FULL CORPORATE OFFER
Ref: 001/FCO/MIJ-BHATIA/VIII/2022
To:
BATHIA COAL INDIA
Dear Mr. GS Bhatia
Subject: Indonesian Steam Coal 3600-3400 Kcal/Kg (GAR)
We are PT. Maxindo Jaya International would like to firmly offer coal as below,
Parameters Typical Rejection
Gross Calorific Value (ARB) 3600 Kcal/kg Below 3400 Kcal/kg
Inherent Moisture (ADB) xx% NA
Total Moisture (ARB) xx% NA
Total Sulphur (ADB) xx % Above xx%
Ash Content (ADB) xx % Above xx %
Volatile Matters (ADB) xx%-xx% NA
Fixed Carbon (ADB) By difference NA
HGI xx-xx NA
Size 0-50mm xx% NA
Commodity: Indonesian Steam Coal (Single mine not mixed)
1. Quantity : 55,000 MT ±10% Supramax Parcel.
2. Price : USD xx /Mt Basis GAR 3600
3. Vessel : Geared Vessel
4. Loading Port : Muara Berau Anchorage, East of Kalimantan, Indonesia
5. Delivery Schedule : x-x August 2022
6. Offer Validity : Until 23:30 PM Jakarta Time, 29th July 2022.
7. Payment Terms : 100% by sight Letter of Credit from International Prime Bank
shall be Issued 3 days prior to vessel ETA.
8. Inspection :Sampling & Analysis at loading port by Independent Surveyor
Sucofindo/Leon/SGS/Anindya/SCCI/CCIC
MINE / ORIGIN
Single mine Coal derived from KBB (PT Komunitas Bangun Bersama), East of
Kalimantan Province, Indonesia.
PT. MAXINDO JAYA INTERNATIONAL
GEDUNG WIRAUSAHA LT.1
JL. HR RASUNA SAID KAV 5-C KUNINGAN JAKARTA SELATAN 12920
+62 21 521 3100
WEBSITE: [Link]
PRICE ADJUSTMENT
If the actual Gross Calorific Value (ARB) as per Certificate of sampling and analysis issued by
Independent surveyor at load port is above or below 3,600 kcal/kg but not below 3,400 kcal/kg,
price adjustment shall be as per below:
(Actual GCV (ARB) kcal/kg)
Adjusted FOB Price = Price × ----------------------------------
3,600 kcal/kg
No Bonus above 3,700 Kcal/Kg applicable if the actual GCV ARB comes above 3,700 Kcal/Kg
as mentioned in certificate of analysis issued by independent surveyor at loading port.
Penalties:
Gross Calorific Value (As received basis)
If the actual Gross Calorific Value (ARB) is less than rejection limit of 3400 Kcal/kg, the Buyer
shall have the right to reject the cargo, if the buyer accepts the cargo, then price shall be
adjusted in accordance with price adjustment formula as stipulated in clause 9.1 to the
rejection limit (Actual GCV = Rejection Limit Value), fraction pro-rata, unless otherwise
adjusted by mutual agreement to re-negotiate the unit price
Sulphur (Air dried basis)
If the certified Total Sulphur (ADB) of the coal as shown in the Certificate of Sampling and
Analysis issued by the Independent Surveyor is above 0.60% the penalty shall be US$
0.20/MT per 0.1% fractions pro rata.
Ash (air dried basis)
If the certified Ash Content (ADB) of the coal as shown in the Certificate of Sampling and
Analysis issued by the Independent Surveyor is above 10% the penalty shall be US$ 0.20/MT
per 1% fractions pro rata.
PAYMENT TERMS
By irrevocable, confirmable, at sight letter of credit in a format agreeable to the Seller, opened
by a first class bank and payable at the counters of bank nominated by the Seller. Such L/C to
be established by the Buyer by latest prior 3 days before first laycan date. Confirmation
charges to be for Seller account.
The Seller shall present the following loadport documents to the negotiating bank as per
PT. MAXINDO JAYA INTERNATIONAL
GEDUNG WIRAUSAHA LT.1
JL. HR RASUNA SAID KAV 5-C KUNINGAN JAKARTA SELATAN 12920
+62 21 521 3100
WEBSITE: [Link]
documents requirement enlisted here below:
(a) Seller’s signed commercial invoice in triplicate showing the name of the carrying vessel,
date of bill of lading, the actual tonnage shipped, and the total value of the shipment
showing adjustment of price and settlement of demurrage/despatch is acceptable.
(b) 3 original and 3 copies of clean on board Charter Party Bill(s) of Lading marked “Freight
Payable as per Charter Party”, made out “to order” and either blank endorsed or endorsed
in favour of L/C issuing bank, as requested in the L/C.
(c) Certificate of Weight in one (1) original and three (3) copies issued by independent
surveyor in accordance with clause 12.2 at the Loading Port;
(d) Certificate of Draft Survey in one (1) original and three (3) copies issued by independent
surveyor at the Loading Port;
(e) Certificate of Sampling and Analysis in one (1) original and three (3) copies issued by
independent surveyor at the Loading Port;
(f) Certificate of Origin in one (1) original and three (3) copies issued by independent
surveyor at the Loading Port;
(g) 1 Set copy signed agreed laytime sheet at loading port
Seller account number:
Account name :
Account number :
Bank :
Branch :
Swift Code :
All bank charges incurred at Seller’s bank are for the Seller’s account. All bank charges
incurred at Buyer’s bank are for the Buyer’s account.
- Seller to courier Original Certificate of Origin issued by Indonesian Chamber of Commerce
and Industries for AFTA (Form D/E/AI/IP/B/AK) in paper and/or electronic form as required at
at address prescribed by Buyer in the Shipping instructions.
SAMPLING AND ANALYSIS
Independent Surveyor PT SGS/Sucofindo/Leon/Anindya/SCCI/CCIC at buyer’s option shall
take a representative sample of the Coal at the loading jetty in accordance with ASTM/ISO
Standards at a point close to the barge loader.
The representative sample shall be divided into Four parts to provide:
(i) one sample for analysis by the Independent Surveyor at the loading port (the “Loading
Port Sample”)
(ii) one sample to be delivered in a suitable airtight container properly sealed and labeled
PT. MAXINDO JAYA INTERNATIONAL
GEDUNG WIRAUSAHA LT.1
JL. HR RASUNA SAID KAV 5-C KUNINGAN JAKARTA SELATAN 12920
+62 21 521 3100
WEBSITE: [Link]
to the Buyer at the Seller’s expense.
(iii) one sample to be delivered in a suitable airtight container properly sealed and labeled
to Buyers Representative/protective surveyor Sample
(iv) one sample to be retained by the Independent Surveyor in a suitable airtight container
properly sealed and labeled until 90 (ninety) days after the bill of lading date for the
vessel (the “Umpire Sample”).
The Independent Surveyor will test the Loading Port Sample in accordance with ASTM/ISO
Standards and against the specifications. The Independent Surveyor shall issue a certificate
of analysis certifying the results of such analysis (the “Certificate of Analysis”). The Certificate
of Analysis shall be final and binding on the Parties for settlement.
In the event that either Party wishes to challenge the results as certified in the Certificate of
Analysis, it shall do so by giving written notice to the other Party within 45 (Fourty Five)
working days from the Vessel’s Bill of Lading date. In such event the Umpire Sample shall be
sent for analysis to an independent laboratory, of international repute, mutually agreed on by
the Parties (the “Umpire Analysis”).
To the extent that the results of the Umpire Analysis for the parameter(s) in question are within
ASTM/ISO reproducibility limits of the value(s) obtained by the Independent Surveyor, the
value(s) obtained by the Independent Surveyor shall be final, and the cost of the Umpire
Analysis shall be paid by the challenging Party. To the extent that the results of the Umpire
Analysis for the parameter(s) in question are not within ASTM/ISO reproducibility limits of the
values obtained by the Independent Surveyor, then the results of the Umpire Analysis will
replace the values obtained by the Independent Surveyor, and the cost of the Umpire Analysis
will be paid by the Seller.
Buyer shall have the right to appoint its own Independent Surveyor /Representative at loading
port at any time at buyer’s own cost and supplier to support the representative at full along with
all necessary permissions required to perform the duties.
The tolerances for differences between the analysis conducted by the Independent Surveyor
and the Umpire Laboratory shall be as follows:
GCV (as received basis): 70kcal/kg
Total Moisture (as received basis): 0.75%
Ash (air dried basis): 1.0%
Total Sulphur (air dried basis): 0.10%
If any of the above tolerances are exceeded, the Umpire Certificate shall be final and binding,
save in case of fraud or manifest error. Any adjustment based on umpire analysis result to be
settled by T/T within 7 banking days of invoice issued by owing party.
Buyer shall have the right to appoint its own Independent Surveyor /Representative at loading
port at any time at buyer’s own cost and supplier to support the representative at full along with
PT. MAXINDO JAYA INTERNATIONAL
GEDUNG WIRAUSAHA LT.1
JL. HR RASUNA SAID KAV 5-C KUNINGAN JAKARTA SELATAN 12920
+62 21 521 3100
WEBSITE: [Link]
all necessary permissions required to perform the duties.
(Hereinafter referred to as “Representative(s)”) to witness the Surveyor’s activities within the
scope as follows:
(h) Witness Independent Surveyor’s sampling and bagging of Coal at loading anchorage;
(i) Witness sample bags sealed and labeled with Buyer's seal / signature in loading port;
(j) Witness removal of seals and labels from the sample bags, as well as sample
combination process at Surveyor’s sample preparation room and to take the respective
combined or each lot sample or both at Buyer’s option immediately;
(k) Each party has the right to make notes or signature on Umpire Sample.
Both Buyer and Seller are strictly forbidden and prohibited to interfere in the work of Surveyor.
Therefore both representative(s) from Buyer and Seller just can be only witnessing the work of
surveyor. The Seller shall allow reasonable access to facilitate the performance of such
activities, and shall instruct the Independent Surveyor, agents, vessel and terminal operators
accordingly.
WEIGHT DETERMINATION
The quantity of loaded Coal will be determined by ship’s draught survey at loading port by PT.
SGS/Sucofindo/Leon/Anindya/SCCI/CCIC [the “Independent Surveyor”] (the “Draught Survey”)
in Buyer option. The weight of the shipment of Coal shall be determined to the nearest tonne
by draft survey at the Loading Port.
PT. SGS/Sucofindo/Leon/Anindya/SCCI/CCIC [the “Independent Surveyor”] shall issue a
certificate (the “Certificate of Weight”) certifying the results of the draft survey. The Certificate
of Weight shall be final and binding on the Parties, save in the case of fraud or manifest error
and shall be the basis for calculation of the Price. The costs of and associated with the
Draught Survey and the Certificate of Weight shall be borne by the Seller.
SHIPPING TERMS
NOMINATION OF VESSEL
The Buyer is responsible for chartering a vessel for shipment of the Coal and where loading is
at an anchorage and otherwise as may be necessary, the Seller shall be responsible for
supplying barges at the anchorage.
At least 7 days prior to ETA of vessel , Buyer will nominate a suitable vessel to the Seller
arriving within the agreed laycan and its position warranting the same. The Seller will confirm
the nominated vessel within 24 hours or provide reasonable grounds for rejecting Buyer’s
nominated vessel.
PT. MAXINDO JAYA INTERNATIONAL
GEDUNG WIRAUSAHA LT.1
JL. HR RASUNA SAID KAV 5-C KUNINGAN JAKARTA SELATAN 12920
+62 21 521 3100
WEBSITE: [Link]
Buyer has the right to substitute the nominated vessel by latest 5 working days prior to the
vessel’s ETA at loadport. The substitute vessel shall have an ETA in the laycan (not earlier
than the first nominated ETA and not later than 3 days of the first accepted ETA) and The
nominated vessel to be geared and grabbed with ISM/ ISPS code. Vessel shall be clear
of any deck obstructions, light poles or other objects between holds.
The nomination will contain following details:
- Name and former names (if applicable)
- IMO number
- Year built, flag, class and classification society
- LOA, BEAM, DWT + Draft + airdraft
- Number of Holds and hatches
- If it is a Geared Vessel, deck gear type, location and number of gears
- Demurrage/Despatch rate
- ETA loadport
- Expected cargo intake
- Last Port Clearance
The nominated Geared vessel shall provide necessary equipments at least four
cargo gears fully guaranteed running in good condition with SWL minimum 4 x 25 MT
cranes and four of 12 CBM grabs with maximum of 20 (twenty) years of age. The Vessel
shall provide sufficient power to operate all usual deck appliances including sufficient lights on
board for night loading. In the event the Vessel does not meet the above requirements, the
Seller shall have the right to reject the Vessel.
Following valid vessel certificates required by the Seller for compliance and completion of
vessel vetting and acceptance process:
- Cert. of Class
- Cert. of Entry with Int. Group P&I
- Safety Management Cert.
- ISS Cert.
- Cont. Synopsis Record
- Doc. of Compliance
- Doc. of Compliance with IMSBC Code (covering Group B cargoes, incl. Coal)
- Vessel General Arrangement Plan
- FC Check list as attached Any other information and/or certificates as may be required
by Seller for compliance, in addition to the above
NOTICE OF READINESS
Provided the Buyer has opened an L/C in line with the contract, then a valid Notice of
Readiness (NOR) can be tendered within agreed laycan ATDNSHINC after the Vessel
has arrived at the Loading berth/anchorage, provided the Vessel is in all respects ready to
load, has obtained the necessary customs clearance and subject to free pratique being
PT. MAXINDO JAYA INTERNATIONAL
GEDUNG WIRAUSAHA LT.1
JL. HR RASUNA SAID KAV 5-C KUNINGAN JAKARTA SELATAN 12920
+62 21 521 3100
WEBSITE: [Link]
granted prior to or on arrival at the mooring/berth If the loading berth/anchorage is occupied
on vessel’s arrival, NOR can be tendered whether in berth or not from the usual waiting area
REJECTION OF VESSEL
The Seller may, acting in good faith, reject any Vessel within one (1) day of the receipt of a
Vessel Nomination, including a substitute Vessel Nomination, or refuse to accept a Vessel for
loading on any reasonable grounds, which, for the avoidance of doubt, shall include any
refusal to load the Vessel by the relevant port authority at the loading port nominated by the
Seller.
VESSEL SUBSTITUTION
The Buyer may substitute the Vessel with another vessel, complying with the provisions and
warranties by giving a revised Vessel Nomination to the Seller in conformity with the
requirements of clause 13.2 and 13.3 above, provided that the revised vessel nomination is
minimum three (3) days before the ETA at the loading port.
ISPS
VESSEL ETA
The Buyer shall:
(l) procure the Vessel to the Seller or agreed agent or representative the vessels’ ETA at the
Loading Port in writing at least 72, 48, 24 and 12 hours prior to arrival. Thereafter,
advising any variation of more than four hours, if reasonably practicable; and
(m) if requested to do so by the Seller, provide the Seller with reason(s) for any variation(s) in
the Vessel’s ETA as last communicated by the Seller.
(n) Nominated load port agent shall be mutually agreed between Buyer and Seller
LOADING PORT
The Seller warrants that the Loading Port and the loading berth or anchorage shall be safe,
reachable on arrival and shall accommodate all the physical characteristics of the carrying
Vessel including, but not limited to, the length, beam and draught of the carrying Vessel.
The Seller shall:
(o) procure at its own expense and free of charge to the Buyer a loading berth or place at
which the Vessel can, when fully laden, safely reach, leave and always lie afloat;
(p) notify the Buyer or its appointed agent or representative of the berth or anchorage at
which the Vessel shall load the Coal (the “Berth”); and
(q) procure and maintain in good working order at the Loading Port any equipment necessary
for the loading of the Coal.
(r) based on Buyer’s schedule of shipment and the advice as to the Vessel’s arrival, Seller
PT. MAXINDO JAYA INTERNATIONAL
GEDUNG WIRAUSAHA LT.1
JL. HR RASUNA SAID KAV 5-C KUNINGAN JAKARTA SELATAN 12920
+62 21 521 3100
WEBSITE: [Link]
shall complete necessary preparation for the loading of Coal before the arrival of the
Vessel.
(s) provide, latest 3 days prior to vessel’s arrival at the Load Port, barge schedule, the Cargo
Declaration, MSDS and/or any other documents as requested by the vessel captain and
required by the applicable law and regulations.
The Seller shall provide stevedores, free of charge to the Buyer, to load the Coal onto the
vessel. Stevedores shall be appointed by and paid by the Seller but are to work under
supervision of the Master. Any disputes between the Master and the stevedores shall be
directly settled between themselves. Stevedore damages to the vessel to be settled directly by
and between the Stevedores and Owners/Master. Sellers are to assist owners to obtain
settlement or repairs. In case of non settlement by stevedores Sellers shall be ultimately
responsible for all damages/costs.
Loading is to be done under supervision of Master. Master has right to stop loading if in his
opinion it is found unsafe that may cause damage to the vessel. All delays due to this
stoppage of work to be on responsible party’s account.
Should Master suspect any damage caused to vessel by barges and/or due to stevedores,
Master to immediately notify in writing to stevedores/Seller/Seller’s agent by fax/cable or telex
within 24 hours of its occurrence. Seller or their agents have the right to inspect any reported
damage with their own surveyor.
LAYTIME AND DEMURRAGE
Laytime will commence 12 hours after Notice of Readiness is tendered or when loading
commences provided the Buyers LC has been received and confirmed workable. Unless
sooner commenced laytime to start counting from commencement of loading.
If vessel tenders NOR prior to agreed laycan, the Seller shall endeavor to load the cargo onto
the vessel prior to laycan. Laytime starts when laycan commences or on commencement of
loading, whichever earlier. If NOR is tendered after the agreed laycan, berthing and loading
shall be subject to the availability of berth and Coal Vessel is to be loaded in order of the
vessels arrival at the Load Ports unless sooner commenced. Laytime or demurrage will end
after loading is completed.
Following events will not count as laytime or demurrage used:
a) The time taken from the vessel shifting from waiting anchorage, until vessel is all fast
alongside the designated berth/or loading anchorage and ready in all respect to load,
even if vessel on demurrage.
b) If on berthing the vessel is found not to be ready in all aspects, time from discovery until
the vessel is ready to load , even if vessel on demurrage
c) Any time lost if loading is interrupted by the vessel in order to conduct business on behalf
PT. MAXINDO JAYA INTERNATIONAL
GEDUNG WIRAUSAHA LT.1
JL. HR RASUNA SAID KAV 5-C KUNINGAN JAKARTA SELATAN 12920
+62 21 521 3100
WEBSITE: [Link]
of the owner (e.g. taking bunkers, vitals, etc), even if vessel on demurrage.
d) Any time lost as a result of breakdown (unless caused by seller or its representatives),
inefficiency(unless caused by seller or its representatives), change of vessel
requirement such as stow plan / loading sequence if these revisions are requested
by vessel master / or to have special trimmings(unless caused by seller or its
representatives), repairs(unless caused by seller or its representatives) or any other
inability(unless caused by seller or its representatives) or restriction of the vessel to load
the Coal, even if vessel on demurrage.
e) Any time lost due to compliance with statutory and class requirement for the vessel, even
if vessel is on demurrage
f) First opening and last closing of Vessel’s hatches shall not be counted as lay time, even
if vessel on demurrage.
g) The time taken for discharging ballast will not count as laytime, even if vessel is on
demurrage, unless such discharge is possible while maintaining the stipulated loading
rate
h) Time spent in conducting a Draft Survey of the Vessel, prior to or during the loading of
the Coal, and cleaning and inspection of the Vessel’s holds, even if vessel on
demurrage.
i) Any time lost due to Force Majeure, Unless vessel is on demurrage
If the vessel holds fail inspection by the nominated independent surveyor, then such time from
the time she is rejected until repassing of holds not to count Vessel once on demurrage shall
always remain in Demurrage always to apply. Laytime or demurrage shall cease upon
completion of loading.
If Vessel fails to arrive within the agreed laycan, the buyer shall be responsible to pay seller
barge demurrage charges, but Seller must specify the demurrage charge per barge when they
confirming the nomination vessel. Vessel must be able to load upon arrival should there be
applicable barge demurrage, otherwise barge demurrage shall be void.
Seller is entitled to have 12 hours (“Grace Period”) after completion of loading not to count as
laytime or time on demurrage for handing over the PEB and all cargo export documents to
loading port ship agent; Laytime shall resume to count upon expiry of such 12 hours Grace
Period until PEB and all cargo export documents have been passed over to loading port ship
agent.
The Seller shall load the Coal at a loading rate of 8,000 metric tonnes per weather working day
(“PWWD”) of 24 consecutive hours Sunday and holidays included (SHINC), excluding the
following Indonesian major holidays as follows, unless used, then laytime to be calculated as
normal.
(i) Idul Fitri (2 days);
(ii) Idul Adha (1 day);
PT. MAXINDO JAYA INTERNATIONAL
GEDUNG WIRAUSAHA LT.1
JL. HR RASUNA SAID KAV 5-C KUNINGAN JAKARTA SELATAN 12920
+62 21 521 3100
WEBSITE: [Link]
(iii) Independence Day (17th August);
(iv) Christmas Day (25th December); and
(v) New Year’s Day (1st January);
The loading rate of 8,000 metric tonnes PWWD shall be the basis on which the time for loading
the Vessel shall be calculated (the “Laytime”).
Buyer shall nominate a geared and grabbed vessel with minimum 4 x 25 ton cranes and four
of 12 CBM
Once on demurrage, always on demurrage applied
The guaranteed load rate of 8,000 MT (Eight thousand) metric tons per WWD SHINC is based
on vessel having fully operating cranes and grabs. In case of non-availability of either
operating cranes or grabs, the loading rate shall be adjusted on a pro-rata basis depending on
the number of cranes and grabs that are operable. Any delay and/or demurrage and/or
detention on the vessel and/or barge and/or stevedoring services caused by non-availability of
either operating cranes or grabs shall be on the Buyer’s account.
The Buyer shall provide the Seller with the details of the nominated vessel fixed for carriage
and provide latest 3 statement of facts ( SOF) of nominated vessel if vessel age is maximum
20 years at latest of 7 (seven) Calendar Days before the 1st day prior to the agreed laycan at
the Loading Port. The Seller shall, within 24 hours Day from the receipt of such details,
approve the vessel. The Seller might only reject the nominated vessel if the vessel is not within
the agreed specifications as per paragraph (2) of this Article. Only after the Seller approves the
vessel, should the same be treated as the Designated Vessel under this Agreement.
Laytime calculation will be made by Seller based on Statement of Fact issued by the nominated agent
at the Loading Port which confirmed and accepted by Buyer within 30 ( thirty) Calendar Days on the
vessel sailing from the Loading Port. Laytime shall end at the point of time when the loading has been
completed. 12 hours free time to be provided after final draft survey to shipper for arranging vessel
sailing documents. In case there is delay of more than 12 hrs in providing the export document to the
Vessel Agent after final draft survey then the delay shall be on shippers account.
Laytime calculation formula shall be:s
Loading days allowed= Total tonnage as per B/L quantity
Agreed loading rate
It shall be the Buyer’s responsibility to ensure that the master of the Designated Vessel sends a
facsmile/e-mail advising the Designated Vessel’s ETA to agents at the Loading Port 7 (seven)
Calendar Days, 4 (four) Calendar Days and 24 (twenty four) hours prior to arrival.
Demurrage/dispatch to be calculated promptly based on the Statement of Facts issued by vessel
agents and signed by Master. Demurrage or Despatch shall be settled between the Parties within the
Letter of Credit. Demurrage/dispatch rate to be advised in the vessel nomination as per vessel charter
party rate.
PT. MAXINDO JAYA INTERNATIONAL
GEDUNG WIRAUSAHA LT.1
JL. HR RASUNA SAID KAV 5-C KUNINGAN JAKARTA SELATAN 12920
+62 21 521 3100
WEBSITE: [Link]
The Seller shall pay Demurrage to the Buyer for time lost after expiration of allowable Laytime at the
rates provided at the time of vessel nomination. The Buyer shall pay Dispatch to the Seller for Laytime
saved at the rates of ½ (one-half) of the Demurrage rates stated at the time of vessel nomination.
Rates shall be paid prorate for part days.
Other terms: : shall be mutually agreed with logical amendents
Thank you for your kind attention and consideration, we look forward to have your
prompt reply.
1o
Jakarta, 27th July 2022
Best Regards,
Andre Subastian Basri
Director
PT. MAXINDO JAYA INTERNATIONAL
GEDUNG WIRAUSAHA LT.1
JL. HR RASUNA SAID KAV 5-C KUNINGAN JAKARTA SELATAN 12920
+62 21 521 3100
WEBSITE: [Link]
