Xxxxxxx, Xxxxxx
|
|
LOA
|
132.10
M
|
|
LBP
|
114.00
M
|
|
Beam
|
19.80
M
|
|
Depth
|
11.96
M
|
|
Draft
|
5.21 M
|
|
Freeboard
|
2.112
M
|
|
Gross
Tonnage
|
9,511
T (69) – 5,259 T
|
|
Net
Tonnage
|
3,479
T (69) – 2,752 T
|
|
Displacement
|
7,159.9
T
|
|
Deadweight
|
1,979.2
T
|
|
Light
Ship
|
5,201.3.T
|
|
Watertight
Compartments
|
13
|
|
Continuous
Decks
|
2
|
|
Propulsion
Machinery
|
Two
(2) MaK 8 Mu 551 AK
|
|
Horsepower
|
7,200
BHP @ 600 RPM – 5,882 kW @ 600 RPM
|
|
Auxiliary
Machinery
|
Two
(2) Deutz BA 16M 816 C @ 860 kW
One
(1) Deutz F6M716 @ 101.5 kW @ 1500 RPM
|
|
Total
Electrical Power
|
1,720
kW + 102 kW emergency
|
|
Voltages
|
400/231 50
kHz 0.08 cos phi
|
|
Auxiliary
Boilers
|
One
(1) Smoke Tube Boiler
|
|
Propellers
|
Two
(2) Schraffran Propeller Xxxxx & Company
|
|
Bow
Thruster
|
KAMEWA 16550D
AS-CD 596 kW
|
|
Anchors
|
Three
(3) Stockless High Holding
|
|
Stabilizers
|
Sperry
Xxxxxxx Gyrofin
|
Clause 19.
No sea or
dock trials shall be performed and no crew of the Buyers, apart from the five
representatives mentioned in Clause 15, shall be allowed on board
before the purchase price is paid in full and the receipt has been confirmed by
the Buyer’s’ bank.
Clause
20.
The sale
is to be kept strictly private and confidential, except that the Seller may
disclose the details of the sale for purpose of compliance with rules and
regulations under applicable United States federal and state law including
securities law., - The M.O.A. is made out in two originals one for
the Sellers and one for the Buyers.
Clause
21.
Buyer,
and any subsequent purchaser to which the Buyer may sell the Vessel to, agree
that they will not operate, or seek to operate, the Vessel in North America,
South America, Hong Kong, or Taiwan or such jurisdictions teritorial
waters.
|
FOR
THE SELLERS
|
FOR
THE BUYERS
|
|
Xxxxxxx
X. Xxxxxx
|
Xxxxxx
Xxxxx Anand
|
|
President
& Director
|
