货物运输无单放货- 提单持有人扣船索赔的和解协议
SETTLEMENT AGREEMENT This Settlement Agreement (the “Agreement”) is made on this ___ day of April 2023. BY AND BETWEEN:(1) The Owners of the vessel “AAAAAA (hereinafter referred to as “the Shipowners”); and (2) BBBBBBBBBBB (hereinafter referred to as the “Receivers”); and Each, a “Party” and together the “Parties”. WHEREAS: A. The Receivers hereby warrant and confirm that they are the holder of the first original, second original, third original, negotiable copy and non-negotiable copy of the Bill of Lading bearing No. RC-KDL-18A.B. The Receivers claimed that 1000 MT of Cargo under Bill of Lading No. RC-KDL-18A was not delivered to them despite presentation of the Original Bill of Lading No. RC-KDL-18A. The Receivers approached the High Court of Gujarat and filed Admiralty Suit No. 6/2023 for alleged misdelivery/non-delivery of 1000 MT of Cargo and claimed a sum of USD 450,000.00 plus interest as compensation and costs (the “Receiver’s Claim”). The Hon’ble High Court of Gujarat by order dated 01.04.2023 passed and order of arrest of the Vessel, towards security for the Receivers Claim. C. While the Vessel remained under arrest and Admiralty Suit was pending, pursuant to various without prejudice discussions between the Shipowners and the Receivers, the Parties have agreed to amicably settle their disputes on a without prejudice, without admission of liability basis and finalized a settlement sum totalling to US$ 210,000.00______________ (United States Dollars Two hundred and ten thousand only________________) in lump sum as full and final settlement of the Receiver’s allegedClaims. IN CONSIDERATION FOR THE MUTUAL OBLIGATIONS AND PROMISES HEREIN AFTER CONTAINED IT IS HEREBY AGREED AS FOLLOWS:(1) In full and final settlement of the Receiver’s Claims, including all interest and all legal costs relating thereto, the Shipowners agree to pay the Receivers the sum of US$ 210,000.00______________ (United States Dollars Two hundred and ten thousand only________________) (the “Settlement Proceeds”). (2) 50% of the Settlement Proceeds shall be made immediately up on execution of the Settlement Agreement and the remaining 50% shall be made within three (3) working___ days from the date of obtaining order of release of the Vessel from the High Court of Gujarat. (3) The Receiver delivery the original Bill of loading to ship-owner via their lawyer : xxxxxx to ship-owner within 1 day when they received the total sum of USD 210,000.00 .(4) Payment of the Settlement Proceeds will be made to the Receivers, to the account mentioned below [please provide]: Beneficiary: Bank: Current Account number: SWIFT: IFSC: Branch: Bank Address: (5) All Parties and signatories hereby confirm that they have all requisites and necessary corporate powers and resolutions and have full authority to execute this Agreement. This Agreement may be signed and exchanged by fax or as attachment of email and shall be binding as such. (6) The Agreement is in full and final settlement of the Receiver’s Claims and any claim arising out of or in connection with the Bills of Lading and in consideration of the Settlement Proceeds, the Receivers and/or their cargo insurers irrevocably agree upon receipt of the Settlement Proceeds to: i) immediately produce this Agreement before the High Court of Gujarat, obtain an order of release of the Vessel and withdraw the Admiralty Suit, unconditionally and no later than 24 hours from the receipt of 50% of the Settlement Proceeds; ii) Immediately handover the first original, second original, third original, negotiable copy and non-negotiable copy of the Bill of Lading bearing No. RC-KDL-18A and provide anundertakeing in writing stating that the Bills of Lading isare the original Bills of Lading with respect to 1000 MT of theCargo and no other Bills of lading in respect of theCargo are in circulation. iii) immediately and forever release and discharge the Shipowners, their managers, operators, charterers, agents, master, crewmembers, correspondents, insurers, P&I clubs, sister ships, associated ships and/or any other party interested in the M.V. "AAAA" from any liability for any and all losses, expenses, costs, legal proceedings and/or others arising from and/or in connection with the Cargo carried under bills of lading bearing number XXXXXXXXXXXXX dated 03.09.2022 from any other party including but not limited toother B/L notify party and/or their cargo underwriters.. iv) indemnify the Shipowners, their directors, officers, employees, agents, correspondents, insurers, managers, subsidiaries, affiliates, successors and assignees and all financial entities or other organizations or persons having financial interest in the said Vessel, her charterers, managers, operators and all other persons, firms or corporations having any interest therein or connected therewith and hold them free and harmless for all claims, actions, proceedings, suits, obligations, damages, sum of money, and/or demands of every kind and nature, past, present and future whether arising out of the Bills of Lading bearing number XXXXXXX dated 03.09.2022 or contract or law or in equity or in tort or in bailment that the Receivers or any other party may bring against the vessel M.V “AAAAA 2”, her sister ships, associated ships, the Shipowners, managers, all financial entities or other organizations or persons having financial interest in the said Vessel, her charterers, managers, operators and all other persons, firms or corporations having any interest therein or connected therewith. (7) In consideration of the Settlement Proceeds, the Receivers further irrevocably agree to refrain from arresting and/or detaining M.V. AAAAA or her sister ships or associates ships or any other property in the same ownership or management or control, in connection with the Receiver’s Claims or any claim arising out of or in connection with Bills of Lading bearing number XXXXXXXXXXXX dated 03.09.2022 or from initiating Suit or any legal proceedings in any jurisdiction in the world. (8) In consideration of the receipt of the Settlement Proceeds, the Receivers further confirm that they will not seek indemnity and/or reimbursement from their cargo insurers which could trigger recovery proceedings against the vessel M.V “AAAAA”, her Owners, managers, all financial entities or other organizations or persons having financial interest in the said Vessel, her charterers, managers, operators and all other persons, firms or corporations having any interest therein or connected therewith; The Parties expressly recognise that the Settlement Proceeds are to be retained by way of commercial settlement and in no way, constitute any admission of liability on behalf of the Parties.(9) The parties shall each bear their own legal costs in relation to this Agreement. (10) The Agreement contains the entire agreement between the Parties and supersedes any previous undertaking, commitment, agreement or oral or written representation whatsoever, in respect of the subject matter hereof. (11) This Settlement Agreement shall be executed in 2 (two) originals, one set for each party, but all the counterparts shall together constitute one and the same instrument. (12) The Agreement is to be governed by and constructed in accordance with English Law, and any dispute arising hereunder shall be referred to the exclusive jurisdiction of the English High Court at London. IN WITNESS WHEREOF the parties have each by their duly authorized representatives executed this Agreement on the date first above written: Signed………………………………..For and on behalf of ShipownersName:Designation: Signed……………………………….For and on behalf of Receivers Name:Designation: