Fillable Printable Standard Form Letter of Indemnity for Inssuance of Duplicate Original St of Bills of Lading

Standard Form Letter of Indemnity for Inssuance of Duplicate Original St of Bills of Lading

Standard Form Letter of Indemnity for Issuance of Duplicate Original Set of Bills Of Lading

(MUST BE ON INDEMNITOR’S LETTERHEAD)

[insert date]

To: Orient Overseas Container Line Limited (“OOCLL”) and its affiliates,

The Carrier

The owners of the Vessel (collectively, the "Indemnified Parti es")

Vessel: [insert name of vessel]

Voyage: [insert load and discharge ports as stated in the bill of ladi ng]

Goods: [insert description of goods]

Bill of Lading: [insert identification numbers, date and place of issue]

The Goods were shipped on the Vessel by [insert name of shipper] and consigned to [insert name of

consignee or party to whose order the bill of lading is made out, as appropriate] for delivery at [insert

name of final destination stated in the bill of lading]. We confirm that we had received the full set of

original Bill of Lading (“Original Bill of Lading”) for the shipment but was unable to locate or had

otherwise lost the Original Bill of Lading for reason of [please insert reasons] and we, [insert name of

party requesting re-issue], hereby request you to issue a duplicate set of the Original Bill of Lading

(“Replacement Bill of Lading”) and de liver the Goods to [insert name of party to whom delivery is to be

made] at [insert place where deliv ery is to be mad e] without production of the Original Bill of Lading (the

“Request”). Unless otherwise provided herein, capitalized terms used herein without definition shall

have the meaning given to them in the Bill of Lading.

We represent, warrant, and guarantee that: (a) we are the holder of the Original Bill of Lading and are

entitled to the Replacement Bill of Lading for the shipment; (b) we are the legal owners of the Goods at

the time of the issue of this Letter of Indemnity and are entitled to delivery and possession of the Goods;

and (c) we have not assigned, endorsed or transferred the Original Bill of Lading.

In consideration of your complying with the Request, we agree as follows:

1. to indemnify you, your servants and agents and to hold all of you harmless in respect of

any liability, loss, damage or expenses of whatsoever nature and ho wsoever arising which

any of you may sustain by r eas on of the loss of the Original Bill of L ading a nd/or b y reason

of issuing a Replacement Bill of Lading in accordance with the Request and/or by reason

of your delivery of the Goods to the Consignee without production of the Original Bill of

Lading, and/or by reason of any breach of any representation, warranty, or guaranty

contained in this Letter of Indemnity;

2. in the event of any procee dings being commenced ag ainst you, your servants and agents

or any of you in connection with the Original Bill of Lading and/or Replacement Bill of

Lading and/or the delivery of Goods as aforesaid to provid e Indemnified Parties or one or

more of them on demand with sufficient funds to defend the same;

3. if, in connectio n with the Original Bill of Lading and the Replacem ent Bill of Lading and/or

the delivery of Goods as afor esaid, the Vessel or an y ot her vessel or pro perty belong ing to

Indemnified Parties or any of them should be arrested or detained or if the arrest or

detention thereof should be threatened or should there be any interference in the use or

trading of the vessel (whether by virtue of a caveat being entered o n the ship's registry or

otherwise howsoever), to provide on demand such bail or other security as may be

required to prevent such arrest or detention or to secure the release of such vessel or

property and to indemnify you, your servants and agents in respect of any liability, loss,

damage or expenses caused by such arrest or detention or threatened arrest or detention

whether or not such arrest or detention or threatened arrest or detention ma y be justified;

4. as soon as all Original Bills of Lading for the above Goods shall have come into our

possession, to deliver the same to Indemnified Parties, whereupon our liability hereunder

shall cease; and

5. The liability of each and every person under this indemnity shall be joint and several and

shall not be conditional upon your proceed ing first against an y person, whether or not suc h

person is party to or liable under this indemnity.

6. This indemnity shall be governed by and construed in accordance with English law and

each and every person liable under this indemnity shall at your request submit to the

jurisdiction of the High Court of Justice of England.

7. Should any of you successfully sue to enforce this Letter of Indemnity or to recover for

breach of any of its provisions, we shall be obligated to pay all of your legal fees and

expenses.

8. Each of the persons signing this Letter of Indemnity represents, warrants, and guarantees

that he/she has full and proper legal authority to do so on behalf of the party for whom

he/she signs.

Yours faithfully

For and on behalf of

[insert name of Requestor]

.....................................................................................................................................

Authorised Signatory

We, [insert name of the Bank], hereby agree to join in this Indemnity providing always that the Bank's

liability:-

1. shall be to make payment to you forthwith on your written demand in the form of a

signed letter certifying that the amount demanded is a sum due to be paid to you under the

terms of the Indemnity and has not been paid to you by the Requestor or is a sum which

represents monetary compensation due to you in respect of the failure by the Requestor to

fulfill its obligations to you under the Indemnity. For the avoidance of doubt the Bank hereby

confirms that such compensation shall incl ude, but not be limited to, paym ent of any amo unt in

order to enable you to arrange the provision of security to release the Vessel (or any other

vessel in the same or associated ownership, manag ement or control) from arrest or to prevent

any such arrest or to prevent any interference in the use or trading of the Vessel, or other

vessel as aforesaid.

2. subject to proviso 3 below, shall terminate on [date six years from the date of the

Indemnity] (the 'Termination Date'), except in respect of any demands for payment received by

the Bank hereunder at the address indicated below on or before that date.

3. shall be extended at your request from time to time for a period of t wo calendar years

at a time provided that:-

(a) the Bank shall receive a written notice signed by you and stating that the

Indemnity is required by you to remain in force for a further period of two years, and

(b) such notice is received by the Bank at the address indicated below on or

before the then current Termination Date.

Any such extension shall be for a peri od of two years from the then current Termination Date.

However, in the event of the Bank receiving a written notice signed by you, on or before the

then current Termination Date, stating that legal proceedings have been commenced against

you as a result of your having delivered the Goods as specified in the Indemnity, the Bank

agrees that its liability hereunder will not terminate until receipt by the Bank of your signed

written notice stating that all le gal proce edi ng s have been co nclud ed an d th at any sum or sums

payable to you by the Requestor and/or the Bank in conne ction therewith have been paid and

received in full and final settlement of all liabilities arising under the Indemnity.

4. shall be governed by and construed in accordance with the law governing the

Indemnity and the Bank agrees to submit to the jurisdiction of the court stated within the

Indemnity.

It should be understood that, where appropriate, the Bank will onl y produce and deliver to you all original

bills of lading should the same come into the Bank's posse ssion, but the Bank agrees th at, in that event,

it shall do so.

The Bank agrees to promptly notify you in the event of any change in the full details of the office to

which any demand or notice i s to be addres sed and which is stated belo w and it is agr eed that you shall

also promptly notify the Bank in the event of any change in your address as stated above.

Please quote the Bank's Indemnity Ref ……………………… in all correspondence with the Bank and

any demands for payment and notices h ereunder.

Each of the persons signing this indemnit y represen ts, warrants and guarantees that he/she has ful l and

proper legal authority to do so on behalf of the party for whom he/she signs.

Yours faithfully

For and on behalf of

[insert name of bank]

[insert full details of the office to which any demand or notice is to be addressed]

.....................................................................................................................................

Signature

QF023 HQD 9/05