- This Contract is between the Client and the Lloyd's Register Operating Entity (LR) which maintains offices in the country or region in which the Client’s representative is based at the time that the Client’s representative enters into this Contract. Lloyd's Register Operating Entities (LROE) that are affiliates and subsidiaries of Lloyd's Register Group Limited include: Lloyd's Register EMEA, Lloyd's Register Asia and Lloyd's Register North America Inc. and others listed at: [insert link].
- In these terms and conditions: (i) "Services" means any and all surveys, plan approval and appraisal, classification, certification and reporting services provided at any time to the Client by LR (ii) the "Contract" means this agreement for supply of the Services; (iii) the "LR Group" means LROE, including LR, its affiliates and subsidiaries, and the officers, directors, employees, representatives and agents of any of them, individually or collectively; "Fees" means all fees and charges invoiced to the Client by any LR Group entity pursuant to the terms of this Contract.
- The Client agrees to pay all Fees for the Services as agreed separately in writing between LR and the Client.
- LR will keep confidential and not use or disclose to any third party outside the LR Group any data, plan or other written technical information (the Information) received from the Client except as may be required by law or as may be authorised by the Client, or as referenced below. This obligation will not apply to any Information that: (i) was in the LR Group's possession before its disclosure by or on behalf of the Client to the LR Group; or, (ii) is disclosed to a third party through no fault of the LR Group; or, (iii) otherwise becomes available to the LR Group from an independent source not under a confidentiality obligation to the Client; or, (iv) is posted on the LR Group ‘Class Direct’ website or App; or, (v) is provided to an LR contractor or supplier under confidentiality terms and controls; or, (vi) LR is requested to provide the Information to: (a) a Flag State authority (including the EU Commission representatives); or, (b) another IACS member (pursuant to the IACS early warning rules); or, (c) an owner of the relevant vessel. This obligation will survive termination of the Contract.
- Notwithstanding the general duty of confidentiality owed by LR, LR will participate in the IACS Early Warning System which requires LR to provide its fellow IACS members with relevant technical information on serious hull structural and engineering system failures, as defined in the IACS Early Warning System (but not including any drawings relating to the ship which may be the specific property of another party), to enable such useful information to be shared and utilised to facilitate the proper working of the IACS Early Warning System.
- Information obtained by LR from the Client may be used by the LR Group or its contractors for research purposes to help understand risk trends or to help enhance safety. Such research may be published by the LR Group in a form that does not allow identification of any individual vessel, installation or product.
- In providing Services, information, or advice, the LR Group does not warrant the accuracy of any information or advice supplied. Except as set out in these terms and conditions, the LR Group will not be liable for any loss, damage, or expense sustained by any person and caused by any act, omission, error, negligence, or strict liability of any of the LR Group or caused by any inaccuracy in any information or advice given in any way by or on behalf of the LR Group even if held to amount to a breach of warranty. Nevertheless, if the Client uses the Services or relies on any information or advice given by or on behalf of the LR Group and as a result suffers loss, damage, or expense that is proved to have been caused by any negligent act, omission, or error of the LR Group or any negligent inaccuracy in information or advice given by or on behalf of the LR Group, then LR will pay compensation to the Client for its proved loss up to but not exceeding the amount of the fee (if any) charged by LR for that particular service, information, or advice.
- Notwithstanding the previous clause, the LR Group will not be liable for any loss of profit, loss of contract, loss of use, or any indirect or consequential loss, damage, or expense sustained by any person caused by any act, omission, or error or caused by any inaccuracy in any information or advice given in any way by or on behalf of the LR Group.
- No LR Group entity will be liable or responsible in negligence or otherwise to any person not a party to this Contract pursuant to which any certificate, statement, data, or report is issued by an LR Group entity for (i) any information or advice expressly or impliedly given by an LR Group entity, (ii) any omission or inaccuracy in any information or advice given, or (iii) any act or omission that caused or contributed to the issuance of any certificate, statement, data, or report containing the information or advice.
- This Contract and any dispute or claim between any member of the LR Group and the Client arising from or in connection with it, or the Services provided, will be governed by English law. Except as provided below, LR and the Client irrevocably agree that the English courts will have exclusive jurisdiction over any dispute or claim arising from or in connection with this Contract or the Services provided. Nothing in this clause limits the right of LR to take debt collection proceedings against the Client in any other court of competent jurisdiction.
- No addition, alteration or substitution of these Contract terms will bind LR , or form part of this Contract unless it is expressly accepted in writing by an authorised LR representative who expressly states in writing that LR is agreeing to alter these Terms and Conditions. In the event of any conflict between these Contract terms and any document purporting to impose different terms, these Contract terms will prevail.
- Plans and particulars of any proposed alterations to the approved scantlings and arrangements of hull, equipment, or machinery are to be submitted to LR for approval, and the alterations are to be carried out to the satisfaction of the LR Group's surveyors.
- LR in its discretion may withhold Services or in the event of non-payment of any Fees.
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