TBS INTERNATIONAL LTD - S-1/A - 20050419 - EXHIBIT_10
-----------------------------------------------
1. Shipbroker
THE BALTIC AND INTERNATIONAL MARITIME
COUNCIL
(BIMCO)
STANDARD BAREBOAT CHARTER
Fearnley Finans, Oslo CODE NAME: "BARECON 89" PART I
----------------------------------------------------------
2. Place and date
------------------------------------------------------------------------------------------------------------
3. Owners/Place of business 4. Bareboat charterers (Charterers)/Place of business
Arkadia Shipping Inc. [CHARTERER]
80, Broad Street Majuro
Monrovia Marshall Islands
Liberia whose performance will be guaranteed by
TBS International Ltd.
------------------------------------------------------------------------------------------------------------
5. Vessel's name, Call Sign and Flag (Cl. 9(c))
------------------------------------------------------------------------------------------------------------
6. Type of Vessel 7. GRT/NRT
Tweendecker
------------------------------------------------------------------------------------------------------------
8. When/Where built 9. Total DWT (abt) in metric tons on summer freeboard
------------------------------------------------------------------------------------------------------------
10. Class (Cl. 9) 11. Date of last special survey by the Vessel's
classification society
------------------------------------------------------------------------------------------------------------
12. Further particulars of Vessel (also indicate minimum number of months' validity of class
certificates agreed acc. to Cl. 14)
(see Clause 14)
------------------------------------------------------------------------------------------------------------
13. Port or Place of delivery (Cl. 2) 14. Time for delivery (Cl. 3) 15. Cancelling date (Cl. 4)
See Clause 27 See Clause 27
See Clause 27 ----------------------------------------------------------
16. Port or Place of redelivery (Cl. 14)
------------------------------------------------------------------------------------------------------------
17. Running days' notice if other than stated 18. Frequency of dry-docking if other than stated in
in Cl. 3 Cl. 9(f)
See Clause 27
------------------------------------------------------------------------------------------------------------
19. Trading Limits (Cl. 5)
world-wide trading within I.W.L., but excluding war and war-like areas and U.S. sanctioned countries. The
Charterers have the option to break I.W.L. and to enter areas for which war risk underwriters require
additional premium, with Charterers providing Owners with prior notice of their intention to do so.
See Clause 24
Vessel not to trade in ice or follow ice-breakers. Vessel not to trade Cuba during last six months of the
Charter, except under license granted by the United States of America Government.
------------------------------------------------------------------------------------------------------------
20. Charter period 21. Charter hire (Cl. 10)
------------------------------------------------------------------------------------------------------------
22. Rate of interest payable acc to Cl. 10(f) 23. Currency and method of payment (Cl. 10)
and, if applicable, acc. to PART IV
United States Dollars - wire transfer
------------------------------------------------------------------------------------------------------------
(continued)
------------------------------------------------------------------------------------------------------------
24. Place of payment; also state beneficiary 25. Bank guarantee/bond (sum and place) (Cl. 22)
and bank account (Cl. 10) (optional)
Hamburg; Beneficiary: Arkadia Shipping Inc. n/a
HSH Nordbank AG, Hamburg
Acct.-No. 1100150719
Swift: HSHNDEHH
------------------------------------------------------------------------------------------------------------
26. Mortgage(s), if any, (state whether Cl. 27. Insurance (marine and war risks) (state value acc. to
11(a) or (b) applies; if 11(b) applies state Cl. 12(f) or, if applicable, acc. to Cl. 13(k)) (also
date of Deed(s) of Covenant and name of state if Cl. 13 applies)
Mortgagee(s)/ Place of business) (Cl. 11)
Clause 12 to apply - See Clause 31
11b) Tripartite Agreement dated ....
Mortgagee: HSH Nordbank AG, Hamburg
------------------------------------------------------------------------------------------------------------
28. Additional insurance cover, if any, for 29. Additional insurance cover, if any, for Charterers'
Owners' account limited to (Cl. 12(b)) or, if account limited to (Cl. 12(b)) or, if applicable, (Cl.
applicable, (Cl. 13(g)) 13(g))
n/a n/a
------------------------------------------------------------------------------------------------------------
30. Latent defects (only to be filled in if 31. War cancellation (indicate countries agreed) (Cl. 24)
period other than stated in Cl. 2)
n/a U.S.A., U.K., France, Germany, Russia, China
------------------------------------------------------------------------------------------------------------
32. Brokerage commission and to whom payable
(Cl. 25)
tba
------------------------------------------------------------------------------------------------------------
33. Law and arbitration (state 26.1., 26.2., or 34. Number of additional clauses covering special
26.3. of Cl. 26 as agreed; if 26.3. agreed, provisions, if agreed
also state place of arbitration) (Cl. 26)
Eleven (11)
Clause 26.1
------------------------------------------------------------------------------------------------------------
35. Newbuilding Vessel (indicate with "yes" or 36. Name of place of Builders (only to be filled in if
"no" whether Part III applies) (optional) Part III applies)
no n/a
------------------------------------------------------------------------------------------------------------
37. Vessel's Yard Building No. (only to be 38. Date of Building Contract (only to be filled in if
filled in if Part III applies) Part III applies)
n/a n/a
------------------------------------------------------------------------------------------------------------
39. Hire/Purchase agreement (indicate with 40. Bareboat Charter Registry (Indicate with "yes" or "no"
"yes" or "no" whether Part IV applies) whether Part V applies) (optional)
(optional)
no yes
------------------------------------------------------------------------------------------------------------
41. Flag and Country of the Bareboat Charter 42. Country of the Underlying Registry (only to be filled
Registry (only to be filled in if Part V in if Part V applies)
applies)
Philippine Liberia
------------------------------------------------------------------------------------------------------------
PREAMBLE - It is mutually agreed that this Contract shall be performed subject to the conditions contained
in this Charter which shall include PART I and PART II. In the event of a conflict of conditions, the
provisions of PART I shall prevail over those of PART II to the extent of such conflict but no further. It
is further mutually agreed that PART III and/or PART IV and/or PART V shall only apply and shall only form
part of this Charter if expressly agreed and stated in Boxes 35, 39 and 40. If PART III and/or PART IV
and/or PART V apply, it is further mutually agreed that in the event of a conflict of conditions, the
provisions of PART I and PART II shall prevail over those of PART III and/or PART IV and/or PART V to the
extent of such conflict but no further.
------------------------------------------------------------------------------------------------------------
Signature (Owners) Signature (Charterers)
Arkadia Shipping Inc. [CHARTERER]
------------------------------------------------------------------------------------------------------------
1. DEFINITIONS
In this Charter, the following terms shall have the meanings hereby
assigned to them:
"The Owners" shall mean the person or company registered as Owners of the
Vessel.
"The Charterers" shall mean the Bareboat charterers and shall not be
construed to mean a time charterer or a voyage charterer.
2. DELIVERY SEE CLAUSE 27
5. TRADING LIMITS
The Vessel shall be employed in lawful trades for the carriage of suitable
lawful merchandise within the trading limits indicated in Box 19.
The Charterers undertake not to employ the Vessel or suffer the Vessel to
be employed otherwise than in conformity with the terms of the instruments
of insurance (including any warranties expressed or implied therein) and
with the provisions of the mortgage and the Tripartite Agreement without
first obtaining the consent to such employment of the Insurers and
complying with such requirements as to extra premium or otherwise as the
Insurers may prescribe. If required, the Charterers shall keep the Owners
and the Mortgagees advised of the intended employment of the Vessel.
The Charterers also undertake not to employ the Vessel or suffer her
employment in any trade or business which is forbidden by the law of any
country to which the Vessel may sail or is otherwise illicit or in carrying
illicit or prohibited goods or in any manner whatsoever which may render
her liable to condemnation, destruction, seizure or confiscation.
Notwithstanding any other provisions contained in this Charter it is agreed
that nuclear fuels or radioactive products or waste are specifically
excluded from the cargo permitted to be loaded or carried under this
Charter. This exclusion does not apply to radio-isotopes used or intended
to be used for any industrial, commercial, agricultural, medical or
scientific purposes provided the Owners' prior approval has been obtained
to loading thereof.
7. INSPECTION
Inspection - The Owners shall have the right at any time to inspect or
survey the Vessel or instruct a duly authorised surveyor to carry out such
survey on their behalf to ascertain the condition of the Vessel and satisfy
themselves that the Vessel is being properly repaired and maintained.
Inspection or survey in dry-dock shall be made only when the Vessel shall
be in dry-dock for the Charterers' purpose. However, the Owners shall have
the right to require the Vessel to be dry-docked for inspection if the
Charterers are not docking her at normal classification intervals. The fees
for such inspection or survey shall in the event of the Vessel being found
to be in the condition provided in Clause 9 of this Charter be payable by
the Owners and shall be paid by the Charterers only in the event of the
Vessel being found to require repairs or maintenance in order to achieve
the condition so provided. All time taken in respect of inspection, survey
or repairs shall count as time on hire and shall form part of the Charter
period.
The Charterers shall also permit the Owners to inspect the Vessel's log
books whenever requested and shall whenever required by the Owners furnish
them with full information regarding any casualties or other accidents or
damage to the Vessel. For the purpose of this Clause, the Charterers shall
keep the Owners advised of the intended employment of the Vessel.
8. INVENTORIES AND CONSUMABLE OIL AND STORES SEE CLAUSE 27
9. MAINTENANCE AND OPERATION
(a) The Vessel shall during the Charter period be in the full possession
and at the absolute disposal for all purposes of the Charterers and under
their complete control in every respect. The Charterers shall maintain the
Vessel, her machinery, boilers, appurtenances and spare parts in a good
state of repair, in efficient operating condition and in accordance with
good commercial maintenance practice and, except as provided for in Clause
13 (1), they shall keep the Vessel with unexpired classification of the
class indicated in Box 10 and with other required certificates in force at
all times. The Charterers to take immediate steps to have the necessary
repairs done within a reasonable time OR AS PER CLASS RECOMMENDATIONS AND
EXTENSION THERETO failing which the Owners shall have the right of
withdrawing the Vessel from the service of the Charterers without noting
any protest and without prejudice to any claim the Owners may otherwise
have against the Charterers under the Charter. The Charterers are required
to establish and maintain financial security or responsibility in respect
of oil or other pollution damage as required by any government, including
Federal, state or municipal or other division or authority thereof, to
enable the Vessel, without penalty or charge, lawfully to enter, remain at,
or leave any port, place, territorial or contiguous waters of any country,
state or municipality in performance of this Charter without any delay.
This obligation shall apply whether or not such requirements have been
lawfully imposed by such government or division or authority thereof. The
Charterers shall make and maintain all arrangements by bond or otherwise as
may be necessary to satisfy such requirements at the Charterers' sole
expense and the Charterers shall indemnify the Owners against all
consequences whatsoever (including loss of time) for any failure or
inability to do so.
(b) The Charterers shall at their own expense and by their own procurement
man, victual, navigate, operate, supply, fuel and repair the Vessel
whenever required during the Charter period and they shall pay all charges
and expenses of every kind and nature whatsoever incidental to their use
and operation of the Vessel under this Charter, including any foreign
general municipality and/or state taxes. The Master, officers and crew of
the Vessel shall be the servants of the Charterers for all purposes
whatsoever, even if for any reason appointed by the Owners.
Charterers shall comply with the regulations regarding officers and crew in
force in the country of the Vessel's flag or any other applicable law.
(c) During the currency of this Charter, the Vessel shall retain her
present name as indicated in Box 5 and shall remain under and fly the flag
as indicated in Box 5. Provided, however, that the Charterers shall have
the liberty to paint the Vessel in their own colours, install and display
their funnel insignia and fly their own house flag. Painting and
re-painting, instalment and re-instalment to be for the Charterers' account
and time used thereby to count as time on hire.
(d) The Charterers shall make no structural changes in the Vessel or
changes in the machinery, boilers, appurtenances or spare parts thereof
without in each instance first securing the Owners' approval thereof. If
the Owners agree, the Charterers shall, if the Owners so require, restore
the Vessel to its former condition before the termination of the Charter.
(e) The Charterers shall have the use of all outfit, equipment, and
appliances on board the Vessel at the time of delivery, provided the same
or their substantial equivalent shall be returned to the Owners on
redelivery in the same good order and condition as when received,
ordinary wear and tear excepted. The Charterers shall from time to time
during the Charter period replace such items of equipment as shall be so
damaged or worn as to be unfit for use. The Charterers are to procure that
all repairs to or replacement of any damaged, worn or lost parts or
equipment be effected in such manner (both as regards workmanship and
quality of materials) as not to diminish the value of the Vessel. The
Charterers have the right to fit additional equipment at their expense and
risk but the Charterers shall remove such equipment at the end of the
period if requested by the Owners.
Any equipment including radio equipment on hire on the Vessel at time of
delivery shall be kept and maintained by the Charterers and the Charterers
shall assume the obligations and liabilities of the Owners under any lease
contracts in connection therewith and shall reimburse the Owners for all
expenses incurred in connection therewith, also for any new equipment
required in order to comply with radio regulations.
(f) The Charterers shall dry-dock the Vessel and clean and paint her
underwater parts whenever the same may be necessary, but not less than once
in every eighteen calendar months after delivery unless otherwise agreed in
Box 18.
10. HIRE
(a) The Charterers shall pay to the Owners for the hire of the Vessel at
the lump sum per calendar month as indicated in Box 21 commencing on and
from the date and hour of her delivery to the Charterers and at and after
the agreed lump sum for any part of a month. Hire to continue until the
date and hour when the Vessel is redelivered by the Charterers to her
Owners.
(b) Payment of Hire, except for the first and last month's Hire, if
sub-clause (c) of this Clause is applicable, shall be made in cash without
discount every month in advance on the first day of each month in the
currency and in the manner indicated in Box 23 and at the place mentioned
in Box 24.
(c) Payment of Hire for the first and last month's Hire if less than a full
month shall be calculated proportionally according to the number of days in
the particular calendar month and advance payment to be effected
accordingly.
(d) SEE CLAUSE 30.
(e) Time shall be of the essence in relation to payment of Hire hereunder.
In default of payment beyond a period of seven GERMAN BANKING days, the
Owners shall have the right to withdraw the Vessel from the service of the
Charterers without noting any protest and without interference by any court
or any other formality whatsoever, and shall, without prejudice to any
other claim the Owners may otherwise have against the Charterers under the
Charter, be entitled to damages in respect of all costs and losses incurred
as a result of the Charterers' default and the ensuing withdrawal of the
Vessel.
(f) Any delay in payment of Hire shall entitle the Owners to an interest at
the rate per annum as agreed in Box 22. If Box 22 has not been filled in
the current market rate in the country where the Owners have their
Principal Place of Business shall apply.
11. MORTGAGE
(b) The Vessel chartered under this Charter is financed by a mortgage
according to the TRIPARTITE AGREEMENT annexed to this Charter and as
stated in Box 26. By their counter-signature on the TRIPARTITE
AGREEMENT, the Charterers undertake to have acquainted themselves with
all terms, conditions and provisions of the said TRIPARTITE AGREEMENT.
The Charterers undertake that they will comply with all such
instructions or directions in
regard to the employment, insurances, repairs and maintenance of the
Vessel, etc., as laid down in the TRIPARTITE AGREEMENT or as may be
directed from time to time during the currency of the Charter by the
Mortgagee(s) in conformity with the TRIPARTITE AGREEMENT.
(c) The Owners warrant that they have not effected any mortgage(s) other
than stated in Box 26 and that they will not effect nay other mortgage(s)
without prior consent of the Charterers.
12. INSURANCE AND REPAIRS SEE CLAUSE 31
(a) During the Charter period the Vessel shall be kept insured by the
Charterers at their expense against marine, war and Protection and
Indemnity risks in such form as the Owners shall in writing approve, which
approval shall not be unreasonably withheld. Such marine war and P. and I.
insurances shall be arranged by the Charterers to protect the interests of
both the Owners and the Charterers and mortgagees (if any), and the
Charterers shall be at liberty to protect under such insurances the
interests of any managers they may appoint. All insurance policies shall be
in the joint names of the Owners and the Charterers as their interests may
appear.
If the Charterers fail to arrange and keep any of the insurances provided
for under the provisions of sub-clause (a) above in the manner described
therein, the Owners shall notify the Charterers whereupon the Charterers
shall rectify the position within seven running days, failing which Owners
shall have the right to withdraw the Vessel from the service of the
Charterers without prejudice to any claim the Owners may otherwise have
against the Charterers.
The Charterers shall, subject to the approval of the Owners and the
Underwriters, effect all insured repairs and shall undertake settlement of
all costs in connection with such repairs as well as insured charges,
expenses and liabilities (reimbursement to be secured by the Charterers
from the Underwriters) to the extent of coverage under the insurances
herein provided for.
The Charterers also to remain responsible for and to effect repairs and
settlement of costs and expenses incurred thereby in respect of all other
repairs not covered by the insurances and/or not exceeding any possible
franchise(s) or deductibles provided for in the insurances.
All time used for repairs under the provisions of sub-clause (a) of this
Clause and for repairs of latent defects according to Clause 2 above
including any deviation shall count as time on hire and shall form part of
the Charter period.
(b) If the conditions of the above insurances permit additional insurance
to be placed by the parties, such cover shall be limited to the amount for
each party set out in Box 28 and Box 29, respectively. The Owners or the
Charterers as the case may be shall immediately furnish the other party
with particulars of any additional insurance effected, including copies of
any cover notes or policies and the written consent of the insurers of any
such required insurance in any case where the consent of such Insurers is
necessary.
(c) Should the Vessel become an actual, constructive, compromised or agreed
total loss under the insurances required under sub-clause (a) of Clause 12,
all insurance payments for such loss shall be paid to the Mortgagee, if
any, in the manner described in TRIPARTITE AGREEMENT dated December ___,
2003 who shall distribute the moneys between themselves, the Owners and the
Charterers according to their respective interests. The Charterers
undertake to notify the Owners and the Mortgagee, if any, of any
occurrences in consequence of which the Vessel is likely to become a Total
Loss as defined in this Clause.
(d) If the Vessel becomes an actual, constructive, compromised or agreed
total loss under the insurances arranged by the Charterers in accordance
with sub-clause (a) of this Clause, this Charter shall terminate as of the
date of such loss.
(e) The Owners shall upon the request of the Charterers, promptly execute
such documents as may be required to enable the Charterers to abandon the
Vessel to insurers and claim a constructive total loss.
(f) For the purpose of insurance coverage against marine and war risks
under the provisions of sub-clause (a) of this Clause, the value of the
Vessel is the sum indicated in Box 27.
14. REDELIVERY SEE CLAUSE 28.
The Charterers shall at the expiration of the Charter period redeliver the
Vessel at a safe and ice-free port or place as indicated in Box 16. The
Charterers shall give the Owners not less than 90 (NINETY) running days'
preliminary and not less than 14 days' definite notice of expected date,
range of ports of redelivery or port or place of redelivery. Any changes
thereafter in Vessel's position shall be notified immediately to the
Owners.
Should the Vessel be ordered on a voyage by which the Charter period may be
exceeded the Charterers to have the use of the Vessel to enable them to
complete the voyage, provided it could be reasonably calculated that the
voyage would allow redelivery about the time fixed for the termination of
the Charter.
The Vessel shall be redelivered to the Owners in the same or as good
structure, state, condition and class as that in which she was delivered,
fair wear and tear not affecting class excepted.
The Vessel upon redelivery shall have her survey cycles up to date and ALL
class AND STATUTORY certificates valid for at least the number of months
agreed in Box 12, WITHOUT ANY RESTRICTIONS, RECOMMENDATIONS,
TIME-EXTENSIONS OR OVERDUE ITEMS.
15. NON-LIEN AND INDEMNITY
The Charterers will not suffer, nor permit to be continued, any lien or
encumbrance incurred by them or their agents, which might have priority
over the title and interest of the Owners in the Vessel.
The Charterers further agree to fasten to the Vessel in THE MASTER'S OFFICE
AND THE BRIDGE and to keep so fastened during the Charter period a notice
reading as follows:
"This Vessel is the property of (name of Owners). It is under charter to
(name of Charterers) and by the terms of the Charter Party neither the
Charterers nor the Master have any right, power or authority to create,
incur or permit to be imposed on the Vessel any lien whatsoever."
The Charterers shall indemnify and hold the Owners harmless against any
lien of whatsoever nature arising upon the Vessel during the Charter period
while she is under the control of the Charterers, and against any claims
against the Owners arising out of or in relation to the operation of the
Vessel by the Charterers. Should the Vessel be arrested by reason of claims
or liens arising out of her operation hereunder by the Charterers, the
Charterers shall at their own expense take all reasonable steps to secure
that within a reasonable time the Vessel is released and at their own
expense put up bail to secure release of the Vessel.
16. LIEN
The Owners to have a lien upon all cargoes, SUB-HIRES and sub-freights
belonging to the Charterers and any Bill of Lading freight for all claims
under this Charter, and the Charterers to have a lien on the Vessel for all
moneys paid in advance and not earned.
17. SALVAGE
All salvage and towage performed by the Vessel shall be for the Charterers'
benefit and the cost of repairing damage occasioned thereby shall be borne
by the Charterers.
18. WRECK REMOVAL
In the event of the Vessel becoming a wreck or obstruction to navigation
the Charterers shall indemnify the Owners against any sums whatsoever which
the Owners shall become liable to pay and shall pay in consequence of the
Vessel becoming a wreck or obstruction to navigation.
19. GENERAL AVERAGE
General Average, if any, shall be adjusted and SETTLED IN HAMBURG according
to the York-Antwerp Rules 1974 or any subsequent modification thereof
current at the time of the casualty.
The Charter Hire not to contribute to General Average.
20. ASSIGNMENT AND SUB-DEMISE
The Charterers shall not assign this Charter nor sub-demise the Vessel
EXCEPT AS PER THE BAREBOAT CHARTER PARTY WITH MESSRS. [SUB-CONTRACTOR]
HAVING EXECUTED THE LETTER OF UNDERTAKING ATTACHED HERETO AS ANNEX 3.
21. BILLS OF LADING
The Charterers are to procure that all Bills of Lading issued for carriage
of goods under this Charter shall contain a Paramount Clause incorporating
any legislation relating to Carrier's liability for cargo compulsorily
applicable in the trade; if no such legislation exists, the Bills of Lading
shall incorporate the HAQUE-VISBY RULES. The Bills of Lading shall also
contain the amended New Jason Clause and the Both-to-Blame Collision
Clause. The Charterers agree to indemnify the Owners against all
consequences or liabilities arising from the Master, officers or agents
signing Bills of Lading or other documents.
23. REQUISITION/ACQUISITION
(a) In the event of the Requisition for Hire of the Vessel by any
governmental or other competent authority (hereinafter referred to as
"Requisition for Hire") irrespective of the date during the Charter period
when "Requisition for Hire" may occur and irrespective of the length
thereof and whether or not it be for an indefinite or a limited period of
time, and irrespective of whether it may or will remain in force for the
remainder of the Charter period, this Charter shall not be deemed thereby
or thereupon to be frustrated or otherwise terminated and the Charterers
shall continue to pay the stipulated hire in the manner provided by this
Charter until the time when the Charter would have terminated pursuant to
any of the provisions hereof always provided however that in the event of
"Requisition for Hire" any Requisition Hire or compensation received or
receivable by the Owners shall be payable to
the Charterers during the remainder of the Charter period or the period of
the "Requisition for Hire" whichever be the shorter.
The Hire under this Charter shall be payable to the Owners from the same
time as the Requisition Hire is payable to the Charterers.
(b) In the event of the Owners being deprived of their ownership in the
Vessel by any Compulsory Acquisition of the Vessel or requisition for title
by any governmental or other competent authority (hereinafter referred to
as "Compulsory Acquisition"), then, irrespective of the date during the
Charter period when "Compulsory Acquisition" may occur, this Charter shall
be deemed terminated as of the date of such "Compulsory Acquisition." IN
CASE SUCH COMPULSORY ACQUISITION THE CHARTERERS SHALL REIMBURSE THE OWNERS
FOR AN AMOUNT THAT THE COMPENSATION THAT THE OWNERS RECEIVE IS LESS THAN
THE SUM THAT OWNERS/MORTGAGEES WOULD RECEIVE UPON APPLICATION OF THE
SCHEDULE AND FORMULA SET FORTH IN CLAUSE 31.5 OF THIS CHARTER PARTY.
24. WAR
(a) The Vessel unless the consent of the Owners be first obtained not to be
ordered nor continue to any place or on any voyage nor be used on any
service which will bring her within a zone which IS DECLARED A WAR RISK
AREA/ZONE BY THE INSTITUTE OF LONDON UNDERWRITERS OR is dangerous as the
result of any actual or threatened act of war, war, hostilities, warlike
operations, acts of piracy or of hostility or malicious damage against this
or any other vessel or its cargo by any person, body or State whatsoever,
revolution, civil war, civil commotion or the operation of international
law, nor be exposed in any way to any risks or penalties whatsoever
consequent upon the imposition of Sanctions, nor carry any goods that may
in any way expose her to any risks of seizure, capture, penalties or any
other interference of any kind whatsoever by the belligerent or fighting
powers or parties or by any Government or Ruler.
(b) The Vessel to have liberty to comply with any orders or directions as
to departure, arrival, routes, ports of call, stoppages, destination,
delivery or in any other wise whatsoever given by the Government of the
nation under whose flag the Vessel sails or any other Government or any
person (or body) acting or purporting to act with the authority of such
Government or by any committee or person having under the terms of the war
risks insurance on the Vessel the right to give any such orders or
directions.
(c) In the event of outbreak of war (whether there be a declaration of war
or not) between any two or more of the countries as stated in Box 31, both
the Owners and the Charterers shall have the right to cancel this Charter,
whereupon the Charterers shall redeliver the Vessel to the Owners in
accordance with Clause 14, if she has cargo on board after discharge
thereof at destination, or if debarred under this Clause from reaching or
entering it at a near open and safe port as directed by the Owners, or if
she has no cargo on board, at the port at which she then is or if at sea at
a near open and safe port as directed by the Owners. In all cases hire
shall continue to be paid in accordance with clause 10 and except as
aforesaid all other provisions of this Charter shall apply until
redelivery.
26. LAW AND ARBITRATION
SEE CLAUSE 4 OF THE UMBRELLA AGREEMENT DATED DECEMBER 5, 2003
DEFINITIONS
For the purpose of this PART V, the following terms shall have the meanings
hereby assigned to them:
"The Bareboat Charter Registry" shall mean the registry of the State whose flag
the Vessel will fly during the period of the Bareboat Charter.
"The Underlying Registry" shall mean the registry of the State in which the
Owners of the Vessel are registered as Owners and to which jurisdiction and
control of the Vessel will revert upon termination of the Bareboat Charter
Registration.
MORTGAGE
The Vessel chartered under this Charter is financed by a mortgage and the
provisions of Clause 11(b) (Part II) shall apply.
TERMINATION OF CHARTER BY DEFAULT
If the Vessel chartered under this Charter is registered in a Bareboat Charter
Registry as stated in Box 41, and if the Owners shall default in the payment of
any amounts due under the mortgage(s) specified in Box 26, the Charterers shall,
if so required by the mortgagee, direct the Owners to re-register the Vessel in
the Underlying Registry as shown in Box 42.
In the event of the Vessel being deleted from the Bareboat Charter Registry as
stated in Box 41, due to a default by the Owners in the payment of any amounts
due under the mortgage(s), the Charterers shall have the right to terminate this
Charter forthwith and without prejudice to any other claim they may have against
the Owners under this Charter.
Table of Contents
Page
----
Clause 27 The General Scheme..................................................1
Clause 28 Re-delivery.........................................................2
Clause 29 Charter-hire........................................................3
Clause 30 The Charter Party Period............................................4
Clause 31 Insurances..........................................................5
Clause 32 Registration of the Vessel and Costs................................6
Clause 33 The Charterers' Default.............................................7
Clause 34 The Owners' Default.................................................8
Clause 35 ISM/SOLAS...........................................................9
Clause 36 Purchase option.....................................................9
Clause 37 Nomination, Performance Guarantee and Service of Notices etc.......10
PART III - Rider Clauses 27 to 37
inclusive to Bareboat Charter Party dated December 5, 2003 between Arkadia
Shipping Inc. (the "Owners") and [CHARTERER] (the "Charterers")
In the event of conflict between any of the terms and conditions of Part III
hereof and any of the terms and conditions of Part I and/or Part II hereof the
terms and conditions of Part III shall prevail to the extent of such conflict.
Reference to this Charter Party includes the securities, exhibits provided
hereunder. In case of any discrepancy between this Charter Party and the said
securities and exhibits, the Mortgage and the Tripartite Agreement dated
December _, 2003 shall prevail over this Charter Party.
CLAUSE 27
The General Scheme
27.1. This Bareboat Charter Party is one element of a general scheme which
includes the following main elements:
o Umbrella Agreement dated December 5, 2003
o Tripartite Agreement dated December __, 2003
27.1.1. Memorandum of Agreement dated [DATE] between [SELLER] as Sellers
and Arkadia Shipping Inc. as Buyers for the sale of the Vessel (the
"MoA");
27.1.2. The Vessel has been bareboat-chartered from the Owners to the
Charterers as per the terms and conditions hereof.
27.2. As per Part I and Part II hereof the Charterers have during the Charter
Party period as defined in Clause 30 hereof the disposal and control of the
Vessel in every respect, limited only by the terms and conditions hereof.
The Charterers shall pay all costs and expenses related to the navigation,
manning, insurance, maintenance, classification and technical and
commercial operation of the Vessel. Charterers have thus the full risk and
liability in respect of these tasks generally and in particular and shall
indemnify the Owners against all costs incurred and losses arising out of
the Charterers' and any sub-charterers', managers' or agents' operation of
the Vessel.
27.3. The Owners have bought this Vessel from the Charterers, as previous Owners
of the Vessel, according to the MoA. Delivery under this Charter Party and
the MoA shall take place simultaneously. The Vessel shall in every respect
be delivered under this Charter Party in the same condition as Sellers
deliver the Vessel under the MoA. As result to that, Owners are not liable
for any defects which might exist at the time of delivery or occur at any
time after the delivery under this Charter Party. If any defect should
occur same to be repaired or caused to be repaired by Charterers at their
cost and time. The Vessel will be delivered at a mutually agreed date
within the cancelling date at such ports or places as the Vessel may be
located on the agreed date. The Charterers hereby irrevocably and
unconditionally undertake to accept the Vessel under this Bareboat Charter
Party on the date and at the place and in the condition the Vessel is
delivered
1
under the MoA and shall not be entitled to any right or argument
whatsoever, to reject the Vessel under this Bareboat Charter. The
aforementioned delivery and the delivery under this Bareboat Charter Party
will be performed simultaneously in one closing with all the necessary
documentation regarding thereto.
27.4. The Charterers acknowledge that no representations of fitness for purpose
have been made, nor have any warranties express or implied been given by or
on behalf of the Owners in relation to the Vessel (including her material,
equipment, appurtenances and outfit), her design and specifications, and
acknowledge thus that the Owners are free from any and all liabilities and
risks for defects and deficiencies of the Vessel whatsoever and howsoever
arising. Especially, the Charterers shall under no circumstances be
entitled to claim any compensation from the Owners on account of any
circumstances arising prior to delivery nor after the delivery (and no off
hire shall be allowed) whether caused by non-delivery, delayed delivery or
from any defects or deficiencies in the Vessel arising thereafter and
expressly waive any claim thereto.
27.5. Prior to the delivery of the Vessel the Charterers are not allowed to
cancel this Bareboat Charter Party. Charterers undertake forthwith to
inform Owners of any defects on the Vessel observed by the Charterers and
the Charterers undertake to use due diligence in respect of the observance
of such defects or deficiencies.
27.6. If and as long as the Vessel by any reason whatsoever is not delivered to
the Owners as "Buyers" under the MoA, the Owners are not obliged to deliver
the Vessel to the Charterers under this Bareboat Charter. If by such
non-delivery of the Vessel into this Bareboat Charter the Cancelling Date
according to the MoA is exceeded, the Owners are entitled to cancel this
Bareboat Charter Party, notwithstanding the right of the Owners to claim
damages or other compensation from the Charterers or the Sellers under the
MoA.
CLAUSE 28
Re-delivery
28.1. Owners shall have the right during the last three months of the Bareboat
Charter to place a surveyor on board the Vessel to examine the Vessel's
condition and to bring to Charterers' attention items which have to be made
good before re-delivery of the Vessel.
The Vessel shall be redelivered by the Charterers in such a state as
required by Clause 14 hereof. All navigation, deck and machinery, equipment
to be in good normal working condition. A joint survey shall be held in
order to determine the works and/or repairs required to secure such a
state. The Charterers shall remain liable to pay charter-hire until such
works and/or repairs have been completed to the full satisfaction of the
Owners in accordance with this Clause.
28.2. At the redelivery port or upon the Vessel's arrival at the redelivery
port, Owners shall have the right to appoint at their expense a class
approved diver to inspect the Vessel's under-water parts using class
approved video equipment. Charterers and Owners will
2
arrange for a class surveyor to be in attendance on board the Vessel at the
time of such diver's inspection. Representatives of Owners and Charterers
may also attend.
The diver's inspection to take place during daylight hours with access to
the Vessel's bottom for max. six hours. If the port for delivery does not
have sufficient visibility (as determined by the class approved diver)
Charterers shall bring the Vessel outside the port-area and allow a diver's
inspection to be carried out in visible water (as determined by the class
approved diver).
If such diver's inspection reveals any damage below the loadline which
results in a class recommendation for immediate repair in dry-dock, then
Charterers at their time and expense shall bring the Vessel to a suitable
port with dry-docking facilities available and repair the damage to class'
satisfaction.
Owners shall have the right to attend and clean/paint Vessel's bottom and
carry out minor maintenance work other than for Charterers' account at the
Owners' risk and expense without interference of the Charterers' work.
If Owners' works are not completed by the time Charterers have completed
their works, Charterers shall have the right to tender redelivery notice
and effect redelivery in dry-dock with all subsequent dry-dock expenses for
Owners' account. If the Vessel is redelivered in dry-dock, Charterers will
pay for her undocking and all expenses related thereto such as tugs,
pilots, linehandlers etc.
28.3. However, if such recommendation(s) relating to underwater damages as
determined by the class only call for repair later or at next scheduled
drydock, then such damages shall be settled at the time of redelivery, by
way of extra-payment from Charterers to Owners.
28.4. The Vessel shall be redelivered without any cargo onboard and with clean
swept holds.
28.5. In the event that Charterers do not exercise their purchase options on the
Vessels under Clause 36, on redelivery of the Vessel a complete inventory
of the Vessel's entire equipment, outfit, appliances and call consumable
stores on board the Vessel shall be made by Charterers in conjunction with
the Owners. The Owners shall, at the time of redelivery, take over and pay
for all bunkers and lubricating oil in the said Vessel at the then current
market prices at the port of redelivery according to Platts Oilgram or
Charterers' last net invoice whichever is the lower.
CLAUSE 29
Charter-hire and Multi-currency Clause
29. Subject only to the Total Loss provisions of Clause 30 and early
Termination of this Charter under the terms of this Charter Party, the
Charterers' obligation to pay Hire in accordance with Clause 10 shall be
absolute and unconditional and shall not be affected by, and (except as
expressly provided in this Agreement) shall be irrespective of any
contingency of any nature including (but not limited to):
3
29.1. any right of set-off, counterclaim, deduction or withholding, by
reason of any cause or circumstance howsoever arising or occurring;
29.2. the unavailability of the Vessel or any part thereof, for any reason,
including, but not limited to, requisition for hire thereof, or any
prohibition or interruption of or other restriction upon the Owners'
use, operation or possession of the Vessel or its enjoyment by the
Charterers, unless caused by or as a result of any claim against the
Owners or any actions of the Owners by a third party, or any defect in
the title, seaworthiness, satisfactory quality, fitness for any
purpose, condition, design, or operation of any kind or nature of the
Vessel, or the ineligibility of the Vessel for any particular use or
trade, the absence or withdrawal of any permit, licence or
authorisation required for the ownership, use operation or location of
the Vessel;
29.3 any insolvency, bankruptcy, administration, re-organisation,
arrangement, re-adjustment of debt, dissolution, liquidation or
similar proceedings by or of either Party hereto;
29.4 any invalidity or unenforceability or lack of due authorisation of, or
other defect in this Agreement or any particular provision hereof or
thereof;
29.5 any other cause of any nature whatsoever which but for this provision
would or might have the effect of terminating or in any way affecting
any obligation of the Charterers hereunder.
CLAUSE 30
The Charter Party Period
30.1. This Charter Party shall commence upon the date of actual delivery of the
Vessel and end upon the expiry of 66 (Sixty Six) calendar months, subject
to Charterers' exercise of purchase option as set forth in Clause 36 of
this Bareboat Charter.
30.2. If the Vessel becomes a total, a constructive total or compromised total
loss, this Charter Party shall terminate, and the Charter-hire due and
payable hereunder shall cease for the remaining term hereof from the date
of on which the insurance proceeds are paid out to the Mortgagee/the Owner.
30.3. "Total Loss" means actual or constructive or compromised or arranged total
loss of the Vessel.
For the purposes of this Charter Party:
(i) an actual Total Loss of the Vessel shall be deemed to have occurred at the
actual date and time the Vessel was lost but, if the date of the Total Loss
is unknown, then the actual Total Loss shall be deemed to have occurred on
the date on which the Vessel was last reported;
4
(ii) a constructive Total Loss shall be deemed to have occurred at the date and
time at which notice of abandonment of the Vessel is given to the insurers
of the Vessel (provided that a claim for Total Loss is admitted by such
insurers) or, if such insurers do not forthwith admit such a claim, at the
date and at the time at which either a Total Loss is subsequently admitted
by the insurers or a Total Loss is subsequently admitted by a competent
court of law or arbitration panel to have occurred; and
(iii) a compromised, agreed or arranged Total Loss shall be deemed to have
occurred on the date of the relevant compromise, agreement or arrangement.
CLAUSE 31
Insurances
31.1. All Insurances which Charterers must arrange pursuant to the terms and
conditions hereof are subject to the approval of the Owners and their
Financiers in respect of the underwriters, values and terms which approval
shall not be unreasonably withheld.
31.2. In addition to the insurances provided in Clause 12 the following
insurances for the Vessel may be arranged by the Owners at the cost of the
Charterers
o Mortgagee Interest Insurance/Additional Peril (Pollution) Insurance on
terms and conditions acceptable to the Owners' financiers
Without prejudice to Clause 12 the Owners may effect insurance cover at the
costs of the Charterers if any whenever the insurances required under the
terms of this Charter are not in place.
31.3. The Charterers shall sign the SCIA (Sea Carrier Initiative Agreement) with
the U.S. Customs Authorities if the Vessel is employed in trades between
USA and Caribbean/South America.
31.4. The above-mentioned Insurances do not restrict Owners' right to take out
such other Insurances which they deem necessary in their sole discretion
and for their own account, provided that the ordinary operation and
business of the Vessel shall not be disturbed by such insurances.
31.5. All insurance proceeds payable from the actual or constructive total loss
of the Vessel shall be payable to the Insurance Broker previously approved
by the Mortgagee, Owners and Charterers, who shall distribute the proceeds
as follows:
The Insurance Broker will pay to the Mortgagee the sum to be determined in
accordance with the following schedule, to be divided between the Mortgagee
and the Owners, and to the Charterers any sums remaining after distribution
to the Mortgagee:
5
---------------------------------------------------------------------
MV "Cherokee Princess" 23,286 tdw 1990 IHI USD 7.50 mio
---------------------------------------------------------------------
MV "Kickapoo Belle" 23,319 tdw 1987 Hakodate USD 6.50 mio
---------------------------------------------------------------------
MV "Apache Maiden" 23,319 tdw 1987 Kurushima USD 6.50 mio
---------------------------------------------------------------------
MV "Navajo Princess" 21,902 tdw 1987 Japan USD 6.50 mio
---------------------------------------------------------------------
MV "Inca Maiden" 22,133 tdw 1986 Japan USD 6.00 mio
---------------------------------------------------------------------
MV "Kiowa Princess" 19,762 tdw 1986 Uwajima USD 5.50 mio
---------------------------------------------------------------------
MV "Seneca Maiden" 19,762 tdw 1986 Uwajima USD 5.50 mio
---------------------------------------------------------------------
For each ship there will be a deduction of USD 35,000.00 for every month,
(i.e. USD 420,000.00 per year/per ship).
For example, at the end, after 5.5 years = 66 months, the values are then:
---------------------------------------------------------------------
MV "Cherokee Princess" 23,286 tdw 1990 IHI USD 5.19 mio
---------------------------------------------------------------------
MV "Kickapoo Belle" 23,319 tdw 1987 Hakodate USD 4.19 mio
---------------------------------------------------------------------
MV "Apache Maiden" 23,319 tdw 1987 Kurushima USD 4.19 mio
---------------------------------------------------------------------
MV "Navajo Princess" 21,902 tdw 1987 Japan USD 4.19 mio
---------------------------------------------------------------------
MV "Inca Maiden" 22,133 tdw 1986 Japan USD 3.69 mio
---------------------------------------------------------------------
MV "Kiowa Princess" 19,762 tdw 1986 Uwajima USD 3.19 mio
---------------------------------------------------------------------
MV "Seneca Maiden" 19,762 tdw 1986 Uwajima USD 3.19 mio
---------------------------------------------------------------------
31.6. Should a general average and/or particular average occur, the Insurance
Broker will pay the proceeds of the adjustment from cargo interests and
Underwriters to the Charterers directly.
CLAUSE 32
Registration of the Vessel and Costs
On delivery hereunder the Vessel shall be registered in the Registry of Liberia
in the name of the Owners and shall remain to be registered in said registry for
the term of the Charter.
All costs arising out of or related to registration of the Vessel in the Ships'
Registry of Liberia whether on a one time basis or periodically such as, but not
limited to, legal fees, stamp duties, registration fees, tonnage fees, dues and
disbursements now or during the Charter Party Period shall be borne by the
Owners and shall be paid by the Owners directly to the relevant authorities.
Liberian Registry costs in respect of mortgages shall be for the account of the
Owners.
The Charterers shall procure the registration of the Vessel in the Bareboat
Registry of the Republic of the Philippines. The registration will be in the
name of the Charterers' manning agent or the manning agents' subsidiary for flag
purposes only. Such entity shall be required to enter into an undertaking in the
form attached as Annex 3. The Charterers will procure that the registry of the
Republic of the Philippines will reflect that the Vessel is owned by the Owners,
that title is registered in the Liberian registry and that the mortgage
mentioned in Box 26 is registered on the Vessel in the Liberian registry. A
respective Certificate of Ownership and Encumbrance of the Philippine registry
will be provided to the Owners upon completion of the
6
registration in the Philippine Bareboat Registry. A copy of such certificate
will be carried on board of the Vessel together with the ship's trading
certificates at all times. Any costs regarding the registration of the Vessel in
the Philippines' Bareboat Registry, including those fees charged by the Liberian
Registry in connection with such Bareboat Registration and the fees charged by
the Philippine Registry in respect of the endorsement of the Liberian title
registration and mortgage on the Philippine Registry shall be for the account of
the Charterers.
All legal, technical or other requirements related to or arising out of
operation of the Vessel shall be complied with and paid for by the Charterers in
any event, without recourse to the Owners.
For the purpose of the Charterers' registry into the Philippine flag, the Owners
are to provide as soon as possible after this Charter Party has been signed by
both parties, the following original documentation:
a. Goodstanding Certificate for the Owners.
b. Consent of the Owners in formal affidavit form to the bareboat sub-charter
arrangement between [CHARTERER] and [SUB-CHARTERER], Philippines.
c. Power of Attorney or Board Resolutions authorizing the person issuing the
consent (per b. above) to act as such.
d. Copy of valid certificate of registry.
e. Certificate of liens, encumbrances and registered mortgages.
f. Consent of the Liberian Registry to the bareboat charter registration or
the vessel in the Philippines, the consent to indicate the registered
owners, [CHARTERER] as charterers and [SUB-CHARTERER] as sub-charterer.
CLAUSE 33
The Charterers' Default
33.1. The Owners - without prejudice to any other or further-going claims the
Owners may have against the Charterers as a consequence of the Charterers'
Default and the ensuing withdrawal of the Vessel - shall be entitled to
terminate this Bareboat Charter Party and withdraw the Vessel from the
services of the Charterers in accordance with Clause 10 or in the event
that the Charterers are in default of any of the following obligations or
one of the following events apply ("Charterers' Default"):
33.1.1. the Charterers do not pay insurance premiums or other payments when
due provided such failure has not been remedied within seven running
days from the Owners' notice to the Charterers requiring such.
33.1.2. the Charterers are wound up, liquidated, taken under bankruptcy
proceedings or otherwise dissolved or the Charterers cease to or
threaten to cease to carry on their business.
7
33.1.3. the Vessel is arrested or otherwise detained for reasons, not
solely attributable to the Owners without the Charterers having
released the Vessel from such arrest within Thirty (30) days after the
arrest or detention.
33.1.4. if a substantial non-insured maritime lien applies to the Vessel
for reasons, not solely attributable to the Owners, and continues to
apply to the Vessel for more than thirty days after the date of its
application, but not before the 30 (Thirty) days after the respective
debt of the same becomes due any payable, and the Charterers have not
removed such lien or have provided the Owners with cash security equal
to the amounts or claims secured by the relevant lien.
33.1.5. the Charterers fail to obtain or maintain the agreed insurance
cover.
33.2. The occurrence and the Continuation of a Charterers' Default shall entitle
the Owners:
o to treat the same as a repudiatory breach by the Charterers of this
Agreement; and
o to serve a Termination Notice on the Charterers as further provided in
Article 33.3.
33.3. Upon the occurrence of a Charterers' Default, the Owners shall be entitled
(but not bound) to give written notice (a "Termination Notice") to the
Charterers terminating, on a date specified therein (the "Termination
Date"), the Owners' obligation to charter the Vessel to the Charterers. In
such event, the Vessel shall be deemed redelivered to the Owners on the
Termination Date and the Charterers shall on such date pay to the Owners,
without set-off, deduction or withholding, an amount in US-Dollars (the
"Termination Sum") equal to the aggregate of
33.3.1. all Hire accrued due and not paid up to and including the
Termination Date;
33.3.2. any outstanding interest thereon calculated in accordance with the
provisions of Box 22 hereof;
33.3.3. the aggregate of all costs and expenses incurred by the Owners in
connection with termination of its obligations to charter the Vessel
to the Charterers including, in particular, all crewing and other
operational costs to the extent that the same cannot reasonably be
mitigated by the Owners;
33.3.4. any other amounts then due and payable under this Agreement (save
to the extent that such other amounts have previously been taken into
account in computing other elements of the Termination Sum as
aforesaid).
CLAUSE 34
The Owners' Default
34.1 The Charterers shall be entitled to terminate this Charter Party and
redeliver the Vessel to the Owners in the event the Charterers are
permanently deprived from operating the Vessel in accordance with the terms
and conditions hereof due to events solely
8
attributable to the Owners ("Owners' Default"), including without
limitation, Mortgages or other encumbrances created or caused to be created
by the Owners and preventing the Vessel from operation.
This Clause represents the sole basis upon which the Charterers can
terminate this Charter, no matter what may be said elsewhere in the
Charter.
Such termination and redelivery are to take effect subject to the
Charterers giving of a 30 (Thirty) running days' notice in writing to the
Owners and subject to the Charterers continuing to be deprived from
operating the Vessel at the expiry of the notice period on account of the
Owners' Default.
It shall be deemed that the Charterers are permanently deprived from
operating the Vessel if the Charterers continue to be deprived from
operating the Vessel for the period of thirty running days for reasons
solely attributable to the Owners.
CLAUSE 35
ISM/SOLAS
(a) ISM
The Charterers shall procure that, throughout the Charter Period, both the
Vessel and "the Company" (as defined in the ISM Code) fully comply with the
requirements of the ISM Code and upon request will provide a copy of a
valid Safety Management Certificate and Document of Compliance to the
Owners.
(b) SOLAS
The Vessel shall have valid SOLAS safety equipment and SOLAS construction
certificates throughout the entire charter period.
CLAUSE 36
Purchase Option
Charterers to have purchase options on the vessel as follows:
36 months USD 3.750 million net
42 months USD 3.300 million net
48 months USD 2.850 million net
54 months USD 2.400 million net
60 months USD 1.950 million net
66 months USD 1.500 million net
From the end of the 36th month from delivery Charterers to have the option to
substitute vessel with dry cargo or multipurpose vessel of equal or greater
value, same to be determined by the average appraisal of two independent broker
companies to be mutually agreed.
9
Upon the exercise of a purchase option, Owners will deliver the vessel free of
mortgages, encumbrances, maritime liens and free of any other debts whatsoever.
The Closing for the delivery of and transfer of title to the Vessel by Owners to
Charterers shall take place in New York. At such closing, in exchange for the
payment of the purchase option price the Owners shall furnish the Charterers
with a) a Bill of Sale, in recordable form, notarized and, if required,
legalized by the appropriate Consul or by Apostille b) the consent or permission
of the flag state to the transfer of the vessel to the Charterers c) a
certificate of ownership and encumbrances from the flag state evidencing
ownership of the Vessel in the Owners free of liens and encumbrances d) if
required by the Charterers, an undertaking to delete the Vessel from the
Registry and deliver a certificate of deletion within 30 days of delivery and e)
such other reasonable/customary transfer documents required for registration
under Charterers flag or re-registration under current flag.
CLAUSE 37
Nomination, Performance Guarantee and Service of Notices etc.
1. Any notice or service of writs or legal documents hereunder shall be given
in respect of the Owners to:
Arkadia Shipping Inc.
c/o EGON OLDEN DORFF oHG
Willy-Brandt-Allee 6
D - 23554 Lubeck
and in respect of the Charterers to:
[CHARTERER]
c/o TBS International Ltd.
612 East Grassy Sprain Road
Yonkers, NY 10710
U.S.A.
Tel: +1-914-961-1000
Fax: +1-914-961-5121
Process Agent:
Cardillo & Corbett
29 Broadway, Suite 1710
New York, NY 10006
U.S.A.
Tel: +1-212-344 0464
Fax: +1-212-797 1212
10
Signed this [DATE]
For and on behalf of the Owners:
-----------------------------------------------
For and on behalf of the Charterers:
-------------------------------------------
11
Next Section
Previous Section