Shipbuilding Contract (2007)Full Document 

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SEASPAN-FINAL

SHIPBUILDING CONTRACT

FOR

THE CONSTRUCTION OF

ONE (1) 5,100 TEU CLASS CONTAINER CARRIER

HULL NO. 1970

BETWEEN

SEASPAN CORPORATION

(AS BUYER)

AND

HYUNDAI HEAVY INDUSTRIES CO., LTD.

(AS BUILDER)


INDEX

 

          PAGE
PREAMBLE       1
ARTICLE    I   : DESCRIPTION AND CLASS    2
   II   : CONTRACT PRICE    6
   III   : ADJUSTMENT OF THE CONTRACT PRICE    7
   IV   : INSPECTION AND APPROVAL    11
   V   : MODIFICATIONS, CHANGES AND EXTRAS    18
   VI   : TRIALS AND COMPLETION    21
   VII   : DELIVERY    25
   VIII   : DELAYS AND EXTENSIONS OF TIME (FORCE MAJEURE)    29
   IX   : WARRANTY OF QUALITY    32
   X   : PAYMENT    37
   XI   : BUYER’S DEFAULT / BUILDER’S DEFAULT    43
   XII   : BUYER’S SUPPLIES    47
   XIII   : ARBITRATION    49
   XIV   : SUCCESSORS AND ASSIGNS    52
   XV   : TAXES AND DUTIES    53
   XVI   : PATENTS, TRADEMARKS AND COPYRIGHTS    54
   XVII   : INSURANCE    55
   XVIII   : INTERPRETATION AND GOVERNING LAW    56
   XIX   : NOTICE    57
   XX   : EFFECTIVENESS OF THIS CONTRACT    58
   XXI   : EXCLUSIVENESS    59
SCHEDULES        

EXHIBIT “A”    REFUND GUARANTEE

  


SHIPBUILDING CONTRACT

THIS CONTRACT, made on this 8th day of August, 2006 by and between Seaspan Corporation, a corporation incorporated and existing under the laws of the Marshall Islands with its principal office at Unit 2, 7th Floor Bupa Centre, 141 Connaught Road West Hong Kong F4 0000, China (hereinafter called the “BUYER”), the party of the first part and HYUNDAI HEAVY INDUSTRIES CO., LTD., a company organized and existing under the laws of the Republic of Korea, having its principal office at 1, Cheonha-Dong, Dong-Ku, Ulsan, 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) 5,100 TEU Class Container Carrier as described in Article I hereof (hereinafter called the “VESSEL”) at the BUILDER’S yards 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 :

(End of Preamble)

 

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ARTICLE I : DESCRIPTION AND CLASS

 

1. DESCRIPTION

The VESSEL shall be a 5,100 TEU Class Container Carrier having the BUILDER’s Hull No. 1970 and shall be designed, constructed, equipped, inspected, tested and ready for sea and suitable in all respects for its intended use for carrying dry cargo containers in accordance with the provisions of this CONTRACT, and the full specifications reference No. CNSS5100-FS-P1 dated July 21, 2006 (hereinafter called the “FULL SPECIFICATIONS”), General Arrangement Drawing reference DWG. No. 1G-7000-201 dated July 21, 2006 (hereinafter called the “PLAN”) and Maker’s List reference No. CNSS5100-ML-P1 dated July 21, 2006 (hereinafter collectively called the “SPECIFICATIONS”) signed by each of the parties for identification and constituting an integral part hereof. The Approved Drawings and the Classification Society Rules as required by the SPECIFICATIONS shall constitute an integral part hereof. A reference hereafter in this CONTRACT to SPECIFICATIONS shall be deemed to include the Approved Drawings and the Classification Society Rules. The BUILDER undertakes that the quality of the design, construction, testing and trials of the VESSEL and the quality of the VESSEL and of her workmanship shall be in accordance with shipbuilding practice at major shipyards in Korea and the warranty provided in Article IX. 1 shall be effective to this standard.

The FULL SPECIFICATIONS and the PLAN are intended to explain each other and anything shown on the PLAN and not stipulated in the FULL SPECIFICATIONS or anything stipulated in the FULL SPECIFICATIONS and not shown on the PLAN shall be deemed and considered as if included in both. Should there be any inconsistencies or contradictions between the FULL SPECIFICATIONS and the PLAN, the FULL SPECIFICATIONS shall prevail. Should there be any inconsistencies or contradictions between this CONTRACT and the SPECIFICATIONS, this CONTRACT shall prevail.

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