CLAUSE 1 CHARTER AGREEMENT AND BOOKING CONDITIONS
The OWNER agrees to make the VESSEL available to the CHARTERER during the CHARTER PERIOD in consideration for payment by the CHARTERER of the CHARTER PRICE on the DUE DATES.
No assignment of this Agreement or sublease of the VESSEL by the CHARTERER is authorised without the prior written consent of the OWNER, or the AGENT on behalf of the OWNER.
The Agreement is considered as valid and binding on the parties on and from its date.
CLAUSE 2 PAYMENT TERMS
A. The CHARTERER shall pay the fees requested as per the Special Conditions (including, but not limited to, charter fee, A.P.A., delivery/redelivery fees, security deposit and VAT) as well as any other agreed fees, no later than the DUE DATES. The CHARTERER may pay by bank transfer, credit card or online payment solution, at OWNER’S option. Payments shall be made in the currency of the Special Conditions, and all bank charges are for the account of the CHARTERER.
B. If payment is made by credit or debit card (both terms being interchangeable under this Agreement), a copy of the CHARTERER’s passport and a copy of both sides of the CHARTERER’s credit card must be provided to secure the booking of the VESSEL. All payments by credit card will entail an additional 1.5 % (one-point five percent) charge applied on the CHARTER PRICE due to transfer costs (additional 3% (three percent) for AMEX cards).
C. The fuel used during the charter will be paid by the CHARTERER at the end of the CHARTER PERIOD by deducting the fuel costs from the A.P.A. If the A.P.A. does not cover the total costs of the fuel, the CHARTERER will be asked to pay the extra costs before disembarking from the VESSEL at the end of the CHARTER PERIOD. Payment can be made in with the AGENT by any means acceptable to the AGENT, before disembarking according to the conditions set out in this Clause. The CHARTERER will provide the AGENT with a copy of both sides of his/her credit card and a copy of his/her passport to guarantee the payment of fuel costs.
CLAUSE 3 DELIVERY OF THE VESSEL
Provided the CHARTER PRICE has been paid in full by the CHARTERER, the OWNER shall on the time specified as the beginning of the CHARTER PERIOD deliver the VESSEL to the place of delivery specified in the Agreement. The CHARTERER shall take delivery of the VESSEL in good working order and seaworthy condition, with all the equipment necessary for a vessel of her size and type, including safety equipment, in accordance with the requirements of the VESSEL’s registration authority and enabling the CHARTERER to use the VESSEL for the purposes of the Agreement. The OWNER does not guarantee the comfort and use of the VESSEL in the event of adverse weather conditions.
CLAUSE 4 RETURN OF THE VESSEL
The CHARTERER shall return the VESSEL to the OWNER at the place of redelivery specified in the Special Conditions, free of any debts incurred for the account of the CHARTERER other than as provided for in the Special Conditions and in the same condition as when the CHARTERER took delivery, apart from the normal wear and tear resulting from ordinary use in accordance with this Agreement. The CHARTERER may return the VESSEL before the end of the CHARTER PERIOD, but he/she will not be entitled to any reimbursement of the CHARTER PRICE. Any disembarkation in a place other than the place of redelivery is subject to prior agreement in writing from the AGENT and will incur payment of additional redelivery fees if applicable.
CLAUSE 5 OPERATING COSTS
The CHARTER PRICE includes the charter of the VESSEL with all its equipment in working order and insurance coverage for the VESSEL. It does not include personal insurance for the CHARTERER. The CHARTERER is required to pay for all other expenses. These include, but are not limited to: shoreside
transportation, fuel for main engines and generators, fuel for tenders and water sport equipment, food and beverage, berthing dues and other port fees, local taxes, concierge or berth commissions, customs facilities and waste disposal costs, charges for dockside water and electricity, personal laundry, communications and Internet use, the rental or purchase of any equipment placed onboard at the CHARTERER’s request. The A.P.A. (Advance Provisioning Allowance) will be used to cover all or part of the operating costs, and any amounts in excess of the A.P.A. will be charged to the CHARTERER at the end of the CHARTER PERIOD. Payment for expenses such as shoreside transportation or excursions or any other expense not normally regarded as part of the VESSEL’s operating costs must be paid in advance to the AGENT or directly by the CHARTERER. All payments will be settled in the same currency as the CHARTER PRICE.
CLAUSE 6 DELAY IN DELIVERY OF THE VESSEL
In the event of bad weather preventing the safe navigation of the VESSEL or force majeure as defined under this Agreement preventing the OWNER from delivering the VESSEL as per Clause 3:
a) If delivery is made within the CHARTER PERIOD, then the OWNER shall either reimburse the CHARTERER at a pro rata daily rate or, in case of mutual agreement between all parties, grant the CHARTERER a pro rata extension of the CHARTER PERIOD.
b) If delivery cannot be made within the CHARTER PERIOD, the parties may mutually agree to extend the CHARTER PERIOD for a period corresponding to the failure to deliver the VESSEL or postpone the charter to a mutually agreed date. If no such arrangement is possible, the CHARTERER may request the full refund of the amount of the CHARTER PRICE paid to and including the date of the initial failure to deliver the VESSEL but will not be entitled to any additional damages.
If the OWNER fails to deliver the VESSEL as per Clause 3 for reasons other than force majeure, the AGENT may either offer an alternative vessel to the CHARTERER or, if this is not possible or not accepted by the CHARTERER, give the CHARTERER a total refund of the CHARTER PRICE. The CHARTERER will not be entitled to any further damages.
CLAUSE 7 DELAY IN RETURNING THE VESSEL
The CHARTERER is required to respect Clause 4 of this Agreement, unless a subsequent mutual agreement is confirmed in writing by the AGENT. Any losses suffered by the CHARTERER as a result of failing to redeliver
a) If the redelivery of the VESSEL is delayed due to a case of force majeure as defined under this Agreement, redelivery shall be completed as soon as possible thereafter and, in the meantime, the conditions of this Agreement shall still apply without penalty or additional costs for the CHARTERER.
b) If the CHARTERER intentionally fails to comply or gives instructions resulting in a breach of Clause 4, the CHARTERER shall immediately pay upon first demand to the OWNER, through the AGENT, an additional charter fee to be determined by the AGENT, the conditions of this Agreement applying. The CHARTERER will hold harmless and indemnify the OWNER and the AGENT from and against any loss or damage suffered as a result of any delay in redelivery, including losses suffered due to the AGENT or OWNER’s partial or total inability to perform other charters with the VESSEL.
CLAUSE 8 TERMINATION BY THE CHARTERER
The OWNER is entitled to terminate this Agreement where the CHARTERER gives notice of termination by registered mail to the AGENT or if the CHARTERER fails to pay the CHARTER PRICE by the agreed DUE DATES.
If the CHARTERER serves notice of termination at least 30 days before the start of the CHARTER PERIOD, the OWNER and the AGENT will be entitled to retain 50% of the CHARTER PRICE. If notice of termination is served on or within 30 days before the start of the CHARTER PERIOD, the OWNER and the AGENT will be entitled to keep all funds paid by the CHARTERER under this Agreement and the CHARTERER will remain liable for the unpaid portion of the CHARTER PRICE.
CLAUSE 9 TERMINATION BY THE OWNER
a) If prior to the commencement of the CHARTER PERIOD the OWNER gives notice of termination through the AGENT, which shall thereafter be notified by the AGENT to the CHARTERER as soon as practicable, and such cancellation is due to force majeure, the provisions of Clause 6 shall apply.
b) If prior to the commencement of the CHARTER PERIOD the OWNER gives notice of termination through the AGENT, which shall thereafter be notified by the AGENT to the CHARTERER as soon as practicable, and such cancellation is due to any reason other than a case of force majeure, the CHARTERER shall be entitled to reimbursement of the fees paid under this Agreement up to and including the date on which the OWNER serves the notice of termination, but no further damages shall be payable by the OWNER or AGENT to the CHARTERER hereunder.
CLAUSE 10 BREAKDOWN OR DISABLEMENT
No fault
If, during the CHARTER PERIOD, the VESSEL is at any time disabled due to a breakdown of machinery, grounding, a collision or any other reason preventing the reasonable use of the VESSEL by the CHARTERER and that the disablement is not due to an act or fault of the CHARTERER, the CHARTERER may decide to:
Terminate the Agreement: upon giving immediate notice to the AGENT in writing, the CHARTERER and will be entitled to carry out the redelivery of the VESSEL by returning her to the place of delivery. The OWNER shall make a pro rata refund of the CHARTER PRICE.
Request a pro rata extension of the CHARTER PERIOD corresponding to the period of disablement, subject to the written agreement of all parties.
Stay on board for the duration of the CHARTER PERIOD, where this is agreed between the parties, and depending on the nature and/or severity of the immobilisation. The CHARTERER will not be entitled to any refund or to file any claim against the OWNER in respect of such period of breakdown.
In all case, the CHARTERER must immediately inform the AGENT in writing of the breakdown/disablement. The OWNER will pay for all extra costs relating to the disablement, immobilisation or breakdown of the VESSEL but the CHARTERER will remain liable for all operating expenses as described in Clause 5 for the entire term of this Agreement and any extension of the CHARTER PERIOD under this Clause.
Fault of the CHARTERER
If, during the CHARTER PERIOD, the VESSEL is at any times disabled due to a breakdown of machinery, grounding, a collision or any other reason preventing the reasonable use of the VESSEL by the CHARTERER and that the disablement is due to an act or fault of the CHARTERER, a person belonging to his group, an employee of the CHARTERER, a person under his control or a crew member hired separately by the CHARTERER to staff the VESSEL, then the OWNER or the AGENT will be entitled to immediately terminate the charter. All costs associated with the termination, including the costs of returning the VESSEL to its place of delivery or redelivery and/or the costs of repatriation of the CHARTERER and members of his group, will be borne by the CHARTERER only.
In such a case, notwithstanding any provisions to the contrary in this Agreement, the CHARTERER will not be entitled to any indemnity or damages in respect of any loss resulting from such termination.
The above is without prejudice to the OWNER and/or the AGENT’s right to claim damages against the CHARTERER for any loss associated with such breakdown or disablement, including but not limited to the costs of repairs.
CLAUSE 11 DUTIES OF THE CHARTERER
a) The CHARTERER shall ensure that his/her behaviour and that of the members of his/her group does not cause any nuisance to third parties and does not damage the reputation of the VESSEL and/or its OWNER. In particular, use of aerial or sea drones or similar equipment is prohibited on board unless prior written consent has been obtained from the AGENT. The CHARTERER shall comply and ensure that the members of his/her group comply with the laws and regulations in France and any other country visited during the CHARTER PERIOD. The CHARTERER will indemnify the OWNER or the AGENT from any and all losses caused to them due to the CHARTERER’s behaviour, actions or inaction, or goods brought by the CHARTERER on board.
b) The navigation will be limited to the cruising area specified in the Special Conditions and to the areas within the cruising area in which the VESSEL is legally authorised to navigate.
c) The CHARTERER is entirely responsible for the behaviour and supervision of children and minors on board the VESSEL during the CHARTER PERIOD. The CHARTERER may not exceed the maximum number of guests allowed on board during navigation and will comply with the AGENT’s instructions regarding the maximum number of guests on board while the VESSEL is berthed.
d) By signing this Agreement, the CHARTERER guarantees that all members of his/her group are medically fit to embark on the charter outlined in this Agreement. The CHARTERER will ensure that all persons on board are in possession of all administrative documents necessary to travel to the territories visited.
e) Pets are not allowed on board unless otherwise permitted in writing by the AGENT.
f) Smoking is strictly restricted to the exterior areas of the VESSEL
g) Goods considered illicit or subject to prior declaration in the country of navigation (notably drugs or firearms) are strictly prohibited on board the VESSEL at all times. Failure to comply will lead to the immediate termination of the Agreement and the CHARTERER will be liable to payment of the entire CHARTER PRICE, not excluding damages. The CHARTERER will hold harmless and indemnify the AGENT and the OWNER of any and all losses resulting from a breach of this Clause.
The VESSEL is provided by the OWNER on a bareboat basis without crew. The CHARTERER must present to the AGENT proof of the valid qualification under local and flag State regulations to use the VESSEL or must hire an independent Captain and/or crew possessing such qualifications for the CHARTER PERIOD. The CHARTERER must not allow the VESSEL to be operated by anyone not in possession of the appropriate valid qualification.
h) The CHARTERER shall immediately notify the AGENT in case of breakdown, disablement, accident, crew changes or any other major incident that may occur during the CHARTER PERIOD.
i) The CHARTERER remains solely liable to comply with local regulations concerning navigation and with any declarations to be made to local authorities during navigation, including customs or cash declarations.
In case of a breach by the CHARTERER of any of the above conditions, the OWNER will be entitled to immediately terminate the Agreement without notice and treat this termination as a termination made by the CHARTERER. In such a case, the CHARTERER will not be entitled to any refund of the CHARTER PRICE nor any indemnity for any loss or damage resulting from this termination. The termination will be made by the OWNER without prejudice to any claims it may have against the CHARTERER for the consequences of his breach of contract.
CLAUSE 12 SALE OF THE VESSEL
a) The OWNER agrees not to sell the VESSEL during the CHARTER PERIOD.
b) Should the OWNER agree to sell the VESSEL after signing this Agreement but before delivery to the CHARTERER, the OWNER must immediately notify the CHARTERER in writing via the AGENT. This information shall be kept strictly confidential by the CHARTERER.
If the VESSEL is sold, one of the following dispositions shall apply:
i) Where the new owner agrees to carry out the charter under the same conditions as stated herein, there is no penalty against the former OWNER and no additional commission will be due to the AGENT.
ii) Where the new owner does not wish to honour this Agreement, the OWNER shall mandate the AGENT to find a vessel with similar or superior specifications to the VESSEL. If an agreement is reached between the AGENT and the CHARTERER regarding such replacement vessel, then a new charter agreement will be drawn up and the AGENT will receive a commission on the original charter (payable by the former OWNER).
Furthermore, the OWNER remains liable to pay the AGENT the entire commission due on this original Agreement.
CLAUSE 13 INSURANCE
a) The OWNER warrants that the VESSEL is insured against all customary risks associated with a vessel of its dimensions, type and value, extended to the authorisation to charter and the coverage of third-party liability, liabilities arising from the use by the CHARTERER or any other person of powered crafts and any other water sport equipment carried on board. The insurance shall also cover wars and strikes. A copy of the insurance certificate is available to the CHARTERER on request.
b) In case the VESSEL is to be used as tender/support vessel to another vessel, the CHARTERER is encouraged to declare the hire of the VESSEL to his insurers and, where possible, to extend the appropriate insurance cover of the main vessel to the VESSEL.
c) It is recommended that the CHARTERER apply for personal injury insurance for him/herself and his/her group if necessary, including cover for medical costs or accident related expenses, as this will not be provided by the OWNER or the AGENT.
d) The OWNER and the AGENT shall not be liable for any loss or damage
to the personal belongings of the CHARTERER and the members of his/her group while on board or ashore. In addition, the OWNER and the AGENT shall not be held responsible for any medical or accident related expenses (including emergency medical transportation) of the CHARTERER and/or his/her group.
e) The CHARTERER is hereby informed that neither cancellation, nor curtailment nor liability insurance is included in this Agreement.
CLAUSE 14 SECURITY DEPOSIT
The security deposit will be kept by the AGENT on behalf of the OWNER and it may be used to pay for part or all of any damages or liabilities that the CHARTERER may incur. To this end, the security deposit may be withheld by the AGENT until all damages or liabilities have been paid out to the OWNER.
If it is not used, and after inspection of the VESSEL by the AGENT or its representative at the end of the CHARTER PERIOD, the security deposit will be returned in full, bank commission charges borne by the CHARTERER, to the latter following the CHARTER PERIOD and within 72 (seventy-two) hours or after all outstanding issues have been settled. The return of the deposit does not discharge the CHARTERER from any liability under the Agreement.
CLAUSE 15 FORCE MAJEURE
In this Agreement, ‘force majeure ’means any cause directly attributable to acts, events, non-happenings, omissions, accidents or acts of God beyond the reasonable control of the OWNER, the crew or the CHARTERER including but not limited to strikes, lock-outs or other labour disputes, civil commotion, riots, acts of terrorism, blockades, invasion, war, fire, explosions, sabotage, storms, collisions, grounding, fog, governmental acts or regulations, contaminated fuel, major mechanical or electrical breakdowns and not caused by lack of maintenance and/or the OWNER’s negligence.
CLAUSE 16 ROLE OF THE AGENT
The AGENT acts as agent of the OWNER and as Stakeholder of all the funds paid by the CHARTERER under this Agreement. The AGENT will handle the funds paid by the CHARTERER in accordance with this Agreement, unless the CHARTERER notifies to the AGENT before the end of the CHARTER PERIOD that there is a dispute relating to this Agreement. In that case, the AGENT will keep the funds for a maximum period of fifteen days, or until the CHARTERER has confirmed that the dispute has been settled. If the CHARTERER files a claim against the OWNER or the AGENT in the competent court before the expiration of this fifteen-day period, the AGENT will keep the funds until the dispute has been resolved by the parties or until a definitive decision has been reached in Court.
The AGENT shall have no responsibility for any loss, damage or injury to the person or property of the OWNER, of the CHARTERER, of any member of the CHARTERER’S group and of any member the crew. In addition, the AGENT shall not be liable for any errors in judgment or description or otherwise, of whatsoever nature and howsoever arising, and shall be under no further obligation, duty or responsibility to the OWNER or the CHARTERER. The OWNER and the CHARTERER shall jointly and severally indemnify and hold the AGENT harmless for any loss or damage sustained by the AGENT as a result of any liability that the AGENT may incur towards third parties (person, company or authority) resulting from the promotion or introduction of this charter, the AGENT’s assistance in the execution of this Agreement, the AGENT’s duty as stakeholder or any other aspect of the AGENT’s obligations under this Agreement.
If the CHARTERER re-charters the VESSEL within 1 (one) year from the end of the CHARTER PERIOD, then the AGENT will be paid by the OWNER a commission of 15% of the price paid by the CHARTERER to charter the VESSEL.
If the CHARTERER purchases the VESSEL from the OWNER within a period of 1 (one) year from the end of the CHARTER PERIOD, then the AGENT will be entitled to a sales commission equivalent to no less than 15% of the price paid by the CHARTERER to purchase the VESSEL, unless the AGENT is already acting as sales broker for either the OWNER or the CHARTERER for this purchase.
CLAUSE 17 ASSISTANCE, SALVAGE OR TOWING OPERATION Any profit
resulting or arising from an assistance, rescue or towing operation during the CHARTER PERIOD will be shared equally between the OWNER and the CHARTERER, after deduction of the expenses incurred in the operations and the sum representing the use of the means and equipment.
CLAUSE 18 APPLICABLE LAW AND JURISDICTION
The interpretation, validity, construction and performance of this Agreement is governed and construed in accordance with Monaco law.
Any dispute will be referred to the competent Courts in Monaco.
CLAUSE 19 MISCELLANEOUS
This Agreement shall not be amended supplemented, modified or varied in any way except in writing and signed by each party.
The terms of this Agreement may not be assigned by either party without the prior written consent of the other party.