Coast Guard Service Contract

COAST GUARD SERVICE CONTRACT

Parties and Effective Date

Client Name:

Contractor Name:

Effective Date:

Recitals

WHEREAS, Client is responsible for the safety, security and operational oversight of specified coastal and port facilities and requires specialized maritime and auxiliary support to perform patrol, search and rescue support, and inspection assistance; and

WHEREAS, Contractor represents that it possesses the personnel, vessels, equipment, licenses and experience necessary to provide Coast Guard support services and agrees to perform such services in accordance with the terms and conditions set forth in this Contract; and

WHEREAS, the parties desire to set forth in writing their respective obligations, compensation and risk allocation relating to the services described herein.

Scope of Work

Contractor shall furnish all labor, vessels, equipment, materials and supervision necessary to perform the services described below. Contractor shall perform the work in a professional manner and in compliance with all applicable maritime, safety and environmental laws and accepted industry standards.

Payment Terms

Client shall pay Contractor for services rendered in accordance with the schedule below. Payments shall be due upon receipt of a proper invoice unless otherwise stated in this Contract. Unless otherwise agreed in writing, all amounts are stated in U.S. dollars.

Contractor shall submit invoices with sufficient detail to identify services performed, dates, personnel, vessel identification and any reimbursable expenses. Client shall pay undisputed amounts within thirty (30) days of receipt of invoice. Disputed invoice items shall be raised in writing within ten (10) days and the parties shall promptly meet to resolve the dispute.

Term and Termination

This Contract shall commence on the Start Date and continue until the End Date unless earlier terminated as provided herein.

Start Date:     End Date:

Either party may terminate this Contract for cause upon written notice if the other party materially breaches any obligation and fails to cure such breach within the notice period specified above. Client may immediately suspend or terminate performance if Contractor’s conduct creates an imminent threat to safety, security or the environment.

Confidentiality

Each party shall maintain as confidential all non-public information, records, reports, data, technical materials and communications provided by the other party in connection with this Contract ("Confidential Information"). Confidential Information shall not include information that is generally known to the public through no fault of the receiving party or that is required to be disclosed by law; provided that the disclosing party is given prompt notice and an opportunity to seek protective measures.

Receiving party shall use Confidential Information solely for performance of this Contract and shall ensure that its employees and subcontractors with access to such information are bound by confidentiality obligations at least as protective as those herein.

Insurance, Indemnity and Safety

Contractor shall maintain and furnish certificates evidencing commercial general liability, marine liability, workers' compensation and any other coverage reasonably required by Client. Contractor shall name Client as an additional insured for claims arising from Contractor’s performance under this Contract. Contractor shall indemnify and hold harmless Client, its officers and agents from and against any claims, liabilities, damages, losses and expenses arising out of Contractor’s negligent acts, errors or omissions in the performance of the Services.

Compliance with Laws and Permits

Contractor shall obtain and maintain, at its sole expense, all licenses, permits and approvals required for the performance of the Services and shall comply with all applicable federal, state and local laws, regulations and maritime rules, including safety and environmental statutes.

Governing Law; Dispute Resolution

This Contract shall be governed by and construed in accordance with the laws of the State of , without regard to conflict of laws principles. The parties shall attempt in good faith to resolve disputes promptly by negotiation between senior representatives. If unresolved, disputes shall be submitted to binding arbitration in the governing state under commercial arbitration rules agreed by the parties.

Entire Agreement; Amendments

This Contract, including all attachments and referenced schedules, constitutes the entire agreement between the parties concerning the subject matter hereof and supersedes all prior negotiations, representations and agreements, whether written or oral. Any amendment or modification of this Contract must be in writing and signed by authorized representatives of both parties.

Representations and Certifications

Contractor represents and certifies that it has the full right, power and authority to enter into this Contract, that Contractor is not debarred or suspended from federal contracting, and that all personnel and equipment provided under this Contract meet applicable regulatory standards and are fit for their intended purpose.

Notices

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