DEFINITIONS
In these Rules the following words and phrases shall have the following meanings unless the context otherwise requires.

Articles
The memorandum and Articles of the Association.

The Association
Maritime Mutual Insurance Association (NZ) Limited, a company incorporated in New Zealand.

Association Year
The period from noon GMT on any 20th February to noon GMT on the next following 20th February.

Certificate of Entry
This expression includes every endorsement to a Certificate of Entry.

The Classes
Class I – Protection and Indemnity
Class II – Freight, Demurrage and Defence
Class III – Hull & Machinery (War Risks)
Class IV – Hull & Machinery (Marine Risks)
Class V – Small Craft Hull & Machinery (Marine Risks)
Class VI – Charterers’ Liability

Class Rules
The Rules, regulations and bye-laws for the time begin in force concerning any Class of the Association.

The Committee
The Committee constituted under the Articles in respect of the Class concerned.

The Directors
The Board of Directors for the time being of the Association.

Discretion
The sole, absolute and unfettered discretion of the Managers or Directors (as the case may be).

Entered Ship
The ship which has been entered for insurance in the Association by the Member.

General Rules
The General Rules for the time being of the Association.

Joint Member
This expression has the meaning given to it in General Rule 6.

Limited Member
A Member with limited rights and obligations as defined in General Rule 6.4.

The Managers
The Managers for the time being of the Association

Member
A person who has a ship, vessel, unit or craft entered into one or more of the classes of Maritime Mutual Insurance Association (NZ) Limited and/or is entered on the registry of Members of Maritime Mutual Association Limited and/or is a beneficiary of the Maritime Mutual Trust.

Policy Period
Unless otherwise agreed or provided, a period beginning at noon GMT on any 20th February and ending at noon GMT on the next following 20th February.

Register
The Register of Members of The Association

Rules
The General Rules and the relevant Class Rules.

Ship
In the context of a ship entered or proposed to be entered into any Class of the Association the word ship shall mean any ship, boat, hovercraft or other description of vessel (even when still under construction) used or intended to be used for any purpose whatsoever in navigation or otherwise on, under, over or in water or any part thereof or any proportion of the tonnage or any share therein.

Ship Manager
A ship manager or other managing agent acting on behalf of the owner of an entered ship.

Tonnage
The gross tonnage of a ship as certified or stated in the Certificate of Registry or other official documents relating to the registry of the ship and ‘ton’ refers to the unit of such tonnage.
Writing shall include facsimile, telex, printing, typewriting, lithography and any other permanent mode or modes of representing or reproducing words in a visible form and includes e-mail.

Words importing the singular shall include the plural and vice versa.

Words importing the masculine shall include the feminine and vice versa.

Words importing persons shall include bodies corporate and vice versa.

ENTRY

1. Any person who wishes to enter a ship for insurance in any Class of the Association shall apply on the application form in current use by the Association giving the full particulars therein required together with all material information and any other information specifically requested by the Managers.
2. The information given in any application form together with any other information given in the course of applying for insurance or renewal or negotiating changes in the terms of the insurance shall, if the entry of the relevant ship be accepted, renewed or modified, be deemed to form part of the contract of insurance between the Member and the Association. It shall be a condition precedent that such information was true and complete so far as the Member knew or could with reasonable diligence have ascertained. If no application form is signed or if an application form cannot be produced at any time but nevertheless it appears that the Member has requested cover and the Association has accepted the risk, the absence of an application form shall not prejudice the rights and obligations of the Member or the Association.
3. As soon as reasonably practicable after accepting any application for the entry of the ship in any Class of the Association, the Managers shall issue a Certificate of Entry in such form as shall be in use by the Association at the time of issue which (subject to any special terms upon which such ship may be entered) shall state:
   1. that the person entering such ship has been or will be entered on the Register of Members of the Association as the case maybe,
   2. the risk against which such ship has been entered for insurance in the Association,
   3. the date and time when the entry of such ship is to commence,
   4. the advance call in respect of such ship for each Class, and
   5. any special terms agreed pursuant to General Rule 3.
4. The terms and conditions upon which a ship is accepted for entry, including the nature and extent of the risks covered and the contribution payable by the Member, shall be those set out in the Rules but subject to such variations as may have been agreed In writing between the Member and the Managers.
5. If at any time the Managers and the Member agree to vary the terms and conditions upon which a ship is entered, the Managers as soon as reasonable practicable thereafter shall issued an endorsement stating the nature of such variation and the date and time from which such variation is to be effective.
6. Every Certificate of Entry issued shall be presumed to correctly reflect the terms of the insurance.
7. The Managers may in their discretion and without giving any reason refuse an application by any person for entry, or decline an application for renewal or variation of an entry of a ship in any Class whether or not that person is already a Member.
8. If a Member is entered in more than one Class, his entry in each Class shall be deemed to be a completely separate contract from his entry in any other Class.

SPECIAL ENTRIES

1. The Managers may, notwithstanding the provisions as to contribution in these Rules, accept entries on special terms as to contribution, as to the nature and extent of risks covered or otherwise. Such entries shall otherwise be subject to the Rules.
2. The Managers may, in their discretion, decline to insure certain risks normally covered by the Association. In such circumstances or otherwise, the Managers may on their own account independently assist the Member in arranging for the risk to be covered with other Associations or insurers. In such cases, the Member concerned will be so advised.

CONTRIBUTION AND ADVANCE CALLS

1. Any entry for a period identical to an association year shall be allocated to the association year concerned. Any other entry shall be allocated to the association year in which the relevant Policy Period incepts. Unless otherwise provided, all contribution or calls in respect of any entry shall be allocated to the relevant class of the relevant association year.
2. Subject to the exercise of the power of the Managers set out in General Rule 3 to accept entries upon special terms and subject to General Rule 6.4, Members who have entered ships for insurance in any Class of the Association in any association year shall pursuant to the Articles and the Rules mutually insure each other as hereinafter set out against liability, loss, cost and expense which they or any of them may suffer, become liable to pay or may incur in respect of such entered ships. For this purpose the said Members shall contribute to the Association the advance call due from them in respect of that class. Such advance call shall be such sum which, when taken in conjunction with other advance call due, will provide for the Association such funds as are in the opinion of the Directors from time to time required to meet, as regards the class and association year concerned:
   1. the losses, claims, expenses and other outgoings (whether incurred, accrued or anticipated) which in the opinion of the Managers necessarily and properly fall upon it,
   2. such transfers to reserves or provisions as the Managers in their discretion consider it expedient to make, including transfers to reserves and provisions in respect of any deficiency which has occurred or which they consider may occur in respect of any closed policy year of the same class,
   3. the proportion attributable to it of such sums as the Association may by any applicable law be obliged to set aside in order to establish and/or maintain an adequate solvency margin and/or guarantee funding in respect of any association year or otherwise. Contributions from Members to such sums shall be calculated pro rata to the advance call in the relevant association year,
   4. any sums which any person is called upon but failed to pay in full to the Association,
   5. the cost of reinsurance effected by the Association pursuant to General Rule 5 and of maintaining an equalization reserve,
   6. Such of general expenses of the Association as the Directors may from time to time in their discretion consider fit to charge against the business of the Association in respect of such class and association year.
3. The Directors may create and maintain an equalization reserve for the purpose of contributing to the cost of exceptional claims in any class or classes that may arise from any occurrence whether past or future. For this purpose, the Directors may, in their discretion, make such transfers from the funds attributable to any association year to the equalisation reserve. In the event of exceptional claims, the Directors may make such transfers to any class or association year affected by such claims as in their discretion they consider fit.
4. Before the start of each policy period the Directors shall decide for each entry or proposed entry in each class the advance call which they propose to levy on each Member or proposed Member in respect of the coming policy period (subject to any special terms upon which such ships may be entered). In fixing the advance call rate of any ship the Directors may take into account all matters which they consider to be relevant including, without prejudice to the generality of the foregoing, the degree of risk which is in their opinion estimated to be involved in the proposed insurance.

SECURITY FOR CALLS

1. The Managers may at any time require, as a condition of entry or continued entry of a ship, that a Member shall provide security for the payment of calls or other amounts due to the Association in the form of a bank guarantee in a wording and for an amount specified by the Directors, and given by a bank approved by the Managers.
2. This insurance is a contract of marine insurance of the entered ship. It is acknowledged by the Member as being necessary for carrying on his business as ship owner and for the operation of his ship in national and/or international trade in connection with contracts for the carriage of goods or passengers on his ship. The Member confirms that he entered this ship as agent for and on behalf of the entered ship.

   The Member recognises and grants to the Association an express maritime lien against the entered ship and loading freights to secure all obligations running from the Member to the Association under this contract of insurance. The Association may execute its maritime lien on the entered ship by appropriate process in any Court of any country having general admiralty and maritime jurisdiction

SURVEYS OF SHIPS

1. The Managers may at any time in their discretion appoint a surveyor or such other person as they may think fit to inspect an entered ship on behalf of the Association. The Member shall afford such facilities as may be required by the Managers for such inspection, and shall promptly comply with such recommendations as the Managers may make following such inspection.
2. Unless and to the extent that the Directors in their discretion otherwise decide, a Member who commits any breach of his obligations referred to above shall not be entitled to any recovery from the Association in respect of any claim caused or occurring during the period after such breach is committed and before the Member has complied with his obligations above arising out of such breach.

ASSIGNMENT AND SUBROGATION

1. No person shall assign his cover with the Association or the benefits thereof:
   1. to charterers, or
   2. to any other person whatsoever except as provided in sub-rule 3.

   No such purported assignment shall bind the Association in any way whatsoever.

2. No benefit of this cover shall accrue directly or indirectly to any other person through subrogation.
3. No assignment of any interest under these Rules shall have any effect unless and until the Assignor shall have notified the same to the Managers in writing fully identifying the Assignee and his address and the Managers shall in their discretion have approved the assignment in writing. On receipt of notice of such assignment the Association shall be entitled to cancel the entry in respect of which such Assignment has been made by giving fourteen days notice in writing to the Assignor and Assignee and upon expiry of such notice the cover afforded in respect of the ship shall cease. In any event the Association shall be entitled, in settling any claim presented by an Assignee, to deduct or retain such amount as the Managers may then estimate to be sufficient to discharge any liability of the Assignor existing at the time of the assignment or which has arisen or is likely to arise thereafter.
4. When a claim is paid by the Association whether under these Rules or otherwise the Association shall be subrogated to all rights and remedies in respect of that claim which the Member may have against any third party. The Association shall be entitled to use the name of the Member in bringing, defending, enforcing or settling legal proceedings (including proceedings in any arbitration) and the Member shall give all necessary information and assistance and produce and forward all documents to enable the Association to substantiate, settle or resist any claim. If the Associate uses the name of the Member, it shall indemnify him against all cost, charges, expenses and liabilities incidental thereto arising therefrom.
5. The Member shall, if requested by the Association, execute forthwith a formal assignment of all or any of the Member’s such rights and remedies to the Association or execute a formal deed of subrogation.

CLAIMS, LAWYERS, DEDUCTIBLES AND RELATED MATTERS

1. 1. Every claim or circumstances which may give rise to a claim in respect of which the Member is or may be insured by the Association shall be notified to the Managers immediately. Without prejudice to the obligation to give such notification, if the Managers are not so notified in writing of a claim or circumstance which may give rise to a claim within one year after the Member has or should have knowledge thereof, or fails to submit a claim in writing to the Managers for reimbursement of any liability, loss, cost or expense within one year after discharging the same, the claim against the Association shall be extinguished and the Association shall be under no further liability in respect thereof, unless the Directors in their discretion shall otherwise determine,
   2. the Member shall promptly notify the Managers of every survey or opportunity to survey in connection with any claim or circumstance which may give rise to a claim,
   3. the Member shall at all times promptly notify the Mangers of any information, documents or reports in his or his agents’ possession, custody, power or knowledge relevant to any claim or circumstances which may give rise to a claim and permit the Managers or their agents to examine and if necessary record or obtain copies of the said information, documents or reports,
   4. the Member shall permit the Managers or their agents to interview any servant, agent, manager or other person who may have been employed by the Member at the material time or at any time thereafter or whom the Managers may consider likely to have any direct or indirect knowledge of the matter or who may have been under a duty at any time to report to the Member in connection therewith.
   5. the Member shall not, without the prior written consent of the Managers, compromise or admit liability for any claim in respect of which he may be insured by the Association,

   6. The Managers shall have the right to control or direct the conduct of any claim or legal or other proceedings relating to any liability, cost or expense in respect of which the Member is or may be insured in whole or in part, and to recommend that the Member settle, compromise or otherwise dispose of such claim or proceedings on such terms as the Managers consider to be appropriate. The Managers shall not proceed to settle any claim or proceedings without the Member’s consent. If the Member refuses to consent to any such recommendation made by the Managers and elects to contest or continue any claim or legal proceedings, the Association’s liability to reimburse the Member shall not exceed the amount for which the claim or legal proceedings could have been settled, plus the costs and expenses incurred with the Manager’s consent up to the date of such refusal.

      Notwithstanding anything else in this Rule 19(1)(f), the consent of the Member shall not be required where the Association has

      1. provided bail, security for costs, deposits or other security on behalf of the Member or
      2. issued certificates, otherwise known as blue cards, furnished as evidence of insurance pursuant to Article VII of the International Convention on Civil Liability for Oil Pollution Damage 1992, Article 7 of the International Convention on Civil Liability for Bunker Oil Pollution Damage 2001, Article 12 of the Nairobi International Convention on the Removal of Wrecks 2007, Article 12 of the International Convention on Liability and Compensation for Damage in connection with the Carriage of Hazardous and Noxious Substances by Sea 2010 or any other convention or law requiring certificates to be furnished as evidence of insurance or
      3. issued certificates furnished as evidence of insurance or financial security in respect of liabilities or obligations under Regulation 2.5, Standard A2.5.2 and Regulation 4.2, Standard A4.2 of the Maritime Labour Convention 2006, as amended.
   7. if the Member commits any breach of his obligations referred to in sub-paragraphs (a) to (f) of this Rule, or if the Member shall willfully or negligently withhold or knowingly conceal any relevant information, document or evidence, or shall make any false statement with a view to obtaining payment of any claim or the support of the Association in any matter, or if the Member shall cause or knowingly permit any other person so to act , the Directors may in their discretion reject in whole or in part any claim by the Member against the Association arising out of the casualty, dispute, event or matter concerned, or reduce the sum payable by the Association in respect thereof by such amount as they may in their discretion determine.
2. 1. Without prejudice to any other provisions of these Rules and without waiving any of the Association’s rights hereunder, the Managers may in their discretion and at any and all times appoint and employ on behalf of a Member upon such terms as they may think fit lawyers, surveyors or other persons ( whether or not lawyers, surveyors or other persons have already been appointed or employed by the Member) for the purpose of dealing with any matter liable to give rise to a claim by the Member upon the Association including, but not limited to, investigating or advising upon any such matter and taking or defending legal or other proceedings in connection therewith. The Managers may in their discretion at any time discontinue such employment as they may think fit.
   2. the cost and expense incurred in connection with a particular matter shall only be recoverable from the Association on condition that all lawyers, surveyors, and other person employed in the case are appointed with the prior consent of or by the Managers,
   3. all lawyers, surveyors and other persons appointed by the Managers on behalf of the Member or appointed by a Member with the prior consent of the Managers shall at all times be and be deemed to be appointed and employed on the terms:
      1. that ( without prejudice to their right to retire from the matter on any other grounds) they shall be entitled to retire from the matter if either the Managers or the Member so requests or if any of them considers that a conflict of interest has arisen or may arise between the Member and the Association so that he ought to retire from the matter;
      2. that they have been instructed by the Member at all times (both while so acting and after having retired from the matter) to give advice and to report to the Managers in connection with the matter without prior reference to the Member;
      3. that they are to produce to the Managers without prior reference to the Member any document or information in their possession or power relating to such matter,
      as if such person had been appointed to act and had at all times been acting on behalf of the Association and not-withstanding that any such advice, reports, documents or information would, as against the Association, otherwise be the subject of legal or any other form of privilege.
3. The Directors shall meet as often as may be required for the settlement of claims which shall be paid by the Association as the Directors may determine in accordance with these Rules, but the Directors may from time to time delegate to the managers the power to agree and to effect payment of claims without prior reference to the Directors. No Director shall act as such in the settlement of any claim in which he is directly or indirectly interested as claimant.
4. Without prejudice to any other provision of these Rules, unless the Member has obtained from the Managers their prior written approval of such cesser or failure, the Directors shall have power in their discretion to reject a claim or reduce the sum payable by the Association in respect thereof if,
   1. the entered ship in respect of which the claim is submitted has ceased, before the incident which gave a rise to the claim, to be fully classed by a classification society approved by the Managers, or
   2. if the Member has failed fully and timeously to comply with all the rules, recommendations and requirements of such society
5. In no circumstances whatsoever shall a Member be entitled to be paid interest on his claim against the Association or to recover any loss of profit or consequential loss from the Association.
6. Claims shall be limited to the amount by which they exceed agreed deductibles, but subject to the agreed limits. Deductibles to be applied to particular claims will be on the basis agreed between the Member and the Association as part of the terms and conditions upon which the entry of the ship is accepted or continued. In the absence of contrary notification from the Association, the deductibles and limits applicable to any particular entry at the end of any policy year shall continue to apply to that entry in the next policy year.

SUE AND LABOUR

1. Upon the occurrence of any incident, event, dispute or circumstances which may give rise to a claim by the Member upon the Association, it shall be the duty of the Member and his servants and agents to take and continue to take all such steps as may be reasonable for the purpose of averting or minimising any liability, loss or expense in respect of which he may be insured by the Association
2. The duty imposed on the Member, his servants and his agents hereunder shall be to take such steps as could reasonably be expected be taken by a competent and prudent uninsured owner in the same or similar circumstances. No account shall be taken of any circumstances specific to the Member such as (without limitation) his lack of any relevant resources.
3. If a Member, his servants or agents, commits any breach of this obligation, the Directors may in their discretion reject any claim by him against the Association arising out of the incident, event or circumstance concerned, or reduce the sum payable by the Association in respect thereof by such amount as they may in their discretion determine.

IMPRUDENT OR IMPROPER TRADES

The Association shall not insure a Member against any liabilities, loses or expenses arising out of or consequent upon an entered ship carrying contraband, blockade running, being employed in unlawful trade or performing any voyage or being employed in any trade if the Managers having regard to all the circumstances consider, in their discretion, that the carriage, trade or voyage was imprudent, unsafe, unduly hazardous or improper.

CARRIAGE OF RADIOACTIVE MATERIALS

1. The coverage granted to the Member by the Association shall not insure the Member against any loss, damage, liability, expenses or costs arising directly or indirectly out of or in consequence of the emission of ionizing radiation from, or the toxic, explosive or other hazardous properties of nuclear fuels or radioactive products or waste carried in an entered ship; nor shall the coverage granted extend to the direct or indirect consequences of such substances being on board an entered ship.
2. Subject to all the rules expect General Rule 27.1, the coverage granted shall however extend to the carriage only of pure radio-isotopes which are used or are intended to be use for any agricultural, medical or scientific purposes. It is a condition precedent of such cover that all such material is listed in the International Maritime Dangerous Goods Code (“IMDG”) and that such material is carried in full compliance with all the requirements of the IMDG Code and all the requirements of the International Maritime Organisation.
3. The Directors may in their discretion, by Regulation extend or reduce the coverage given by General Rule 27.2 to such further materials as they may in writing approve. The Managers may, in their discretion, extend the coverage given by General Rule 27.2 to individual consignments on such terms as they think fit.

GENERAL EFFECTS OF TERMINATION, CESSER AND CANCELLATION OF INSURANCE OTHER THAN UNDER GENERAL RULE 34

Where a Member’s insurance in respect of any or all entered ships terminates, ceases or is cancelled otherwise than in accordance with General Rule 34, then:

1. if the cesser of insurance be occasioned by the death of an individual Member, the Association shall remain liable for claims, subject always to the Rules and to the terms and conditions of entry of the ship in the Association, in respect of all of such ships arising by virtue of an event which had occurred prior to the happening of the event giving rise to such cesser of insurance,
2. if the cesser of insurance be occasioned by circumstances as defined in General Rule 32.3 above, the Association shall, subject always to the Rules and to the terms and conditions of the entry of the ship in the Association, remain liable in respect of liabilities flowing directly from the casualty which has given rise to the actual or constructive or commercial loss of the ship,
3. such person, his estate, heirs, executors, receiver, administrator, personal and representatives, trustees in bankruptcy or liquidator as the case may be shall and remain liable for all contributions, premiums and any other sums whatsoever payable in respect of the policy period in which the insurance terminates, ceases or is cancelled and previous policy years, unless and except to the extent that General Rule 31 is brought into operation and/or the Members liability may have otherwise been limited under General Rule 10 and satisfied by payment thereof,
4. to the extent that any claim or potential claim against the Association has been or may be paid by the Association or may be pursued against the Association by the former Member all the obligations of the Member to the Association shall continue to apply to the former member as though he remained a Member.

CANCELLATION FOR NON-PAYMENT

1. Without prejudice to any other provision whatsoever of the Rules if the Association has not received from a Member, within the time permitted by the Association, payment in full of any amount (whether by the way of call contribution, deductible survey fee, premium, additional premium, interest or of any other sum whatsoever), which the Association has stated to be due to it and has required the Member to pay, the Managers may give the Member notice in writing:
   1. referring to this Rule,
   2. requiring him to pay such amounts by the date specified in such notice, not being less than seven days from the date on which the notice is given, and
   3. informing him that if he fails to pay such amount in full on or before the date so specified, his insurance in respect of any ship in relation to which payment of that amount was required, together with, if the Managers in their discretion so specify, his insurance in respect of any or all other ships entered in the Association by him or on his behalf in any Class, shall be cancelled forthwith at the end of the date so specified without further notice or other formality.
2. If a Member fails to comply with the requirements set out in any notice issued by the Managers in accordance with General Rule 34.1, the Member’s insurance shall be cancelled as specified in such notice, irrespective of whether the insurance is current at the date of the cancellation or has by then ceased, been terminated or cancelled in accordance with any other provision of the Rules, and the remainder of this rule shall apply.
3. With effect from the date of cancellation the Association shall cease to be liable for any claim of whatsoever kind under the Rules in respect of any and all insurances specified in the notice under General Rule 34.1:
   1. irrespective of whether such claim has occurred or arisen or may arise by reason of any event which has occurred at any time prior to the date of cancellation, including during previous policy years,
   2. irrespective of whether such claim arises by reason of any event occurring after the date of cancellation,
   3. irrespective of whether the Association may prior to such event have made payment of or accepted liability, either expressly or by conduct or implication for such claim or appointed lawyers, surveyors or any other person to deal with such claim,
   4. irrespective of whether the Association at the date of or prior to the date of cancellation knew that such claims might or would arise,

   and as from the date of cancellation any liability of the Association for such claim shall terminate retrospectively and the Association shall be under no liability whatsoever in respect of the insurances so specified.

4. When a Member’s insurance has been cancelled in accordance with General Rule 34.1:
   1. in relation to the policy period to which the cancellation refers all contributions, premiums and other sums payable in respect of such policy period shall be payable pro rata only for the period up to the date of cancellation,
   2. in relation to any policy period preceding that to which the cancellation refers, all contributions, calls, premiums and other sums of whatsoever kind shall be payable in full and non-returnable;PROVIDED ALWAYS that:
      1. Without prejudice to the generality of General Rule 35 no act, omission, course of dealing, forbearance, delay or indulgence of any kind by or on behalf of the Association (whether express or implied) or acceptance of liability for or the recognition of any claim, whether occurring before or after any such date of cancellation, shall derogate from the effect of General Rule 34 or be treated as any waiver of any of the Association’s rights whatsoever thereunder;
      2. the Directors may in their discretion, and upon such terms as they think fit, including, but not restricted to terms as to payment of calls, contribution, premium or other sum, admit either to terms as to payments of calls, contribution, premium or other sum, admit either in whole or in part any claim in respect of any ship entered by a Member for which the Association is under no liability by virtue of this Rule, whether such claim has arisen before or after the date of cesser or in their discretion, upon such terms they think fit, including a term that the Member shall remit wholly or partly any payment of call, contribution, premium or other sum due to the Association.
5. This General Rule shall apply mutatis mutandis to a person who was, but is no longer, a Member.

FORBEARANCE

No act, omission, course of dealing, forbearance, delay or indulgence by the Association in enforcing any of the Rules or any of the terms and conditions of its contracts with Members, nor any granting of time by the Association shall prejudice or affect any of the rights and remedies of the Association under the Rules or under such contracts. No such matter shall be treated as any evidence of waiver of the Association’s rights thereunder;

nor shall any waiver of a breach by a Member of the Rules or contracts operate as a waiver of any subsequent breach thereof. The Association shall at all times and without any notice be entitled to insist on the strict application of the Rules and on the strict enforcement of its contracts with Members.

MEMBERSHIP OF OTHER BODIES

The Managers may cause the Association (in respect of such of the Members of the Association as are eligible to become a member of such organisations) to become a member of or affiliated to Chambers of Shipping or similar societies or organisations and for this purpose may authorize the payment by the Association to these bodies of such subscriptions or grants as the Managers in their discretion decide;

PROVIDED ALWAYS that where such membership is of the particular benefit of some Members of the Association rather than all the Members, the Managers may resolve that a subscription or grant as the case may be shall be met by the Members who so benefit by way of additional calls upon those Members alone.

BYE-LAWS AND REGULATIONS

1. The Directors in their discretion may make, alter or revoke Bye-laws prescribing the conditions and/or the form of contracts of carriage generally or for use in any particular trade or for any particular port or place. Notice shall be sent by the Managers to all the Members upon the making of any such Bye-law which shall come into operation on the date stated in the notice and shall thereupon be deemed to be incorporated in these Rules. The accidental omission to give such notice or the non-receipt of such notice shall not invalidate such Bye-law or any alteration thereof. The Directors may further impose such terms upon the Member as they may think fit as a condition of the continuance of the entry of the Member’s ship or ships in any class.
2. The Directors may in their discretion make, alter or revoke Regulations affecting or restricting the employment or use of an entered ship including the warranties embodied in General Rule 26. On giving written notice thereof to the Members concerned, the same shall be and become binding upon and be observed by such Members. The accidental omission to give such notice or the non-receipt of such notice by any such Member shall not invalidate such Regulations or any alterations thereof.
3. If a Member shall commit a breach of such Bye-law or Regulation, the Managers may reject or reduce any claim made by the Member to the extent to which it would not have arisen if the Member had complied with the Bye-law or Regulation and the burden of proving in each case that liabilities, losses or expenses concerned ( or any part thereof) could not have been avoided by such a compliance shall be on the Member.
4. The Directors may in their discretion recommend the use of any particular form of contract of carriage in any particular trade. Members whose ships are engaged in such trade shall endeavour to use such forms of contract of carriage when the circumstances of the fixture or engagement of such ships permit.

POWERS OF THE DIRECTORS

1. The Directors may exercise all such powers of the Association and do on behalf of the Association all such acts as may be exercised and done by the Association and as are not by law, the Articles of the Association or the Rules, bye-laws or regulations required to be exercised or done by the Association in General Meeting.
2. The Directors may delegate any of their powers, duties or discretions to any Committee of the Directors consisting of such of their body as they think fit. Any Committee so formed shall in exercise of any power, duty or discretion so delegated conform to any direction that may from time to time be imposed on it by the Directors.
3. The Directors or, subject to any directions imposed as aforesaid, any Committee of the Directors may from time to time vest in the Managers such of the powers, duties and discretions by these Rules vested in the Directors or delegated to any Committee of the Directors (as the case may be ) as the Directors or any such Committee of the Directors shall think fit and any such powers, duties or discretions so vested may be made exercisable for such period upon such conditions and subject to such restrictions and generally upon such terms as the Directors or such Committee of the Directors (as the case may be) may determine.
4. Whenever any power, duty or discretion is conferred or imposed upon the Managers by virtue of these Rules, such power, duty or discretion may, subject to any terms, conditions or restrictions contained in these Rules, be exercised by any one or more of the Managers or by any servant or agent of the Managers to whom the same shall have been delegated or sub-delegated.
5. If the Directors shall so decide or the Managers shall so request, any power exercisable under the Rules by the Managers may be exercised by the Directors.
6. If the Member so requests, the Directors may in their discretion review, de novo or otherwise, any discretion that has been exercised by the Manager.

MARINE INSURANCE ACT

The Rules and all contracts of insurance made by the Association shall be subject to and incorporate the provisions of the New Zealand Marine Insurance Act, 1908, and any statutory modification thereof except insofar as such act or modification may have been excluded by these Rules or by any terms of such contracts.

NOTICES

1. Subject to General Rule 43, a notice or other document required under these Rules to be served on the Association may be served by sending it through the post in a prepaid letter or by sending it by telegraph, cable, radio telegraph, facsimile, telex or email addressed to the Managers at their address for the time being.
2. A notice or other document required under these Rules to be served on a Member may be served by sending it through the post in a pre-paid letter or by sending it by telegram , cable, radio-telegraph, facsimile, telex or e-mail addressed to such Member at his address as appearing in the Register. In the case of joint Members, notice shall be served on the joint Member whose name stands first in the Register and such service shall be deemed sufficient service upon all the joint Members.
3. For the purpose of the above sub-rules where for any reason the Association does not possess or has not been provided with or is uncertain of the address of a Member from the entry in the Register of Members any notice or other document shall be deemed to be properly served if served upon any person, body, ship manager or intermediary of whatsoever nature through whom the application for entry of the ship in the Association appears to have been made on behalf of the Member.
4. 1. Any notice or other document sent by post shall be deemed to have been served 5 clear days after the day on which the letter containing the same was put in the post, and in proving such service it shall be sufficient to prove that the letter containing the notice was properly addressed and put into the post, pre-paid first class,
   2. any notice sent by telegram, cable or radio-telegraph shall be deemed to have been served on the day after it was handed into the telegraph, cable or radio-telegraph office and in proving such service it shall be sufficient to prove that such telegram, cable or radio-telegraph was duly handed in,
   3. any notice sent by facsimile, e-mail or telex shall be deemed to have been served on the day it was despatched and in proving service, it shall be sufficient to prove that such telex, e-mail or facsimile was duly despatched.
5. The successors, representatives, receivers, legal curators, trustees in bankruptcy or liquidators or the like of any person who is or was at any time a Member of the Association shall be bound by a notice or other document served as aforesaid if sent to the last such address of such Member appearing in the Register notwithstanding that the Association may have notice of the Member’s death, disability, insanity, bankruptcy or liquidation.

CHOICE OF LAW

The Rules and any contract of insurance between the Association and a Member shall be governed by and construed in accordance with New Zealand Law.

RECOVERY OF DEBTS TO AND OTHER CLAIMS BY THE ASSOCIATION

Without prejudice to the provisions of Rule 44 the Association may initiate proceedings and maintain any action against the Member in the Commercial Court of the High Court of Justice in London or any other court or arbitration tribunal in any jurisdiction to recover sums due to it or pursue other claims against the Member. The Association may take proceedings in any jurisdiction to obtain security for any claim it asserts against the Member.

SERVICE OF PROCEEDINGS ON THE ASSOCIATION

Any notice of any legal proceedings must be served on the Association at its registered office. Neither the Managers nor their correspondents are authorized to accept service of any legal proceedings whatsoever including, without limitation, the service of any notice required in order to initiate an arbitration.

DISPUTES AND DIFFERENCES

Subject to General Rule 42, if any difference or dispute shall arise between a Member and the Association out of or in connection with the Rules or any contract between them or as to the rights and obligations of the Association or the Member thereunder or in connection therewith, such difference or dispute shall in the first instance be referred to and adjudicated upon by the Directors. Such reference and adjudication shall be on written submissions only.

If the Member concerned does not accept the decision of the Directors or if the Directors fail to make any decision within three months of the reference to them of the difference or the dispute, it shall be referred to arbitratior in Auckland or in London, at the discretion of the Directors. The parties shall endeavour to agree on a sole arbitratior. If they cannot agree on a sole arbitrator within 14 days of an invitation to agree a sole arbitrator, then the dispute shall be referred to two arbitrators (one to be appointed by each of the parties) and an umpire to be appointed by the arbitrators. No Member or Director of the Association nor the Managers nor any employee of the Managers shall act as arbitrator or umpire.

Without prejudice to any other provisions of these Rules and without waiving any of the Association’s rights hereunder, if the Member wishes to refer a dispute or difference to arbitration under these rules, it must do so within three months of a decision of the Directors following a reference of the difference or dispute to the Directors under this rule or, as the case may be, within six months of a reference of any dispute or difference to the Directors hereunder if the Directors have failed to make any decision upon the reference to them of the difference or dispute. In the event that arbitration is not commenced by these time limits, the claim shall be barred and wholly extinguished.

The Tribunal may conduct its proceedings in a mercantile manner without strict regard for legal technicalities regarding evidence. The Tribunal may, if a point of law arises, obtain the opinion thereon of such counsel or solicitor as it may think fit, and may act upon any such opinion. Unless the Tribunal otherwise directs, the cost of and incidental to its proceedings shall form part of the costs of the award. The cost of and incidental to any such reference and award shall be in the discretion of the Tribunal which may determine the amount thereof, or direct the same to be taxed as between solicitor and client or otherwise, and may decide by whom and to whom and in what manner the same shall be borne and paid.

The submission to arbitration and all connected proceedings shall otherwise be subject to the provisions of the New Zealand Arbitration Act, 1996 or any statutory modification or reenactment thereof, or should the Directors exercise their discretion in favour of London arbitration, to the English Arbitration Act, 1996 or any statutory modification or reenactment thereof. No Member shall be entitled to maintain any action, suit or other legal proceedings against the Association otherwise than in accordance with the procedures laid down in this Rule. A Member may only commence proceedings, other than the arbitration above, in order to enforce an award under such arbitration and then only for such sum, if any, as the award may direct to be paid by the Association.

Notwithstanding any other matter set out in this Rule 44 any difference or dispute arising between a Member and the Association out of or in connection with a claim arising under Rule 4.1 (v) and (vi) of Class 1 Protection and Indemnity and Rule 4.1 (v) and (vi) of Class 6 Charterers’ Liability shall be determined by a single arbitrator acting as an expert appointed in default of agreement by the President for the time being of the Medical Council of New Zealand whose decision shall be final and binding on all parties.

The Directors or Managers may from time to time issue and publish on its website Circulars and Risk Bulletins containing recommendations to Members in connection with the operation of their entered ships during the period of insurance, compliance with which shall be deemed a condition of continued coverage unless otherwise agreed with the Managers in writing.