Common use of Off-Hire Clause in Contracts

Off-Hire. The Managers agree to indemnify the Owners for any days of off-hire (pursuant to Clause 21 of the Time Charter) or reduced hire (pursuant to Clause 24 of the Time Charter) with respect to the Vessel under the Time Charter such that in any given twelve-month period commencing on the Delivery Date (as defined in the Time Charter) the Owners shall have received from the Time Charterers and the Managers, on a combined basis, a total of 360 days of Basic Hire (as defined in the Time Charter); provided, that nothing in this Clause 24 shall be construed so as to impose an obligation on the Managers to indemnify the Owners for the payment of Basic Hire (as defined in the Time Charter) by the Time Charterers under the Time Charter other than for days of off-hire (pursuant to Clause 21 of the Time Charter) or reduced hire (pursuant to Clause 24 of the Time Charter). The Managers’ obligation to indemnify Owners for off-hire pursuant to this Clause 24 shall be reduced by any amount received by Owners for such off-hire under the off-hire insurance procured by the Managers pursuant to Clause 6 of this Agreement. Any amounts payable pursuant to this Clause 24 for days of off-hire or reduced hire during any calendar quarter shall be paid by the Managers to the Owners on the Date that is no later than 25 days after the completion of the applicable calendar quarter. In the event of payment by the Managers to the Owners of any amounts under this Clause 24, the Managers shall be subrogated to the extent of such payment to any rights of recovery of the Owners under the off-hire insurance procured by the Managers pursuant to Clause 6 of this Agreement, and the Owners shall, upon the request of the Managers, execute all papers reasonably required and shall do everything that may be reasonably necessary to secure such rights, including the execution of such documents necessary to enable the Managers effectively to bring suit to enforce such rights.