Technical Management Services definition
Examples of Technical Management Services in a sentence
In addition, DSSI or its designee (including 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.
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 on a time charter, from the period starting on the date of the closing of the transactions contemplated by the Agreement and Plan of Merger, by and among DSS, Dispatch Transaction Sub, Inc.
If any of the Vessel(s) is sold or otherwise disposed of during the term of this Agreement and as a result CSM provides Technical Management Services at any time to fewer than 25 Vessels, DSS shall work in good faith to replace such Vessel(s) with an Other Vessel(s) or an Additional Vessel(s) within six (6) months.
If CSM agrees to provide such services for such vessel, DSS shall cause the relevant Vessel Owner to enter into a Technical Management Services Agreement with CSM for the then remaining term of this Agreement.
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.
DSS shall promptly notify CSM upon entering into a definitive vessel acquisition agreement of any form and type or shipbuilding contract and CSM shall advise DSS within seven (7) New York business days as to whether CSM wishes to provide such Technical Management Services.
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.
If DSS acquires or orders any additional vessels during the term of this Agreement, CSM will have a right of first refusal, exercisable up to four (4) times, to provide the Technical Management Services, any such vessels for which the offer has been exercised shall be deemed Additional Vessels up to a total number of 29 Vessels under the terms of this Agreement.
Notwithstanding anything to the contrary in the preceding sentence, unless this Agreement shall have been earlier terminated in accordance with its terms or CSM shall be in material breach of a Technical Management Agreement, CSM shall be entitled to provide Technical Management Services for no fewer than 20 Vessels and DSS shall take all necessary action in a prompt manner to ensure that CSM manages no fewer than 20 Vessels.
This Agreement is not assignable by either party without the prior written consent of the other party, not to be unreasonably withheld; except that CSM may, without the prior written consent of CC freely assign this Agreement to any Person that is an Affiliate or subsidiary of CSM or, in the case of the Technical Management Services, to Executive Ship Management Inc.