1. This is a statement of the terms and conditions according to which Cessnet Sdn Bhd will sell marine bunkers.
2. General trading conditions of another party will not apply, unless expressly accepted in writing by Cessnet Sdn Bhd.
3. Throughout this document the following definitions shall be applied:
a. "Seller" means Cessnet Sdn Bhd
b. "Buyer" means the vessel supplied and jointly and severally her Master, Owner, Managers / Operators, Disponent Owners, Time Charterers, Bareboat Charterers
and Charterers or any party requesting offers or quotations for or ordering Bunkers and/ or Services and any party on whose behalf the said offers, quotations,
orders and subsequent agreements or contracts have been made.
c. "Bunkers" means the Commercial grades of bunker oils as generally offered to Seller's customers for similar use at the time and place of deliver and/or services
d. "Owners" means the registered Owner or Bareboat Charterer of the vessel.
e. "Vessel" means the Vessel, Ship, Barge or Off-shore Unit that receives the supply / bunkers; either as end-user or as transfer unit to a third party.
Offers, Quotations and Prices
4. An Agreement shall only be binding on the Seller upon written confirmation from the Seller thereof.
5. All prices and/or tariffs are exclusive VAT unless specifically stated otherwise.
6. The Buyer shall have the sole responsibility for the nomination of the quality & quantity of the Bunkers, which shall correspond to the written confirmation from the
7. Where standard specifications are being given or referred to, tolerances of 5% in quality are to be accepted without compensation or other consequences
8. In respect of agreed quantity, Buyer shall accept a variation of 5% from the agreed quantity, with no other consequences than a similar variation to the
corresponding invoice from the Seller.
9. The quantities of bunkers shall be determined from the official gauge or meter of the bunkering barge or tank truck delivery or of the shore tank in of delivery
10. The chief engineer or his representative shall jointly with Sellers representative measure and verify the quantities of bunkers delivered from tanks from which
deliveries are made.
11. Should said chief engineer or his representative fail or decline to verify quantities, measurements of quantities made by the Seller, aforesaid shall be final,
conclusive and binding as to quantities sold and delivered, and in any such event the Buyer shall be deemed to have waived all claims for variance.
12. The Seller shall arrange for 3 identical representative samples of each grade of bunker to be drawn throughout the entire bunkering operation (if this possible) in
the presence of both the Sellers and the Buyers or their representatives.
13. In case that drip sampling is not available onboard barge or tank truck nor shore-tank, samples shall be as a composite of each tank divided with 1/3 from
each top/mid/bottom of tanks.
14. In the event of a dispute as regards the quality of the bunkers, samples as per above shall be deemed to be conclusive and final evidence for the quality of the
product as delivered. No samples subsequently taken shall be allowed as (additional) evidence.
15. In any case Buyer must give not less than 48 hours approximate and 24 hours definite notice to the Seller or the Sellers agents at the place of the vessel's
readiness to receive delivery.
16. Seller shall not be required to deliver any bunkers for the export of which any Government permit is required and has not been obtained.
17. The vessel in question shall be bunkered as promptly as circumstances permit, Seller shall not be liable to demurrage paid or incurred by the Buyer or loss or
damage or delay of the vessel of any nature whatsoever due to the congestion at the loading terminal, prior commitments of available barges or tank trucks or for
any other reason.
18. In case the Buyers vessel is not able to receive promptly and smoothly, Buyers is to be responsible for and to pay reasonable demurrage claims to the barging
19. Delivery shall be deemed completed and all risks, including loss, damage, deterioration, depreciation, evaporation, or shrinkage as to bunkers so delivered shall
pass to Buyers as the bunkers reaches the flange connecting the pipelines or delivery hoses with the delivery facilities provided by the Seller.
20. If Buyer for whatever reason is unable to receive the full quantity ordered and tendered, Seller shall have the right to invoice Buyer for the loss incurred by having
to transport the fuel back to the storage or by having to sell the fuel in a degraded form at a lower price than that applicable to the grade originally nominated by
the Buyer without prejudice to the Seller's other rights under this agreement for damages or otherwise.
21. Title to the product (s) supplied pursuant to this contract shall remain with the Seller until the Seller has been paid in full and the Seller shall have a lien on the
vessel and on any bunkers on board her in respect of its claim for payment for the product (s) which are the subject hereof, which claim shall include interest,
legal costs and any other ancillary costs attendant upon enforcement of this contract and/or the Seller's lien.
22. In case the bunkers, in part or in full, are no longer (definable) present, the Seller has the right to attach the vessel and/or sister ship and/or other assets of the
Buyer wherever situated in the world without prior notice.
23. The Buyer as directed by the Seller shall make payment within the days agreed as per written confirmation.
24. Payment shall be made in full, without set-off, counterclaim, deduction and or discount, free of bank charges to the bank account indicated by the Seller on the
25. Notwithstanding any agreement to the contrary, payment will be due immediately in case of bankruptcy, liquidation or suspension of payment or comparable
situation of the Buyer, or arrest upon assets and/or claims of the Buyer, or in case of any other situation, which in the sole discretion of the Seller, adversely
affects the financial position of the Buyer.
26. Payment shall be deemed to have been made on the date designated by the Seller as the date which the Seller has received the payment. If payment falls on
a non-business day, then payment shall be made on or before the business day nearest to the due date. If the preceding and succeeding business day is equally
near to the due date, then payment shall be made on or before the preceding business day.
27. Any delay in payment shall entitle the Seller to interest at the rate of 2.00% (presently) per month prorated or any part thereof without prejudice to any rights or
remedies available to the Seller.
28. Payments made by the Buyer shall, notwithstanding the description, be credited with costs, subsequently with interest, and thereafter with invoices in the order
of their ages, also if not yet mature.
29. All costs borne by the Seller in connection to the collection of overdue payments, whether made in or out of court and in general all costs in connection with
breach of this agreement by the Buyer, shall be for the Buyers sole account.
30. The Seller shall at all times be entitled to require that the Buyers shall give, in such matter as shall be deemed sufficient by the Seller, security for the proper
performance of all its obligations under the agreement. Failing immediate provision of such security, the Seller shall inter alia be entitled to stay further execution
of the agreement(s) until such time as the Buyer will have provided the required security.
31. Claims concerning quality shall have to be submitted to the Seller in writing within 15 days after delivery, failing which the rights to complain or claim
compensation of whatever nature shall be deemed to have been waived and absolutely barred for all times.
32. In any case, claims will be time barred unless legal proceedings have been instituted before the competent court as per clause hereof within 12 months after the
date of delivery that delivery should have been made.
33. Liability of the seller for consequential damages is excluded. In any event and notwithstanding anything to the contrary herein liability of the Seller shall not
exceed the invoice value of the bunkers supplied ender the relevant agreement for the relevant vessel.
34. If the buyer exercises reasonable diligence, the Buyer shall not be liable for failure to receive any particular delivery if prevented there from by force majure. The
Buyer shall indemnify the Seller or the seller's supplier for any damage caused by the Buyer, the Buyer's agents or employees in connection with any deliveries
35. In the event of the Seller, as a result of force majure, can only deliver superior grade of bunkers, the Seller is entitled to offer the said grade, and the buyer must
accept delivery thereof and pay the applicable price.
Breach / Cancellation
36. The Seller shall have the option to immediately cancel the agreement in full or in part, or to store or to procure the storage of the bunkers in whole or in part for
the account and risk of the Buyer and to charge the Buyer the expenses thereby incurred, to amend nominated prices or to hold the Buyer fully to the agreement
at buyers sole discretion, or to take any other measures the Seller deems appropriate, without prejudice to its rights to indemnification, without any liability on
the side of the Seller, in any (but not limited) on of the following cases:-
37. when the Buyer, for whatever reason, fails to accept the bunkers in part or in full at the place and time designated for delivery;
38. when the Buyer fails in part or in full to comply with its obligations to pay any amount due to the Seller and/or provide security as set out herein;
39. when, before the date of delivery, it is apparent in the opinion of the Seller that the financial position of the Buyer entails a risk for the Seller;
40. when, in case of force majure, the Seller is of the opinion that the nature or the duration of the circumstances is such, that the execution of the agreement shall
41. The Seller may terminate this contract in whole or in part, at its own discretion, upon the breach of any provisions hereof by the Buyer.
Spillage, Environmental Protection
42. If a spill occurs while bunkers are delivered, the Buyer shall promptly take such action as is necessary to remove the spilled bunkers and mitigate the effects of
such spill. Without prejudice to the generality of the foregoing the Seller is hereby authorized as its option on notice to and at the expense of the Buyer to take
such measure and incur such expenses (whether by employing its own resources or by contraction with others) as are necessary in the judgment of the Seller to
remove the spilled bunkers and mitigate the effects of such spill. The Buyer shall co-operate and render such assistance as is required by the Seller in the course
of such action. All expenses, claims, losses, damages, liability and penalties arising from spills shall be borne by the party that caused the spill by a negligent
act or omission. If both parties have acted negligently, all expenses, claims, losses, liability and penalties, shall be divided between the parties in accordance
with the respective degree of negligence. The burden of proof to show the Sellers negligence shall be on the Buyer. The Buyer shall give the Seller all documents
and other information concerning any spill or any program for the prevention thereof, that are required by the Seller, or are required by law or regulation applicable
at the time and place of delivery.
Arrest Of The Vessel
43. Notwithstanding anything to the contrary herein and without prejudice to any rights or remedies otherwise available to the Seller, the Buyer by its acceptance of
these conditions expressly authorizes the Seller to arrest the vessel in question, or any other vessel owned or operated by the Buyer under any applicable
jurisdiction as security for the obligations of the Buyer vis-a-vis the Seller in every respect should the buyer fail to make any payment to the seller immediately
when due. The Seller may dispose of such arrested vessel whether by sale or otherwise as applicable under any relevant jurisdiction. Any costs or expenses of
whatever kind incurred by the Seller in respect of such arrest shall be for the sole account of the Buyer and shall be added to the claim for which arrest is made.
44. If the Buyer is not the registered owner of the vessel in question the Master's (or any authorized representative) signature any bunker request, receipt or other
document shall be deemed to be an unconditional and irrevocable acceptance of the terms hereof and an unconditional confirmation that the bunkers supplied for
the purpose of the Vessel and for the benefit of the Vessel and the registered owners with the effect inter alia that the Seller may proceed against the vessel as
set forth in Clause 29 above should the Buyer fail to make timely payment of any amount due to the Seller.
Law And Arbitration
45. This agreement shall be governed in all matters by the laws of Malaysia.
46. For the sole benefit of the seller it is further agreed that the seller may proceed against the Buyer, any third party or the vessel owner in such jurisdiction as the
seller in its sole discretion sees fit inter-alia for the purpose of securing payment of any amount due to the Seller from the Buyer.
The Text Of These Conditions
47. The text of these conditions being valid as from January 1st 2014.