1.0 GENERAL CONDITIONS
1.1 An order for assistance by service personnel from Marco Marine hereinafter referred to the form in which the order is given, presupposes the acceptance by the Buyer of these "Terms and Conditions" from us. They are valid until otherwise notified to the Buyer by us.
1.2 Price list in case work is carried out according to invoice and other special terms will be enclosed and form an integral part of "Terms and Conditions".
2.0 WORKING HOURS - TIME SHEETS
2.1 A normal working week comprises 7 working days. A normal working day compri ses 11 working hours. For additional hours, an overtime rate will be charged.
2.3 The Buyer or his authorized representative is requested to follow the progress of work closely.
2.4 Time sheets, showing the time MM repair team has carried out work for the Buyer, shall be filled in daily and shall be countersigned by the chief engineer or any other authorized representative of the Buyer. If the representative of the Buyer does not countersign the time sheet or if such representative does not approve of the time sheets that have been filled in by the MM-team, the representative of the Buyer or the Buyer himself must immediately inform the company responsible for the job by telefax or e-mail of the reason for the refusal to approve the time sheets. If a time sheet has been countersigned in accordance with this article or if the Buyer has not given due notice to relevant Marco Marine in accordance with this article regarding unapproved timesheets, then any and all objections to invoices based upon time debited to the Buyer will be null and void.
2.5 The effective working time is defined as the time from the commencement of work by our repair team until it leaves the job, less the time spent on meal
breaks. Transport will be invoiced as normal hour rate.
2.6 In case our staffs not stay on board a ship the working time starts at the time our staff leaves the living quarter and ends at its return. The transportation time between the living quarter and worksite will be invoiced as travelling time.
3.0 WAITING TIME
3.1 Waiting time caused by lack of work or reduced number of working hours due to circumstances beyond the control of our team will be invoiced at the rate valid for normal working hours. However our team is prepared to undertake other kinds of jobs than originally intended in order to avoid waiting time.
3.2 In those cases when our personnel has to wait for a vessel, waiting time will be charged daily between 8 a.m. and 8 p.m.
3.3 Waiting time will be charged max 11 hours per day.
4.0 TRAVELLING AND TRANSPORT EXPENSES
4.1 Travelling and Transport Expenses will be invoiced as costs plus 10% overhead charges.
4.2 Travelling and waiting time will be invoiced as normal working hour rates with max. 11 hours each day.
5.0 HOTEL COSTS AND ALLOWANCES
5.1 Hotel and allowances will be invoiced as costs plus 10% overhead charges.
5.2 Free board and lodging to be of a reasonable standard.
5.3 Other costs necessary for the assistance, such as telephone calls, telegrams, etc. will be invoiced as costs plus 10% overhead charges.
6.0 CONDITIONS WHEN STAYING ON BOARD A SHIP
6.1 Accommodations to be of a reasonable standard.
6.2 Access to bath with hot and cold water to be available.
6.3 If possible a separate mess (duty mess) with access to refrigerator should be available.
6.4 Possibilities to be given our team for buying beverages and other daily needs.
6.5 Other costs necessary for the assistance, such as telephone calls, telegrams, etc. will be invoiced as costs plus 10% overhead charges.
7.1 The invoice for the assistance will be forwarded as soon as possible after comple tion of our assistance and shall be paid by the Buyer within 15 days from the date of invoice. Our report will be send together with the invoice.
7.2 If payment is not made on the due date, interest is charged from due date until payment is affected.
7.3 All goods remain the property of Marco Marine A/S until fully paid.
8.0 PERMITS, LICENCES AND CERTIFICATES
It is the sole responsibility of the Buyer to advice and where necessary to obtain permissions, permits, licenses, or certifi cates from the appropriate authorities or classification societies in respect of work to be carried out by MM.
9.1 MM will, if requested to do so, supply tools and equipment according to separate agreement.
9.2 Rental of tools supplied will be charged from the day the tools leave our company and until it is received back in our company.
9.3 The tools belonging to our team should be packed after use in the tool boxes under the supervision of the Buyer´s repre sentative. Any shortages should be noted and the tool boxes then locked, the tools must be stored and kept away from dust and moisture.
9.4 The Buyer shall arrange transportation of the tool boxes to origin at the earliest opportunity by air, sea, road, or rail at the Buyer´s expense. Insurance against damage shall be arranged by the Buyer.
9.5 Within 30 days from termination of the work the Buyer shall notify MM from where the tool boxes have been sent and by which means.
If MM has not received such message within 30 days, an invoice covering the tools will be issued. Should the tools later be received undamaged and complete without shortages, a correspon ding credit note will be issued. Damaged or missing tools will be charged to the Buyer.
The tools must be received latest 30 days after termination of the work. If not received within this time the tools will be considered as lost and will be charged to the Buyer.
9.6 Upon request MM will supply industrial gases at the Buyer´s expense. If the Buyer does not specifically request MM to supply such gases, the Buyer will be expected to supply same.
9.7 Provided no other arrangements have been made the following supplies and services are not included in our assistance, but shall be at the disposal of our
- Assistance for transport of materials to and from work site.
- Availability of necessary scaffolding.
- Overhead cranes, blocks and falls wire and shackles.
- All special tools for the engine shall be available.
- General assistance for cleaning, etc.
- Water and fuel.
- Necessary lighting.
10.0 FORCE MAJEURE AND DELAYS
10.1 In case MM is hindered by an event of force majeure from carrying out the agreed work within the agreed time, MM shall be allowed the extra time that may be necessary from the time when the event of force majeure terminates.
10.2 A matter of force majeure shall include, but not be limited to acts of God, strikes, lock-outs, general disturban ce, and major traffic disturbance in international transporta tion, bad weather conditions, and other circumstances beyond the control of the parties.
10.3 If MM is delayed in the work by reasons that are caused solely or partly by the Buyer or any of his representatives, employees, officers or agents, MM shall not only be allowed the extra time that is necessary, but shall also be allowed compen sation for the extra costs that may have been inflicted on MM by such delay.
11.0 LIABILITY AGAINST DEFECTS
11.1 MM warrants a good and sound quality of the workmanship in respect of work carried out by the MM-team during the time the work is conducted, and up to 12 month following the approval of the work by a representative of the classification society or by the Buyer. Marco Marine fulfils the ISO 9000 system.
11.2 MM shall not be liable to pay compensation for losses and/or damages due to inability to meet contractual obligations. MM shall not be liable for indirect losses including operation losses.
11.3 MM´s liabilities for any defects in material or faulty design are limited to warranty covered by manufacturer.
11.4 The Buyer shall pay compensation and indemnify MM in case of property damage or injury or death of personeel empolyed by MM or anythird party and to extent such injury or death is caused by negligence, direct or indirect, on the Buyer's part. Such negligence may be constituted by lack of necessary instructions concerning the workto be carried out by the repait team.
11.5 MM shall incur no liability for consequences directly related to improper starting procedure. The Buyer must inspect and secure safe starting after the overhaul.
11.6 MM's liabilty is expressly limited to the amount paid be the Buyer for the work conducted by MM on the project or sub-projects.
12.1 For the protection of MM and its employees in those cases when any of them may be held liable for payment of compensations for damages or injuries and when the above
mentioned indemnification does not apply, the following insurances are carried by MM.
A) Liability Insurance to cover the liability for loss of or damage to any vessel, machinery, premises or
property on which MM is, or has been, working; or loss of life or bodily injury which occurs because of and arises from the work of MM's negligence and arises from the work of MM.
B) Workmen´s Compensation and Accident.
Insurance is carried by MM for all its employees. Such insurance covers costs of transportation to country of origin in case of sickness, injury or death. Such insurance also covers cost of medical treatment and hospi talization. It is to be noted that such insurance does not cover cost of deviation of ship, which always remains the cost of the Buyer.
12.2 The liability of MM, its employees, or agents to pay compensation for damages or injuries shall in all cases be limited to the amounts covered by insurances mentioned above.
12.3 Where the Buyer establishes a Builders Risk Insurance or a Contractors All Risks Insurance, it is agreed that Marco Marine and the plant delivered by MM shall be covered under that insurance. When such insurances are established, the Buyerand the insurer waives the right of any recourse action against MM.
12.4 MM shall carry no responsibility for removal, disposal of, or the consequences of the presence of dangerous, poisonous or otherwise polluting materials.
13.0 REPAIR OF DEFECTS
If MM provides service engineers and/or erectors for dismantling/assembling due to defects caused by MM work cf. section 11, only the labour cost for the work will be covered by MM. Payment for travelling time, waiting time, travelling, hotel and meal expenses will be for the account of the Buyer and will be invoiced.
14.1 At the conclusion of the work agreed our service and repair team may be used for other assignments.
The nature of these assignments is to be stated on the time sheet, and the work is to be performed under the supervision of the Buyer´s representative. If the Buyer wishes to retain one or more of our repair team for longer than the period agreed in advance, MM should be informed of this fact by the Buyer.
14.2 Payments for beverages etc. bought on board a ship should as far as possible be settled with our team before leaving the ship.
14.3 Working hours exceeding 11 per day can only be undertaken by our repair team after agreement with the chief engineer and with his written approval.
15.0 ARBITRATION AND LAW APPLICABLE
15.1 Any dispute between the parties regarding a situation arising from an agreement governed by these Conditions shall be settled according to British Law in London, which city shall be adopted as venue. The disputes shall be finally settled by a Court of Arbitration consisting of three members, of whom each of the parties shall appoint one member. Prior to commencement of proceedings, the said two members shall appoint the third arbitrator to conduct proceedings as chairman of the Court of Arbitration. Should the arbitrators fail to agree as to the appointment of a chairman, the latter shall be appointed by the International Chamber of Commerce in Copenhagen. The arbitrators to be selected by the parties shall be appointed within 14 days of the day on which one of the parties has notified the other party of his intention to have the Court of Arbitration set up.
15.2 Any dispute regarding an agreement or an invoice shall not be any excuse for nor provide any right neither for the Buyer not to pay an invoice on or before its falling due nor for withholding payment wholly or partly thereof.