MEMORANDUM OF AGREEMENT randum of Agreement for sale and purchase of ships. Adopted by The Baltic and International Maritime Council (BIMCO) in 1956. Dated: 2 July 2013 Code-name SALEFORM 1993 Revised 1966, 1983 and 1986/87.
EXHIBIT 10.3
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Norwegian Shipbrokers’ Association’s Memo-
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MEMORANDUM OF AGREEMENT
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randum of Agreement for sale and purchase of
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ships. Adopted by The Baltic and International
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Maritime Council (BIMCO) in 1956.
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Dated: 2 July 2013
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SALEFORM 1993
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Revised 1966, 1983 and 1986/87.
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Harmony Maritime Co. Ltd., Pineapple Grove, Xxxx 0, Xxx Xxxx Xxx, Xxxxxx, Xxxxxxx hereinafter
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1
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called the Sellers, have agreed to sell, and Baltic Hare Limited, Registered Address:TrustCompany Complex, Ajeltake Road, Ajeltake Island, Majuro, Xxxxxxxx Xxxxxxx, XX 00000. Mailing Address: c/o Baltic Trading Limited, 000 Xxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000.
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hereinafter called the Buyers, have agreed to buy
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Name: Clipper Harmony
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Classification Society/Class: American Bureau of Shipping
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Built: 2009
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By: Hakodate
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Flag: Bahamas
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Place of Registration: Nassau
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Call Sign: C6V2066
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Grt/Nrt: 19831/10546
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hereinafter called the Vessel, on the following terms and conditions:
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Definitions
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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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"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,
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Notwithstanding anything to the contrary in the Memorandum of Agreement, all communication will be primarily by email; facsimile will be an secondary means of communications. All communications will be addressed to Xxxx X. Xxxxxxxxxx, email address XXXX.XXXXXXXXXX@XXXXXXXXXXXXX.XXX, and concurrently to Xxxxxx Xxxxxx Xxxxxxxx, email address at XXXXXXXXX@XXXXXXXXXXXXX.XXX. The Buyers facsimile number is x0 000 000 0000. The Sellers will not give any notice to Buyers by facsimile on any weekend from Friday as of close of business Copenhagen until opening hours of business in Copenhagen on the following Monday, or Tuesday (if Monday is a holiday).
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"Classification Society" or "Class" means the Society referred to in line 4.
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1.
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Purchase Price USD 20,000,000 (United States Dollars Twenty Million only)
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2.
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Deposit
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As security for the correct fulfilment of this Agreement the Buyers shall pay a deposit of 10 %
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(ten per cent) of the Purchase Price within 3 banking days from the date of this
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Agreement signed by e-mail (PDF copy) and joint account opened. This deposit shall be placed with Nordea Bank A/S, Copenhagen
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and held by them in a joint account for the Sellers and the Buyers, to be released in accordance
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with joint written instructions of the Sellers and the Buyers. Interest, if any, to be credited to the
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Buyers. Any fee charged for holding, operating and closing the said deposit shall be borne
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equally by the Sellers and the
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Buyers.
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3.
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Payment
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The said Purchase Price shall be paid in full free of bank charges to Nordea Bank A/S, Copenhagen
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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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This document is a computer generated SALEFORM 1993 form printed by authority of the Norwegian Shipbrokers’ Association. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original approved document shall apply. BIMCO and the Norwegian Shipbrokers’ Association assume no responsibility for any loss, damage or expense as a result of discrepancies between the original approved document and this computer generated document.
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Notice of Readiness has been given in accordance with Clause 5.
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4.
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Inspections
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a)*
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The Buyers have inspected and accepted the Vessel's classification records. The Buyers
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have also inspected the Vessel at/in on
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and have accepted the Vessel following this inspection and 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)*
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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.
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Notices, time and place of delivery
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a)
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The Sellers shall keep the Buyers well informed of the Vessel's itinerary and shall
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provide the Buyers with 20, 15, and 10/5/2 approximate days 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)
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The Vessel shall be delivered and taken over safely afloat at a safe and accessible berth or
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anchorage at/in Worldwide
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in the Sellers' option.
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Expected time of delivery: 01 July 2013- 30 September 2013
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Date of cancelling (see Clauses 5 c), 6 b) (iii) and 14): 30 September 2013, in Buyers option.
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c)
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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
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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
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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 75
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by
the original cancelling date.
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d)
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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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This document is a computer generated SALEFORM 1993 form printed by authority of the Norwegian Shipbrokers’ Association. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original approved document shall apply. BIMCO and the Norwegian Shipbrokers’ Association assume no responsibility for any loss, damage or expense as a result of discrepancies between the original approved document and this computer generated document.
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whereafter this Agreement shall be null and void.
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e) For the avoidance of doubt, the day on which any notice is given by either one party to the other party will be excluded from the total number of days required for such notice, or reply.
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f) Notwithstanding the Sellers option to deliver the Vessel WORLDWIDE the Sellers agree that the Vessels place of delivery will not include any area, or port within the jurisdiction of any nation that is prohibited under the laws of the United States of America, the United Nations or the European Union.
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6.
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Drydocking/Divers Inspection
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b)**
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(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. Buyers will arrange for underwater
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inspection unless the Buyer gives the Seller notice that it waives the Underwater inspections prior to the vessels arrival at the delivery port. The extent of the inspection and the 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 delivery
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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 Vessel's 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
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If the Divers’s inspection reveals damage to the underwater parts which would effect the Class but the Class surveyor approves the repair to be deferred until Vessel’s next scheduled drydocking, the Sellers and the Buyers shall mutually agree on a monetary compensation in lieu of the actual repair. In the event that an agreement cannot be reached the compensation applicable shall be calculated as the average of 2 (two) quotations from 2(two) Chinese Shipyards, 1(one) obtained by the Sellers and 1 (one) obtained by the Buyers.
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c)
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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.
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This document is a computer generated SALEFORM 1993 form printed by authority of the Norwegian Shipbrokers’ Association. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original approved document shall apply. BIMCO and the Norwegian Shipbrokers’ Association assume no responsibility for any loss, damage or expense as a result of discrepancies between the original approved document and this computer generated document.
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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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*
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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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**
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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.
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Spares/bunkers, etc.
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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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unused,
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be excluded. 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)
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which are taken out of spare 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 Sellers. 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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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
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sale,
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as well as the following additional items (including items on hire):
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Items excluded from sale:
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Captains, Officers and Crews personal belonging including slop chest, ISM manual and original certificates which need to be returned to the issuing authorities are to be excluded from sale
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This document is a computer generated SALEFORM 1993 form printed by authority of the Norwegian Shipbrokers’ Association. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original approved document shall apply. BIMCO and the Norwegian Shipbrokers’ Association assume no responsibility for any loss, damage or expense as a result of discrepancies between the original approved document and this computer generated document.
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as well as the flowing additional items:
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Certificate of Registry;
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Radio Station Licence
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Minimum safe Xxxxxxx certificate
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Bunker CLC
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ISM - Safety Management Certificate;
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ISM - Document of Compliance;
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ISPS - International Ship Security Certificate;
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P&I Certificate of Entry
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H&M cover note
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ITF Green cards
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Crew CRA ( to be handed over to the seafarers)
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Other Crew related documents
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Ship Security Plan (SSP) and equipment
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SOPEP Manual (only pages with Owners details).
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Clipper & Wallem Property Documents and Manuals
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Deck log books and Engine log books
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Planned Maintenance System software
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PC software packages covered by Clippers General Licences
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GOA Security Package incl. night Vision Binocular and irridium phone for citadel
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Leased Oxygen, Acetylen, Freon, Nitrogen bottles and similar.
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Clipper & Wallem Stationary
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High pressure washer machine incl. accessories
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Chartco Equipment
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NTVRP, Shore Based Maintenance Agreement, NOI and other US documents
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Uniforms and working clothes stocked on board.
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Videotel on demand
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Premet Lemag main engine performance indicator
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Buyers to have the option to continue, where possible with the supplier, with hired or leased items.
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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 and pay the
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expenses) (actual invoices may not be available, but Sellers shall provide whatever documentation available) If original invoices not available, Platts price quoted, at port of delivery, 2 days before delivery to xxxxx.
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quantities onboard at the time of delievry.
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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.
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Documentation
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The place of closing: Copenhagen
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SCHEDULE OF DOCUMENTS REQUIRED BY THE BUYERS.
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1. Original set of Resolutions of the Board of Directors of the Sellers duly notarized and apostilled approving and ratifying the sale of the Vessel to the Buyers and authorizing the Sellers' attorneys-in-fact to sign the MOA and any addenda thereto, to execute and deliver the
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This document is a computer generated SALEFORM 1993 form printed by authority of the Norwegian Shipbrokers’ Association. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original approved document shall apply. BIMCO and the Norwegian Shipbrokers’ Association assume no responsibility for any loss, damage or expense as a result of discrepancies between the original approved document and this computer generated document.
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Xxxx of Sale, to release any deposit, to sign the Protocol of Delivery and Acceptance and all other documents, including Power(s) of Attorney, which are relating to the sale and delivery of the Vessel to Buyers.
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2. Original Power of Attorney of the Sellers duly notarized and apostilled, authorizing a person or persons as attorney(s)-in-fact of the Sellers to execute the Xxxx of Sale, the Protocol of Delivery and Acceptance and all other sale documents on behalf of the Sellers, to sign a receipt of funds received at Sellers' Bank, to release the 10% deposit, to transfer title to the Vessel to the Buyers and to delete same from the Registry of the Bahamas.
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3. Secretarys Certificate confirming the current directors of the company.
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4. Copy of the Articles of Incorporation of the Sellers duly certified as true copy by notary or a lawyer.
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5. Certificate of Good Standing of the Sellers dated not earlier than twenty (20) banking days prior to the delivery of the Vessel.
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6. Transcript of Register issued at closing evidencing the Sellers' ownership of the Vessel and stating that there are no registered encumbrances and mortgages over the Vessel.
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7. Four (4) Original Xxxx of Sale (Buyers to advise type of Form) transferring the title to the Vessel to the Buyers and stating that the Vessel is free from any encumbrances, mortgages, maritime liens and any other debts or claims whatsoever, duly executed, notarized and apostilled.
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8. Class Maintenance Certificate issued by the Classification Society of the Vessel stating that the Vessel's class is fully maintained without any condition/recommendation. Such certificate to be dated not earlier than three (3) banking days prior to Vessels delivery.
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9. Copies of all Certificates of Class for the Vessel, issued by the Classification Society of the Vessel will be delivered to Buyers representative on board the Vessel.
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10. Letter of undertaking to provide the original Certificate of Deletion or closed Transcript of Register issued by the Registry of the Bahamas within 15 days after delivery of the Vessel, if requested by the Buyers.
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11. Original Continuous Synopsis Record document evidencing the sale of the Vessel to the Buyers or failing the availability of such CSR document at the time of closing a letter or undertaking to deliver such original CSR document within 15 running days of the date of delivery.
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12. Letter of Undertaking signed by a duly authorized attorney-in-fact of the Sellers, dated on the date of closing, stating that to the best of Sellers' knowledge the Vessel under present ownership is not blacklisted by any nation, organization or trade body.
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13. Letter of Undertaking signed by a duly authorized attorney-in-fact of the Sellers, dated on the date of closing, confirming that to the best of Sellers knowledge the Vessel has not touched bottom nor had any collision since the last diving survey / underwater inspection done on the Vessel initiated by the Buyers.
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14. Commercial Invoice for the Vessel (In triplicate).
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16. Commercial Invoice for remaining bunkers and unused luboils as per clause 7 of the MOA (in duplicate) as well as further documentation of as stipulated in clause 7 of the MOA.
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17. Protocol of Delivery and Acceptance (in triplicate) to be signed at the documentary closing meeting on the day of delivery.
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18. A copy of the Sellers letter to their communication provider cancelling the Vessels communications contract which is to be sent to such communications provider immediately after the delivery of the Vessel.
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19. Any additional documents as may be reasonably be required by the Xxxxxxxx Islands ship registry, or other ship registry nominated by the Buyers for the purpose of registering the Vessel provided that the Buyers notify the Sellers of any such documents before the 15 days notice provided for in Clause 5 (a) of NSF 1993.
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This document is a computer generated SALEFORM 1993 form printed by authority of the Norwegian Shipbrokers’ Association. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original approved document shall apply. BIMCO and the Norwegian Shipbrokers’ Association assume no responsibility for any loss, damage or expense as a result of discrepancies between the original approved document and this computer generated document.
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20. All of the Vessels technical documents not excluded in Clause 7 (Lines 160 through 170) including but not limited to plans, drawings, manuals on board the Vessel.
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21. If the Vessel is drydocked pursuant to Clause 6 (a) (ii) the Seller will deliver a statement, letter, or declaration from the Drydock at the time of the delivery of the Vessel, that the Drydock will not hold the Vessel responsible for any of Sellers work performed by the Drydock, and the Drydock waives any and all maritime liens against the Vessel for services performed for the account and the benefit of the Seller.
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II. Buyers' Documents:
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1. Original set of Resolutions of the Board of Directors of the Buyers duly notarized including as to capacity and authority of the signatories and apostilled in which the Buyers resolve to purchase the Vessel from the Sellers for the Purchase Price.
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2. Original Powers of Attorney of the Buyers duly notarized and apostilled granting power of attorney to the directors of the Buyers and any other signatory covering the transaction contemplated herein and executed pursuant to the above.
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3. Articles of incorporation duly certified by the Secretary of the Buyers.
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4. Certificate of Good Standing of the Buyers, dated not later than seven (7) working days prior to the delivery of the Vessel.
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The Sellers and Buyers shall provide each other with a draft and/or sample of each of the requested documents latest nineteen (19) days prior to the intended date of Vessels delivery, for approval.
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177
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178
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a)
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179
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180
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181
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182
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184
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185
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186
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187
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188
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189
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190
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191
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192
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193
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194
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195
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196
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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 Vessel's log books but the Buyers to have the right to take
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copies of same.
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206
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9.
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Encumbrances
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207
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The Sellers warrant that the Vessel, at the time of delivery, is free from all charters, encumbrances,
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208
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This document is a computer generated SALEFORM 1993 form printed by authority of the Norwegian Shipbrokers’ Association. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original approved document shall apply. BIMCO and the Norwegian Shipbrokers’ Association assume no responsibility for any loss, damage or expense as a result of discrepancies between the original approved document and this computer generated document.
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mortgages and maritime liens or any other debts whatsoever. The Sellers hereby undertake
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to indemnify the Buyers against all consequences of claims made against the Vessel which have
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been incurred prior to the time of delivery.
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211
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10.
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Taxes, etc.
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Any taxes, fees and expenses in connection with the purchase and registration under the Buyers'
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flag
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shall be for the Buyers' account, whereas similar charges in connection with the closing of the Sellers'
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register shall be for the Sellers' account.
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11.
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Condition on delivery
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The Vessel with everything belonging to her shall be at the Sellers' risk and expense until she is
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delivered to the Buyers, but subject to the terms and conditions of this Agreement she shall be
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218
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delivered and taken over as she was at the time of inspection, fair wear and tear excepted.
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However, the Vessel shall be delivered with her class maintained without condition/recommendation*,
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free of average damage affecting the Vessel's class, and with her classification certificates and
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221
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national certificates, as well as all other certificates the Vessel had at the time of inspection, valid and
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222
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unextended without condition/recommendation* by Class or the relevant authorities at the time of
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delivery.
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"Inspection" in this Clause 11, shall mean the Buyers' inspection according to Clause 4 a) or 4 b), if
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225
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applicable, or the Buyers' inspection prior to the signing of this Agreement. If the Vessel is taken over
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without inspection, the date of this Agreement shall be the relevant date.
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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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229
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12.
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Name/markings
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230
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Upon delivery the Buyers undertake to change the name of the Vessel and alter funnel markings.
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231
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13.
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Buyers' default
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232
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Should the deposit not be paid in accordance with Clause 2, the Sellers have the right to cancel this
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233
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Agreement, and they shall be entitled to claim compensation for their losses and for all expenses
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234
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incurred together with interest.
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Should the Purchase Price not be paid in accordance with Clause 3, the Sellers have the right to
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cancel the Agreement, in which case the deposit together with interest earned shall be released to
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237
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the
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Sellers. If the deposit does not cover their loss, the Sellers shall be entitled to claim further
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238
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compensation for their losses and for all expenses incurred together with interest.
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239
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14.
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Sellers' default
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Should the Sellers fail to give Notice of Readiness in accordance with Clause 5 a) or fail to be ready
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to validly complete a legal transfer by the date stipulated in line 61 the Buyers shall have
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the option of cancelling this Agreement provided always that the Sellers shall be granted a
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243
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maximum of 3 banking days after Notice of Readiness has been given to make arrangements
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244
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for the documentation set out in Clause 8. If after Notice of Readiness has been given but before
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245
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the Buyers have taken delivery, the Vessel ceases to be physically ready for delivery and is not
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made physically ready again in every respect by the date stipulated in line 61 and new Notice
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247
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of
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Readiness given, the Buyers shall retain their option to cancel. In the event that the Buyers elect
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248
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to cancel this Agreement the deposit together with interest earned shall be released to them
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249
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immediately.
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250
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Should the Sellers fail to give Notice of Readiness by the date stipulated in line 61 or fail to be
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251
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ready
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to validly complete a legal transfer as aforesaid they shall make due compensation to the Buyers for
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252
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their loss and for all expenses together with interest if their failure is due to proven
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253
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negligence and whether or not the Buyers cancel this Agreement.
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254
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255
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256
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257
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258
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This document is a computer generated SALEFORM 1993 form printed by authority of the Norwegian Shipbrokers’ Association. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original approved document shall apply. BIMCO and the Norwegian Shipbrokers’ Association assume no responsibility for any loss, damage or expense as a result of discrepancies between the original approved document and this computer generated document.
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259
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260
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261
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16.
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Arbitration
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262
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a)*
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This Agreement shall be governed by and construed in accordance with English law and
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263
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any dispute arising out of this Agreement shall be referred to arbitration in London in
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264
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accordance with the Arbitration Acts
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265
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modification or
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re-enactment thereof for the time being in force, one arbitrator being appointed by each
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266
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party. On the receipt by one party of the nomination in writing of the other party's arbitrator,
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267
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that party shall appoint their arbitrator within fourteen days, failing which the decision of the
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268
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single arbitrator appointed shall apply. If two arbitrators properly appointed shall not agree
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269
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they shall appoint an umpire whose decision shall be final.
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270
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000
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272
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273
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274
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279
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281
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282
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283
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17. If the Vessel is delivered at a port or place where there are no bunkers or lubs available, or at sea, the Sellers agree that at the time of delivery the Vessel will have sufficient bunkers and lubs on board to enable the Vessel to sail to the next available port, that is not restricted by United States of America, European Union or United Nations prohibitions.
This Memorandum of Agreement has been drawn up and executed in 2 (two) originals, 1 (one) of which is to be retained by the Sellers and 1 (one) of which to be retained by the Buyers.
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THE SELLERS
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THE BUYERS
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/s/ Xxxx Xxxxx
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/s/ Xxxx X. Xxxxxxxxxx
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Attorney-in-Fact
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President
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This document is a computer generated SALEFORM 1993 form printed by authority of the Norwegian Shipbrokers’ Association. Any insertion or deletion to the form must be clearly visible. In the event of any modification made to the pre-printed text of this document which is not clearly visible, the text of the original approved document shall apply. BIMCO and the Norwegian Shipbrokers’ Association assume no responsibility for any loss, damage or expense as a result of discrepancies between the original approved document and this computer generated document.
