Common use of Condition of Delivery Clause in Contracts

Condition of Delivery. Subject to Section 4, the Vessel shall be delivered to Buyer in substantially the same order and condition as when inspected by DLS Marine at the time of the Condition Survey, fair wear and tear excepted. In all other respects, the Vessel shall be delivered to and taken over by Buyer on an outright basis “AS IS, WHERE IS,” WITHOUT ANY RIGHT OF REDHIBITION, AND WITHOUT ANY REPRESENTATION, AGREEMENT OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, AS TO ITS CLASS, ITS PHYSICAL CONDITION, OUTFIT, EQUIPMENT, SPARE PARTS SEA WORTHINESS, MERCHANTABILITY OR FITNESS FOR ANY PURPOSE WHATSOEVER. The Vessel shall have a valid and current ABS class certificate at Closing, free of any notations. NOTWITHSTANDING THE FOREGOING, BUYER HEREBY RELEASES AND FOREVER DISCHARGES AND, AGREES TO HOLD HARMLESS SELLER FROM AND AGAINST ALL CLAIMS, COSTS, DAMAGES, LOSSES, LIABILITIES, AND EXPENSES (INCLUDING WITHOUT LIMITATION CLAIMS FOR PERSONAL INJURY OR DEATH OR LOSS OF OR DAMAGE TO PROPERTY, POLLUTION AND CONTAMINATION, AND CONSEQUENTIAL LOSS) (ALL OF THE FOREGOING “CLAIMS’’) THAT BUYER OR SELLER MAY HOWSOEVER SUFFER, SUSTAIN, PAY OR INCUR IN CONNECTION WITH BUYER’S OWNERSHIP OR OPERATION OF THE VESSEL, REGARDLESS OF FAULT AND REGARDLESS OF WHETHER CLAIMS ARISE UNDER CONTRACT, TORT, STRICT LIABILITY, BREACH OF REPRESENTATION OR WARRANTY (EXPRESS OR IMPLI ED), BREACH OF DUTY (WHETHER STATUTORY, CONTRACTUAL OR OTHERWISE), REGULATORY OR STATUTORY LIABILITY OR ANY OTHER REMEDY OF LAW, DEFECT OR RUIN OF PREMISES OR EQUIPMENT AND BUYER SHALL INDEMNIFY, DEFEND, RELEASE AND SAVE THE SELLER COMPLETELY HARMLESS FROM ALL SUCH CLAIMS (INCLUDING PAYMENT OR REASONABLE ATTORNEY’S FEES AND COSTS OF LITIGATION). BUYER’S OBLIGATIONS CONTAINED TN THIS ARTICLE 11 SHALL EXTEND TO THE SELLER AND SHALL INURE TO THE BENEFIT OF SELLER AND ITS AFFILIATED COMPANIES. AND THE OFFICERS, DIRECTORS, STOCKHOLDERS, PARTNERS, MANAGERS, REPRESENTATIVES. EMPLOYEES, CONSULTANTS, AGENTS. SERVANTS AND INSURERS OF EACH.

Condition of Delivery. Subject to Section 4, the Vessel shall be delivered to Buyer in substantially the same order and condition as when inspected by DLS Marine at the time of the Condition Survey, fair wear and tear excepted. In all other respects, the Vessel shall be delivered to and taken over by Buyer on an outright basis “AS IS, WHERE IS,” WITHOUT ANY RIGHT OF REDHIBITION, AND WITHOUT ANY REPRESENTATION, AGREEMENT OR WARRANTY WHATSOEVER, EXPRESS OR IMPLIED, AS TO ITS CLASS, ITS PHYSICAL CONDITION, OUTFIT, EQUIPMENT, SPARE PARTS SEA WORTHINESS, MERCHANTABILITY OR FITNESS FOR ANY PURPOSE WHATSOEVER. The For the avoidance of doubt, the Vessel shall have a is required to enter shipyard for major repair works which affect its Class and trading status, and Seller is not required to deliver the Vessel with valid and current ABS class certificate at Closingcertificate, free of and Seller further disclaims any notationsrepresentation or warranty regarding the Vessel’s classification status. NOTWITHSTANDING THE FOREGOING, BUYER HEREBY RELEASES AND FOREVER DISCHARGES AND, AGREES TO HOLD HARMLESS SELLER FROM AND AGAINST ALL CLAIMS, COSTS, DAMAGES, LOSSES, LIABILITIES, AND EXPENSES (INCLUDING WITHOUT LIMITATION CLAIMS FOR PERSONAL INJURY OR DEATH OR LOSS OF OR DAMAGE TO PROPERTY, POLLUTION AND CONTAMINATION, AND CONSEQUENTIAL LOSS) (ALL OF THE FOREGOING “CLAIMS’’) THAT BUYER OR SELLER MAY HOWSOEVER SUFFER, SUSTAIN, PAY OR INCUR IN CONNECTION WITH BUYER’S OWNERSHIP OR OPERATION OF THE VESSEL, REGARDLESS OF FAULT AND REGARDLESS OF WHETHER CLAIMS ARISE UNDER CONTRACT, TORT, STRICT LIABILITY, BREACH OF REPRESENTATION OR WARRANTY (EXPRESS OR IMPLI ED), BREACH OF DUTY (WHETHER STATUTORY, CONTRACTUAL OR OTHERWISE), REGULATORY OR STATUTORY LIABILITY OR ANY OTHER REMEDY OF LAW, DEFECT OR RUIN OF PREMISES OR EQUIPMENT AND BUYER SHALL INDEMNIFY, DEFEND, RELEASE AND SAVE THE SELLER COMPLETELY HARMLESS FROM ALL SUCH CLAIMS (INCLUDING PAYMENT OR REASONABLE ATTORNEY’S FEES AND COSTS OF LITIGATION). BUYER’S OBLIGATIONS CONTAINED TN IN THIS ARTICLE 11 SHALL EXTEND TO THE SELLER AND SHALL INURE TO THE BENEFIT OF SELLER AND ITS AFFILIATED COMPANIES. AND THE OFFICERS, DIRECTORS, STOCKHOLDERS, PARTNERS, MANAGERS, REPRESENTATIVES. EMPLOYEES, CONSULTANTS, AGENTS. SERVANTS AND INSURERS OF EACH.