ARTICLE  VII  TAXES AND DUTIES

1. TAXES

All taxes, if any, including stamp duties, incurred in connection with this Contract in the People’s Republic of China shall be borne by the BUILDER. The BUILDER shall bear all taxes and/or duties imposed upon the equipment and facilities procured by the BUILDER in the People’s Republic of China for the construction of the VESSEL.

2. DUTIES

The BUILDER shall indemnify the BUYER for, and hold it harmless against, any duties imposed in the People’s Republic of China upon material and equipment which under the terms of the Contract and/or the Specifications will, or may be, supplied by the BUYER from the abroad for installation in the VESSEL as well as any duties imposed in the People’s Republic of China upon running stores, provisions and supplies furnished by the BUYER from abroad to be stocked on board the VESSEL and also the duties or taxed if any, to be imposed upon the export of the VESSEL as a whole or upon any of its parts or equipment.

Any tax of duty other than those described hereinabove, if any, shall be borne by the BUYER.

SECTION  3  PRODUCTION

ARTICLE  VIII  APPROVAL AND ACCEPTANCE OF PLANS

AND DRAWINGS

1. APPROVAL OF PLANS AND DRAWINGS

The BUILDER shall send to the BUYER (or its representatives) three (3) copies of plans drawings and technical documents for the BUYER’s approval as required in the Specification, Within fourteen (14) running days upon receipt by the BUYER or twenty-one (21) running days upon dispatch by the BUILDER, whichever is earlier, the BUYER shall return to the BUILDER one copy of such documentation with the BUYER’s approval or approval with remarks. In the event that the BUYER fails to return such documentation to the     BUILDER within the above-designated period of time the said documentation shall be deemed to have been completely approved by the BUYER, unless an extension is requested in writing by the BUYER with the written consent of the BUILDER.

If the BUYER returns such documentation with remarks to the BUILDER within the above -designated period of time and such remarks are of a nature or substance constitute necessary modifications, the BUILDER shall commence or continue construction of the VESSEL in accordance with the modified drawings and technical documents. In the event that the BUYER’s remarks are unclear or unspecified, the BUILDER shall have the right to make construction in its own interpretation.

A Makers List is attached with the Specifications, which is a list of the suppliers recommended by the BUILDER and to be known by the BUYER. Within ten (10) running days upon receipt by the BUYER or fifteen (15) running days upon notification by the BUILDER, whichever is shorter, the BUYER shall give a prior written request for alternative suppliers with sufficient reasons. 

The BUILDER may, at its sole discretion, choose any of the suppliers who are approved by the BUYER. In the event that the BUYER prefer to a supplier other than the one preferred by the BUILDER (whether recommended by the BUILDER or not) and such preference affects the cost, the BUILDER shall notify the BUIDER of the cost changed. Within ten (10) running days upon receipt by the BUYER or fifteen (15) running days upon notification by the BUILDER, whichever is shorter, the BUYER shall have the right to notify the BUILDER of its insistence on the decision. In such event, the cost to be adjusted shall be added into or deducted from the CONTRACT PRICE. Should the BUYER take no measure or give up its decision, the BUILDER shall, at its sole discretion and under its guarantee obligation, choose any one of the recommended suppliers.

It is agreed by the parties that all communications relating to the VESSEL with the BUILDER’s suppliers shall be carried out by the BUILDER. The BUYER shall use its best efforts to approve the documentation related soonest within the above-designated time Such approval shall not diminish the BUILDR’s responsibility for the VESSEL.

A prior written consent by the BUYER shall be obtained if the BUILDER turns to other makers not included in the Maker List.

2. ACCEPTANCE OF PLANS AND DRAWINGS

The parties shall make a list of all the plans and drawings, which are to be sent to the BUYER for approval (hereinafter called “the LIST”) withinrunning days after signing of the Contract. Before arrival of the Supervisor at the BUILDER’s Shipyard, the plans and the drawings specified in the LIST shall be sent to the BUYER and the BUYER shall, within    (  ) days after receipt thereof (excluding mailing time), return such plans and drawings submitted by the BUILDER with approval or remarks.

Concurrently with the arrival of the Supervisor at the BUILDER’s shipyard, the BUYER shall notify the BUILDER in writing, stating the authority which the said Supervisor shall have on behalf of the BUYER, to approve or disapprove those of the plans and drawings specified in the LIST which have not yet been sent to the BUYER. The Supervisor shall, within    (  ) days after receipt thereof, return those plans and drawings with approval or remarks.

Unless notification is given to the BUILDER by the Supervisor or the BUYER of approval or disapproval of any plans and drawings within the above-designated period of time for each case, the said plans and drawings shall be deemed to have been automatically approved.

The plans and drawings approved by the BUYER Supervisor shall be final, and any alteration thereof shall be regarded as modification specified in Article XII of the Contract. 

3. NOTES

(1) The drawings and the Specifications have been signed by the parties on or before the effective date of the Contract and shall form an integral part of the Contract and have the same effect as the Contract.

(2) In the event of any inconsistency or conflict between the provisions of the Contract and the Drawings and the Specifications, the provisions of the Contract shall prevail, without prejudice to the full effect of the drawings and the Specifications under other circumstances. In the event of any inconsistency or conflict between the drawings and the Specifications, the Specifications shall prevail. Any work required by the Specifications but not shown in the drawings, or shown in the drawings but not required by the Specifications, shall be accomplished by the BUILDER as if is a part of the Contract. Once finding any inconsistency or conflict between the provisions of the Contract and the drawings and the Specifications or between the drawings and the Specifications, one party shall promptly give the other party a written notice.

(3) In the event of any modification or change on the Specifications agreed by the parties after the effective date of the        Contract, which may lead to the inconsistency or conflict between the Specifications and the drawings, such modification or change shall prevail.

ARTICLE  IX  SUPERVISION AND INSPECTION

1. APPOINTMENT OF THE BUYER’S SUPERVISOR

The BUYER shall send in good time to and maintain at the BUILDER’s Shipyard, at the BUYER’s own cost and expense, one or more representative (s) (hereinafter called the “Supervisor”), who shall be duly appointed in writing by the BUYER to supervise and inspect the construction of the VESSEL, her engines and accessories. The BUILDER shall be liable for obtaining of the necessary visa for the Supervisor to enter China or the BUILDER’s Shipyard. The Supervisor shall ensure his observance of the rules, regulations and laws of the People’s Republic of China. The BUYER undertakes to give the SELLER an adequate notice for the application of the visa.

2. SUPERVISION AND INSPECTION BY SUPERVISOR

The necessary inspection of the VESSEL, her machinery, equipment and out fittings shall be carried out by the Classification Society and inspection team of the BUYER’s throughout the entire period of construction in order to ensure that the construction of the VESSEL is duly performed in accordance with the Contract and the Specifications.

The Supervisor shall have, at all time until delivery of the VESSEL, the right to attend tests according to the mutually agreed test list and inspect the VESSEL, her engines, accessories and materials at the BUILDER’s Shipyard, its subcontractors or any other place where work is done or materials stored in connection with the VESSEL. In the event that the Supervisor discovers that any construction or material or workmanship does not or will not conform to the requirements of the Contract and the Specifications, the Supervisor shall promptly give the BUILDER a notice in writing as to such non-conformity, upon receipt of which the BUILDER shall correct such nonconformity if the BUILDER agrees with the Supervisor. Should the BUILDER disagree to the Supervisor’s comments, the BUILDER shall provide with reasons and explanations or discuss with the Supervisor for solution. Should there be no agreement reached, such dispute shall be submitted to Classification Society for solution, such solution made by the Classification Society shall be final binding to both parties. In such event, the BUILDER may proceed with construction. The BUYER undertakes and ensures the BUILDER that the Supervisor shall carry and usual shipbuilding practice and in a way as to minimize any increase in building costs and delays in the construction of the VESSEL. 

The BUILDER shall provide, free of charge, the Supervisor with office accommodation, and other necessary facilities at or near the BUILDER’s Shipyard. At all times, during the construction of the VESSEL until delivery thereof, the Supervisor shall be given unimpeded access to the VESSEL, her engines and accessories, and anywhere else where the work on, or the materials are being processed or stored, in connection with the construction of the VESSEL, including the BUILDER’s yards, workshops, warehouses and its subcontractor’s premises for working or storing materials in connection with the VESSEL’s construction. The travel expenses to the subcontractor’s premises outside of the city shall be at the BUYER’s account. The transportation for the Supervisor in the city shall be offered by the BUILDER.

3. LIABILITY OF THE BUILDER

The Supervisor engaged by the BUYER under the Contract shall at all times be deemed to be the employee of the BUYER. The BUILDER shall be under no liability to the BUYER, or to the Supervisor or to the BUYER’s employees or agents for personal injuries (including death), which incur on the VESSEL or/and within the premises of the BUILDER or its subcontractors while they or one of them is engaging in the construction of the VESSEL, unless such personal injuries (including death) were caused by gross negligence of the BUILDER, or of any of the BUILDRS’s employees or agents or subcontractors. Nor shall the BUILDER be under any liability for damage, loss or destruction on the properties in China of the Supervisor, the BUYER’s employees or agents, unless such damage, loss or destruction was under gross negligence of the BUILDER, or of any of the BUILDER’s employees or agents or sub-contractors.

4. SALARIES AND EXPENSES

All salaries and daily expenses of the Supervisor or any other employees appointed by the BUYER shall be for the BUYER’s account in accordance with this article.

5. REPORT OF PROGRESS

The BUYER has the right to request the BUILDER for a monthly report of the construction progress during the construction of the VESSEL.

6. REPLACEMENT OF SUPERVISOR

The BUILDER has the right to request the BUYER in writing to replace the Supervisor who is deemed to be unsuitable and unsatisfactory for inspection on the progress of the construction of the VESSEL. If necessary, the BUYER may send its representative to the BUILDER’s yard for investigation. Once such request of the BUILDER is justified by the BUYER, the BUYER shall make the replacement as soon as practicable.

ARTICLE  X  SUBCONTRACTING

The BUILDER may, at its sole discretion and responsibility, subcontract any portion of the construction work of the VESSEL to qualified and experienced subcontractors as set out in the Specifications of the Maker’s List, but delivery and final assembly into the VESSEL of any such work subcontracted shall be at the BUILDER’s Shipyard. The BUILDER shall remain fully responsible for due performance of such subcontracted work… 

ARTCLE  XI  BUYER’S SUPPLIES

1. ARTICLE X BUYER’S LIABILITY

(1) The BUYER shall, at its own risk, cost and expenses, supply to the BUILDER the items as specified in the Specifications (hereinafter called the “BUYER’S SUPPLIES”) in appropriate time during the construction of the VESSEL. Such items shall be delivered at a warehouse or other storage facilities at the Shipyard as set out in the Specifications in a proper condition ready for installation on the VESSEL.

(2) To assist installation, the BUYER shall provide the BUILDER with the necessary documentation including specifications, drawings, instruction books, manuals, test reports and others required to comply with all applicable rules and regulations. If so requested by the BUILDER, the BUYER shall, at no cost to the BUILDER, arrange for the representatives of the manufacturers of the BUYER’S SUPPLIES to assist the BUILDER in installation or to carry out the installation of the BUYER’S SUPPLIES by themselves, or to carry out commission at the Shipyard.

(3) The BUILDER may reject any and all of the BUYER’S SUPPLIES if found to be unsuitable or in improper condition for installation. But if required by the BUYER, the BUILDER may make repair of adjustment of the BUYER’S SUPPLIES, which shall neither affect any other rights of the BUILDER under the Contract, nor shall constitute any bearing by the BUILDER of the consequences raised thereafter. In such event, the BUYER shall pay to the BUILDER all costs arising from the repair or adjustment and the delivery of the VESSEL shall automatically be extended for a period of time taken for such repair or adjustment.

(4) Should the BUYER fail to deliver to the BUILDER the BUYER’S SUPPLIES within the specified time, the delivery of the VESSEL shall automatically be extended for a period of such delay, which the BUYER shall be liable for. In such event, the BUYER shall pay to the BUILDER all losses sustained by the BUILDER due to such delay and such payment shall be made upon delivery of the VESSEL.

If delay in delivery of the BUYER’S SUPPLIES exceeds thirty (30) days, the BUILDER shall have the right to proceed with the construction of the VESSEL without the installation of such delayed items. The BUYER shall accept and take delivery of the VESSEL so constructed, without prejudice to any other rights of the BUILDER.

2. BUILDER’s LIABILITY

The BUILDER shall store and properly handle the BUYER’S SUPPLIES after delivery to the Shipyard and install them on the VESSEL. Unless otherwise provided in the Contract, the BUILDER shall not be responsible for the quality and performance of the BUYER’s SUPPLIES.

ATRICLE  XII  MODIFICATIONS, CHANGES AND EXTRAS

1. HOW EFFECTED

The Specification and/or drawings to which the VESSEL is built can be modified or changed at any time provided that the parties reach agreement and if in the BUILDER’s reasonable judgement, such modifications or changes or accumulated modifications will not adversely affect the BUILDER’s other commitments, and the BUYER shall agree as below provided to the adjustment of the Contract Price, extension of the Delivery Time and other terms of the Contract (if any). Subject to above conditions, the BUILDER shall use the best efforts to accommodate the BUYER’s reasonable request so that the said changes and/or modifications shall be made at reasonable costs and within the period of time as short as possible.

Such agreements on the modifications or changes shall refer to an agreement on the increase or decrease, if any, in the Contract Price of the VESSEL and an agreement as to any extension or reduction in the time for delivery, and furthermore to provide an additional guarantee to the BUILDER to the BUILDER’s satisfaction, or an agreement as to any other alternations in the Contract or an agreement on the modification of the Specification arising from the changes. The agreements as to the changes and modifications to the Specifications pursuant to the foregoing shall be effective by exchanges of such documents or other written documents and shall constitute an amendment to Specification and shall be deemed to be a part of the Contract and Specification. Upon agreements as to the changes and/or modifications to the Specifications have been reached, the BUILDER shall alter the construction of the VESSEL in accordance therewith, including any additions to, or reductions from the work to be performed in connection with such construction. If the parties fail to agree on the adjustment to the Contract Price, or extension of the delivery time or providing additional guarantee to the BUILDER or modifications to the Contract, the BUILDER is not obliged to undertake any request from the BUYER for modifications.

2. CHANGES IN RULES AND REGULATIONS

(1) If, after the date of signing the Contract, any requirements as to the rules and regulations as specified in the Contract and the Specifications to which the construction of the VESSEL is required to conform, are modified or changed by the Classification Society or the other regulatory authorities to make such modifications or changes, the BUYER or the BUILDER, upon receipt of the notice thereof, shall transmit such information in full to each other in writing, whereupon within(  ) days after receipt of the said notice by the BUYER form the BUILDER or vice versa, the BUYER shall instruct the BUILDER in writing as to the modifications or changes, if any, to be made in the VESSEL which the BUYER, in its sole discretion, shall decide. The SELLER shall promptly comply with such modifications or changes, if any in the construction of the VESSEL, provided that the BUYER shall first agree:

(a) to any increase or decrease in the Contract Price of the VESSEL occasioned by the cost for such modifications and changes; and/or

(b) to any extension in the delivery time of the VESSEL due to such modifications and changes; and/or

(c) to any increase or decrease in the guaranteed deadweight and speed of the VESSEL, if modifications and changes results in increased or reduced deadweight and speed; and/or

(d) to any other modifications in the terms of the Contract or of Specifications or both

(e) to the additional guarantee provided by the BUYER to the BUILDER’s satisfaction due to the increase of the Contract Price.

Agreement as to such modifications or changes under this Paragraph shall be made in the same manner as provided above for modifications and/or changes of the Specifications and/or Plans.

(2) If, due to whatever reasons, the parties shall fail to agree on the adjustment of the Contract Price or extension of the delivery time or increase or decrease of the guaranteed speed, deadweight, or providing additional security to the BUILDER or any modifications of the terms of the Contract, the BUILDER shall be entitled to proceed with the construction of the VESSEL in accordance with the terms of the Contract and Specifications without making any such modifications or changes and the BUYER shall abide by the Contract and the Specifications without such modifications or changes.

(3) Even if the BUILDER and the BUYER fail to agree on the adjustment of the Contract Price or extension of the delivery time due to the modifications to meet the compulsory rules and regulations, the BUILDER shall proceed with such modifications as required by the said rules and regulations while the BUILDER is entitled to reserve the right by stating in writing the adjustment of the Contract Price or extension of the delivery time. Such dispute shall be settled as per Article XXVI of the Contract.

3. SUBSTITUTION OF MATERIALS AND/OR EQUIPMENT

In the event that any of the materials and/or equipment required by the Specifications and the Contract for the construction of the VESSEL cannot be procured in time to meet the delivery time of the VESSEL, the BUILDER may, with providing adequate evidence and subject to the approval by the BUYER in writing, supply other materials and/or equipment of the equivalent quality, and meeting the requirements of the Classification Society and of the rules and the regulations with which the construction of the VESSEL must comply.

ARTICLE  XIII  SEA TRIALS

1. NOTICE

The BUILDER shall, after obtaining the certificate for sea trails, give the BUYER and the supervisors at least thirty (30) calendar days prior notice of the estimated date and seven (7) definite days prior notice in writing of the time and place of the sea trial to be carried out as per the specification and the BUYER and the supervisors shall promptly acknowledge the receipt of such notice. The representative of the BUYER and/or the supervisor shall be present to witness such trials and approve the performance thereof during the sea trials. Failure of the BUYER’s representative to be present in time at the trials after such notice to the BUYER, the Delivery Date of the VESSEL shall be extended by the period of delay caused by such failure of the BUYER’s representative delays to attend such trails. If the absence of the BUYER’s representative causes the delay in the sea trials more than seven (7) days, the BUYER shall be deemed to have waived the right to be present at the trials, and the BUILDER may conduct the sea trials without the BUYER’s representative being onboard, and in such circumstances, the BUYER shall be obliged to accept the VESSEL on the basis of a certificate jointly signed by the BUILDER and the Classification after the sea trails and minor corrections and remedies as mentioned in this Article certifying that the VESSEL conforms to the requirements of the Contract and the Specification with satisfaction in all respects. The BUILDER shall make all necessary arrangements for the visa of the BUYER’s representative, otherwise the sea trials shall be postponed until the BUYER’s representative arrives in the shipyard, and any resulting delay in delivery of the VESSEL shall not be deemed as a Permissible Delay. But in case the nationality and the personal particulars of the BUYER’s representative are not acceptable to the BUILDER as per current regulation and/or law of the People’s Republic of China, the BUYER shall immediately replace this representative or other representative as per the BUILDER’s request. The parties understand that the weather conditions of the area where the sea trials are to be carried out is momentarily changeable without advance warning, therefore if the sea trials are interrupted or prevented by the sudden unfavorable weather conditions, the parties shall agree to stop the sea trials and postpone the sea trials until the first favorable day thereafter when weather conditions permit. Unless otherwise the parties agree in writing that the BUYER accepts the VESSEL on the basis of the results achieved in the sea trials prior to sudden change in the weather conditions. The resulting delay due to the bad weather conditions shall be deemed as Permissible Delay as described by the Contract.

2. CONDUCT OF THE SEA TRIALS

(a) All expenses in connection with the sea trials be for the BUILDER’s costs and expenses. The BUILDER shall arrange necessary crews onboard to meet safety requirements during sea trials. The sea trials shall be conducted as per the requirements of the Specification and comply with the requirements of the Specification.

The course of the sea trials shall be determined by the BUILDER and the sea trials shall be conducted in the area equipped with speed measuring facilities.

(b) To meet the conditions for sea trial as stipulated in the Specification, the BUILDER shall furnish water and fuel oil with exception of lubricating oil and hydraulic oil which shall be supplied by the BUYER. The said provision by the parties shall comply with the requirements of the applicable engine Specification. All the costs of the water, bunkers, lubricating oil, hydraulic oil and grease consumed during the sea trials shall be for the BUILDER’s account.

3. SEA TRIALS AT LOAD DRAFT

In addition to the provisions as required by this Article, the BUILDER shall for the BUILDER’s account provide fresh water and the stores for the sea trials to have the VESSEL achieve the ballast conditions (with fresh water, sea water of other stores as may be required) as specified by the Specifications for reaching the load draft.

4. METHOD OF ACCEPTANCE OR REJECTION

(a) The BUYER or the BUYER’s representative, within six (6) working days after receiving the notice from the BUILDER of the completion of the sea trials, shall notify the BUILER in writing of its acceptance for delivery or rejection of the VESSEL together with reasons therefore.

(b) However, should the results of the sea trials demonstrate that the VESSEL or any part or equipment therefore does not conform to the requirements of the Specification, the BUILDER shall together with the BUYER’s representative inspect the cause of such non-conformity and the BUILDER shall take all necessary steps to rectify such non-conformity. If necessary the BUILDER shall for its own cost and expense carry out further sea trial. If the BUILDER notifies the BUYER of the completion of the deficiencies and the new sea trial, the BUYER, within six (6) working days after receiving the said notice from the BUILDER, shall notify the BUILDER in writing of its acceptance for delivery or rejection of the VESSEL together with reasons therefore.

(c) If the BUYER fails to notify the BUILDER in writing of its acceptance or rejection of the VESSEL together with reasons therefore with reasons within six (6) working days as stipulated in above item (a) and (b), the BUYER shall be deemed to have accepted the VESSEL.

(d) If the parties disputes any results of the sea trials and tests, the disputes shall be resolved in accordance with Article XXVI for arbitration.

(e) The BUYER shall not reject to take delivery of the VESSEL due to its remarks made after the sea trials and/or further sea trial. While the BUILDER shall remove the remarks (if such remarks are acceptable to the BUILDER) before effecting delivery of the VESSEL to the BUYER under the Contract.

5. DISPOSITION LF SURPLUS CONSUMABLE STORES

Upon taking delivery of the VESSEL, the BUYER shall reimburse the BUILDER in the manner as stipulated in 3 (5) and 4 (5) under Article V at current price same as the one in the delivery port for any quantities of the bunkers, fresh water and other consumable stores remaining onboard after sea trial.

The BUILDER shall reimburse the BUYER in the manner as stipulated in 3 (5) and 4 (5) under Article V for any quantities of lubricating oil and hydraulic oil actually consumed during sea trials at same price as the BUYER purchased.

6. EFFECT OF THE ACCEPTANCE

The BUYER’s written notification of acceptance of the VESSEL delivered to the BUILDER as above stipulated, shall be final and binding provided the VESSEL conforms to the Specifications, and the BUYER is not entitled to refuse the BUILDER’s request to deliver the VESSEL provided that the BUILDER complies with all other conditions for delivery as above set forth.

SECTION  4  DELIVERY

ARTICLE  XIV  DELIVERY AND DELIVERY DOCUMENTS

1. TIME AND PLACE

Subject to Article XIII after the sea trials (or possible new sea trials) and the acceptance by the BUYER, the VESSEL shall be delivered on or before   safely afloat by the BUILDER to the BUYER at the BUILDER’s shipyard in accordance with the Specifications and with all Classification and Statutory Certificates provided that. In the even of delays in the construction of the VESSEL or any performance required under the Contract due to causes which under the terms of the Contract permit extension of the delivery time, the aforementioned delivery time of the VESSEL shall be extended accordingly.

Abovementioned date or such later date to which delivery is extended pursuant to the terms of the Contract is hereinafter called the “Delivery Date”.

2. WHEN AND HOW EFFECT

Provided that the BUYER and the BUILDER have fulfilled all of their respective obligations as stipulated in the Contract, delivery of the VESSEL shall be effected forthwith by the concurrent delivery by each of the parties hereto, one to the other, of the Protocol of Delivery and Acceptance, acknowledging delivery of the VESSEL by the BUILDER and acceptance thereof by the BUYER, and the said Protocol of Delivery and Acceptance shall be prepared in quadruplicate and executed by each of the parties hereto after signing.

3. DOCUMENTS TO BE DELIVERED TO THE BUYER

Upon delivery and acceptance of the VESSEL by the BUYER, the BUILDER shall provide to the BUYER the following documents together with the aforementioned Protocol of Delivery and Acceptance:

(1) Protocol of Trials made by the BUILDER pursuant to the Specifications.

(2) Protocol of Inventory and Equipment of the VESSEL including spare parts and the like, all as specified in the Specifications, made by the BUILDER.

(3) Protocol of Surplus Consumable Stores made by the BUILDER.

(4) Finished Drawings and Plans pertaining to the VESSEL as stipulated in the Specifications, made by the BUILDER.

(5) Protocol of Deadweight and Inclining Experiment, made by the BUILDER.

(6) All below certificates required to be furnished upon delivery of the VESSEL pursuant to the Contract and as provided in the Specifications.

…

Certificates shall be issued by relevant Authorities or Classification Society. The VESSEL shall comply with the above rules and regulations which are in force at the time of signing the Contract. All the certificates shall be delivered in one (1) original to the VESSEL and two (2) copies to the BUYER.

If the complete certificate or certificates are unable to be issued at the time of delivery by the Classification Society or any third party other than the BUILDER, then the BUYER shall accept the interim certificate or certificates as issued by the Classification Society or the third party other than the BUILDER, provided that the full final certificates shall be furnished by the BUILDER before the expiry of the interim certificate or certificates.

(7) Declaration of Warranty issued by the BUILDER that the VESSEL is delivered to the BUYER free and clear of any liens, charges, claims, mortgages, or other encumbrances upon the BUYES’s title thereto, and in particular, that the VESSEL is absolutely free of all burdens in the nature lf imposts, duties, taxes or charges imposed by the province or country of the port of delivery, as well as of all liabilities of the BUILDER to its sub-contractors, employees and crews and/or all liabilities arising from the operation of the VESSEL in trial run or trial runs, or otherwise, prior to delivery. 

(8) Commercial Invoice made by the BUILDER.

(9) Bill of Sale made by the BUILDER.

4. OUTSTANDING ITEMS WHEN DELIVERY OF THE VESSEL

If there are few outstanding items which don’t affect the safety and navigation of the VESSEL when delivery of the VESSEL, the parties shall list the quantity of the outstanding items and date to complete these items. All outstanding items shall be completed within four (4) days after delivery of the VESSEL, which shall be recorded in the delivery documents. Such outstanding items shall not affect the delivery of the VESSEL and the BUYER shall take delivery of the VESSEL.

ARTICLE  XV  DELAYS＆EXTENSION OF TIME FOR

DELIVERY(FORCE MAJEURE)

1.CAUSE OF DELAY

If, at any time before actual delivery, either the construction of the VESSEL, or any performance required hereunder as a prerequisite of delivery of the VESSEL, is delayed due to war. blockade, revolution, insurrection, mobilization, civil commotions, riots, strikes, sabotage, lock-outs, epidemics, epidemics, abnormal weather conditions, typhoon, or other causes beyond the control of the BUILDER or of its sub-contractors for instance the long restriction of electric current from an outside source and the defects of casting and forging components, as the case may be. And other or by force majeure of any description, whether of the nature indicated by the forgoing or not, or by destruction of the BUILDER or works of the BUILDER or its sub-contractors, or of the VESSEL or any part thereof ,by fire, flood, or other causes beyond the control of the SELLER or its sub-con-tractors as the case may be, or due to the bankruptcy of the equipment and/or material supplier or suppliers, then, in the event of delay due to the happening of any of the aforementioned contingencies, the Seller shall not be liable for such delay and the time for delivery of the VESSEL under this Contract shall be extended without any reduction in the Contract Price for a period of time which shall not exceed the total accumulated time of all such delays, subject nevertheless to the BUYER,s right of cancellation and subject however to all relevant provisions of this Contract which authorize and permit extension of the time of delivery of the VESSEL.