Common use of Other Vessels Clause in Contracts

Other Vessels. In consideration for the provision of the Services by CSM to DSS or the Vessel Owners (in respect of the Technical Management Services), in respect of each Vessel not on a time charter, for a 90-day period commencing the first day after the date of the INSW Transaction Closing, irrespective of when actual delivery of a Vessel occurs pursuant to the Termination Agreement (the “Termination Agreement”), dated as of March 30, 2021, by and between DSS and CSM (the “Transition Period – Other Vessels”), DSS or its designee and/or Newco shall: (i) pay CSM a technical management fee equal to United States Dollars eight hundred fifty (US $850) per Vessel per day for Technical Management Services provided to DSS or the relevant Vessel Owner; provided, that if any Vessel has not been delivered to DSS pursuant to the Termination Agreement for more than 180 days after the INSW Transaction Closing for any reason whatsoever, then from and after such 180 day period, DSS and/or Newco shall pay CSM a technical management fee equal to United States Dollars four hundred fifty (US $450) per Vessel per day (“Late Delivery Fees”). For the avoidance of doubt, if a Vessel is delivered prior to the end of the Transition Period – Other Vessels, the fees for Technical Management Services payable pursuant to this Section 2(i) shall be paid to CSM for the entire Transition Period – Other Vessels, in equal monthly instalments in advance payable at the beginning of every calendar month as if such Vessel were delivered to DSS at end of such Transition Period – Other Vessels. For the avoidance of doubt, if any Vessel has not been delivered to DSS prior to the end of the Transition Period – Other Vessels, CSM shall not be entitled to any payments pursuant to this clause (2)(i) for the period after the Transition Period – Other Vessels other than the Late Delivery Fees which shall only accrue beginning on the 181st day after the INSW Transaction Closing and until the delivery of such Vessel pursuant to the Termination Agreement. (ii) pay CSM (and/or any Sub-Manager or Affiliate as the case may be appointed and nominated by CSM) a Commercial Management Fee generated by each such Vessel; provided, that if any such Vessel has not been delivered to DSS pursuant to the Termination Agreement for more than 180 days after the INSW Transaction Closing for any reason whatsoever, then from and after such 180 day period, DSS and/or Newco shall pay CSM (and/or any Sub-Manager or Affiliate as the case may be appointed and nominated by CSM) a Commercial Management Fee generated by each Vessel beginning on the 181st day after the INSW Transaction Closing. In addition, DSSI and/or Newco shall reimburse CSM for all of the reasonable and documented direct and indirect costs, liabilities, legal expenses and other expenses incurred by CSM and any Sub-Manager in providing the Technical Management Services, not covered by the fee set out in (i) above as more fully set out in the Technical Management Agreements.