Terms of Sale

1Scope

1.1These Terms govern the sale of Aquastra floating platforms and related goods and services by the Seller to the buyer identified in the Order Confirmation (the “Buyer”).

1.2These Terms apply to the exclusion of any terms the Buyer seeks to impose, unless expressly agreed in writing by an authorised signatory of the Seller.

1.3Website content, configurator output, renders, schematics and indicative specifications are not a contractual specification. The contractual specification is the one annexed to the Order Confirmation.

2Quotation and order

2.1Prices published by the Seller, including any figure shown in the online configurator, are indicative and provided on application (POA). They are not an offer capable of acceptance.

2.2A published starting price is for the structural platform only — the hull and superstructure. It excludes propulsion, systems, interior fit-out, equipment and owner customisation, each of which is quoted against the Buyer’s configuration.

2.3Unless expressly stated in the quotation, prices further exclude value added tax and any other applicable taxes, duties and levies; transport and delivery to the deployment site; launch, installation and commissioning; mooring, berthing and site works; and permit, authority, inspection and classification fees.

2.4A quotation is valid for thirty (30) days from its date unless withdrawn earlier.

2.5A contract is formed only when the Seller issues a written Order Confirmation.

3Payment

3.1Payment is made in UAE dirhams (AED) against the following schedule:

3.2Title to the platform passes to the Buyer on receipt by the Seller of the final payment in cleared funds. Until then the platform remains the Seller’s property even if it is in the Buyer’s possession.

3.3Risk passes to the Buyer on handover at the agreed handover location, or, if the Buyer does not take delivery within fourteen (14) days of the Seller’s written notice of readiness, on the expiry of that period.

3.4Payments are non-refundable except as set out in clause 7 or as required by applicable law.

3.5Late payment accrues interest at 1% per month (12% per annum) on the overdue amount, and the Seller may suspend work until the account is current.

4Specification, design development and changes

4.1The design is developed with the Buyer through to general-arrangement (GA) freeze. Figures published before GA freeze — including deck counts, capacities, draft and air draft — are indicative and confirmed at the design stage.

4.2Following GA freeze, changes requested by the Buyer are handled by written variation order and may affect price and delivery.

4.3The Seller may substitute materials, equipment or suppliers of equivalent or better quality and specification where necessary, without reducing the agreed performance of the platform.

5Classification, survey and regulatory position

5.1Hull platforms are developed to recognised marine-survey and structural standards. A classification society is only appointed on request with additional charges, at GA freeze and reviews each build independently.

5.2Whether a platform is regulated as a vessel or as a structure depends on the deployment and the emirate or jurisdiction. Many static, permanently moored platforms fall outside conventional vessel regulation. This is confirmed case by case and the Seller does not warrant a particular regulatory classification.

5.3The Buyer is responsible for obtaining and maintaining berth, mooring, operating and any other permits required by the relevant authority for the deployment site. The Seller assists but does not guarantee that a permit will be granted.

5.4Where a permit or approval is refused for reasons outside the Seller’s control, the contract continues; the Buyer remains liable for the stage payments accrued to that date; the parties will use reasonable endeavours for sixty (60) days to agree an alternative deployment site or a variation; and, failing that, the Buyer may cancel under clause 7 with the cancellation charge applicable at that stage.

6Delivery

6.1The delivery period is the one stated in the Order Confirmation for the specific line ordered, and runs from the date of the Order Confirmation or from receipt of the initial payment if later. The published envelopes — 5–18 months across the named lines and 18–24 months for a Signature commission — are indicative marketing ranges and are not contracted to. A tolerance of sixty (60) days applies to the contracted date before any delay remedy arises.

6.2Delivery periods are estimates given in good faith and time is not of the essence unless expressly agreed in writing.

6.3The Seller is not liable for delay caused by the Buyer, including late decisions, late variation approvals or late payment.

6.4Delivery takes place at the Seller’s Dubai production facility or its nominated Dubai launch site. Onward marine or road transport is arranged by the Buyer, or by the Seller as the Buyer’s agent at the Buyer’s cost and risk.

7Cancellation

7.1The Buyer may cancel before GA freeze subject to forfeiture of the stage 1 payment (20% of the contract price).

7.2After GA freeze, cancellation is subject to retention by the Seller of all sums paid to that date, plus the Buyer’s liability for materials irrevocably committed and work performed to the date of cancellation, the total not to exceed the contract price.

7.3The Seller may terminate on the Buyer’s material breach, including failure to pay, and retain sums received to the extent of its loss.

8Warranty

8.1The platform is covered by the Aquastra Limited Warranty, issued with the platform and forming part of this contract.

8.2Save as set out in the Limited Warranty and to the fullest extent permitted by law, all other warranties, conditions and terms implied by statute or common law are excluded.

9Liability

9.1Nothing in these Terms limits liability for death or personal injury caused by negligence, for fraud, or for any other liability that cannot lawfully be limited.

9.2Subject to 9.1, the Seller is not liable for loss of profit, loss of revenue, loss of use, loss of charter or berth income, or any indirect or consequential loss.

9.3Subject to 9.1, the Seller’s total liability arising out of the contract is limited to the total contract price actually paid by the Buyer.

10Insurance

10.1The Seller maintains builder’s-risk insurance in respect of the platform until the moment risk passes to the Buyer under clause 3.3.

10.2From that point the Buyer must maintain insurance covering the platform, its mooring and its operation, for not less than the full replacement value of the platform, together with third-party liability cover of not less than AED 10,000,000.

11Intellectual property

11.1All designs, drawings, models, renders, specifications and know-how relating to the platform remain the property of the Seller.

11.2The Buyer is granted a non-exclusive licence to use documentation supplied for the operation and maintenance of its own platform only.

11.3The Buyer must not reproduce, reverse-engineer or commission a derivative of the platform design.

12Force majeure

12.1Neither party is liable for failure or delay caused by events beyond its reasonable control, including act of God, war, civil unrest, epidemic, act of government, port or authority closure, or failure of the marine supply chain.

13Data protection

13.1Personal data is handled in accordance with the Aquastra Privacy Policy and applicable UAE data protection law, including Federal Decree-Law No. 45 of 2021 (PDPL).

14Governing law and disputes

14.1These Terms are governed by the federal laws of the United Arab Emirates as applied in the Emirate of Dubai.

14.2Disputes are finally settled by arbitration seated in the Dubai International Financial Centre, under the Arbitration Rules of the Dubai International Arbitration Centre (DIAC), before a sole arbitrator, in the English language.