Atlantic Offshore is a leading provider of emergency response, rescue and recovery, multi-role and platform supply vessel operations, currently within the UK and Norwegian energy sectors. Typical features include oil recovery capabilities, fast rescue craft, fire-fighting and daughter craft. Atlantic may also carry out duties such as inter-field cargo operations, offshore storage, life boat replacement operations, towage assistance and pollution control.
Atlantic Offshore is headquartered in Sotra, Norway with a regional operation in Aberdeen, UK. We pride our selves on our focus on safety, quality, environment and operational excellence. Our success is accountable to our investment in technology, training and development coupled with a highly motivated workforce.
The Group currently operates 12 vessels in the North Sea, which of 11 are on long term contracts. Atlantic Offshore is ISO 9001 and ISO 14001 certified by Lloyds Register. In addition, the company is certified and verified by FPAL (UK) and EPIM (NOR).
Atlantic Offshore is a supplier of MRV and PSV services to the oil and gas industry that customers prefer to work with and employees prefer to work for.
Atlantic Offshore was established in its present form in 2008, building on companies with 20 years of experience in the emergency recovery and response marked.
Atlantic Offshore is a niche player in the UK and Norwegian offshore marked with focus on ERRV operations. Currently, we own and operate 9 ERRV/MRV class A and 3 PSV. We have more than 300 crew members trained in rescue operations.
- Vision and Objectives
- Modern Slavery Act
- Business conduct and ethics
- Conditions of Procurement
Atlantic Offshore shall use our knowledge and experience to provide marine services that meet, or exceed, the requirements of our customers by understanding their needs and preferences. AO is committed to provide Healthy and Safe Working and Living conditions for all Employees, Third Party personnel, Sub‐Contractors onboard company vessels and premises.
Management accepts its duty to ensure that all practical measures are taken to provide and maintain
safe and healthy conditions on board ships and premises, as well as design, construction and
operation of all plant, machinery and equipment. Health and Safety responsibilities rank equally with
all other company responsibilities. The ultimate responsibility for AOM’s Health and Safety
performance rests with the Managing Director. The Management of Atlantic Offshore will:
· Encourage the active involvement of all employees and sub-contractors in the company’s effort to promote and improve service to the customer and standardsof Health and Safety
· Make the necessary resources available to enable employees to achieve the Company’s objectives
· Encourage continuous improvement in safety awareness and safety management skills at all levels within the Company
· Improve performance and safety by implementing routines and procedures designed to identify and prevent the consequences of unsafe acts and habits that may lead to incidents or near misses
· Execute Safety Risk Analysis and Safety Risk Assessment in order to prevent unwanted occurrences and consequences
· Implement an effective “Feedback System” to ensure that all Employees learn from unplanned events
· Ensure that effective Personal Protection Equipment (PPE) is available to all Employees.
· Regular Safety drills and training to be carried out both on and offshore.
· Maintain it’s No smoking policy on board and at the office. Smoking is only permitted outdoors or in confined spaces designated for the purpose.
· Establish a methodology for risk assessment for competency, critical equipment, environmental impact, emergencies and key operations.
It is the duty of all Employees, including Employees of Sub-Contractors to act responsibly in order to prevent injury to themselves or fellow workers. Action will be taken where this primary requirement is not observed.
Health & Safety is the direct responsibility of all employees within Atlantic Offshore, Third Parties and Sub Contractors irrespective of position or rank. All personnel hold the responsibility to be conversant with and work within the principles and procedures of Atlantic Offshore’s Quality, Health, Safety and Environmental Management System. In particular:
· Attend safety meetings and participate in the SMS improvement system, giving feed-back where relevant
· Notify the onboard Safety Officer, shore Safety Manager/Designated Person, regarding any dangerous occurrences, near misses or risks to Health or Safety
· Promptly report any accident, or potential danger, and actively participate in any subsequent investigation
· Ensure that all equipment provided in the interests of health and safety is readily available as required, properly used and to report any deficiencies with such equipment
· Prevent misuse any equipment provided for Health and/or Safety protection.
The ultimate responsibility for the Company’s Quality, Health, and Safety performance rests with the Managing Director.
Our Company provides Emergency Response, Rescue, Oil recovery and Supply operations for the oil and gas industry. The company operates Multirole Rescue and Platform Supply Vessels in the North Sea. The quality, environmental and safety management system, hereafter called the Integrated Management System (IMS), shall be applicable on all vessels and offices managed by the company.
The Company shall deliver prime quality services to our customers and be among the leaders in our business segments. All processes shall be defined and described. The process risks shall be identified assessed and measures shall be implemented to achieve this goal, and ensure continuous improvement within the organisation. Customer feedback and complaints shall be recorded and actions shall be taken to correct the issues in the complaints, if they are reasonable.
Health and Safety
All processes needed to achieve the vision of zero injuries and work-related illness shall be defined and described. The processes risks shall be identified and control measures shall be implemented in the IMS. The IMS shall set the frames for safe practices in ship operation and a safe and secure working environment, free of any kind of bullying or harassment. Safety management skills for all employees shall be continuously improved, including preparing for emergencies related to safety and environmental protection, and to cyber safety and security. Any notifications regarding harassment and bullying will be seriously handled by the company, in strict confidence.
To achieve the vision of zero environmental discharges and to keep the Company’s environmental impact as low as practically possible all environmental impacts shall be identified and assessed, control measures shall be implemented for the significant impacts. All vessels shall be operated with the aim to prevent pollution, or focus on reducing pollution when it cannot be avoided. New technology or methods should, when possible, be adopted to reduce the company’s environmental impact.
Within the context of our organisation, we are committed to follow all legal requirements applicable for the company, including applicable codes, guidelines and standards recommended by IMO, the Flag states, classification societies and maritime industry organisations. All employees, in all positions, on board and ashore, shall have the necessary qualifications to conduct their job to the high standard and in compliance with relevant rules and regulations.
Employees have always, and shall continue to be, involved in development of our internal procedures to ensure a common understanding of all our procedures and processes.
All employees shall be familiar with, and work within the principles and procedures of, the Integrated Management System. Sufficient resources, such as financial means, training and equipment needed to implement and achieve the Company’s goals in the Integrated Management System, shall be given.
The IMS shall constantly be improved; goals to achieve this shall be set in the annual QHSE plan. All significant environmental impacts within the Company’s context shall have its own performance indicator in this plan.
Atlantic Offshore shall ensure that all practical measures are taken to provide and maintain quality, health, safety and environmental conditions on board its vessels and its offices, including design, construction and operation. Health, Safety and Environmental responsibilities rank equally with all other company responsibilities. The ultimate responsibility for AO’s Health and Safety performance rests with the CEO.
· Zero injuries
· Zero occupational illnesses
· Zero fires and/or material damage
· Zero discharges of substances which may damage the environment
Atlantic Offshore shall:
· Follow all appliccable laws and regulations
· Ensure safe operations to prevent injuries and spill
· Minimise the environmental impact
· Participate in internal/external QHSE meetings and conferences
· Have customer focus
· Design safe, efficient and environmental friendly vessels
· Continuously improve the QHSE Management System, QHSE Plan.
This statement is made pursuant to s.54(1) of the Modern Slavery Act 2015. This has been approved by the board of directors of Atlantic Offshore.
The Modern Slavery Act 2015 creates offences in respect of slavery, servitude, forced or compulsory labour and human trafficking [Modern Slavery]. Atlantic Offshore is committed to combatting all forms of Modern Slavery.
Atlantic Offshore owns and operates Emergency Response and Rescue Vessels. We are committed to working with the supply chain to ensure compliance with the Modern Slavery Act.
Our Policies and Procedures
Atlantic Offshore has the following policies, procedures and accreditations in place:
· A Modern Slavery Act Policy detailing the company’s commitment to the act and the expectations of our supply chain
· Due diligence questionnaires that assessed suppliers and third parties across a range of compliance criteria including questions on specific Modern Slavery risk areas.
· Compliance evaluation during the Management of Supplier evaluations.
· Atlantic Offshore fleet maintain Maritime Labour Convention (MLC 2006) accreditation. The MLC 2006 sets out seafarers’ rights and conditions of work, including in respect of wages and hours of employment.
Atlantic Offshore shall continually review the effectiveness of the measures taken and to further improve policies, procedures and other measures in respect of Modern Slavery whenever possible.
Business conduct and ethics
Author: Andreas Lian Kvam
Approver: Roy Wareberg
Page: 1 of 5
This Policy on Business Conduct and Ethics (the Policy) is a statement of the principles to which Atlantic Offshore (AO og the Group) is committed and is designed to direct all employees, officers, directors, hired personnel, consultants and any person conducting work on behalf of AO in determining ethical business conduct. In addition, all subsidiaries of Atlantic Offshore will be guided by these principles.
I ask that you take the time to read this Policy and consider what it means for you as an employee, officer, director or representative of Atlantic Offshore.
ETHICAL BUSINESS CONDUCT
To maintain AO’s excellent reputation with our stakeholders, all dealings on AO’s behalf must reflect high standards of ethical behaviour. In particular, the following specific principles must be observed:
Compliance with legislation
We must be aware of and comply with all applicable laws, rules and regulations as locally interpreted and administered in all jurisdictions in which AO conducts business, including internationally recognized conventions regarding the protection of human rights and decent work conditions.
Integrity in business dealings and fair competition
We must act with integrity in dealings with all persons inside and outside AO. We must follow established standards in procurement and must treat tenderers fairly and equally. Detailed procurement procedures apply in each jurisdiction and must be scrupulously followed.
AO will compete in a fair and ethical manner within any applicable competition laws applicable to the markets in which it operates.
No person may give to outside companies or individuals, or accept from them, any material gift or extravagant entertainment, or any similar benefit. Amounts spent on gifts or entertainment shall be properly recorded in AO’s accounts.
Questionable or improper payments
Where commissions, consultants’ fees, retainers and similar payments are required to be made and can be justified in the normal course of business, those payments must be clearly commensurate with the services performed and must be properly recorded in AO’s accounts. No other payments may be given or received. In particular, we shall not, related to our employment in AO, receive any personal payment or compensation from a source other than AO.
Compliance with accounting policies
We must comply with AO’s accounting regulations, policies, procedures and related controls.
AO shall not contribute to political parties or political organisations.
Donations shall only be given to charities and humanitarian organisations, with approval from the CEO.
Employees and officers responsible for financial and other disclosures must ensure that AO makes full, fair, accurate, timely and understandable disclosure in reports and documents that are filed with or submitted to all regulatory bodies and in all other public communications.
Bribery and anti-corruption
AO is subject to legislation in Norway, UK and other jurisdictions that prohibit a wide variety of forms of corruption in both the public and private sectors.
AO, as well as individual employees, officers and directors, must take all reasonable steps to ensure that the requirements of this legislation are strictly met.
AO prohibits the offering, the giving, the solicitation and the acceptance of any bribe, whether cash or other inducement, regardless of size, to or from any person or company, wherever they are situated and whether they are a public official or body or private person or company, in order to gain any commercial, contractual or regulatory advantage for AO in a way which is illegal or unethical; or in order to gain any personal advantage, pecuniary or otherwise, for the individual or anyone connected with the individual. This applies to any individual employee, agent, or other person or body acting on behalf of AO
Bribery also includes facilitation payments, defined as non-discretionary payments made to government or public officials to speed up routine administrative processes, even if such payments are nominal in amount. They are therefore forbidden by AO.
We must comply with the standards of ethical behaviour in all aspects of our activities at and for AO. This includes our dealings with people outside the Group as well as our relationships within AO. Additionally, we must act ethically and with loyalty to the Group at all times. In particular, we must not:
• misuse of AO resources, including computer systems. Individuals should protect AO’s assets and endeavour to ensure their efficient use. It is acknowledged, however, that minimal use of AO’s local telephone, electronic mail and internet services for personal use may occasionally take place, provided that such use is consistent with the AO IT Security Policy, or
• pursue improper personal gain or compensation from our employment activities, Group property, information or position.
Conflict of Interest
Actual or perceived conflicts of interest between an individual’s personal interests and those of AO may hinder that person’s ability to perform his or her work for AO effectively and objectively.
Accordingly, in general, individuals representing AO must not enter into outside activities, including business interests or other employment, that might interfere with or be perceived to interfere with their performance at AO, or that might otherwise compromise loyalty to the Group.
Any employee who wishes to take any position in a competing business or sub-supplier not affiliated with AO, shall obtain an approval from their department manager (ashore).
Conflicts of interest also arise when an employee, officer or director, or a member of his or her family, receives improper personal benefits as a result of his or her position in AO. All conflicts of interest, whether actual, possible or perceived, should be communicated to the department manager (ashore).
In addition to the above, AO’s Conflict of Interest in Employment Policy provides additional guidance on other potential conflict of interest issues.
All corporate information is the property of AO. Corporate information includes trademarks (e.g. the AO logo), patents, software developments and applications, strategic and operational knowledge and financial information. We are in a position of trust with respect to such corporate information in the same manner as with any other corporate property. We must take care to protect the confidentiality of corporate information, including any confidential information received by AO from third parties. In particular, we must not:
• use corporate information that has not been disclosed to the public for personal gain,
• disclose confidential corporate information other than for legitimate AO purposes and with appropriate safeguards, or
• reference publicly undisclosed corporate information in public speeches. Anyone who speaks publicly on behalf of AO must obtain approval from the appropriate AO authority.
In order to ensure consistency and fair disclosure, all media and investor communications are to be handled by the Chairman or Chief Executive Officer.
AO recognises that it must earn the loyalty that it expects from its employees. AO is committed to treating its employees ethically and fairly and otherwise in accordance with the core ILO conventions. In particular, AO strives, in conjunction with local legal requirements, to ensure the following:
• no discrimination on the basis of gender, physical or mental disability, age, marital status, sexual orientation, religious belief, race, colour, ancestry or place of origin,
• fair and competitive compensation,
• fairness in performance appraisals and job advancement,
• promotion of a harassment-free workplace,
• confidentiality of employee records, and
• compliance with local employment laws in conjunction with internationally recognised best practices.
All employees, and particularly managers, must maintain and promote these principles in their hiring practices and in their relationships with other employees.
HEALTH, SAFETY AND ENVIRONMENT
Effectiveness in occupational health, safety and environmental standards is an essential part of achieving efficiency and profitability in the business, ref PR205.
HUMAN RIGHTS AND DECENT WORK CONDITIONS
AO will conduct its business activities with integrity and will show respect for human dignity and the rights of the individual.
AO respect and support internationally recognized human rights and decent work conditions in its own operations and in its value chain. AO endorse the International Bill of Human Rights, the core conventions of the International Labour Organization (ILO) and the OECD Guidelines for Multinational Enterprises as applicable. AO expects its suppliers to do the same.
Business associates are defined as all customers, suppliers, partners, agents and other intermediaries, and all other parties to which AO has a business relation.
All business associates are expected to have the similar ethical standards as set out herein.
AO must inform existing and potential business associates about this policy and other relevant procedures in particular relating to AO’s requirements with respect to human rights, decent work conditions and anti-corruption. Business associates must further ensure that all their direct sub-contracts impose the same obligations on any further sub-contractors throughout their value chain.
AO believes that being a responsible and welcome member of the communities in which we operate is part of our business strategy. Strong and transparent relationships with communities, based on trust and respect, allow the Group to effectively and efficiently carry out operations to the mutual benefit of the Group and our neighbours.
Breaches of this Policy will be dealt with in accordance with PR404 Disciplinary hearings.
This is an uncontrolled copy. Whenever this document is revised, a printed copy of the new revision shall replace the old if a hard copy is required.
It is the responsibility of the reader of this document to ensure that this copy is valid. Original and valid version can be found in Docmap.
Conditions of Procurement
Author: Knut Gunnar Hamre
Approver: Dept QHSE
Page: 1 of 6
1.1 These terms and conditions of purchase apply unless otherwise agreed in writing.
1.2 If seller uses or refers to other general or special delivery terms, for example in his order confirmations or invoice documents, these deviations shall have no effect for the purchase unless the parties have expressly agreed otherwise in writing.
1.3 Buyer’s Policy on Business Conduct and Ethics is enclosed hereto as Annex 1 and forms an integral part of these Conditions of Procurement.
2.1 The offer shall be submitted free of charge. Any deviations from the buyer’s query must be clearly specified.
2.2 Buyer is entitled to accept any offer or reject all offers.
3. Orders and order confirmation
3.1 Only written orders are binding on buyer.
3.2 Buyer’s order confirmation shall be signed and returned no later than five working days after it is received.
4. Delivery, delivery times
4.1 The delivery shall be adequately packaged and labelled with buyer’s order number, and it shall be delivered at the stipulated time to the delivery address specified in the order.
4.2 Delivery shall be DDP to the agreed delivery location (Incoterms 2000), unless otherwise expressly agreed or specified in clause 4.3.
4.3 If it is agreed that seller shall attend to installation or commissioning or that functional tests shall be carried out in connection with the delivery, delivery will not be deemed to have taken place until the installation or commissioning or tests have been completed and buyer has confirmed in writing that the delivery has been accepted.
4.4 Seller carries the risk of losses or damage and all costs in that connection until delivery has taken place and is registered on board.
5. Requirements for quality assurance and HSE
5.1 Seller shall have a satisfactory quality assurance and HSE system that is adapted to the nature of the purchase. Relevant system requirements based on ISO 9001, ISO 14001, Achilles and/or Fpal. We encourage suppliers to use more environmentally friendly products if they are available.
5.2 The seller shall be obliged to provide asbestos-free goods and to perform the services without the use of asbestos in any form. Should the presence of asbestos be found in the delivered goods, the buyer shall have the right to suspend the payment, and the seller shall be obliged to immediately remove or dispose of all asbestos containing goods. Any asbestos-containing goods and services provided with the use of asbestos shall be deemed defective.
5.3 In the event of the buyer`s failure to immediately remove or dispose of asbestos-containing goods, the buyer shall have the right to renounce the Agreement with immediate effect.
5.4 Lifesaving Appliance: Supplier shall ensure and document by sending evidence of approval that the attending service engineer has the required approvals for the equipment that should be certified.
5.5 Buyer shall be entitled to carry out quality audits at the premises of seller and seller’s suppliers.
5.6 Buyer is entitled at all times to carry out investigations and checks at the premises of seller and/or seller’s suppliers to ensure that the delivery is performed in accordance with the agreed requirements, and seller shall assist buyer in connection with such checks. Similarly, seller shall obtain test records, material certificates, calculations and other documentation requested by buyer.
5.7 Seller is obliged, immediately and for his own account, to remedy any faults or defects uncovered through buyer’s investigations, checks and audits.
5.8 Neither investigations, checks or audits carried out or not carried out, nor audits carried out by buyer shall discharge seller of his responsibility for the delivery meeting the agreed requirements.
6. Policy on Business Conduct and ethical business conduct
6.1 Buyer has set out its requirements and expectations for compliance and ethical business practices to its personnel, business partners and suppliers in the Policy on Business Conduct enclosed hereto as Annex 1.
6.2 Seller shall make the Policy on Business Conduct available throughout its organization and to its employees.
6.3 Buyer may require that seller annually confirm compliance with the Policy on Business Conduct. Violation by any supplier of the Policy on Business Conduct or applicable laws may lead to remedies for breach of contract. In the event of serious or repeated violations, buyer reserves the right to terminate the cooperation with the seller.
6.4 Buyer does not accept unethical business behavior, such as bribery, corruption and forced labor. Buyer expects seller to adhere to similar standards and to conduct its business ethically. As a supplier, you must comply with all applicable laws and regulations, the requirements set out in the Policy on Business Conduct and your contractual obligations to us.
7. Human Rights and decent work conditions
Buyer respect and support internationally recognized human rights and decent work conditions in its own operations and in its value chain. Buyer endorses the International Bill of Human Rights, the core conventions of the International Labor Organization (ILO) and the OECD Guidelines for Multinational Enterprises as applicable. Buyer expects its suppliers to do the same.
The seller shall ensure that any and all sub-contractors accept and assume all obligations as set out herein, including but not limited to Clauses 6 and 7. The Seller shall ensure that the relevant sub-contractor has read and understood the Policy on Business Conduct (Annex 1). The Seller must further ensure that all their direct sub-contracts impose the same obligations on any further sub-contractors throughout their value chain.
9. Drawings and documentation
9.1 All documentation, such as certificates, drawings, instructions etc. specified in the order is deemed to be part of the delivery. The same applies to documentation not specified in the order, but that is mandatory pursuant to the applicable regulations or that is necessary in order to make use of the delivery.
10.1 If installation is part of seller’s delivery, seller shall, in good time prior to delivery, submit an installation plan that also clearly shows what buyer is responsible for pursuant to the agreement.
10.2 The installation work shall be carried out within the bounds of the rules relating to safety, working conditions and similar that apply at the installation location.
11.1 Buyer is entitled to decide whatever changes to the delivery might be desirable, and seller is obliged to implement them provided that the changes are within what the parties could reasonably expect when the agreement was entered into. Such changes can entail, but are not limited to, changes to the scope and quality of the delivery, changes to the technical specifications, and changes in the delivery date.
11.2 If seller wishes to invoke that the notified changes entail a change in the price and delivery time, he must notify buyer before the changes are implemented. If seller fails to do so, seller forfeits the right to invoke the change as grounds for increasing the price or postponing the delivery date.
11.3 The compensation for the change shall be in accordance with the agreement’s original price and cost level. If changes entail savings for seller, they shall automatically be credited to buyer.
11.4 If the parties disagree about the price effect of a change, seller shall, if buyer so demands, nonetheless implement the change without waiting for final resolution of the dispute.
12.1 Buyer shall give seller written notice of full or partial cancellation of the delivery.
12.2 Following such cancellation, buyer shall pay seller for the work already done, and cover documented and necessary expenses incurred as a direct result of the cancellation. Over and above this, seller is not entitled to compensation because of such cancellation.
13.1 Buyer shall pay seller the price stated in the agreement. The price is fixed and exclusive of value added tax. The agreed price applies to complete delivery and includes everything that is not expressly excluded in the order.
13.2 Unless otherwise agreed, payment shall be made within 60 days of the end of the month in which contractual delivery has taken place, no earlier, however, than 30 days after a correct invoice has been received.
13.3 The order number shall be stated on all invoices, which shall state what the individual amounts concern. Buyer is entitled to return invoices that do not satisfy these requirements.
13.4 If it has been agreed that seller shall furnish a bank guarantee, buyer is not obliged to make payments until such guarantee has been received. The same applies if it has been agreed that seller shall present a copy of insurance certificates or similar.
13.5 Buyer may make deductions from invoices received for prepayments, disputed or insufficiently documented amounts, or amounts buyer or other companies in the AO group are due from seller.
14.1 Seller shall immediately notify buyer in writing if there is reason to expect that the agreed delivery time cannot be met. The notification shall state the reason for the delay and the expected delivery time. If seller fails to give such notification, notwithstanding the provisions in clause 11.3, he shall be liable for any losses incurred by buyer that could have been avoided if seller had notified buyer in due time.
14.2 If delivery has not taken place at the agreed time, or it is clear that such delay will arise, buyer is entitled to uphold or cancel the order in whole or in part. For deliveries that seller is to produce specifically for buyer to the latter’s specifications or wishes and that seller cannot make use of in any other way without incurring a significant loss, buyer may only cancel if the delay entails material breach of contract. When the maximum liquidated damages have been reached, buyer may always cancel regardless of the nature of the purchase.
14.3 In the event of a delay that is not due to force majeure or circumstances for which buyer is responsible, seller shall pay liquidated damages for each calendar day the delay lasts. The liquidated damages per day shall be 0.2% of the total amount of the order. The total liquidated damages shall nonetheless not exceed 10% of the total amount of the order. By total amount of the order is meant the total amount in the main order and all additional orders under the same order number.
14.4 If the delay is due to errors or negligence on the part of seller or a party for which he is responsible, buyer may, instead of liquidated damages, claim damages pursuant to applicable legislation for the full financial loss he suffers as a result of the delay, notwithstanding the limitation that follows from clause 11.3.
14.5 Seller is obliged to endeavour to reduce the delay and its harmful effect as far as possible.
15. Warranty and defects
15.1 Seller guarantees that the delivery meets the agreed requirements, including the agreed performance and consumption figures, and that it does not have faults or defects of any kind. He also guarantees that all work carried out by seller, including any construction work, is professionally executed and suited to the purpose it is intended to serve.
15.2 Seller is responsible for all defects that are discovered during the warranty period. The warranty period expires 24 months after delivery; for ships, this period is 12 months. The warranty period is extended by the time the delivery cannot be used as a result of defects. For replaced or repaired parts, a corresponding new warranty period applies from the time the replacement or repair is carried out.
15.3 If defects arise within the warranty period, seller shall immediately, or later if buyer has reasonable grounds for demanding such postponement, remedy the defects for his own account.
15.4 If seller does not take the necessary steps within a reasonable period of time to ensure that the delivery is in contractual condition, buyer is entitled to remedy the matter, either himself or through others, for seller’s account and risk. The same applies if waiting for seller to remedy the matter will entail significant inconvenience for buyer. In such cases, seller shall be notified before the work of remedying the matter commences.
15.5 If seller does not remedy the defect within a reasonable period or does not remedy the defect in full, buyer may claim a proportionate price discount.
15.6 Buyer may cancel the purchase agreement if the defect entails material breach of contract.
15.7 Buyer may also claim compensation in damages pursuant to applicable legislation for losses incurred as a result of defects. If the delivery contains defects of such a nature that it cannot be used for buyer’s intended purpose, buyer may, instead of compensation in damages, choose to claim liquidated damages as specified in clause 11.3 for the period the delivery cannot be used.
16. Force majeure
16.1 Force majeure means an event outside a party’s control that he should not have foreseen when the agreement was entered into and whose effects he cannot reasonably be expected to overcome or prevent.
16.2 Neither of the parties shall be deemed to be in breach of a contractual obligation insofar as it can be substantiated that performance has been prevented because of force majeure.
16.3 The party that wishes to invoke force majeure shall notify the other party as soon as possible about the force majeure situation, its cause and expected duration.
17.1 Buyer becomes the owner of the delivery when delivery is registered on board.
17.2 If prepayment takes place, however, title to the delivery shall pass to buyer as payment is made, even though the delivery or parts of the delivery are on the premises of seller or seller’s suppliers. Seller nonetheless carries the risk for the delivery until delivery has taken place, cf. clause 4.4.
17.3 Models, tools or equipment for the performance of the delivery that are provided by buyer are buyer’s property. The same applies to models, tools or equipment that seller manufactures in return for payment from buyer, either in the form of a separate purchase price or as part of the purchase price for the delivery, and they will become buyer’s property as soon as they have been manufactured and are ready for use.
17.4 Seller shall label the delivery and other items belonging to buyer as buyer’s property, keep them separate from seller’s and third parties’ property and ensure that no part of them are subject to encumbrances or charges in favour of seller or a third party.
18. Patent infringements
18.1 Seller shall indemnify buyer against any claim that is due to the delivery or the use of the delivery or parts of it entailing an infringement of a third party’s patent rights or other intellectual property rights, except when this is a necessary consequence of buyer’s instructions or specifications and seller did not or should not have known that such infringement existed.
19.1 All information about buyer’s business, products and similar to which seller gains access through the cooperation with buyer shall be treated as a business secret belonging to buyer. Such information shall be kept secret and not used for other purposes than performance of the purchase agreement. Seller is liable for any loss incurred by buyer as a result of breach of these duties.
20. Information and documentation
On request, seller shall provide buyer with information about the delivery as requested. The supplier is also obliged to inform about processes and measures planned and / or implemented in connection with the protection of human rights and decent working conditions. The supplier’s business information shall be communicated precisely and reflect the actual circumstances. All accounting information and information covered by a reporting obligation must be presented in accordance with laws and regulations, including relevant standards. Seller is obliged to give buyer access to information and documentation within the deadlines set by buyer so that buyer can fulfil its legal obligations.
21. Audit and inspection
Audits conducted by the buyer or by a qualified independent party appointed by the buyer, may be undertaken as reasonably required.
22. Choice of law and legal venue
22.1 These general terms and conditions and any agreement entered into on the basis of them are governed by and shall be construed in accordance with Norwegian law.
22.2 All disputes that arise in connection with the agreement that are not resolved amicably shall be decided by bringing a lawsuit unless the parties agree otherwise. The lawsuit shall in such case be brought before Bergen tingrett.
23. Bribery and anti-corruption
Atlantic Offshore prohibits the offering, the giving, the solicitation and the acceptance of any bribe, whether cash or other inducement, regardless of size, to or from any person or company, wherever they are situated and whether they are a public official or body or private person or company, in order to gain any commercial, contractual or regulatory advantage for the Company in a way which is illegal or unethical; or in order to gain any personal advantage, pecuniary or otherwise, for the individual or anyone connected with the individual. This applies to any individual employee, agent, or other person or body acting on behalf of the Company.
Bribery also includes facilitation payments, defined as non-discretionary payments made to government or public officials to speed up routine administrative processes, even if such payments are nominal in amount. They are therefore forbidden by the Company except in the extreme case where life, limb or liberty is at risk.
This is an uncontrolled copy. Whenever this document is revised, a printed copy of the new revision shall replace the old if a hard copy is required.
It is the responsibility of the reader of this document to ensure that this copy is valid. Original and valid version can be found in Docmap.
In all that we do, we are powered by passion and driven by safety
Atlantic Offshore is a provider of high end of Multi Role Vessels specialising in Emergency Response and Rescue Vessel operations. At present, the only vessel operator with fleet wide Class A in both UK and Norwegian sectors.