Ardmore 50,000 DWT Product Oil Chemical Tanker

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Transcript of Ardmore 50,000 DWT Product Oil Chemical Tanker

SHIPBUILDING CONTRACT FOR THE CONSTRUCTION OF ONE (1)50,000 DWT PRODUCT OIL/CHEMICAL TANKER HULL NO. S-5119 BETWEEN Viking Shipco LLC (AS BUYER) AND SPP Shipbuilding Co., Ltd. (AS BUILDER)

INDEX

PAGE

SHIPBUILDING CONTRACT5

1. DESCRIPTION AND CLASS6

(A)DESCRIPTION6

(B)CLASSIFICATION, RULES AND REGULATIONS6

(C)PRINCIPAL PARTICULARS AND DIMENSIONS OF THE VESSEL7

(D)NATIONALITY OF THE VESSEL8

2. CONTRACT PRICE9

3. ADJUSTMENT OF CONTRACT PRICE10

(A)DELAYED DELIVERY10

(B)INSUFFICIENT SPEED11

(C)EXCESSIVE FUEL CONSUMPTION12

(D)DEADWEIGHT BELOW CONTRACT REQUIREMENTS12

(E)EFFECT OF CANCELLATION13

4. INSPECTION AND APPROVAL14

(A)APPOINTMENT OF BUYERS REPRESENTATIVE14

(B)AUTHORITY OF BUYERS REPRESENTATIVE14

(C)APPROVAL OF DRAWINGS16

(D)SALARIES AND EXPENSES16

(E)RESPONSIBILITY OF THE BUILDER17

(F)RESPONSIBILITY OF THE BUYER18

5. MODIFICATIONS, CHANGES AND EXTRAS20

(A)HOW EFFECTED20

(B)SUBSTITUTION OF MATERIALS21

(C)CHANGES IN CLASS AND RULES21

6. TRIALS AND SEA TRIALS23

(A)GENERAL23

(B)NOTICE23

(C)HOW CONDUCTED24

(D)CONSUMABLE STORE24

(E)ACCEPTANCE OR REJECTION24

(F)EFFECT OF ACCEPTANCE OR REJECTION26

(G)DISPOSITION OF SURPLUS CONSUMABLE STORES26

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7. DELIVERY27

(A)TIME AND PLACE27

(B)WHEN AND HOW EFFECTED27

(C)DOCUMENTS TO BE DELIVERED TO THE BUYER27

(D)TENDER OF VESSEL29

(E)TITLE AND RISK29

(F)REMOVAL OF THE VESSEL30

8. DELAYS AND EXTENSIONS OF TIME (FORCE MAJEURE)31

(A)CAUSE OF DELAY31

(B)NOTICE OF DELAYS31

(C)RIGHT TO CANCEL FOR EXCESSIVE DELAY32

(D)DELAY OF BUYERS SUPPLIED ARTICLES33

(E)DEFINITION OF PERMISSIBLE DELAYS33

9. WARRANTY OF QUALITY34

(A)GUARANTEE OF MATERIAL AND WORKMANSHIP34

(C)REMEDY OF DEFECTS35

(D)EXTENT OF THE BUILDERS LIABILITY36

(E)RETRIEVAL OF REPLACED EQUIPMENT/PARTS37

(F)GUARANTEE ENGINEER37

10. PAYMENT39

(A)CURRENCY39

(B)TERMS OF PAYMENT39

(C)METHOD OF PAYMENT40

(D)EXPENSES41

(E)DEMAND FOR PAYMENT42

(F)DEFINITION OF BANKING DAYS42

(G)PAYMENT PRIOR TO DELIVERY42

(H)RETURN OF THE BUYERS SUPPLIES43

(I)DISCHARGE OF OBLIGATIONS43

(J)REFUND GUARANTEE43

(K)PERFORMANCE GUARANTEE43

11. DEFAULT BY THE BUYER AND THE BUILDER44

(A)DEFINITION OF BUYERS DEFAULT44

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(B)EFFECT OF BUYERS DEFAULT ON OR BEFORE THE DELIVERY OF THE VESSEL44

(C)DEFINITION OF BUILDERS DEFAULT46

(D)EFFECT OF BUILDERS DEFAULT46

12. BUYERS SUPPLIES47

(A)RESPONSIBILITY OF THE BUYER47

(B)RESPONSIBILITY OF THE BUILDER48

13. ARBITRATION49

(A)DECISION BY THE CLASSIFICATION SOCIETY49

(B)PROCEEDINGS OF ARBITRATION49

(C)EXPENSES OF ARBITRATION50

(D)ALTERATION OF DELIVERY OF THE VESSEL50

(E)ENTRY IN COURT50

14. SUCCESSOR AND ASSIGNS51

(A)ASSIGNMENT BY THE BUYER51

(B)ASSIGNMENT BY THE BUILDER51

15. TAXES, DUTIES AND REGISTRATION52

(A)TAXES AND DUTIES INCURRED IN KOREA:52

(B)TAXES AND DUTIES INCURRED OUTSIDE KOREA:52

(C)DUTIES:52

(D)REGISTRATION:52

16. PATENTS, TRADEMARKS AND COPYRIGHTS53

17. INSURANCE54

(A)EXTENT OF INSURANCE COVERAGE54

(B)APPLICATION OF THE RECOVERED AMOUNTS54

(C)TERMINATION OF BUILDERS OBLIGATION TO INSURE55

18. INTERPRETATION56

19. NOTICE57

20. EFFECTIVENESS OF THIS CONTRACT58

21. EXCLUSIVENESS59

EXHIBIT A

EXHIBIT B

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SHIPBUILDING CONTRACT THIS CONTRACT, made on this 18th day of May by and between Viking Shipco LLC, a corporation incorporated and registered under the laws of Marshall Islands, with its principal office at Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, MH 96960, Marshall Island (hereinafter called the Buyer), the party of the first part, and SPP SHIPBUILDING CO., LTD., a corporation organized and registered under the laws of the Republic of Korea, having its principal office at #1988, Chojeon-ri, Sanam-myeon, Sacheon-si, Gyeongsangnam-do, Korea (hereinafter called the Builder), the party of the second part. WITNESSETH In consideration of the mutual covenants contained herein, the Builder agrees to design, build, launch, equip and complete one (1)50,000 DWT Product Oil/Chemical Tanker as described in Article 1 hereof (hereinafter called the Vessel) at the Builders Shipyard in Korea (hereinafter called the Shipyard) and to deliver and sell the Vessel to the Buyer, and the Buyer agrees to accept delivery of and purchase from the Builder the Vessel according to the terms and conditions hereinafter set forth : 5

1. DESCRIPTION AND CLASS (a)DESCRIPTION

One (1)about 50,000DWT PRODUCT OIL/CHEMICAL TANKER, which shall be designated as the Builders Hull No. S-5119 and shall be designed, constructed, equipped, launched and completed in accordance with the General Arrangement Plans (DWG No.50CTGA01-10061), Specifications (Spec. No.50CTFS02-10061) and Makers List (Ref No.50CTML01-10061) (hereinafter called respectively the Plans and Specifications) signed simultaneously herewith, which shall constitute an integral part of this Contract although not attached hereto. The Plans and Specifications are intended to explain each other and anything shown on the Plans and not stipulated in the Specifications or anything stipulated in the Specifications and not shown on the Plans shall be deemed and considered as if included in both. Should there be any inconsistencies or contradictions between the Plans and Specifications, the Specifications shall prevail. Should there be any inconsistencies or contradictions between this Contract and the Specifications, this Contract shall prevail. (b)CLASSIFICATION, RULES AND REGULATIONS

( i) The Vessel including its machinery, equipment and outfittings shall be built in compliance with the current rules and regulations of American Bureau of Shipping (ABS) (hereinafter called the Classification Society), to be classed and registered as +A1 (E)Oil / Chemical Carrier Ship type 3, +AMS, +ACCU, +BWE, CSR, AB-CM, RES, VEC-L, CRC, ESP, UWILD, TCM, CPP and Marshall Islands Flag and in accordance with the standards provided in the Specifications. Vessel to be equipped in accordance with regulations of ABS and also to comply with the rules, regulations and requirements of other regulatory bodies (including the aforementioned Flag) as described in the Specifications. All materials, machinery, equipment and accessories to be supplied for the construction of the Vessel shall be new, and of qualified manufacture. The Vessel shall be constructed in sound, prudent and workmanlike manner and according to the Builders building practices, quality control. (ii) References to rules, regulations and requirements in Paragraph (i)are to rules, regulations and requirements which are in force as at the date hereof and which are published and ratified as of the date of signing this Contract and to be effective on or before the delivery of the Vessel. (iii) The Builder shall arrange with the Classification Society for the assignment by the Classification Society of a Representative or Representatives (hereinafter referred to as the Classification Surveyor) to the Vessel during construction. All fees and charges incidental to classification of the Vessel in compliance with the above specified rules, regulations and requirements of this Contract shall be for the account of the Builder unless stipulated otherwise in the Specifications. All major plans, materials and workmanship used in the construction of the Vessel shall be subject to inspection and test by the Classification Society in accordance with the rules and regulations of the Classification Society. 6

(iv) The decision of the Classification Society as to whether the Vessel complies with the regulations of the Classification Society shall be final and binding upon the Builder and the Buyer. The facilities, labour and materials necessary for the safe and convenient conduct of any inspection by the Classification Society shall be furnished by the Builder without charge. (c)PRINCIPAL PARTICULARS AND DIMENSIONS OF THE VESSEL

The basic dimensions of the vessel shall be :

Length overallAbt. 183.00 M

Length between PerpendicularsAbt. 174.00 M

Breadth mouldedAbt. 32.20 M

Depth to Upper Deck (moulded)Abt. 19.10 M

Deadweight on moulded designed draft of 11.00 metersAbt. 39,400 MT

Deadweight on moulded scantling draft of 13.06 metersAbt. 50,000 MT

Cubic capacity of cargo hold(100 % full incl. Slop& Residue Tank)Abt. 54,600 cubic meters

The above dimensions may be slightly modified by the Builder at Builders own cost after informing the Buyer. The Builder also reserves the right to make changes to the Specifications and Plans if found necessary to suit the local conditions and facilities of the Shipyard, the availability of materials and equipment, the introduction of improved production methods or otherwise, subject to the prior written approval of the Buyer which the Buyer shall not withhold unreasonably. (i) The main propelling unit will consist of MAN B&W Licensee 6S50MC-C8 (Tier II) type marine diesel engine equipped with exhaust gas turbo charger having a maximum continuous rating of 9,480 kW (metric unit) at 127 R.P.M. Speed at normal continuous output of 8,058 kW with fifteen percent (15%)sea margin on the design loaded draft (moulded) of 11.00M with clean bottom and calm sea (no wind, no wave and no current) shall be not less than