- Salah Salem St. 14th floor, Office No. 4, Cairo
1. The Client contracts with SENA Ship Design for the purpose of obtaining services in accordance with the following terms and conditions.
2. Unless otherwise agreed in writing, fees payable by Client for work performed by SENA Ship Design shall be $50 per hour. All rates are VAT exclusive. All rates may be increased by five percent (5%) in each twelve-month period from the 1 January 2027.
3. Client will pay reasonable and necessary direct costs and expenses, incurred by SENA Ship Design in association with the provision of the professional service, including but not limited to communications, travel, printing/copying and other costs as appropriate. SENA Ship Design shall be solely responsible for arranging all required travel and accommodation. All rates are VAT exclusive.
4. The client shall undertake to gross up the payment of all fees for any Withholding Tax, Value Added Tax, Income Tax and any additional taxes, which may be withheld regarding this transaction and these taxes will be deducted from the payment directly. This shall mean that you shall make a net payment equivalent to the value of the supply as if no taxes or other duties had been withheld.
5. the SENA Ship Design may, in its absolute discretion, invoice the Client for the fee: upon completion of the Work or Monthly or at appropriate milestones as the consultant progressively completes the Work. Payments are due upon the Client’s receipt of invoice.
6. Client will render full payment in response to SENA Ship Design invoices within 30 days of receipt of the invoice regardless of the fee payment arrangement between Client and any other party. Any payments overdue by the client shall bear compound interest at a rate of 2% per month or part month overdue.
7. The parties will be bound by this Agreement. For the avoidance of doubt, acceptance of and commencement of work and/or payment of the deposit by the Client, without signing this agreement, will constitute the Client’s agreement and acceptance to these terms and conditions in full. SENA Ship Design is bound to use reasonable efforts to commence the works upon execution of the agreement, acceptance of quotation or request to start works.
8. Except when there are self-evident errors in the invoice, payment shall be made by the client notwithstanding any dispute relating to the billings. Any adjustments consequent upon settlement of such disputes shall be made within thirty days following the settlement.
9. All intellectual property created by virtue of SENA Ship Design carrying out the works under this Agreement, is owned by SENA Ship Design, with Client receiving a non-exclusive royalty-free license to use the intellectual property created by SENA Ship Design under this Agreement, for the purposes referred to in this Agreement.
10. The following Intellectual Property ownership and use rights shall therefore apply unless otherwise agreed in writing between the parties:
11. SENA Ship Design is not responsible for and accepts no liability for any error, inaccuracy or negligence in the manufacture of the vessel or object that is the subject of this Agreement, or where the building has not been in accordance with the drawings prepared. SENA Ship Design is not responsible for and accepts no liability for any error, inaccuracy or negligence in the design or performance or manufacture of the vessel or object that is not of SENA Ship Design design, that is the subject of this Agreement, or where the building has not been in accordance with the drawings prepared.
12. Where SENA Ship Design relies upon drawings and/or information provided by third parties (for example, but not limited to, the Client, a ship yard, a third-party designer), SENA Ship Design is not responsible for any errors and inaccuracies in drawings, measurements and/or any other base data provided. The SENA Ship Design is entitled to reasonably rely on the accuracy of such documents. Unless otherwise stated, SENA Ship Designwill not review the consistency of the information on the certificate of compliance with any other material, plans, documentation or certificates of compliance. Each certificate of compliance is limited to the verification of the specific plans and/or documentation as stated on each particular certificate.
13. SENA Ship Design shall be under no liability whatsoever to the Client for any loss, damage, delay or expense of whatsoever nature, whether direct or indirect and howsoever arising UNLESS same is proved to have resulted solely from the negligence, gross negligence or willful default of SENA Ship Design or any of its employees or agents or sub-contractors.
14. SENA Ship Design shall have the right to sub-contract or assign any of the services provided under the Conditions, subject to the Client’s right to object on reasonable grounds. In the event of such a subcontract the Surveyor/Consultant shall remain fully liable for the due performance of its obligations under these Conditions.
15. Neither party to The Agreement shall be in breach of any obligation hereunder (other than the obligations of the client to make payment of any monies due to The SENA Ship Design) by an event of force majeure whether or not foreseeable from carrying out the agreed works or providing the agreed services within the agreed time, SENA Ship Design shall be allowed the extra time necessary to complete the works from the time that the event of force majeure terminated.
16. Force majeure shall include but not be limited to war, strikes, lock outs, general disturbances, bad weather, failure of transportation facilities, failure of sub-contractors and other events outside the control of the parties.
17. All materials supplied by Client to SENA Ship Design and all communications between them shall be considered confidential, not disclosable by SENA Ship Design without prior written permission of Client, unless necessary for the provision of the service or required by law.
18. This Agreement sets forth the entire understanding of the parties in respect of their respective rights and obligations relating to the subject matter of this Agreement, and supersedes all prior agreements or understandings of the parties with respect thereto.
19. Nothing contained in this Agreement shall be construed to create any partnership, joint venture, or franchise relationship between the parties hereto. The parties are independent persons, and neither shall be construed as the agent, employee, nominee, or representative of the other. No party shall have the authority to act for, or to incur obligations on behalf of, any other party except as provided by this Agreement.
20. The jurisdiction clause in this Agreement is purely for the benefit of SENA Ship Design and SENA Ship Design shall be entitled to commence an action against the Client for unpaid fees or monies owed in any relevant and/or convenient jurisdiction for SENA Ship Design.
21. This Agreement shall continue in full force and effect unless terminated by either party giving to the other not less than one month notice of termination in writing.
22. In cases where a contract for works or services is cancelled by a customer, SENA Ship Design shall be compensated within 30 days of the date that an invoice is rendered for all services performed to that date together with reimbursable expenses. If the Project is resumed after being suspended or abandoned in whole or in part for more than a total of 60 days whether consecutive or not, the fee shall be equitably adjusted.
