Skipper Business Declaration

Skipper Business Declaration

Parties and Identification

Skipper Name:

Client Name:

Sole Proprietorship Limited Liability Company (LLC) Corporation Partnership Other

Recitals

WHEREAS, the Skipper represents that the Skipper is duly authorized to operate the vessel identified above and to conduct commercial maritime activities as a business under the Business Name stated in this Declaration; and

WHEREAS, the Client requires services of a skipper for commercial navigation, transportation, charter, instruction, or related maritime services (collectively, the Services), and the Skipper has represented that the Skipper possesses the necessary qualifications, licenses, and insurance to perform such Services; and

WHEREAS, the Parties desire to set forth the scope of Services, payment terms, and the declarations of compliance and confidentiality that will govern the provision of Services.

Scope of Work

The Skipper shall perform the Services described below in a professional and seaworthy manner consistent with prevailing maritime practices. Detailed description of Services:

Payment Terms

Fee Amount:

Late Payment Fee:

All fees are due in accordance with the Payment Schedule. The Skipper may suspend Services for non-payment following written notice and the expiration of the cure period set forth in the Term and Termination section.

Term and Termination

Term Commencement Date:    Term End Date:

Either Party may terminate this Declaration for convenience upon written notice delivered to the other Party not less than days prior to the effective termination date. For material breach, the non-breaching Party may terminate if the breaching Party fails to cure within days after written notice specifying the breach.

Termination shall not relieve either Party of obligations incurred prior to the effective date of termination, including payment for Services performed and costs reasonably incurred in winding down performance.

Confidentiality

Definition: "Confidential Information" means non-public information disclosed by one Party (the Discloser) to the other Party (the Recipient) relating to pricing, business operations, client lists, technical data, vessel specifications, crew qualifications, and other proprietary matters identified as confidential at the time of disclosure.

Obligation: The Recipient shall (i) use Confidential Information solely for the performance and administration of this Declaration, (ii) protect Confidential Information with at least the same degree of care it uses to protect its own confidential information, but no less than reasonable care, and (iii) not disclose Confidential Information to third parties except to its employees, agents, contractors, or insurers who have a need to know and are bound by confidentiality obligations no less protective than those herein.

Exclusions: Confidential Information does not include information that: (a) is or becomes public other than by breach of this Declaration; (b) was rightfully in the Recipient's possession prior to disclosure; (c) is received from a third party without breach of any obligation of confidentiality; or (d) is independently developed without use of the Discloser's Confidential Information.

Remedies: The Parties acknowledge that a breach of this Confidentiality clause may cause irreparable harm for which monetary damages may be inadequate. Accordingly, the Discloser may seek injunctive relief and any other remedies available at law or in equity.

Representations, Warranties and Compliance

The Skipper represents and warrants that the Skipper holds all licenses, certifications, and insurance required to perform the Services and will maintain such insurance in commercially reasonable amounts during the Term. The Skipper agrees to comply with all applicable maritime, safety, environmental and workplace laws and regulations.

Indemnification

Each Party shall indemnify, defend and hold harmless the other Party and its officers, agents, and employees from and against any claims, liabilities, losses, or expenses (including reasonable attorneys' fees) arising out of the indemnifying Party's negligence, willful misconduct, or breach of this Declaration. This indemnity shall not apply to the extent such claims arise from the indemnitee's own negligence or willful misconduct.

Governing Law and Dispute Resolution

This Declaration shall be governed by and construed in accordance with the laws of the jurisdiction specified by the Parties below. The Parties agree to attempt in good faith to resolve disputes promptly by negotiation. If negotiation fails, disputes will be resolved by binding arbitration in the agreed jurisdiction, unless the Parties agree otherwise in writing.

Entire Agreement

This Declaration, together with any exhibits or schedules expressly incorporated herein, constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations and discussions, whether oral or written. No amendment or modification shall be effective unless in writing and signed by both Parties.

Acknowledgment and Certification

The undersigned certify that they are authorized representatives of the Parties and that the information provided in this Declaration is true, accurate and complete to the best of their knowledge. The Skipper certifies that required insurance and licenses are in force as of the execution date below and will be maintained for the Term.

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