Default by the Purchaser. EVENTS OF PURCHASER'S DEFAULT 18.1. The Purchaser shall be deemed to be in default of performance of its obligations under this Contract in the following cases: a. if the Purchaser fails to pay the amount of any of the Instalments of the Contract Price due to the Builder in the period prior to Delivery on the due date for payment thereof, b. if the Purchaser fails without legal justification to take delivery of the Vessel in accordance with Clause 14 and to pay the instalment of the Contract Price due thereon; c. if an order or an effective resolution is passed for the winding up of the Purchaser (otherwise than for the purposes of a reconstruction or amalgamation previously approved by the Builder) or if a receiver is appointed over the whole or any part of the undertaking or property of the Purchaser or if the Purchaser becomes insolvent or suspends payment generally of its debts or ceases to carry on its business or makes any special arrangement or composition with its creditors. 18.2. If the Purchaser is in default as to the payment of any instalment as provided in (a) or (b) of sub-clause (1) above, then without prejudice to any other rights of the Builder or of the Purchaser, the Purchaser shall be liable to pay interest at 2% per cent above LIBOR on the unpaid amount from the day from which the same became due to the Builder up until the date of actual payment thereof. The Builder shall further be entitled to claim as Permissible Delay within the meaning of Clause 14.4 any period of time during which the construction or completion of the Vessel has been delayed in consequence of the Purchaser's default as aforesaid. TERMINATION BY THE BUILDER 18.3. If default on the part of the Purchaser continues for a period of thirty days, the Builder shall have the right at its sole discretion to rescind this Contract by giving written notice to the
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Default by the Purchaser. EVENTS OF PURCHASER'S DEFAULT
18.1. The 13.1 Should the Purchaser shall be deemed fail to be pay any amount, or fail to provide the guarantee(s) required in terms of this Agreement on due date, or should the Purchaser commit a breach of any other of the terms and conditions of this Agreement and remain in default of performance of its obligations under this Contract for 7 days (unless such breach occurs after the transfer documents have been lodged in the following cases:
a. if Deeds Office for registration, in which case the Purchaser fails to pay 7 day period may at the amount of any election of the Instalments Developer be reduced to 48 hours) after dispatch of the Contract Price due to the Builder in the period prior to Delivery on the due date for a written notice requiring payment thereof,
b. if the Purchaser fails without legal justification to take and/or delivery of the Vessel in accordance with Clause 14 and guarantee(s) and/or requiring such breach to pay be remedied, the instalment of the Contract Price due thereon;
c. if an order or an effective resolution is passed for the winding up of the Purchaser (otherwise than for the purposes of a reconstruction or amalgamation previously approved by the Builder) or if a receiver is appointed over the whole or any part of the undertaking or property of the Purchaser or if the Purchaser becomes insolvent or suspends payment generally of its debts or ceases to carry on its business or makes any special arrangement or composition with its creditors.
18.2. If the Purchaser is in default as to the payment of any instalment as provided in (a) or (b) of sub-clause (1) above, then Developer shall be entitled without prejudice to any other rights of the Builder Developer in law or in terms of this Agreement including the right to claim interest in terms of 12 above:-
13.1.1 to claim immediate payment of the PurchaserPurchase Price or the balance of the Purchase Price as the case may be, together with all interest and other moneys which may then be outstanding, all of which shall immediately become due and payable, or
13.1.2 to cancel this Agreement without further notice in which event the Purchaser shall automatically forfeit and the Developer shall be liable entitled by way of rouwkoop and/or rental and/or a genuine pre- estimate of damages for breach of Contract, to pay retain all moneys then having been paid by the Purchaser under this Agreement, together with all interest at 2% per cent above LIBOR on accrued thereon, and/or
13.1.3 to cancel this Agreement without further notice and to claim damages, if any, in lieu of such forfeiture, in which event the unpaid amount from the day from which the same became due to the Builder up until the date of actual payment thereof. The Builder Developer shall further be entitled to claim as Permissible Delay within retain any moneys paid by the meaning of Clause 14.4 any period of time during which the construction or completion Purchaser pending determination of the Vessel has been delayed in consequence amount of the Purchaser's default as aforesaid. TERMINATION BY THE BUILDERdamages by Agreement, by Order of Court, or otherwise.
18.3. If default on 13.2 The Developer may at any time, without prejudice to any other rights or remedies which it may have at law, terminate this Agreement forthwith, if the part estate of the Purchaser continues is at any time provisionally or finally sequestrated or, if the Purchaser is a juristic person and such juristic person is at any time wound up or liquidated, whether final or provisional.
13.3 The Purchaser shall be responsible for and shall pay all legal costs incurred by the Developer in enforcing its rights in terms of this Agreement on a period of thirty days, the Builder shall have the right at its sole discretion to rescind this Contract by giving written notice to thescale as between an attorney and his own client.
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Sources: Sale Agreement
Default by the Purchaser. EVENTS OF PURCHASER'S DEFAULT
18.1. The Purchaser shall be deemed to be in default of performance of its obligations under this Contract in the following cases:
a. if the Purchaser fails to pay the amount of any of the Instalments of the Contract Price due to the Builder in the period prior to Delivery on the due date for payment thereof,
b. if the Purchaser fails without legal justification to take delivery of the Vessel in accordance with Clause 14 and to pay the instalment of the Contract Price due thereon;
c. if an order or an effective resolution is passed for the winding up of the Purchaser (otherwise than for the purposes of a reconstruction or amalgamation previously approved by the Builder) or if a receiver is appointed over the whole or any part of the undertaking or property of the Purchaser or if the Purchaser becomes insolvent or suspends payment generally of its debts or ceases to carry on its business or makes any special arrangement or composition with its creditors.
18.2. If the Purchaser is in default as to the payment of any instalment as provided in (a) or (b) of sub-clause (1) above, then without prejudice to any other rights of the Builder or of the Purchaser, the Purchaser shall be liable to pay interest at 22 % per cent above over LIBOR on the unpaid amount from the day from which the same became due to the Builder up until the date of actual payment thereof. The Builder shall further be entitled to claim as Permissible Delay within the meaning of Clause 14.4 15.2 any period of time during which the construction or completion of the Vessel has been delayed in consequence of the Purchaser's default as aforesaid. TERMINATION BY THE BUILDER
18.3. If default on the part of the Purchaser continues for a period of thirty days, the Builder shall have the right at its sole discretion to rescind this Contract by giving written notice to thethe Purchaser. The Builder shall in such event be entitled to retain all of the instalments received from the Purchaser. Upon recession of this Contract in accordance with this clause, title to the Vessel shall be temporarily transferred to the joint ownership of the Builder and the Purchaser and remain as such until disposal of the Vessel by the Builder in accordance with this clause.
18.4. In the event of rescission of this Contract in accordance with this Clause the Builder shall have the right and power either to complete or not to complete the Vessel as it deems fit but in any event shall sell the Vessel (either in its complete or incomplete form) at the best available price at a public or private sale on such reasonable terms and conditions. If the Builder sells the Vessel in an incomplete form then the Builder shall give credit to the Purchaser for any and all savings which arise from not having to complete the construction of the Vessel.
18.5. In the event of the sale of the Vessel in its completed state the proceeds of sale received by the Builder shall be applied to payment of all expenses attending such sale and otherwise incurred by the Builder as a result of the Purchaser's default and then to payment of all unpaid instalments of the Contract Price and interest on such instalments at the rate of 2 per cent above LIBOR from the respective due dates thereof to the date of application.
18.6. In the event of sale of the Vessel in its incomplete state the proceeds of sale received by the Builder shall be applied first to all expenses attending such sale incurred by the Builder as result of the Purchaser's default and then to payment of all costs of part-construction of the Vessel less the instalments retained by the Builder and compensation to the Builder for damages suffered by the Builder in consequence of such default.
18.7. In either of the above events of sale, if the proceeds of sale exceed the sums to which such proceeds are to be applied as aforesaid the Builder shall promptly pay any such excess to the Purchaser without interest thereon and shall at the same time either permit the Purchaser to remove the Purchaser's Supplies from the Shipyard or pay to the Purchaser the full value thereof.
18.8. If the proceeds of sale of the Vessel are insufficient to pay such total amounts payable as aforesaid the Purchaser shall be liable to pay to the Builder upon demand the amount of such deficiency.
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Default by the Purchaser. EVENTS OF PURCHASER'S DEFAULT
18.1. The Purchaser shall be deemed to be in default of performance of its obligations under this Contract in the following cases:
a. if the Purchaser fails to pay the amount of any of the Instalments of the Contract Price due to the Builder in the period prior to Delivery on the due date for payment thereof,;
b. if the Purchaser fails without legal justification to take delivery of the Vessel in accordance with Clause 14 and to pay the instalment of the Contract Price due thereon;
c. if an order or an effective resolution is passed for the winding up of the Purchaser (otherwise than for the purposes of a reconstruction or amalgamation previously approved by the Builder) or if a receiver is appointed over the whole or any part of the undertaking or property of the Purchaser or if the Purchaser becomes insolvent or suspends payment generally of its debts or ceases to carry on its business or makes any special arrangement or composition with its creditors.
18.2. If the Purchaser is in default as to the payment of any instalment as provided in (a) or (b) of sub-clause (1) above, then without prejudice to any other rights of the Builder or of the Purchaser, the Purchaser shall be liable to pay interest at 2% per cent above LIBOR on the unpaid amount from the day from which the same became due to the Builder up until the date of actual payment thereof. The Builder shall further be entitled to claim as Permissible Delay within the meaning of Clause 14.4 any period of time during which the construction or completion of the Vessel has been delayed in consequence of the Purchaser's default as aforesaid. TERMINATION BY THE BUILDER
18.3. If default on the part of the Purchaser continues for a period of thirty days, the Builder shall have the right at its sole discretion to rescind this Contract by giving written notice to thethe Purchaser. The Builder shall in such event hold all of the instalments received from the Purchaser in trust both for itself and the Purchaser until disposal of the Vessel whereupon the same shall either be retained by the Builder to compensate it for any shortfall between the Contract Price and the actual price obtained for the Vessel on disposal together.
18.4. In the event of rescission of this Contract in accordance with this Clause the Builder shall have the right and power either to complete or not to complete the Vessel as it deems fit but in any event shall sell the Vessel (either in its complete or incomplete form) at the best available price at a public or private sale on such reasonable terms and conditions. If the Builder sells the Vessel in an incomplete form then the Builder shall give credit to the Purchaser for any and all savings which arise from not having to complete the construction of the Vessel.
18.5. In the event of the sale of the Vessel in its completed state the proceeds of sale received by the Builder shall be applied to payment of all expenses attending such sale and otherwise incurred by the Builder as a result of the Purchaser's default and then to payment of all unpaid instalments of the Contract Price and interest on such instalments at the rate of 2 per cent above LIBOR from the respective due dates thereof to the date of application.
18.6. In the event of sale of the Vessel in its incomplete state the proceeds of sale received by the Builder shall be applied first to all expenses attending such sale incurred by the Builder as result of the Purchaser's default and then to payment of all costs of part-construction of the Vessel less the instalments retained by the Builder and compensation to the Builder for damages suffered by the Builder as a result of such default.
18.7. In either of the above events of sale, if the proceeds of sale exceed the sums to which such proceeds are to be applied as aforesaid the Builder shall promptly pay any such excess to the Purchaser without interest thereon and shall at the same time either permit the Purchaser to remove the Owner Furnished Equipment from the Shipyard or pay to the Purchaser the full value thereof.
18.8. If the proceeds of sale of the Vessel are insufficient to pay such total amounts payable as aforesaid the Purchaser shall be liable to pay to the Builder upon demand the amount of such deficiency.
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Default by the Purchaser. EVENTS OF PURCHASER'S DEFAULT
18.1. The Purchaser shall be deemed to be in default of performance of its obligations under this Contract in the following cases:
a. if the Purchaser fails to pay the amount of any of the Instalments of the Contract Price due to the Builder in the period prior to Delivery on the due date for payment thereof,
b. if the Purchaser fails without legal justification to take delivery of the Vessel in accordance with Clause 14 and to pay the instalment of the Contract Price due thereon;
c. if an order or an effective resolution is passed for the winding up of the Purchaser (otherwise than for the purposes of a reconstruction or amalgamation previously approved by the Builder) or if a receiver is appointed over the whole or any part of the undertaking or property of the Purchaser or if the Purchaser becomes insolvent or suspends payment generally of its debts or ceases to carry on its business or makes any special arrangement or composition with its creditors.
18.2. If the Purchaser is in default as to the payment of any instalment as provided in (a) or (b) of sub-clause (1) above, then without prejudice to any other rights of the Builder or of the Purchaser, the Purchaser shall be liable to pay interest at 22 % per cent above over LIBOR on the unpaid amount from the day from which the same became due to the Builder up until the date of actual payment thereof. The Builder shall further be entitled to claim as Permissible Delay within the meaning of Clause 14.4 15.2 any period of time during which the construction or completion of the Vessel has been delayed in consequence of the Purchaser's default as aforesaid. TERMINATION BY THE BUILDER
18.3. If default on the part of the Purchaser continues for a period of thirty days, the Builder shall have the right at its sole discretion to rescind this Contract by giving written notice to thethe Purchaser. The Builder shall in such event be entitled to retain all of the instalments received from the Purchaser. Upon completion of this Contract in accordance with this clause, title to the Vessel shall be temporarily transferred to the joint ownership of the Builder and the Purchaser and remain as such until disposal of the Vessel by the Builder in accordance with this clause.
18.4. In the event of rescission of this Contract in accordance with this Clause the Builder shall have the right and power either to complete or not to complete the Vessel as it deems fit but in any event shall sell the Vessel (either in its complete or incomplete form) at the best available price at a public or private sale on such reasonable terms and conditions. If the Builder sells the Vessel in an incomplete form then the Builder shall give credit to the Purchaser for any and all savings which arise from not having to complete the construction of the Vessel.
18.5. In the event of the sale of the Vessel in its completed state the proceeds of sale received by the Builder shall be applied to payment of all expenses attending such sale and otherwise incurred by the Builder as a result of the Purchaser's default and then to payment of all unpaid instalments of the Contract Price and interest on such instalments at the rate of 2 per cent above LIBOR from the respective due dates thereof to the date of application.
18.6. In the event of sale of the Vessel in its incomplete state the proceeds of sale received by the Builder shall be applied first to all expenses attending such sale incurred by the Builder as result of the Purchaser's default and then to payment of all costs of part-construction of the Vessel less the instalments retained by the Builder and compensation to the Builder for damages suffered by the Builder in consequence of such default.
18.7. In either of the above events of sale, if the proceeds of sale exceed the sums to which such proceeds are to be applied as aforesaid the Builder shall promptly pay any such excess to [he Purchaser without interest thereon and shall at the same time either permit the Purchaser to remove the Purchaser's Supplies from the Shipyard or pay to the Purchaser the full value thereof.
18.8. If the proceeds of sale of the Vessel are insufficient to pay such total amounts payable as aforesaid the Purchaser shall be liable to pay to the Builder upon demand the amount of such deficiency.
Appears in 1 contract
Sources: Contract for Construction and Sale (Pride International Inc)