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An Agreement made the Seventeenth day of April 1912 between Swan, Hunter, & Wigham Richardson, Limited, of Newcastle-upon-Tyne Shipbuilders and Engineers (hereinafter called the builders) of the one part and the Reid Newfoundland Company, of St. John’s, Newfoundland, (hereinafter called the purchasers) of the other part as follows:

1. Dimensions, & C., of Steamer

The Builders (provided the Purchasers shall make to them the payments at the times and in the manner hereinafter set forth) shall build and complete for the Purchasers subject to the provisions of these presents a steamer of the following dimensions and class:

Length between perpendiculars 255’–0”

Breadth 37’–0”

Depth molded to upper deck 17’–6”

Depth molded to shade deck 24’-9”

The vessel to be designed to carry deadweight of 800 tons our 171/4’ mean draft, and to have a mean speed of 15 knots on a six hours trial trip off the Tyne when loaded with a total deadweight of 300 tons, and using not more than ½” air pressure (average).

To be fitted with engines having cylinders 26”-42 ½” -70” diameter by 42” stroke, with four boilers 15’-0” outside diameter by 11’-6” long, all fitted with Howden’s forced draught at 180 lbs pressure.

If the speed be less than 15 knots the Purchasers have the right to reject the vessel and if it be more than 15 ½ knots the Purchasers shall pay to the builders £250 for each 1/8th knot in excess of 15 ½ knots. But it is understood that in no case shall the premium for extra speed exceed the sum of fifteen hundred pounds £1500. By cable authority of builder John A. Donald.

The vessel to class 100 A.1. Lloyd’s with strengthening for ice.

2. Specifications

The steamer shall be built according to the specifications signed by or on behalf of the parties hereto and intended to be taken as part hereof and the plans (if any) therein referred to.

3. Inspection

The steamer shall be built under the inspection of the Purchaser’s superintendent Mr. A. Brown or other person appointed by the Purchasers who shall during work hours have free access to the yard and shops where the steamer and engines are being built.

4. Survey

The quality of the materials used in the construction of the ship shall be subject to the joint approval of the Surveyor for classification and the Purchaser’s Surveyor who shall jointly have power to reject any imperfect or unsound material or workmanship and such material or workmanship shall be made good or renewed to their joint satisfaction before the delivery of the steamer to the Purchasers.

5. Date of Completion

The steamer shall be ready for delivery in a usual and convenient place in the River Tyne on or before the thirty first day of January 1913 and in case of default the Builders shall (except as hereinafter provided in Clause six) pay to the Purchasers the sum of Five Pounds sterling as liquidated damages and not by way of penalty for the delay of each working day after such date until the steamer be ready for delivery. The expression “working day” shall not include any holiday observed in the Builders Works.

6. Delay in delivery

In the event of the delivery of the said steamer being delayed by any strike or lock-out or by fire accident weather or by making or providing of extras ordered by the Purchasers or by any delay or default in the payment of any installment on the due date or by time occupied in loading the steamer or by any other cause whether of a similar kind to those specified or of a different kind beyond the control of the Builders, then and in any of such cases the time allowed for the completion of the said steamer shall be enlarged by the number of working days lost to the Builders by such causes as those mentioned in this clause.

7. Alterations or additions

Any alterations or additions which the Purchasers may desire to be made in the steamer her machinery and outfit shall be ordered in writing and the cost of them for which the Purchasers shall be liable shall be added to the contract price and paid for on delivery of the steamer and the allowance of time in consequence of such alterations or extras or additional work having to be made or done shall be added to the date hereinbefore specified for delivery of the steamer the cost or allowance if not agreed upon between the parties being settled by arbitration.

8. Due dispatch by Builders

In the event of the Builders making willful default in the construction of the steamer her machinery or fittings or in her delivery the Purchasers may if they think fit after due notice in writing take possession of the steamer in her then state and of all materials intended for her and to complete the steamer engines boilers and machinery and for this purpose to enter any contract with other Builders and to use the yard workshops machinery and tools of the Builders without paying therefore and the costs incurred in the exercise of any of the powers of this clause shall be deducted from the purchase money then unpaid if sufficient or if not sufficient shall be made good by the Builders.

9. Purchase money

The pride of the said vessel shall be the sum of £52,500 (Fifty two thousand five hundred pounds sterling) which the purchasers shall pay to the Builders by the installments and in manner following:

£2, 500 in cash on signing this Agreements.

£2, 500 in cash when the keel is laid.

£5, 000 in cash when vessel is framed.

£1, 500 in cash on the completion of the steamer and delivery to the Purchasers of the Builders certificate, and

£41, 000 (Forty one thousand pounds sterling) in four equal yearly payments in cash over four years from date of delivery of the vessel. For such deferred payments the Builders shall draw on the Purchasers at negotiable dates, and the Purchasers hereby undertake to accept such drafts payable in London, and subject to the yearly installments being paid when due the Builders shall renew the Bills for the balance of the amount from time to time as they become due.

The Purchasers shall pay interest in advance at the time of each drawing or renewing and from and after the date of delivery of the vessels at the rate of five percent per annum together with the cost of Bill Stamps and Bankers Commission (if any).

The renewed acceptances shall be placed in the hands of the Builders at least one week prior to the date of the current acceptances becoming due.

So long as any balance of purchase money or any other moneys remain due to the Builders the vessel shall be registered under the British flag.

The Purchasers shall have the right of paying off in cash the amount of such Bills at any time when they mature instead of renewing them. The Purchasers shall also have the option of paying off all or any of the acceptances before the due date thereof in any order and the Builders shall be bound to receive such payment and to allow to the Purchasers such sum as may be equal to the rebate or discount (if any) actually received by the Builders from the holders for the time being of the acceptances. Should the acceptances be in the hands of the Builders the Purchasers shall be entitled to a rebate equal to the rate of interest which such acceptances carry.

As security for the due payment of all moneys due or accruing due under this Agreement from the Purchasers to the Builders and whether included in acceptances or otherwise the Builders shall receive a Statutory first mortgage in their favor on the vessel, and a Mortgage Agreement to run concurrently therewith both of which documents shall be in such form as the Builders or their Solicitors settle and approve of.

During the construction of the vessel the Builders shall have the right to draw upon the Purchasers, who agree to accept the drafts, for such sums as represent the value of the work done, less the amount of cash which shall have been paid by the Purchasers to the Builders, but any discount charges paid thereon shall be at the cost of the Builders, and the Bills shall be renewed so as to become payable by the Purchasers in cash as aforesaid.

9a. Insurance

So long as any of the before mentioned moneys remain due to the Builders the Purchasers undertake that they will insure the vessel after delivery at their own expense against all risks (and if desired by the Builders against war risk) for a sum of not less than her full insurable value and the policies shall be to the approval of the Builders and shall be endorsed and handed to them or their nominees. The Purchasers shall have the option of only partially insuring the vessel provided they hand to the Builders a guarantee by a bank or other surety approved by the Builders as to the due payments of all moneys due to them under this Agreement, such guarantee shall be in a form approved by the Builders.

10. Default in payment of purchase money

The Purchasers shall pay to the Builders interest at the rate of £5 per centum per annum upon all moneys overdue from the date upon which such moneys became due to the date of their payment and in case the Purchasers shall make default in the due payment of any installment or installments of the purchase money for a period of fourteen days after such installment becomes due the Builders shall be at liberty by notice in writing to rescind the contract and the Purchasers shall thereupon cease to have any interest or property in the steamer her engines boilers or machinery or the material prepared for the construction thereof respectively and the same shall revert to and become the sole property of the Builders or the Builders at their option shall be at liberty to sell the steamer as she may then lie with her engines boilers and machinery either by public auction (in which case it shall be lawful for the Builders or their agent to bid for or buy in the same) or by private contract at such time and on such terms and conditions as they may in all respects think fit without being answerable for any loss on such re-sale and in case of any deficiency in price on such re-sale such deficiency and all expenses attending such re-sale shall be made good by the Purchasers and shall be recoverable by the Builders from the Purchasers as liquidated damages but if a larger price shall be obtained such increased price shall belong to and be received by the Builders.

11. Purchasers property in steamer and lien of Builders

The steamer as she is constructed and all her machinery and fittings and all materials from time to time intended for her or them whether in the building yard workshop river or elsewhere shall after payment of the first installment of the purchase money and as the work proceeds become the property of the Purchasers and shall not be within the possession or order or disposal of the Builders for any purpose except the completion thereof but the Builders shall at all times have a prior lien thereon for their unpaid purchase money.

12. Insurance

During the building and until the delivery of the said vessel to the Purchasers the builders shall at their own cost and risk, keep the said vessel insured against fire whether in the yard or lying afloat the Purchasers being at no risk until the said vessel is delivered to them complete except that the Purchasers shall insure and protect the hull and machinery of the said vessel against marine risks for moving the vessel from the Builders yard for loading bunkering or other requirements of the Purchasers and for the trial trip or trips. Notwithstanding any accident to the said vessel or her machinery during the building or before delivery this contract shall in no wise be invalidated but the Builders shall make good the damaged part or parts to the reasonable satisfaction of the Surveyors.

13. Cost of trials

The cost of the trial trip shall be at the expense of the Builders they finding the crew and engineers necessary for the safe navigation of the steamer during the trial trip together with coals and engine stores. If the steamer is to be loaded or partially loaded for the trial trip or for any other purpose the Purchasers shall be entirely responsible for and bear the cost of such loading or partial loading as well as all expenses incidental thereto including docking dues.

14. Builders certificate

The Builders certificate and all certificates and documents that can be provided by the builders shall be provided by them and handed to the Purchasers in exchange for the final payment and the Builders shall produce a receipt for the fees for all documents which require time to prepare such as classification certificates.

15. Guarantee

After the steamer has been delivered over to the Purchasers all liability on the part of the Builders shall cease with regard to all matters whether arising before or after such delivery Excepting always that if the engineer recommended by the Builders shall guarantee the propelling machinery and its boilers for that period against any defects in material or workmanship to the extent of making good or replacing any defective or faulty part at their works or paying the equivalent cost of doing so provided that such defects shall be brought to their notice in writing within the six months aforesaid and be unconnected with weather or wear and tear. But the Builders shall in no case whatever be liable for any consequential damage or claim occasioned by such defects whether arising in original work or in repairs or substituted work nor shall they be liable for any claim for the time occupied in the repair thereof nor for the effects of alterations or additions made by any person appointed by or in the name of the Purchasers nor for any accidents whether arising from neglect of the engineer in charge or not. Moreover the Builders shall not be called upon to bear the cost of any repair provided the same would have been recoverable from the Insurers under the ordinary policy of insurance if the same had happened or become apparent after the expiration of the six calendar months and nothing in this clause shall be construed to impose on the Builders any increased liability in respect of such new articles or materials or work except increase if any in the cost thereof. After the expiration of the said period of six months from delivery all liability hereunder of the Builders shall absolutely cease in every respect.

16. Arbitration

Every question or difference which may arise respecting this agreement or the said specifications shall be referred to two independent persons one to be appointed by each party or in case of difference to an umpire to be appointed by such parties. The provisions of the Arbitration Act 1889 or any statutory modification thereof for the time being in force shall apply to this contract. 

Source: The Rooms, Provincial Archives