NYPE 2015 Explanatory Notes - smf.com.sg

1 NYPE 2015 TIME CHARTER PARTY Explanatory Notes Table of Contents Introduction .. 3 BIMCO Sub-committee .. 3 ASBA Committee .. 3 SMF Committee .. 3 Background .. 3 Preamble .. 3 Clause 1 (Duration/Trip Description) .. 4 Clause 2 (Delivery) .. 4 Clause 3 (Laydays/Cancelling) .. 6 Clause 4 (Redelivery) .. 6 Clause 5 (On/Off-Hire Survey) .. 7 Clause 6 (Owners to Provide) .. 7 Clause 7 (Charterers to Provide) .. 8 Clause 8 (Performance of Voyages) .. 8 Clause 9 (Bunkers) .. 8 Clause 10 (Rate of Hire; Hold Cleaning; Communications; Victualing and Expenses) .. 11 Clause 11 (Hire Payment) .. 12 (a) Payment .. 12 (b) Grace Period .. 13 (c) Withdrawal.

2 13 (d) Suspension .. 13 (e) Last Hire Payment .. 14 Clause 12 (Speed and Consumption) .. 14 Clause 13 (Spaces Available) .. 15 Clause 14 (Supercargo) .. 15 Clause 15 (Sailing Orders and Logs) .. 15 Clause 16 (Cargo Exclusions) .. 15 Clause 17 (Off-Hire) .. 15 Clause 18 (Pollution) .. 16 Clause 19 (Drydocking) .. 16 Clause 20 (Total Loss) .. 16 Clause 21 (Exceptions) .. 16 Clause 22 (Liberties) .. 16 Clause 23 (Liens) .. 16 Clause 24 (Salvage) .. 17 2 NYPE 2015 Explanatory Notes Clause 25 (General Average) .. 17 Clause 26 (Navigation) .. 17 Clause 27 (Cargo Claims) .. 17 Clause 28 (Cargo Handling Gear and Lights) .. 18 Clause 29 (Solid Bulk Cargoes/Dangerous Goods).

3 18 Clause 30 (Hull Fouling) .. 18 Clause 31 (Bills of Lading) .. 19 Clause 32 (Electronic Bills of Lading) .. 19 Clause 33 (Protective Clauses) .. 20 (a) General Clause Paramount .. 20 (b) Both-to-Blame Collision Clause .. 20 (c) New Jason Clause .. 20 Clause 34 (War Risks) .. 20 Clause 35 (Ice) .. 21 Clause 36 (Requisition) .. 22 Clause 37 (Stevedore Damage) .. 22 Clause 38 (Slow Steaming) .. 22 Clause 39 (Piracy) .. 24 Clause 40 (Taxes) .. 25 Clause 41 (Industrial Action) .. 26 Clause 42 (Stowaways) .. 26 Clause 43 (Smuggling) .. 26 Clause 44 (International Safety Management (ISM)) .. 26 Clause 45 (ISPS/MTSA) .. 27 Clause 46 (Sanctions).

4 28 Clause 47 (Designated Entities) .. 28 Clause 48 (North American Advance Cargo Notification) .. 29 Clause 49 ( Census Bureau Mandatory Automated Export System (AES)) .. 29 Clause 50 (EU Advance Cargo Declaration Clause for Time Charter Parties 2012) .. 29 Clause 51 (Ballast Water Exchange Regulations) .. 30 Clause 52 (Period applicable Clauses) .. 30 Clause 53 (Commissions) .. 31 Clause 54 (Law and Arbitration) .. 31 Clause 55 (Notices) .. 31 Clause 56 (Headings) .. 31 Clause 57 (Singular/Plural) .. 31 Annex A (Vessel Description) .. 32 Copyright and Availability .. 32 NYPE 2015 Explanatory Notes 3 Introduction NYPE 2015 is the product of a co-operative effort between BIMCO, the Association of Shipbrokers and Agents (ASBA), who are the copyright holders of the NYPE form, and the Singapore Maritime Foundation (SMF) and is jointly authored by the three organisations.

5 It is the result of three years work by a team of people who committed their greatly appreciated time and effort to the project. Valuable input was provided at the later stages of development from numerous individuals familiar with the NYPE charter who attended seminars on the new version of the charter held in London, Stamford and Singapore and shared their expertise. BIMCO, ASBA and the SMF are grateful to all of those who contributed to this important project and helped produce a modern NYPE charter that reflects current commercial practice and legal developments in the industry in a clearly worded, comprehensive and balanced form.

6 The members of the drafting groups from BIMCO, ASBA and the SMF deserve particular thanks for their time and effort: BIMCO Sub-committee Chaired by Mrs Inga Froysa (Torvald Klaveness), with John Freydag (Schulte); Jonathan Young (Cargill); Lasse Brautaset (Nordisk); Paul Kaye (West of England P Sun Jia Di (COSCO) and Harry Fafalios (Greek Shipping Co-operation Committee). ASBA Committee Chaired by Nigel Hawkins (N W Johnsen & Co, Inc), with Soren Wolmer (Quincannon Associates); Paul Hirtle (LB Chartering LLC); Gerry Desmond (Salient (Americas) Inc.); and Robert J Dillon (John F. Dillon & Co., LLC). SMF Committee Chaired by David Chin (Chief Executive SMF), with Henry Mytton-Mills (Aries Shipbrokers); and Gina Lee-Wan (Allen & Gledhill LLP).)

7 Background The New York Produce Exchange Form ( NYPE ) is the most widely used standard time charter party in the dry cargo sector of the industry. The first NYPE form was published in November 1913 and amended in 1921, 1931, 1946, 1981 and 1993 and for a sixth time with the 2015 revision. The 1946 edition is arguably still the most commonly used version of the NYPE charter, although many of its twenty-eight clauses are commonly amended or replaced with numerous rider clauses. The decision to revise the 1993 edition was taken because it was felt by BIMCO, ASBA and the SMF that the industry would benefit from a modern and comprehensive dry cargo charter party that reflects contemporary commercial practice and legal developments that have taken place in the past twenty years.

8 The objective of the revision has been to produce a version of NYPE that will have global appeal and which takes proper stock of the most commonly applied amendments and additional clauses used by practitioners in the dry cargo sector. The revision process has benefited from the direct involvement of owners and charterers with the aim of achieving a balance of their respective interests. The form can be used either for trip charters or period time charters. There are some additional clauses that apply only to period time charters (where the minimum charter period exceeds five months) and parties are advised to check carefully whether the additional clauses (see Clause 52 (Period Applicable Clauses)) should or should not apply in the context of their own agreement.

9 Preamble THIS CHARTER PARTY, made and concluded in this day of 20 Between of as *Registered Owners/*Disponent Owners/*Time Chartered Owners (the Owners ) of the Vessel described below *delete as applicable To clearly identify the legal status of the Owners under the agreement, the parties are required to indicate whether the Owners are the legal or registered owners of the ship, or whether they are operating the ship under a bareboat (demise) agreement or are time chartering the ship from another entity. The preamble contains boxes for the parties to include a short summary of the key descriptive information about the ship.

10 Less information is required than in previous versions of NYPE because the new edition incorporates an Annex A (Vessel Description) - a detailed vessel questionnaire that forms part of the Charter Party. The parties may also agree to incorporate the Owners own Vessel description or a completed Charterers questionnaire as Appendix A. The initial capability warranty contained in the NYPE 93 preamble in relation to speed and consumption has been replaced by a continuing warranty in a separate Speed and Consumption clause (Clause 12). 4 NYPE 2015 Explanatory Notes This Charter Party shall be performed subject to all the terms and conditions herein consisting of this main body including any additional clauses and addenda, if applicable, as well as Appendix A attached hereto.