Common use of Rectification of Defects Clause in Contracts

Rectification of Defects. If the Builder is liable for Defects as aforesaid, its obligations shall be as follows: (a) The Builder shall make any necessary repairs or replacements to rectify the Defect, or cause the Defect to be rectified at its own cost, and, to the extent not covered by Buyer’s insurance, provided always that the Buyer is in full compliance with all covenants and warranties in such insurance policy when the Defect occurs, any damage to the Vessel’s part(s) that has been damaged as a direct and immediate consequence of such Defect without any intermediate cause; provided, however, that the amount of any damage to the Vessel subject to a deductible under the applicable Buyer insurance policy shall not be regarded as “covered” for purposes of this provision. The Builder shall in any event not be liable for any consequential damage as stated herein over and above [*]. The Builder shall have no other liability whatsoever for any damage or loss caused as a consequence of the Defect. (b) The repairs, replacements and/or rectifications shall be made at the Builder’s Shipyard. However, if it is impractical to bring the Vessel to the Builder’s Shipyard or if the Builder cannot supply the necessary replacement parts, material or labor without undue delay to the Vessel, the Buyer may, after having notified the Builder in writing, cause the necessary repairs, replacements and/or rectifications to be carried out elsewhere. In such case, the Builder shall at its own cost be entitled to forward necessary replacement parts or materials. The Builder’s liability shall in such case be limited to pay the cost of repairs and replacements including travelling and forwarding expenses (unless such costs and/or expenses have been paid by Subcontractors), but always limited to the price of the work which the Builder would normally charge at its yard as documented by Builder’s books and records. Upon such payment, the Builder shall immediately be discharged from any further guarantee obligation in respect of and to the extent of — any such repairs or replacements performed by any other yard or supplier; provided that in the event operational necessities or a lack of required parts or labor are such that the repair or replacement is of a temporary or partial nature, the Builder shall have no responsibility for the quality of the parts or workmanship provided by such other yard or supplier but shall retain responsibility to provide for the full repair, replacement or other rectification of the subject Defect (and subject to clause 3(a) above, any attendant consequential damage). In any case, the Builder shall co-operate with the Buyer to find proper solutions to rectify any Defect subject to Builder’s guarantee obligations under this Article X. (c) The Vessel shall in any case be taken at the Buyer’s cost and expense to the place elected for guarantee work, ready for the necessary repairs, replacements and/or rectifications. (d) The Builder shall have the ownership to all replaced parts. The Buyer shall return any such parts to the Builder at Builder’s request and at Builder’s expense.

Rectification of Defects. If the Builder is liable for Defects defects as aforesaid, its obligations shall be as follows: (a) The Builder shall make any necessary repairs or replacements to rectify the Defect, defect or cause the Defect defect to be rectified at its own costcosts. Provided the defect is remedied within a reasonable time, and, to the extent not covered by Buyer’s insurance, provided always that the Buyer is in full compliance with all covenants and warranties in such insurance policy when the Defect occurs, Builder shall have no other liability for any damage to or loss caused as a consequence of the defect, except for repair or renewal of the Vessel’s part(s) 's part/parts that has have been damaged as a direct and immediate consequence of such Defect the defect without any intermediate cause; provided, however, that and provided such part or parts can be considered to form a part of the amount of any damage to the Vessel subject to a deductible under the applicable Buyer insurance policy shall not be regarded as “covered” for purposes of this provisionsame equipment or same system. The Builder shall in any event not be liable for any consequential damage losses as stated herein over and above [*]. The Builder shall have no other liability whatsoever for any damage or loss caused as a consequence of the DefectUSD 100.000,-. (b) The repairs, replacements and/or rectifications shall be made at the Builder’s Shipyard's yard. However, if it is impractical to bring the Vessel to the Builder’s Shipyard or if the Builder cannot supply the necessary replacement parts, material or labor without undue delay to the Vessel, the Buyer may, after having notified the Builder in writing, cause the necessary repairs, replacements and/or rectifications to be carried out elsewhere. In such case, the Builder shall at its own cost costs be entitled to forward necessary replacement parts or materials. The Builder’s 's liability shall in such case be limited to pay the cost of repairs and replacements including travelling and forwarding expenses (unless such costs and/or expenses have been paid by Subcontractors), but always limited to the price of the work which the Builder would normally charge at its yard as documented by Builder’s books and records. Upon such payment, the Builder shall immediately be discharged from any further guarantee obligation in respect of and to the extent of — any such repairs or replacements performed by any other yard or supplier; provided that in the event operational necessities or a lack of required parts or labor are such that the repair or replacement is of a temporary or partial nature, the Builder shall have no responsibility for the quality of the parts or workmanship provided by such other yard or supplier but shall retain responsibility to provide for the full repair, replacement or other rectification of the subject Defect (and subject to clause 3(a) above, any attendant consequential damage)yard. In any case, the Builder shall co-operate with the Buyer to find proper solutions to rectify any Defect subject to Builder’s guarantee obligations under this Article X.the deficiency. (c) The Vessel shall in any case be taken at the Buyer’s 's cost and expense to the place elected for guarantee workrepair and modification, ready for such repairs and modifications. Docking expenses and access works being necessary for performance of the necessary repairs, replacements and/or rectificationsguarantee work shall be for the Builder's account. (d) The Builder shall have the ownership to all of replaced parts. The Buyer shall will return any such parts to the Builder at Builder’s 's request and at Builder’s 's expense. If the Builder fails to present such request within a reasonable time, the Buyer has no responsibility for the replaced parts.

Rectification of Defects. If the Builder is liable for Defects defects as aforesaid, its obligations shall be as follows: (a) The Builder shall make any necessary repairs or replacements to rectify the Defect, defect or cause the Defect defect to be rectified at its own costcosts. Provided the defect is remedied within a reasonable time, and, to the extent not covered by Buyer’s insurance, provided always that the Buyer is in full compliance with all covenants and warranties in such insurance policy when the Defect occurs, Builder shall have no other liability for any damage to or loss caused as a consequence of the defect, except for repair or renewal of the Vessel’s part(s) part/parts that has have been damaged as a direct and immediate consequence of such Defect the defect without any intermediate cause; provided, however, that and provided such part or parts can be considered to form a part of the amount of any damage to the Vessel subject to a deductible under the applicable Buyer insurance policy shall not be regarded as “covered” for purposes of this provisionsame equipment or same system. The Builder shall in any event not be liable for any consequential damage losses as stated herein over and above [*]. The Builder shall have no other liability whatsoever for any damage or loss caused as a consequence of the DefectNOK 1,500,000. (b) The repairs, replacements and/or rectifications shall be made at the Builder’s Shipyardyard. However, if it is impractical to bring the Vessel to the Builder’s Shipyard or if the Builder cannot supply the necessary replacement parts, material or labor without undue delay to the Vessel, the Buyer may, after having notified the Builder in writing, cause the necessary repairs, replacements and/or rectifications to be carried out elsewhere. In such case, the Builder shall at its own cost costs be entitled to forward necessary replacement parts or materials. The Builder’s liability shall in such case be limited to pay the cost of repairs and replacements including travelling and forwarding expenses (unless such costs and/or expenses have been paid by Subcontractors), but always limited to the price of the work which the Builder would normally charge change at its yard as documented by Builder’s books and records. Upon such payment, the Builder shall immediately be discharged from any further guarantee obligation in respect of and to the extent of — any such repairs or replacements performed by any other yard or supplier; provided that in the event operational necessities or a lack of required parts or labor are such that the repair or replacement is of a temporary or partial nature, the Builder shall have no responsibility for the quality of the parts or workmanship provided by such other yard or supplier but shall retain responsibility to provide for the full repair, replacement or other rectification of the subject Defect (and subject to clause 3(a) above, any attendant consequential damage)yard. In any case, the Builder shall co-operate with the Buyer to find proper solutions to rectify any Defect subject to Builder’s guarantee obligations under this Article X.the deficiency. (c) The Vessel shall in any case be taken at the Buyer’s cost and expense to the place elected for guarantee workrepair and modification, ready for such repairs and modifications. Docking expenses and access works being necessary for performance of the necessary repairs, replacements and/or rectificationsguarantee work shall be for the Builder’s account. (d) The Builder shall have the ownership to all of replaced parts. The Buyer shall will return any such parts to the Builder at Builder’s request and at Builder’s expense. If the Builder fails to present such request within a reasonable time, the Buyer has no responsibility for the replaced parts.

Rectification of Defects. If the Builder is liable for Defects defects as aforesaid, its obligations shall be as follows: (a) The Builder shall make any necessary repairs or replacements to rectify the Defect, defect or cause the Defect defect to be rectified at its his own costrisk & costs. Provided the defect is remedied within a reasonable time, and, to the extent not covered by Buyer’s insurance, provided always that the Buyer is in full compliance with all covenants and warranties in such insurance policy when the Defect occurs, any damage to the Vessel’s part(s) that has been damaged as a direct and immediate consequence of such Defect without any intermediate cause; provided, however, that the amount of any damage to the Vessel subject to a deductible under the applicable Buyer insurance policy shall not be regarded as “covered” for purposes of this provision. The Builder shall in any event not be liable for any consequential damage as stated herein over and above [*]. The Builder shall have no other liability whatsoever for any damage or loss caused as a consequence of the Defectdefect, except for repair or renewal of the Vessel's part/parts that have been damaged as a direct and immediate consequence of the defect without any intermediate cause, and provided such part or parts can be considered to form a part of the same equipment or same system. (b) The repairs, replacements and/or rectifications which could be carried out while the vessel is afloat, shall be made at the Builder’s ShipyardBuyers’ designated home port. However, if it is impractical to bring the Vessel to the Builder’s Shipyard or if the Builder cannot supply the necessary replacement parts, material or labor without undue delay to the Vessel, the Buyer may, after having notified the Builder in writing, cause the necessary repairs, replacements and/or rectifications to be carried out elsewhere. In such case, the Builder shall at its own cost be entitled to forward necessary replacement parts or materials. The Builder’s liability shall in such case be limited to pay the cost of repairs and replacements including travelling and forwarding expenses (unless such costs and/or expenses have been paid by Subcontractors), but always limited to the price of the work which the Builder would normally charge at its yard as documented by Builder’s books and records. Upon such payment, the Builder shall immediately be discharged from any further guarantee obligation in respect of and to the extent of — any such repairs or replacements performed by any other yard or supplier; provided that in the event operational necessities or a lack of required parts or labor are such that the repair or replacement is of a temporary or partial nature, the Builder shall have no responsibility for the quality of the parts or workmanship provided by such other yard or supplier but shall retain responsibility to provide for the full repair, replacement or other rectification of the subject Defect (and subject to clause 3(a) above, any attendant consequential damage)shall. In any case, the Builder shall co-operate with the Buyer to find proper solutions to rectify any Defect subject to Builder’s guarantee obligations under this Article X.the deficiency. (c) The Vessel In the event of defects arising which fall within the provisions of this Article and which require any or both the vessel’s to be dry-docked, the Builder shall also pay for the costs of dry-docking the vessel’s including any additional direct and documented costs, which shall be reasonable (including without limitation the cost of port charge, incurred by the Buyer in any case be taken at making the Buyervessel’s cost and expense available to the place elected for guarantee work, ready Builder or to any other yard for the necessary repairs, replacements and/or rectificationsmaking good of any such defects as aforesaid and in putting the vessel’s back in service. The Buyer shall make his best Endeavour to minimize such additional costs. (d) The Builder shall have the ownership to all of replaced parts. The Buyer shall will return any such parts to the Builder at Builder’s 's request and at Builder's expense. If the Builder fails to present such request within a reasonable time, the Buyer has no responsibility for the replaced parts. Upon requests from the Buyer the Builder shall forward to the port or place designated by the Buyer, necessary parts and/or equipment, at the Builder’s expense, to replace those which have been found defective, in accordance with provisions hereof. If the Buyer should reasonably require same to be forwarded by air-freight, the Builder shall do so, at the Builder’s expense on C & F terms, provided such parts and/or equipment are essential to and urgently required for the normal operation of the Vessel. (e) When it is necessary in view of urgency or otherwise, it is required that the repairs to a particular equipment be carried out only by the original equipment manufacturer or their authorized representatives at the port where the Vessel is, then the Buyer has the right to request such representatives to visit the port at which they are required and to carry out the repairs with the intimation of the Builder. All expenses, including travel, lodging and boarding expenses, as well as cost of replacement or spare parts and labour charges, shall be to the account of the Builder, provided such defects are covered under the guarantee. (f) Each vessel is to be dry-docked at the end of its warranty period including any extended warranty period for inspection of the underwater hull and equipment. If the Buyer is unable to dry-dock the Vessels within 10 days of completion of such a guarantee period due to operational commitments, the Builder shall agree to extend the guarantee period for underwater inspection of the hull and equipment, provided that this dry-docking is not delayed beyond three (3) months. (g) As far as twelve (12) months guarantee for the underwater portion of the hull and equipment is concerned, the parties hereto agree that after the guarantee period is over, an inspection by a diver may be arranged, at the Buyer’s cost to determine the defects, if any, to the underwater portion of the hull and equipment during the guarantee period, if the Buyer opts not to dry-dock the Vessels within three (3) months of the expiry of the twelve (12) months guarantee period. Should the report of the diver result in guarantee claims on the Builder, both parties shall mutually agree on a settlement of these claims. Should it result in a claim of a substantial nature, the Buyer may ask the Builder to dry-dock the Vessel (at builder’s cost) as soon as feasible. (h) Notwithstanding what is stated above, in the event of pressing repairs, when the safety of the Vessel is involved or when the operational requirements of the Vessels warrant, such repairs shall be carried out by the Buyer under intimation to the Builder. The cost of bringing the Vessels to the repair yard for such repairs shall be borne by the Buyer. (i) The Builder's warranty hereunder does not extend to the Buyer's Supplies.

Rectification of Defects. If the Builder is liable for Defects defects as aforesaid, its obligations shall be as follows: (a) The Builder shall make any necessary repairs or replacements to rectify the Defect, defect or cause the Defect defect to be rectified at its own costcosts. Provided the defect is remedied within a reasonable time, and, to the extent not covered by Buyer’s insurance, provided always that the Buyer is in full compliance with all covenants and warranties in such insurance policy when the Defect occurs, Builder shall have no other liability for any damage to or loss caused as a consequence of the defect, except for repair or renewal of the Vessel’s part(s) part/parts that has have been damaged as a direct and immediate consequence of such Defect the defect without any intermediate cause; provided, however, that and provided such part or parts can be considered to form a part of the amount of any damage to the Vessel subject to a deductible under the applicable Buyer insurance policy shall not be regarded as “covered” for purposes of this provisionsame equipment or same system. The Builder shall in any event not be liable for any consequential damage losses as stated herein over and above [*]. The Builder shall have no other liability whatsoever for any damage or loss caused as a consequence of NOK 500.000,- per average if covered under the Defectstandard marine insurance and NOK 2,000,000 per average if not covered by said insurance. (b) The repairs, replacements and/or rectifications shall be made at the Builder’s Shipyardyard. However, if it is impractical to bring the Vessel to the Builder’s Shipyard or if the Builder cannot supply the necessary replacement parts, material or labor without undue delay to the Vessel, the Buyer may, after having notified the Builder in writing, request the Builder to or cause the necessary repairs, replacements and/or rectifications to be carried out elsewhere. In such case, the Builder shall at its own cost costs be entitled to forward necessary replacement parts or materials. The Builder’s liability shall in such case be limited to pay the cost of repairs and replacements including travelling and forwarding expenses (unless such costs and/or expenses have been paid by Subcontractors), but always limited to the price of the work which the Builder would normally charge at its yard as documented by Builder’s books and records. Upon such payment, the Builder shall immediately be discharged from any further guarantee obligation in respect of and to the extent of — any such repairs or replacements performed by any other yard or supplier; provided that in the event operational necessities or a lack of required parts or labor are such that the repair or replacement is of a temporary or partial nature, the Builder shall have no responsibility for the quality of the parts or workmanship provided by such other yard or supplier but shall retain responsibility to provide for the full repair, replacement or other rectification of the subject Defect (and subject to clause 3(a) above, any attendant consequential damage)yard. In any case, the Builder shall co-operate with the Buyer to find proper solutions to rectify any Defect subject to Builder’s guarantee obligations under this Article X.the deficiency. (c) The Vessel shall shall, unless the repair or replacement conveniently may be carried out at sea, in any case be taken at the Buyer’s cost and expense to the place elected for guarantee workrepair and modification, ready for such repairs and modifications. Docking expenses and access works being necessary for performance of the necessary repairs, replacements and/or rectificationsguarantee work shall be for the Builder’s account. (d) The Builder shall have the ownership to all of replaced parts. The Buyer shall will return any such parts to the Builder at Builder’s request and at Builder’s expense. If the Builder fails to present such request within a reasonable time, the Buyer has no responsibility for the replaced parts. (e) As a prerequisite for this Shipbuilding Contract the Buyer has entered into supply agreements with a few major suppliers of diesel engines, hereunder (Wärtsilä Diesel), propulsion system (Wärtsilä Lips) and main electrical components (ABB). As a part of, and simultaneously with, the signing of this Contract, these supplier contracts shall be assigned from the Buyer to the Builder. It is hereby agreed and understood that the Builder shall upon receipt of the agreements review the suppliers warranties. If the Builder is of the opinion that the warranties obtained are on less customary terms than the Builder usually obtain from these suppliers and the suppliers refuse to improve such terms of warranty within 6 months after the signing of this Contract, the Builder shall notify the Buyer in writing and shall be entitled to limit the guarantee liabilities related to the scope of the supply in the same way as assumed by the relevant suppliers (“back to back”).

Rectification of Defects. If the Builder is liable for Defects as aforesaid, its obligations shall be as follows: (a) The Builder shall make any necessary repairs or replacements to rectify the Defect, or cause the Defect to be rectified at its own cost, and, to the extent not covered by Buyer’s insurance, provided always that the Buyer is in full compliance with all covenants and warranties in such insurance policy when the Defect occurs, any damage to the Vessel’s part(s) that has been damaged as a direct and immediate consequence of such Defect without any intermediate cause, ; provided, however, that the amount of any damage to the Vessel subject to a deductible under the applicable Buyer insurance policy shall not be regarded as “covered” for purposes of this provision. The Builder shall in any event not be liable for any consequential damage as stated herein over and above [*]. The Builder shall have no other liability whatsoever for any damage or loss caused as a consequence of the Defect. (b) The repairs, replacements and/or rectifications shall be made at the Builder’s Shipyardyard. However, if it is impractical to bring the Vessel to the Builder’s Shipyard yard or if the Builder cannot supply the necessary replacement parts, material or labor without undue delay to the Vessel, the Buyer may, after having notified the Builder in writing, cause the necessary repairs, replacements and/or rectifications to be carried out elsewhere. In such case, the Builder shall at its own cost be entitled to forward necessary replacement parts or materials. The Builder’s liability shall in such case be limited to pay the cost of repairs and replacements including travelling and forwarding expenses (unless such costs and/or expenses have been paid by Subcontractors), but always limited to the price of the work which the Builder would normally charge at its yard as documented by Builder’s books and records. Upon such payment, the Builder shall immediately be discharged from any further guarantee obligation in respect of – and to the extent of — – any such repairs or replacements performed by any other yard or supplier; provided that in the event operational necessities or a lack of required parts or labor are such that the repair or replacement is of a temporary or partial nature, the Builder shall have no responsibility for the quality of the parts or workmanship provided by such other yard or supplier but shall retain responsibility to provide for the full repair, replacement or other rectification of the subject Defect (and subject to clause 3(a) above, any attendant consequential damage). In any case, the Builder shall co-operate with the Buyer to find proper solutions to rectify any Defect subject to Builder’s guarantee obligations under this Article X. (c) The Vessel shall in any case be taken at the Buyer’s cost and expense to the place elected for guarantee work, ready for the necessary repairs, replacements and/or rectifications. (d) The Builder shall have the ownership to all replaced parts. The Buyer shall return any such parts to the Builder at Builder’s request and at Builder’s expense.