Clyde Co The Guide to Superyacht Law - Fourth Edition

Clyde Co The Guide to Superyacht Law - Fourth Edition

Fourth edition

www.thesuperyachtlawfirm.com

CONTENTS Design and Build  Design Intellectual property

Insurance What are the possible risks? What insurances are required?

7 8

49 50

Build contract

12 15

Are there any insurance clauses that I need to pay particular attention to?

52

Warranty

Finance At a glance

Sale and purchase Top tips

55 57 57

17 18 19 20

Points to consider Post-drawdown

Points for sellers to consider Points for buyers to consider

Basics of superyacht sale and purchase

Additional considerations Bribery

59 60 61 63 64 69 71 71 74 74 75 76

Tax Q&As

Brokerage Litigation

23

Operational Superyacht management

Multi-jurisdictions

27 28 31 33 34 36 38 41 42 46 46

Brexit

Crewing matters

Our team United Kingdom

Art on board

Flag

Asia Pacific

Arms on board

Middle East & Africa

Migrants

The Americas

Helicopters

Europe

Toys Jet skis Drones

About Clyde & Co Our global reach

Flyboards

Submarines

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Photographer: Andrew Johansson

Since the publication of the third edition of the Guide to Superyacht Law, we have seen significant changes in the interpretation of English law and what various stakeholders in the superyacht industry view as important. This fourth edition of the Guide to Superyacht Law has expanded sections on design and build, insurance and various issues which are at the forefront of people’s minds. Our continuing desire to share our knowledge and expertise with you has inspired the changes you will find in this Guide. Whether you are looking to buy, sell, design, own or crew the superyacht, our Guide to Superyacht Law will help you navigate your way through this increasingly complex area of the law. Written by legal experts with more than 20 years’ experience in the superyacht sector who represent many of the industry’s leading builders, owners and designers and having been involved in the leading cases involving the superyacht industry, our Guide covers almost everything you need to know at any stage in the process – from financing a superyacht and drafting design contracts to safety and operational considerations. Even if it all goes wrong, with one of the world’s largest international dispute teams, Clyde & Co has the expertise to work out the best solution for you, whether that is in London, Paris, Miami, New York, Singapore or any one of the other superyacht hubs where disputes are heard. Our depth of industry knowledge – both commercially and legally – is second to none. The superyacht industry has changed many times since the turn of the 21st century and it continues to evolve. The recent release of the Panama Papers, public opinion and some government moves against tax evasion and avoidance have set the tone for the industry. We recognise that today this industry – perhaps more than any other – has become the focus of policy-makers and politicians to which the industry must respond by being transparent and ruthlessly professional in every aspect of its workings. On top of this, the referendum vote for the UK to exit the EU puts even more pressure on the sector. We have a special Brexit section that asks some pertinent questions for consideration. John Leonida

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DESIGN & BUILD

Designing and building a superyacht is a complex process.

DESIGN It is important to understand what rights you have in any designs and to surround yourself with an experienced team to assist with the build process. • What is the owner expecting from the designer? Will the choice of the design have an impact on the superyacht’s performance or compliance with superyacht regulatory obligations? Bring the designer on board early • What are the designer’s obligations? Is he or she only delivering the design, or should the designer also be responsible for ensuring the builder fulfils the design intent? • Does the design contract tie into the build contract? The designer should deliver the design in accordance with the design deliverables schedule of the build contract. Does the design contract clearly specify the designer’s responsibility towards the owner or towards the builder for defects attributable to the original design? • Is the owner/builder protected from negligent design or breaches of intellectual property? Does the designer have professional liability insurance cover in place? It is expensive but designers should have it • Does the design contract protect the designer’s intellectual property? Does the contract provide that any licence of the intellectual property rights granted by the designer are subject to payment of the design fees, and that if the designer is not paid the licence will be immediately withdrawn? A designer should never surrender their design palette or assign or license their intellectual property rights without specialist advice. Owners go to a designer for their style, which is their signature.

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INTELLECTUAL PROPERTY Intellectual property (IP) is concerned with creations, such as inventions, literary and artistic works, designs, and names and symbols used in a commercial context. IP can be legally protected, for example by way of copyright, designs, patents and trade marks. These rights ensure that inventors and designers are recognised for and profit from their work, and are protected against the misuse and/or misappropriation of their works by others. IP includes such rights as: confidential information and trade secrets, copyright, >Page 1 Page 2 Page 3 Page 4 Page 5 Page 6 Page 7 Page 8 Page 9 Page 10 Page 11 Page 12 Page 13 Page 14 Page 15 Page 16 Page 17 Page 18 Page 19 Page 20 Page 21 Page 22 Page 23 Page 24 Page 25 Page 26 Page 27 Page 28 Page 29 Page 30 Page 31 Page 32 Page 33 Page 34 Page 35 Page 36 Page 37 Page 38 Page 39 Page 40 Page 41 Page 42 Page 43 Page 44 Page 45 Page 46 Page 47 Page 48 Page 49 Page 50 Page 51 Page 52 Page 53 Page 54 Page 55 Page 56 Page 57 Page 58 Page 59 Page 60 Page 61 Page 62 Page 63 Page 64 Page 65 Page 66 Page 67 Page 68 Page 69 Page 70 Page 71 Page 72 Page 73 Page 74 Page 75 Page 76 Page 77 Page 78 Page 79 Page 80 Page 81 Page 82

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