Law of Shipbuilding Contracts

Simon Curtis; Ian Gaunt and William Cecil

Document

Page 389

Index

Abatement

contract price, and, –

Acceptance of breach

rescission by buyer, and, –

Acceptance of vessel

delivery protocol, and, –

effect,

introduction,

meaning,

method

buyer’s election,

introduction,

presentation of trial results,

text of SAJ Form, –

Acts of God

force majeure, and, –

Additional funding

contract price, and, –

Adjustment of contract price

builder’s bonus,

delay in delivery

accrual of buyer’s rights, –

amount of damages,

builder’s bonus,

introduction,

repudiation, and,

rescission, and, –

text of SAJ Form, –

early delivery,

excessive fuel consumption

generally, –

text of SAJ Form,

inadequate deadweight

generally,

text of SAJ Form, –

insufficiency of speed

generally, –

text of SAJ Form,

introduction,

liquidated damages

caps on, –

delay in delivery, –

excessive fuel consumption, –

inadequate deadweight,

insufficiency of speed, –

introduction, –

other deficiencies, –

rescission, and,

settlement of builder’s liability,

other deficiencies, –

repudiation, and,

rescission, and

delay in delivery, and, –

generally,

text of SAJ Form,

settlement of builder’s liability,

text of SAJ Form, –

AFS 2001 see Anti-Fouling Systems on Ships Convention 2001

Allocation of design risk

addressing of risk, –

“design life” issues,

drawing approvals,

introduction, –

NEWBUILDCON,

no addressing of risk,

planning approvals,

SAJ Form,

standard forms, –

Alternative dispute resolution

generally, –

Ancillary agreements

completion bonds, –

contract and refund guarantee assignments, –

guarantees issued on behalf of builder

completion bonds, –

enforceability, –

introduction, –

legal proceedings to prevent payment, –

performance, –

refunds, –

guarantees issued on behalf of buyer

introduction,

post-delivery,

pre-delivery, –

introduction,

letters of comfort, –

options, –

performance guarantees, –

Page 390

refund guarantees, –

specifications, –

Anti-bribery

generally, –

Anti-Fouling Systems on Ships Convention 2001

description and class, and,

Appeals

dispute resolution, and

agreements to waive right, –

generally, –

Applicable law

express choice of law,

generally,

no express choice of law, –

Rome I Regulation,

ship conversion contracts,

text of SAJ Form,

Appointment of buyer’s representatives

generally, –

introduction, –

text of SAJ Form,

Approval of plans and drawings

generally, –

introduction, –

NEWBUILDCON,

text of SAJ Form,

Arbitration

alteration of delivery date

text of SAJ Form,

alternative dispute resolution, and, –

appeals

agreements to waive rights, –

generally, –

Brussels I Regulation, and,

description and class, and,

entry in court

text of SAJ Form,

expenses

text of SAJ Form,

Hague Convention, and,

introduction,

judicial proceedings, and

introduction,

parallel proceedings and anti-suit injunctions, –

London, in

agreements to waive right of appeal, –

appeals, –

back-to-back contracts,

constitution of tribunal,

costs,

enforcement of awards,

extension of delivery date of vessel, –

introduction,

jurisdiction and separability of agreement,

other standard provisions, –

proceedings,

text of SAJ Form, –

Lugano Convention, and,

modifications, and, –

non-technical disputes

generally, –

introduction, –

notice of award

text of SAJ Form,

proceedings

text of SAJ Form,

standard form provisions,

technical disputes

generally, –

introduction, –

text of SAJ Form,

Assignment

benefits,

burdens, –

consent not to be unreasonably withheld, –

damages, –

general principles

benefits,

burdens, –

conditional,

consent not to be unreasonably withheld, –

introduction, ,

prohibitions, –

insurance, and,

introduction, –

novation,

prohibitions, –

shipbuilding contracts, –

standard forms,

text of SAJ Form,

third party rights, –

AWES Form

background,

introduction,

text,

Bank charges

contract price, and,

Bill of sale

delivery documentation, and,

BIMCO, see also NEWBUILDCON

generally,

Bridging contracts

negotiation of contracts, and, –

Brussels I Regulation

dispute resolution, and,

Builder

breach of contract, and, –

Page 391

modifications, and

generally, –

text of SAJ Form,

negligence, and,

Builder’s bonus

liquidated damages, and,

Builder’s certificate

delivery documentation, and,

Builder’s credits

contract price, and

introduction, –

variations to SAJ Form,

Builder’s guarantees

enforceability

disclosure requirement, –

effect of variations and breaches, –

introduction, –

legal proceedings to prevent payment, –

Statute of Frauds 1677, –

Builder’s guarantees enforceability

other formalities,

Builder’s liabilities

text of SAJ Form,

Builder’s lien

title to vessel, and,

Builder’s risks

insurance, and,

Builder’s warranty

circumstances outside builder’s control,

consequential losses, –

damage caused to vessel, –

defects identified at delivery,

exclusion of liabilities, –

circumstances outside builder’s control,

consequential losses, –

express terms, –

generally,

implied terms, –

special losses, –

unfair terms, –

express terms, –

extent of builder’s responsibility,

guarantee,

guarantee engineer

generally, –

text of SAJ Form,

implied terms, –

limitations

defects identified at delivery,

introduction,

loss of use,

replaced parts,

subcontractors’ warranties, –

time limits,

loss of use,

nature, –

notice of defects requirement

text of SAJ Form,

notice requirement

generally,

obligation to remedy

generally, –

recipient, –

text of SAJ Form, –

replaced parts,

special losses, –

subcontractors’ warranties, –

text of SAJ Form, –

time limits,

unfair terms, –

reasonableness, –

Bunker Convention Certificate

description and class, and,

Buyer

default, and see also Buyer’s default

builder’s remedies, –

definition, –

effect, –

introduction,

notice,

rescission by builder, and, –

sale of vessel, –

text of SAJ Form, –

modifications, and

generally, –

text of SAJ Form,

remedies for rescission, and

acceptance of repudiatory breach, –

introduction,

specific performance, –

representatives

appointment,

duty to co-operate, –

inspection by, –

introduction, –

liability, –

NEWBUILDCON,

obligation to notify defects, –

text of SAJ Form,

unsuitability,

rescission, and see also Rescission by buyer

effect, –

general right, –

introduction, –

loss of right, –

relevant events, –

remedies, –

text of SAJ Form,

responsibility of,

supplies,

Buyer’s allowances

contract price, and, –

Page 392

Buyer’s credits
- contract price, and,

Buyer’s default

common law remedies, –

damages,

definition

generally, –

text of SAJ Form,

effect

generally, –

text of SAJ Form,

interest and charge

text of SAJ Form,

introduction,

notice,

repudiation, and, –

rescission by builder, and

buyer’s supplies,

future instalments, –

introduction, –

prepaid instalments,

unpaid instalments, –

sale of vessel

generally, –

text of SAJ Form, –

text of SAJ Form, –

Buyer’s remedies

common law

acceptance of builder’s repudiatory breach, –

specific performance, –

Buyer’s representatives

appointment,

text of SAJ Form, –

facilities,

inspection by, –

introduction, –

liability, –

unsuitability,

Buyer’s supplies

builder’s responsibility

text of SAJ Form,

buyer’s responsibility

text of SAJ Form,

generally, –

insurance, and,

offshore construction, –

rescission, and

builder, by, –

buyer, by,

text of SAJ Form,

Cancellation

insurance, and,

Cargo Ship Safety Construction Certificate

description and class, and,

Cargo Ship Safety Equipment Certificate

description and class, and,

Cargo Ship Safety Radio Telegraphy (or Telephony) Certificate

description and class, and,

Characteristics of vessel

description and class, and, –

China Maritime Arbitration Commission, see also CMAC Form

generally,

Choice of law

express choice of law,

generally,

no express choice of law, –

Rome I Regulation,

text of SAJ Form,

Classification certificate

delivery documentation, and, –

Classification of vessel

disputes,

introduction,

modifications, and

generally, –

text of SAJ Form,

regulatory requirements, –

environmental, –

safety, –

requirements, –

CMAC Form

generally,

COLREG 1972, as amended

description and class, and,

Community of European Shipyards’ Association

generally,

Completion

trials, and,

Completion bonds

generally, –

Completion of contract works

rescission by buyer, and, –

Compliance with plans and drawings

description and class, and,

Concurrent delays

force majeure, and,

Condition of vessel

delivery, and, –

Conditions precedent and subsequent

contractual obligations, and,

generally, –

introduction,

shipbuilding contracts, in, –

text of SAJ Form,

waiver, –

Conduct of trials

crewing, –

location,

navigation, –

provisioning, –

text of SAJ Form,

weather conditions,

Page 393

Confidentiality
- generally, –

Consent

assignment, and, –

Consequential losses

quality warranty, and, –

Consumable stores protocol

delivery documentation, and,

Continuous Synopsis Record

description and class, and,

Contract assignments

generally, –

Contract price

abatement rights, –

additional funding, –

adjustment of see also Adjustment of contract price

introduction,

liquidated damages, –

text of SAJ Form, –

bank charges,

builder’s credits

introduction, –

variations to SAJ Form,

buyer’s allowances, –

buyer’s credits, –

currency, –

deduction, –

design and supply of drawings,

financing for the builder

additional financing, –

instalment payments, –

financing for the buyer

builder’s credits,

buyer’s credits, –

introduction,

leasing structures, –

financing the newbuild

builder, for, –

buyer, for, –

introduction,

subsidies,

instalment payments, –

introduction, –

method of payment, –

prepayment,

renegotiation, –

security, –

set-off, –

subsidies

contract provisions,

introduction,

OECD framework, –

terms of payment

abatement rights, –

bank charges,

currency, –

deduction rights, –

prepayments,

security, –

set-off rights, –

timing, –

text of SAJ Form, –

timing of payment, –

Contractor’s warranty

ship conversion contracts, –

Control of Harmful Anti-Fouling Systems on Ships Convention 2001

description and class, and,

Copyright

drawings

generally, –

property,

text of SAJ Form,

generally, –

plans

generally, –

property,

text of SAJ Form,

specifications

generally, –

text of SAJ Form,

Corruption

generally, –

Crewing

conduct of trials, and, –

Currency

contract price, and, –

text of SAJ Form,

Damage to the vessel

quality warranty, and, –

Damages

buyer’s default, and,

rescission by buyer, and, –

Deadweight

generally,

text of SAJ Form, –

Deduction

contract price, and, –

“Deemed” delivery

generally,

Default of buyer

common law remedies, –

damages,

definition

generally, –

text of SAJ Form,

effect

generally, –

text of SAJ Form,

interest and charge,

introduction,

notice,

Page 394

repudiation, and, –

rescission by builder, and

buyer’s supplies,

future instalments, –

introduction, –

prepaid instalments, –

unpaid instalments,

sale of vessel

generally, –

text of SAJ Form, –

text of SAJ Form, –

Defects

delivery, identified at,

force majeure, and

equipment,

machinery,

materials,

notification, and

generally, –

introduction, –

text of SAJ Form, –

quality warranty, and,

Delay in delivery

builder’s breach of contract or negligence, –

causes

builder’s breach, –

concurrent delays,

generally, –

negligence, –

prior breaches, –

text of SAJ Form,

concurrent delays,

events see also Force majeure

excessive delay, –

force majeure, –

generally, –

impact, –

notice, –

permissible delay,

“prevention principle”, –

excessive delay

generally,

liquidated damages, and, –

rescission for force majeure, –

rescission by reference to “drop dead” date,

text of SAJ Form,

extension of time, –

force majeure see also Force majeure

events, –

general principles, –

rescission for, –

insurance, and,

introduction, –

liquidated damages, and

accrual of buyer’s rights, –

amount of damages,

builder’s bonus,

introduction,

repudiation, and,

rescission, and, –

text of SAJ Form, –

negligence, –

notice, –

text of SJ Form,

permissible delay

generally,

text of SAJ Form,

prior breaches, –

rescission for excessive delay

generally, –

liquidated damages, and, –

text of SAJ Form,

text of SAJ Form, –

Deliverability

application of general principles

implied terms excluded by contract terms, –

implied terms not excluded by contract terms, –

introduction, –

compliance with description, –

conditions, –

fitness for purpose, –

general principles

application, –

conditions, –

construction, –

innominate terms, –

rejection of goods on quality grounds, –

warranties, –

introduction, –

NEWBUILDCON, –

principles of construction, –

reasonable fitness for purpose, –

rejection of goods on quality grounds, –

SAJ Form, –

satisfactory quality, –

statutory implied terms excluded by contract terms, –

statutory implied terms not excluded by contract terms

compliance with description, –

general principles, –

introduction,

reasonable fitness for purpose, –

satisfactory quality, –

warranties, –

Delivery, see also Institute Clauses for Builders’ Risks (1/6/88)

acceptance protocol,

bill of sale,

Page 395

builder’s certificate,

builder’s lien,

classification certificate, –

commercial invoice,

condition of vessel, –

consumable stores protocol,

“deemed”,

delay, and see Delay in delivery

deliverability, and see Deliverability

documentation see Documentation

documents to buyer

text of SAJ Form,

drawings,

early delivery,

effect of lex situs, –

fuel oil protocol,

introduction,

inventory protocol,

invoice,

method

text of SAJ Form,

non-registration certificate,

place

generally,

text of SAJ Form,

plans,

removal from shipyard,

text of SAJ Form,

risk of loss or damage, –

text of SAJ Form,

tender of vessel

text of SAJ Form,

time

early delivery,

generally, –

text of SAJ Form,

title to vessel

builder’s lien,

effect of English law, –

effect of lex situs, –

introduction,

no express provision in contract, where, –

passing prior to delivery and acceptance, –

text of SAJ Form,

trading certificate, –

trials protocol,

vessel’s condition, –

warranty of freedom from encumbrances, –

Description and class clause

characteristics, –

classification requirements

generally, –

introduction,

compliance with plans and drawings,

dimensions, –

dispute resolution,

environmental requirements, –

hull number, –

introduction,

performance guarantees, –

quality standards and assurance, –

registration,

regulatory requirements

environmental, –

introduction, –

safety, –

subcontracting, –

direct payments,

text of SAJ Form, –

Description of goods

delivery time, and, –

Design risk allocation

addressing of risk, –

“design life” issues,

drawing approvals,

introduction, –

NEWBUILDCON,

no addressing of risk, –

plan approvals,

SAJ Form,

Dimensions

description and class, and, –

Discharge of obligations

rescission by buyer, and

text of SAJ Form,

Discrepancies

generally,

text of SAJ Form,

Dispute resolution

alteration of date

text of SAJ Form,

alternative dispute resolution, –

appeals

agreements to waive right, –

generally, –

arbitration in London

appeals, –

back-to-back contracts,

constitution of tribunal,

costs,

enforcement of award,

extension of delivery date of vessel,

introduction,

jurisdiction,

other standard provisions, –

proceedings,

separability of agreement,

Brussels I Regulation, and,

description and class, and,

Page 396

entry in court

text of SAJ Form,

expenses

text of SAJ Form,

Hague Convention, and,

introduction, –

judicial proceedings

anti-suit injunctions,

introduction,

parallel proceedings, –

Lugano Convention, and,

modifications, and, –

non-technical disputes

generally, –

introduction, –

notice of award,

proceedings,

standard form provisions,

technical disputes

generally, –

text of SAJ Form, –

Documentation

delivery, and

acceptance protocol, –

bill of sale,

builder’s certificate,

classification certificate, –

consumables stores protocol,

drawings,

fuel oil protocol,

inventory protocol,

invoice,

lube oils protocol,

non-registration certificate,

plans,

protocol, –

trading certificate, –

trials protocol,

warranty of freedom from encumbrances, –

Drawing approvals

allocation of design risk, and,

Drawings

delivery documentation, and,

description and class, and,

Duties

generally,

text of SAJ Form,

Early delivery

generally,

liquidated damages, and,

Effective date of contract

conditions precedent and subsequent

contractual obligations, and,

generally, –

shipbuilding contracts, in, –

waiver, –

introduction,

reliance upon, –

text of SAJ Form,

waiver of conditions, –

Energy Efficiency Design Index (EEDI)

description and class, and, –

Entire agreement

exclusions of liability for misrepresentation,

express exclusions of liability for misrepresentation,

generally, –

interpretation applicable to shipbuilding contracts, –

“non-reliance” provisions, –

text of SAJ Form,

Environmental protection

generally, –

Environmental requirements

description and class, and, –

Equipment defects

force majeure, and,

Equipment shortage

force majeure, and, –

Excessive delay

generally, –

liquidates damages, and, –

text of SAJ Form,

Excessive fuel consumption

generally, –

text of SAJ Form,

Exclusion of liabilities

quality warranty, and

circumstances outside builder’s control,

consequential losses, –

express terms, –

implied terms, –

introduction,

special losses, –

unfair terms, –

Exclusion of liability

generally, –

Expenses

design and supply of drawings, and,

dispute resolution, and,

Explosions

force majeure, and,

Express terms

quality warranty, and, –

“Financial” defaults

rescission by buyer, and,

Financing

builder, and

additional financing, –

instalment payments, –

Page 397

builder’s credits

introduction, –

variations to standard wording,

buyer, and

builder’s credits, –

buyer’s credits,

introduction,

leasing, –

buyer’s credits,

instalment payments, –

introduction,

leasing, –

newbuild, the

builder, for, –

buyer, for, –

introduction,

subsidies, –

subsidies

contract provisions,

introduction,

OECD Framework, –

Fitness for purpose

delivery time, and, –

Force majeure

causation

concurrent delays,

introduction, –

prior breach, –

text of SAJ Form,

delaying events

accidents beyond control of builder, –

acts of God, –

acts of princes or rulers,

caused by other commitments, –

defects in equipment, –

defects in machinery, –

defects in materials, –

delay in vessel construction, and, –

delays in delivery, and, –

equipment shortage, –

explosions,

hostilities, –

impact, –

labour disturbances, –

labour shortage, –

lockouts, –

other delaying events, –

requirements of government authorities,

SAJ Form,

shortage of equipment, –

shortage of machinery, –

shortage of materials, –

strikes, –

war, –

equipment defects,

equipment shortage, –

excessive delay,

frustration, –

general principles

breach of contract, –

generally, –

introduction,

negligence, –

impact of delaying events, –

introduction, –

machinery defects,

machinery shortage, –

materials defects,

materials shortage, –

notice of delay

generally, –

text of SAJ Form,

permissible delays

definition,

generally,

text of SAJ Form,

“prevention principle”, –

rescission for excessive delay

generally, –

by reference to “drop dead” date,

text of SAJ Form,

ship conversion contracts,

text of SAJ Form, –

Formation of contracts

formal requirements, –

introduction,

negotiation

bridging contracts, –

date of contract,

final meeting,

inception of project, –

initial negotiations,

introduction,

invitations to tender,

letters of intent, –

NEWBUILDCON,

other forms,

SAJ Form,

standard forms, –

Frustration

force majeure, and, –

Fuel consumption

generally, –

text of SAJ Form,

Fuel oil protocol

delivery documentation, and,

Future instalments

rescission by builder, and, –

Goal-based Ship Construction Standards

description and class, and,

Governing law

ship conversion contracts, –

Page 398

Greenhouse gas (GHG) emissions
- description and class, and,

Guarantee engineer

generally, –

text of SAJ Form,

Guarantees

contract and refund assignments, –

description and class, and,

generally,

issued on behalf of builder

completion bonds, –

enforceability, –

introduction, –

performance, –

refunds, –

issued on behalf of buyer

introduction,

post-delivery,

pre-delivery, –

quality warranty, and,

text of SAJ Form, ,

Hostilities

force majeure, and, –

Hull number

description and class, and, –

Implied terms

quality warranty, and, –

Inadequate deadweight

generally,

text of SAJ Form, –

Inception of project

negotiation of contracts, and, –

Innominate terms

delivery time, and, –

Instalment payments

contract price, and, –

Institute Clauses for Builders’ Risks (1/6/88)

assignment,

buyer’s supplies,

latent defects, –

Nordic Marine Insurance Plan,

overview, –

scope of coverage,

text, –

Insufficiency of speed

generally, –

text of SAJ Form,

Insurance

application of recovered amount

text of SAJ Form,

assignment,

“builders’ risks”,

buyer’s supplies,

cancellation,

delay in delivery,

duty to insure, –

extent of coverage

text of SAF Form,

introduction,

Japanese Builder’s Risks Clause

generally,

latent defects, –

partial losses, –

text of SAJ Form,

ship conversion contracts,

termination of builder’s obligation

text of SAJ Form,

text of SAJ Form, –

total loss, –

text of SAJ Form,

Intellectual property rights

copyright,

drawings

generally,

property,

text of SAJ Form,

generally, –

patents,

plans

generally,

property,

text of SAJ Form,

specifications,

text of SAJ Form,

trademarks,

Interest

buyer’s default, and,

International Air Pollution Prevention Certificate

description and class, and,

International Anti-fouling System Certificate

description and class, and,

International Sewage Pollution Prevention Certificate

description and class, and,

International Ship Security Certificate

description and class, and,

Interpretation clause

applicable law

express choice of law,

introduction,

no express choice of law, –

Rome I Regulation, –

text of SAJ Form,

discrepancies,

generally,

text of SAJ Form,

entire agreement

express exclusions of liability for misrepresentation,

general principles of interpretation, –

generally, –

Page 399

“non-reliance” provisions, –

text of SAJ Form,

text of SAJ Form,

Inventory protocol

delivery documentation, and,

Invitations to tender

negotiations of contracts, and,

Invoice

delivery documentation, and,

ISM Code

description and class, and,

ISO 9000

quality standards and assurance, and, –

Japanese Builder’s Risks Clause

generally,

Judicial proceedings

dispute resolution, and, –

Keel-laying

timing of payment, and, –

Labour disturbances

force majeure, and, –

Labour shortage

force majeure, and, –

Latent defects

insurance, and, –

Leasing

buyer, and, –

Letters of comfort

generally, –

Letters of intent

negotiation of contracts, and, –

Lex situs

title to vessel, and, –

Limitation of liabilities

generally, –

Liquidated damages

builder’s bonus,

caps on, –

delay in delivery

accrual of buyer’s rights, –

amount of damages,

builder’s bonus,

introduction,

repudiation, and,

rescission, and, –

text of SAJ Form, –

excessive fuel consumption

generally, –

text of SAJ Form,

inadequate deadweight

generally,

text of SAJ Form, –

insufficiency of speed

generally, –

text of SAJ Form,

introduction, –

other deficiencies, –

repudiation, and,

rescission, and

delay in delivery, and, –

generally,

text of SAJ Form,

settlement of builder’s liability,

text of SAJ Form, –

Load Lines Convention 1966

description and class, and,

Location

conduct of trials, and,

Lockouts

force majeure, and, –

Loss of use

quality warranty, and,

Losses

rescission by buyer, and,

Lugano Convention

dispute resolution, and,

Machinery defects

force majeure, and,

Marine Construction All Risks (01/09/07)

generally,

Maritime Labour Convention 2006 (ILO),,

MARPOL 73/78

description and class, and, –

Materials

force majeure, and

defects,

shortage, –

substitution, and

generally,

text of SAJ Form, –

Milestone events

timing of payments, and,

Modifications

builder, by

generally, –

text of SAJ Form,

buyer, by

generally, –

text of SAJ Form,

class, of

generally, –

text of SAJ Form,

declaration and acceleration of work,

dispute resolution, –

introduction,

offshore contracts, –

specifications, of

builder, by, –

Page 400

buyer, by, –

dispute resolution, –

generally,

text of SAJ Form,

substitution of materials,

text of SAJ Form, –

text of SAJ Form, –

variation procedures, –

Navigation

conduct of trials, and, –

Negligence

force majeure, and, –

Negotiation of contracts

bridging contracts, –

date of contract,

final meeting,

inception of project, –

initial negotiations,

introduction,

invitations to tender,

letters of intent, –

NEWBUILDCON,

other forms,

SAJ Form,

standard forms of contract, –

NEWBUILDCON

adjustment of contract price

accrual of buyer’s rights,

caps on liquidated damages, –

insufficiency of speed, –

settlement of builder’s liability,

allocation of design risk,

anti-bribery,

applicable law,

approval of plans and drawings,

assignment,

background,

builder’s warranty, and, –

consequential losses,

damage caused to the vessel,

implied terms,

nature, –

notice requirement,

obligation to remedy, –

replaced parts,

unfair terms,

buyer’s default

buyer’s supplies,

definition,

effect, –

notice,

sale of vessel,

buyer’s representatives

appointment,

inspection by,

liability for,

unsuitability,

buyer’s supplies, –

certificate of non-registration,

classification certificate, –

classification requirements,

condition of vessel, –

conditions precedent and subsequent,

conduct of trials

provisioning,

weather conditions,

confidentiality,

consequential losses,

contract price

currency,

introduction,

method of payment, –

security for payment,

set-off and deduction,

timing of payment,

corruption,

currency,

damage caused to the vessel,

deliverability, –

delivery of vessel

certificate of non-registration,

classification certificate, –

condition of vessel, –

time, –

trading certificate, –

discrepancies,

dispute resolution

alternative dispute resolution, –

generally,

introduction,

technical disputes,

duties,

entire agreement

“non-reliance” provisions, –

environmental protection, –

exclusions of liability, –

explosions,

force majeure,,

explosions,

hostilities,

lock-outs,

notice requirement, –

other causes beyond control of builder,

permissible delays,

strikes,

war,

hostilities,

implied terms,

insurance

duty to insure,

partial losses, –

total loss, –

intellectual property rights,

interpretation clause

applicable law,

discrepancies,

Page 401

entire agreement, –

“non-reliance” provisions, –

limitations of liability, –

liquidated damages,

lock-outs,

loss of use,

modifications

builder, by,

buyer, by, –

class, of, –

dispute resolution,

“non-reliance” provisions, –

notice,

notification of defects,

passing upon delivery and acceptance,

payment of price

introduction,

method, –

security,

timing,

performance guarantees,

preamble,

property in plans and drawings,

provisioning,

quality standards and assurance, –

quality warranty, and

consequential losses,

damage caused to the vessel,

implied terms,

loss of use,

nature, –

notice requirement,

obligation to remedy,

replaced parts,

unfair terms,

refund guarantees,

registration,

regulatory requirements,

replaced parts,

rescission by buyer

financial defaults,

other defaults,

refund by builder, –

total loss of vessel,

sale of vessel,

set-off and deduction,

special losses,

strikes,

subcontracting,

suspension of the work, –

taxes,

text, –

title to vessel

passing prior to delivery and acceptance,

trading certificate, –

trials

completion,

deliverability, –

provisioning,

unfair terms,

war,

weather conditions,

Non-registration certificate

delivery documentation, and,

Notice

address

text of SAJ Form,

arbitration awards, and,

buyer’s default, and,

delay in delivery, and, –

force majeure, and, –

generally, –

language

text of SAJ Form,

quality warranty, and

generally,

text of SAJ Form,

rescission by buyer, and

text of SAJ Form,

text of SAJ Form,

trials, and,

Notification of defects

generally, –

introduction, –

quality warranty, and

generally,

text of SAJ Form,

text of SAJ Form, –

Novation

assignment, and,

OECD framework

subsidies regulation, and, –

Offshore contracts

buyer’s supplies, and, –

expansion of workscope, –

generally,

reduction of workscope, –

Options

generally, –

Partial losses

insurance, and

generally, –

text of SAJ Form,

Parties

generally, –

text of SAJ Form,

Passenger Ship Safety Certificate

description and class, and,

Patents

drawings

generally, –

property,

text of SAJ Form,

Page 402

generally, –

plans

generally, –

property,

text of SAJ Form,

specifications,

text of SAJ Form,

Payment

abatement rights, –

bank charges,

currency, –

deduction rights, –

instalments, –

text of SAJ Form,

method, –

text of SAJ Form,

prepayments,

text of SAJ Form,

security, –

set-off rights, –

terms

abatement rights, –

bank charges,

currency, –

deduction rights, –

prepayments,

security, –

set-off rights, –

timing, –

timing, –

Performance guarantees

description and class, and, –

generally, –

Permissible delay

generally,

text of SAJ Form,

Place of delivery

generally,

text of SAJ Form,

Plan approvals

allocation of design risk, and,

Plans

delivery documentation, and,

description and class, and,

Preamble

generally, –

purpose,

text of SAJ Form,

Prepaid instalments

rescission by builder, and,

Prepayment

contract price, and,

text of SAJ Form,

Presentation of results

trials, and,

Prevention of Collisions at Sea Convention 1972 as amended

description and class, and,

Prevention of Pollution from Ships Convention 1973 as amended

description and class, and,

Price

abatement rights, –

additional financing, –

adjustment of see also Adjustment of contract price

introduction,

liquidated damages, –

text of SAJ Form, –

bank charges,

builder’s credits

introduction, –

variations to SAJ Form,

buyer’s allowances, –

buyer’s credits,

currency, –

deduction, –

design and supply of drawings, and,

financing for the builder

additional funding, –

instalment payments, –

financing for the buyer

builder’s credits, –

buyer’s credits,

introduction,

financing the newbuild

builder, for, –

buyer, for, –

introduction,

subsidies, –

instalment payments, –

introduction, –

method of payment, –

prepayment,

renegotiation, –

security,

set-off, –

ship conversion contracts, –

subsides

contract provisions,

EU framework,

introduction,

OECD framework, –

terms of payment

abatement rights, –

bank charges,

currency, –

deduction rights, –

prepayments,

security, –

set-off rights, –

timing, –

text of SAJ Form, –

timing of payment, –

Prior breaches

force majeure, and, –

Provisioning

conduct of trials, and, –

Page 403

Quality assurance
- description and class, and, –

Quality standards

description and class, and, –

Quality warranty see Warranty of quality

Radio Station Licence

description and class, and,

Reasonable fitness for purpose

delivery time, and, –

Refund by builder

rescission by buyer, and

generally, –

text of SAJ Form,

Refund guarantees

generally, –

Registration

description and class, and,

Regulatory requirements

environmental disputes, –

introduction, –

safety, –

Rejection of goods

quality, and, –

Rejection of vessel

effect, –

generally, –

lawful, –

text of SAJ Form,

unlawful, –

Remedies

of defects

text of SAJ Form, –

rescission by buyer, and

acceptance of repudiatory breach, –

introduction,

specific performance, –

Removal from shipyard

delivery, and

generally,

text of SAJ Form,

Renegotiation

contract price, and, –

Replaced parts

quality warranty, and,

Representatives

appointment, –

introduction, –

liability, –

text of SAJ Form,

unsuitability,

Repudiation

buyer’s default, and, –

liquidated damages, and,

Rescission by builder see also Buyer’s default

buyer’s supplies,

future instalments, –

introduction, –

prepaid instalments,

unpaid instalments, –

Rescission by buyer

acceptance of builder’s repudiatory breach, –

buyer’s remedies

acceptance of repudiatory breach, –

introduction,

specific performance, –

buyer’s right

delay in delivery,

financial defaults,

introduction,

other defaults, –

technical deficiencies,

total loss,

buyer’s supplies,

common law remedies

acceptance of repudiatory breach, –

introduction,

specific performance, –

damages, –

delay in delivery, and

generally, –

liquidated damages, and, –

text of SAJ Form,

discharge of obligations

text of SAJ Form,

effect

builder’s obligation to refund, –

buyer’s supplies, –

completion of contract works, –

damages, –

introduction,

title to vessel,

excessive delay, and

generally, –

liquidated damages, and, –

text of SAJ Form,

financial defaults,

force majeure

by reference to “drop dead” date,

grounds

delay in delivery,

financial defaults,

introduction,

other defaults, –

total loss,

introduction, –

liquidated damages, and

delay in delivery, and, –

generally,

text of SAJ Form,

loss of rights, –

losses,

notice

text of SAJ Form,

Page 404

refund by builder

generally, –

text of SAJ Form,

specific performance, –

technical deficiencies,

text of SAJ Form,

title to vessel,

total loss of vessel,

Risk of loss

delivery

text of SAJ Form,

generally, –

ship conversion contracts,

Rome I Regulation

applicable law,

text of SAJ Form,

Safety of Life at Sea Convention 1974 as amended see also SOLAS 1974

description and class, and,

Safety Management Certificate

description and class, and,

SAJ Form see also under individual headings

allocation of design risk,

approval of plans and drawings, –

assignment,

background,

buyer’s default, –

buyer’s supplies,

contract price

adjustment, –

generally,

default by buyer, –

delays, –

delivery

extensions of time, –

description and class, –

dispute and arbitration

generally,

effective date of contract,

force majeure,, –

guarantee,

inspection, –

insurance

generally, –

intellectual property rights,

interpretation,

modifications, –

notice,

preamble,

quality warranty, –

rescission by buyer,

sundry provisions,

taxes and duties,

terms of payment, –

trials, –

warranty of quality, –

Sale of goods legislation

nature of contracts, and, –

Sale of the vessel

buyer’s default, and

generally, –

text of SAJ Form, –

Satisfactory quality

delivery time, and, –

Scope of works

ship conversion contracts, –

Sea trials see Trials

Sector Understanding on Export Credits for Ships

subsidies regulation, and, –

Security

contract price, and, –

Set-off

contract price, and, –

Settlement of builder’s liability

liquidated damages, and,

Ship conversion contracts

features, –

introduction,

key terms

applicable law,

buyer’s security,

cancellation,

contractor’s warranty, –

force majeure,

insurance,

introduction,

price, –

risk of loss and insurance,

scope of works, –

time-frame, –

title to works,

nature,

Ship Energy Efficiency Management Plan

description and class, and,

Ship Security Plan

description and class, and,

Shipbuilders’ Association of Japan see also SAJ Form

generally,

Shipbuilding contracts

formation

formal requirements, –

introduction,

negotiation, –

nature

generally, –

sale of goods legislation, –

negotiation

bridging contracts, –

date of contract,

final meeting,

inception of project, –

initial negotiations,

introduction,

Page 405

invitations to tender,

letters of intent, –

NEWBUILDCON,

other forms,

SAJ Form,

standard forms, –

specifications, –

terms

anti-bribery, –

confidentiality, –

corruption, –

environmental protection, –

liability exclusions and limitations, –

suspension of work, –

termination for buyer’s convenience, –

Shortages

force majeure, and

equipment, –

labour, –

materials, –

SOLAS 1974

description and class, and,

timing of payments, and,

Special losses

quality warranty, and, –

Specific performance

rescission by buyer, and, –

Specifications

description and class, and, –

generally, –

modification, and

builder, by, –

dispute resolution, –

generally,

text of SAJ Form, –

modifications, and

buyer, by, –

Speed

generally, –

text of SAJ Form,

Standard forms of contract

allocation of design risk, –

introduction, –

other forms,

SAJ Form,

Statutory implied terms

excluded by contract terms, –

not excluded by contract terms

compliance with description, –

general principles, –

introduction,

reasonable fitness for purpose, –

satisfactory quality, –

Steel cutting

timing of payment, and, –

Strikes

force majeure, and, –

Subcontracting

description and class, and, –

direct payments,

quality warranty, and, –

Subsidies

contract provisions,

EU framework,

introduction,

OECD framework, –

Substitution of materials

generally, –

text of SAJ Form, –

Sundry provisions

generally,

text of SAJ Form,

Surplus consumable stores

disposition,

Suspension of the work

generally, –

Taxes

generally,

text of SAJ Form,

Technical deficiencies

rescission by buyer, and,

Technical disputes

generally, –

introduction, –

Tender of vessel

delivery, and

text of SAJ Form,

Terms of payment

abatement rights, –

bank charges,

currency, –

deduction rights, –

prepayments,

security, –

set-off rights, –

text of SAJ Form, –

timing, –

Third party rights

assignment, and, –

Time of delivery

early delivery,

generally, –

text of SAJ Form,

Time limits

quality warranty, and,

Title to vessel

builder’s lien,

effect of English law

introduction,

no express provision in contract, where, –

passing prior to delivery and acceptance, –

passing upon delivery and acceptance,

Page 406

effect of lex situs, –

introduction,

rescission by buyer, and,

text of SAJ Form,

Title to works

ship conversion contracts,

Tonnage Measurement Convention 1969

description and class, and,

Total loss of vessel

insurance, and

generally, –

text of SAJ Form,

rescission by buyer, and,

Trademarks

drawings

generally, –

property,

text of SAJ Form,

generally, –

plans

generally, –

property,

text of SAJ Form,

specifications,

text of SAJ Form,

Trading certificate

delivery documentation, and, –

Trial protocol

delivery documentation, and,

Trials

acceptance of vessel

generally, –

meaning,

method, –

text of SAJ Form,

completion,

conduct

crewing, –

location,

navigation, –

provisioning, –

text of SAJ Form,

weather conditions,

crewing, –

deliverability

application of general principles, –

compliance with description, –

conditions, –

construction, –

general principles, –

innominate terms, –

introduction, –

principles of construction, –

reasonable fitness for purpose, –

rejection of goods on quality grounds, –

satisfactory quality, –

statutory implied terms excluded by contract terms, –

statutory implied terms not excluded by contract terms, –

warranties, –

disposition of surplus consumable goods

text of SAJ Form,

effect of acceptance

text of SAJ Form,

introduction, –

location,

method of acceptance

acceptance of vessel, –

buyer’s election,

introduction,

presentation of trial results,

text of SAJ Form,

navigation, –

notice,

offshore contracts,

presentation of results,

provisioning, –

rejection of vessel

effect, –

generally, –

lawful, –

text of SAJ Form,

unlawful, –

text of SAJ Form, –

weather conditions

generally,

text of SAJ Form,