for Commercial Vessel Transactions
The Baltic and International Maritime Council (BIMCO) recently introduced SHIPSALE 22, a fresh standard contract form tailored for both commercial sellers and purchasers of vessels. Designed as an upgrade to the widely-used SALEFORM 2012 contract, SHIPSALE 22 brings refinements to the table for a more user-friendly experience.
What’s New in SHIPSALE 22?
1. Streamlined Format: SHIPSALE 22 adopts the “box” format commonly found in many BIMCO forms. It condenses essential deal-specific inputs into boxes on the first page for easy reference.
2. Improved Sequence: The sale clauses have been reorganized to mirror the typical sequence of ship sale transactions, enhancing clarity and flow.
3. Modernization: Several clauses have been updated to align with contemporary practices and issues, including conditions precedent, international sanctions, and electronic signatures.
Key Considerations:
While SHIPSALE 22 maintains continuity with SALEFORM 2012 in substance, there are noteworthy adjustments in details, rights, obligations, and timeframes that demand thorough scrutiny. One notable change pertains to the selection of applicable law and dispute resolution.
Previously, SALEFORM 2012 offered three clauses for choice of law and dispute resolution, allowing parties to cross out the unused clauses. In contrast, SHIPSALE 22 presents a single choice in Box 26, Part II, specifying English law and LMAA arbitration in London.
However, this could potentially be a matter of clarification or revision, as it seems to differ from the earlier format. Furthermore, BIMCO may intend to incorporate alternative language for Clause 26 based on various versions of the “BIMCO Law and Arbitration Clause 2020” developed for London, New York, Singapore, and Hong Kong.
Adapting to Your Needs:
The essence of SHIPSALE 22 is to facilitate the selection of applicable law and dispute resolution provisions that align with the unique circumstances of each vessel and transaction. While retaining the option for New York law, there may be value in including additional arbitration clauses for prominent venues like Singapore. Additionally, offering a model choice of law clause, such as option “c” in SALEFORM 2012, could cater to parties opting out of arbitration.
Stay updated as SHIPSALE 22 emerges as a valuable tool for vessel sales and purchases in the maritime industry.