Category: 3. Business

  • Introducing the LIONS Scholarship Jury for Cannes Lions 2026

    Introducing the LIONS Scholarship Jury for Cannes Lions 2026

    Get to know the C-suite members, founders, presidents and department leaders who’ll nominate the next generation of creative talent at the Festival this June. We’re delighted to announce the LIONS Scholarship Jury for Cannes Lions 2026 – creative and marketing leaders from around the globe, committed to helping a diverse group of young talent from underrepresented backgrounds into the creative marketing industries.

    The LIONS Scholarship gives young creatives and marketers the opportunity of a lifetime. Offering 10 winners from 10 different countries a place in either the Creative Academy or Brand Marketers Academy at Cannes Lions 2026 – where they’ll join a cohort of learners aged 30 and under, for an unmatched learning and networking experience at the heart of the global creative community.

    The Scholarship aims to level the playing field for creative excellence the world over, so successful applicants’ passes, travel and accommodation are fully funded by LIONS.

    Applications are open now, and close on 5 December. Find out more about the LIONS Scholarship, and start your application, here.

    To ensure fairness in the judging process, we’ve selected a global Jury of experts – representing all markets, and every creative discipline. Meet them here:

    Andrea Quaye, Marketing Director, Heineken, South Africa

    Angela Kyerematen-Jimoh, CEO/Founder BrainWave AfricaTech, Ghana

    Brigid Alkema, Chief Creative Officer, Clemenger BBDO, New Zealand

    Chandu Rajapreyar, Group Executive Creative Director, Hakuhodo, Vietnam

    Colin Selikow, Chief Creative Officer, DDB Chicago, United States

    Emir Shafri, Chief Creative Officer, Publicis Groupe, Malaysia

    Eugene Park, Integrated Marketing Experience (IMX), CJ CheilJedang, South Korea

    Felipe Simi, CEO & Creative Chairperson, Droga5 Sao Paulo, Brazil

    Françoise Nottrelet, Global Head of Content Partnerships and Licensing, StarNews Mobile and Head of Business and Content, House of Podcasts, Starnews Mobile and House of Podcasts, France

    Gabriel Barrio, Commercial Manager, UNACEM Peru, Peru

    Gabriel Suárez Ortega, Latin America Marketing Director, Edgewell Personal Care, Colombia

    Gaurav Virkar, Global AI and Media Leader, P&G (Beauty Care), Singapore

    Genevieve Hoey, Global Creative Director – Masterbrand, Our LEGO Agency (OLA), The LEGO Group, Denmark

    George Bryant, Global Chief Creative Officer, Golin, United Kingdom

    Helena Bertho, Global Director of D&I, Nubank, Brazil

    Jacquie Mullany, Executive Creative Director, FCB Africa, South Africa

    Jayesh Nair, EMEA Creative and Integrated Media Lead, Bayer Consumer Health, Switzerland

    Jess Greenwood, Strategy, Marcom, Apple, United States

    Josafat Padilla, Regional Chief Creative Officer, Havas Costa Rica, Costa Rica

    Kenya Hunt, Editor-in-Chief, ELLE UK, United Kingdom

    Khaled AlShehhi, Executive Director of Marketing and Communication, UAE Government Media Office, UAE

    Kimberly Evans Paige, Executive VP and Chief Brand Officer, BET Media Group, United States

    Klaartje Galle, Chief Creative Officer, VML Belgium

    Leila Katrib, Global Executive Creative Director, Incubeta, UAE

    Mariko Fukuoka, Creative Director, Dentsu Inc., Japan

    Mary Njoku, Founder, Managing Director/CEO, ROK studios(A Canal Plus Subsidiary), Nigeria

    Maurice Wangalachi, Creative Director, Ogilvy Africa, Kenya

    Michael Duffy, Brand and Innovation Head, AMEA Region, Opella Consumer Healthcare, Australia

    Mohammed Jifri, CMO, Hunger Station, UAE

    Nada Abisaleh, Head of Leo Beirut, Leo Beirut, Lebanon

    Robert Thompson, Head of Marketing and Communication, Sanlam Investments, South Africa

    Rodney Williams, Managing Director, Trestle Glen Group, Canada

    Sadira E. Furlow, Global Chief Brand and Comms Officer, Tony’s Chocolonely, Netherlands

    Sidick Bakayoko, Founder and CEO, Paradise Game, Ivory Coast

    Xavier Blais, Partner, Executive Creative Director, Rethink, Canada

    Yaa Boateng, Chief Creative Officer and Managing Director, The Storytellers, Ghana

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  • WFW advises MPCC on four-ship order with long-term charters

    WFW advises MPCC on four-ship order with long-term charters

    Watson Farley & Williams (“WFW”) advised shipping company MPC Container Ships ASA (“MPCC”) on the order of four new container ships with long-term charter agreements.

    The contracts for the construction of the four 4,500 TEU vessels at a price of US$58m each were signed with Chinese shipbuilder Jiangsu Hantong Ship Heavy Industry Co. Ltd. Delivery is scheduled for H1 2028, with options for two additional vessels at the same price.

    The vessels ordered will be tailored to the charterer’s requirements and sustainability goals and equipped with state-of-the-art energy-efficient technology. This will reduce slot costs by approximately 50% as MPCC continues to modernise its fleet. Each vessel will be operated under a 10-year time charter agreement with extension options for a leading global liner shipping company, with this initial period expected to generate approximately US$375m in revenue.

    Oslo-based MPCC is a leading container ship owner with a focus on small to medium-sized vessels. It primarily owns and operates a portfolio of container ships serving regional trade routes under long-term charter agreements.

    The WFW Maritime team that advised MPCC was led by Hamburg Corporate Partner Dr Christian Finnern, supported by Associates Maximilian Hennig and Bjarne Ruthke. Hamburg partner Dr F. Maximilian Boemke advised on regulatory matters, with London Partners Joe McGladdery and Charles Buss providing English law expertise.

    Christian commented: “This transaction is another milestone in our long-standing relationship with MPCC. This order for four energy-efficient container ships with long-term charter agreements demonstrates how strategic investments secure competitiveness and sustainability in the maritime industry. We are delighted to have supported MPCC on the legal structuring and execution of this complex project”.

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  • Increased AI use leads law firm to cut finance, HR and IT roles in London by 10% | Artificial intelligence (AI)

    Increased AI use leads law firm to cut finance, HR and IT roles in London by 10% | Artificial intelligence (AI)

    The law firm Clifford Chance is reducing the number of business services staff at its London base by 10%, with the increased use of artificial intelligence a factor behind the decision.

    The head of PwC has also indicated that AI may lead to fewer workers being hired at the accountancy and consulting group.

    Clifford Chance, one of the largest international law firms, is making about 50 roles redundant in areas such as finance, HR and IT with role changes for up to 35 other jobs, according to the Financial Times which first reported the cuts.

    Greater use of AI and reduced demand for some business services are behind the cuts, the FT report said, as well as more work being done at offices outside Clifford Chance’s main UK-US operations in countries like Poland and India.

    A spokesperson for Clifford Chance said: “In line with our strategy to strengthen our operations, we can confirm we are proposing changes to some of our London-based business professional functions.

    “The proposed changes could see the creation of new roles, changes to the scope of roles, revised team structures and in some cases a reduction in roles.”

    White-collar, or office-based jobs, are commonly cited as being vulnerable to advances in AI, the term for computer systems that perform cognitive tasks typically associated with human intelligence.

    AI is able to help employees perform some tasks faster – such as coding, research, scheduling meetings and reviewing contracts – and experts believe companies will consider banking those productivity gains by hiring fewer people, or cutting staff numbers as systems become capable of handling certain tasks autonomously.

    Four in 10 (41%) bosses told a recent survey of 850 business leaders that AI was allowing them to cut the number of employees. The British Standards Institution poll spanned seven countries: the UK, the US, France, Germany, Australia, China and Japan.

    The global chairman of PwC, Mohamed Kande, said the firm would no longer be hiring 100,000 people over a five-year period – a target set in 2021 – due to the advent of AI, indicating that entry-level jobs could be affected.

    “When we made the plans to hire that many people, the world looked very, very different,” he told the BBC. “Now we have artificial intelligence. We want to hire, but I don’t know if it’s going to be the same level of people that we hire – it will be a different set of people.”

    However, Kande added that PwC was struggling to recruit AI specialists. “We are looking for hundreds and hundreds of engineers today to help us drive our AI agenda, but we just cannot find them,” he said.

    The UK head of PwC said in September that AI was “certainly reshaping roles” but that a drop in graduate recruitment at the firm this year was due to a slowdown in economic activity.

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  • Fukushima owner edges towards restarting first reactor since meltdown

    Fukushima owner edges towards restarting first reactor since meltdown

    The owner of the Fukushima nuclear power plant is edging closer to having one of its reactors restarted for the first time since the 2011 disaster.

    Hideyo Hanazumi, the governor of the Niigata region, where Japan’s largest nuclear power plant is located said the prefecture would give its consent for restart.

    It will need final approval from Japan’s nuclear regulator before the plan to resume operations at the Kashiwazaki-Kariwa facility, operated by Tepco, goes ahead.

    If approved, it would be the first time Tepco has been allowed to recommence nuclear reactor operations in Japan since its Fukushima plant went into meltdown following a tsunami.

    Residents in Niigata are divided over whether the plant should be restarted or not.

    Hanazumi told a news conference on Friday that, once approved, the decision would then be discussed in December at a prefectural government assembly, where he would seek the assembly’s approval.

    The approval would be for the recommencement of operations at the Kashiwazaki-Kariwa plant’s No 6 reactor, followed by the No 7.

    The resumption of operations at the facility is part of Tepco’s business reconstruction plan following the Fukushima meltdown – when the plant’s reactors were flooded, causing radiation to leak out and forcing 150,000 people to be evacuated from the area.

    Eighteen-thousand people were killed in the 9.0-magnitude earthquake and tsunami that preceded it.

    Following the disaster, Tepco was ordered to pay trillions of Japanese yen in damages to those affected and is also paying for the plant’s decommissioning costs.

    A survey released by Niigata prefecture last month suggested 50% of the its residents supported the plant’s restart, while 47% were against it. It also indicated that almost 70% of people in the prefecture were concerned about Tepco running the plant.

    Fourteen nuclear reactors have already resumed operations in Japan since the Fukushima disaster.

    Friday’s decision demonstrates Japan’s desire to move towards increased use of atomic energy to reduce its dependence on fossil fuels as it pursues a goal of net zero carbon emissions.

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  • Business and Financing Models for PV-Supported Clean Cooking

    Business and Financing Models for PV-Supported Clean Cooking

    The uptake of higher-tier (4+) clean cooking solutions, especially in last mile communities, is a critical but often underfunded and insufficiently prioritised need. Despite a diversity of viable technologies, including pure electric cooking (eCooking) powered by photovoltaic systems (solar PV) and PV-supported biomass gasifier stoves, as well as ethanol stoves, their widespread adoption remains a challenge due to various barriers, including upfront costs and low awareness among end-users about potential financial and health benefits. However, the decreasing cost of solar PV modules, and the increasing affordability of PV-supported clean cookstoves and appliances, have made that specific category of technologies more financially viable, cost-competitive and better aligned with the Nationally Determined Contributions to the Paris Agreement on climate change (NDCs).

    PV-supported cooking addresses both climate change mitigation and adaptation by reducing CO2 and other pollutant emissions by decreasing the dependence on unsustainably harvested biomass from local (and often fragile) ecosystems. With significant advancements and cost reductions in PV-supported clean cooking, scaling these solutions can help bridge the Emissions Gap and support several Sustainable Development Goals. Overcoming barriers to uptake requires supply and demand-side interventions, including affordable financing for viable business models discussed in this report, to facilitate household adoption of clean cooking technologies through scalable market-based approaches.

    The report is co-published with the World Food Programme (WFP) and the Global Platform for Action on Sustainable Energy in Displacement Settings (GPA), in support of the objectives of the Global electric Cooking Coalition (GeCCo) and the multistakeholder Solar electric Cooking Partnership (SOLCO).

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  • Zeekr Group Announces the Election Deadline for Merger Consideration

    HANGZHOU, China, Nov. 21, 2025 /PRNewswire/ — ZEEKR Intelligent Technology Holding Limited (“Zeekr Group” or the “Company”) (NYSE: ZK), the world’s leading premium new energy vehicle group, today announced that:

    • the deadline for holders of the Company’s ordinary shares (each, a “Zeekr Share”) to elect their preferred form of merger consideration by completing the election materials previously sent to such holders is confirmed as 5:00 p.m. (U.S. Eastern Time) on December 5, 2025, unless extended; and
    • the deadline for registered holders of the Company’s American depositary shares (each, a “Zeekr ADS”, representing ten Zeekr Shares) to elect their preferred form of merger consideration by completing the election materials previously sent to such holders is confirmed as 5:00 p.m. (U.S. Eastern Time) on December 3, 2025 (the “ADS Election Return Deadline”), unless extended.

    Holders of Zeekr Shares and registered holders of Zeekr ADSs should carefully read the election materials provided to them, as well as the relevant portions of the proxy statement and the Agreement and Plan of Merger (the “Merger Agreement”) among the Company, Geely Automobile Holdings Limited (“Geely”) and Keystone Mergersub Limited before making their elections. As further described in the election materials, to make a valid election, a properly completed election form, together with any other required documents described in the election materials, must be received prior to the applicable election deadline.

    Holders of Zeekr ADSs who hold their Zeekr ADSs through a broker, bank, or other intermediary should carefully review and properly complete any election materials they received from such broker, bank, or other intermediary and follow their instructions as to the procedures for making elections, which will have a deadline for election that is prior to the ADS Election Return Deadline. Such holders of Zeekr ADSs should contact their brokers, banks or other intermediaries with any questions.

    Any holders of Zeekr Shares or Zeekr ADSs who does not make a proper election by the deadline will have their Zeekr Shares or Zeekr ADSs, as applicable, exchanged into cash consideration as set forth in the Merger Agreement.

    The previously announced merger is currently expected to close on or about December 29, 2025 and is subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement. The Company will work with the other parties to the Merger Agreement towards satisfying all other conditions precedent to the merger set forth in the Merger Agreement and complete the merger as quickly as possible.

    About Zeekr Group

    Zeekr Group, headquartered in Zhejiang, China, is the world’s leading premium new energy vehicle group from Geely Holding Group. With two brands, Lynk & Co and Zeekr, Zeekr Group aims to create a fully integrated user ecosystem with innovation as a standard. Utilizing its state-of-the-art facilities and world-class expertise, Zeekr Group is developing its own software systems, e-powertrain, and electric vehicle supply chain. Zeekr Group’s values are equality, diversity, and sustainability. Its ambition is to become a true global new energy mobility solution provider.

    For more information, please visit https://ir.zeekrgroup.com.

    Safe Harbor Statement

    This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. In some cases, forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “future,” “target,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to,” or other similar expressions. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the SEC. All information provided in this press release is as of the date of this press release, and the Company does not undertake any duty to update such information, except as required under applicable law.

    Investor Relations Contact

    In China:

    ZEEKR Intelligent Technology Holding Limited
    Investor Relations
    Email: [email protected]

    Piacente Financial Communications
    Tel: +86-10-6508-0677
    Email: [email protected]

    In the United States:

    Piacente Financial Communications
    Brandi Piacente
    Tel: +1-212-481-2050
    Email: [email protected]

    Media Contact

    Email: [email protected]

    SOURCE ZEEKR Intelligent Technology Holding Limited

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  • Strategist warns of capital flight risk from Japan, drawing parallels with Liz Truss era

    Strategist warns of capital flight risk from Japan, drawing parallels with Liz Truss era

    By Steve Goldstein

    Deutsche Bank says simultaneous move in yen and JGBs is reminiscent of sterling and gilt fall in 2022

    The premierships of Sanae Takaichi, left, and Liz Truss, both have been bad for their domestic bonds and currency.

    Have we seen this movie before?

    The simultaneous decline in Japanese bond yields BX:TMBMKJP-30Y and its currency (USDJPY) is reminding Deutsche Bank’s head of currency research of Liz Truss’s ill-fated premiership, when sterling and U.K. gilts tumbled in value after the introduction of what’s called a mini-budget.

    New Japanese Prime Minister Sanae Takaichi differs from Truss in that she wants to spend rather than cut taxes, but both plans amount to aggressive fiscal stimulus.

    The U.S. dollar and U.S. Treasury bonds also fell simultaneously in April in reaction to President Donald Trump’s “Liberation Day” tariff plan, which subsequently has been reduced in scope.

    “While most commentators have been focused on the recent bout of volatility in U.S. equity markets, something far more worrying is happening elsewhere in our view: the Japanese yen and bond market are collapsing together, with the dynamic sharply accelerating in recent days. The yen and 30-yr government bond have dropped by more than 5% in recent weeks, all the more remarkable given that global fixed-income markets have been rallying elsewhere,” said Deutsche Bank’s George Saravelos.

    He says the issue in Japan is that inflation expectations have become unanchored.

    “If domestic confidence in the government’s and Bank of Japan’s commitment to low inflation is lost, the reasons to buy JGBs disappear, and more disruptive capital flight ensues,” he says.

    Saravelos said that he’ll be watching for signs of capital flight, and whether Japanese authorities give in to pressure from financial markets.

    -Steve Goldstein

    This content was created by MarketWatch, which is operated by Dow Jones & Co. MarketWatch is published independently from Dow Jones Newswires and The Wall Street Journal.

    (END) Dow Jones Newswires

    11-21-25 0523ET

    Copyright (c) 2025 Dow Jones & Company, Inc.

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  • Hydrogen Europe

    Hydrogen Europe

    Solvay and Sapio sign ten-year agreement for the production of renewable hydrogen in Rosignano, Italy

    Solvay and Sapio have entered a 10-year agreement to collaborate on renewable hydrogen production at Solvay’s Rosignano facility, part of the Hydrogen Valley Rosignano Project aimed at cutting CO2 emissions from Solvay’s peroxides operations.

    Under the agreement, Sapio will construct and manage a 5 MW electrolysis system, powered by a 10 MW photovoltaic installation built by Solvay. The project, expected to be operational by mid-2026, will produce up to 756 tons of renewable hydrogen annually, reducing the site CO2 emissions by up to 15%. It has received €16 million in funding from the Tuscan Region under Italy’s National Recovery and Resilience Plan (PNRR).

    Click here to read more

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  • New Dexcom G7 Feature Cleared as 15-day Sensor Set to Launch – Medscape

    1. New Dexcom G7 Feature Cleared as 15-day Sensor Set to Launch  Medscape
    2. Dexcom Smart Basal Receives FDA Clearance Becoming the First and Only CGM-integrated Basal Insulin Dosing Optimizer for Type 2 Diabetes  DexCom Investor Relations
    3. FDA clears Dexcom’s Type 2 diabetes software for optimizing basal insulin doses  Fierce Biotech
    4. FDA clearances: Dexcom, GE HealthCare, Zimmer Biomet, BrainsWay  Modern Healthcare News
    5. Dexcom wins FDA nod for smart CGM-integrated basal dosing for type 2 diabetes  MassDevice

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  • Norwegian Saleform 2012 – Court of Appeal Rules Buyers Can Recover Loss of Bargain Damages under Cla : Clyde & Co

    Norwegian Saleform 2012 – Court of Appeal Rules Buyers Can Recover Loss of Bargain Damages under Cla : Clyde & Co

    Does a seller’s failure to deliver a ship by the agreed Cancelling Date under a ship sale Memorandum of Agreement (MOA) on the Norwegian Saleform 2012 (NSF 2012) – resulting in the cancellation of the MOA – entitle the buyer to recover “loss of bargain” damages under Clause 14 of the NSF 2012 where said failure did not amount to a repudiatory breach by the seller?

    The Court of Appeal answered this in the affirmative in Orion Shipping & Trading LLC v Great Asia Maritime Ltd (The “LILA LISBON”) [2025] EWCA Civ 1210, overturning the earlier High Court decision.

    Background

    In this case, the sellers (Orion Shipping and Trading LLC) had agreed to sell the “LILA LISBON”, a Capesize bulk carrier, to the buyers (Great Asia Maritime Ltd) for US$15 million under a Memorandum of Agreement made on the Norwegian Saleform 2012, dated 4 June 2021.

    Following the sellers’ failure to serve the Notice of Readiness by the (extended) Cancelling Date, the buyers proceeded to cancel the sale contract in accordance with its terms and commence arbitration proceedings. The buyers sought to recover from the sellers US$1.85 million, this amount representing the difference between the market price of the vessel at the date of cancellation (US$16.85 million) and the sale contract price (US$15 million).

    Clause 14 NSF 2012

    Under the terms of the MOA, Clause 14 of the NSF 2012 provided that, “should the Sellers fail to give Notice of Readiness … or fail to be ready to complete a legal transfer by the Cancelling Date the Buyers shall have the option of cancelling this Agreement…In the event that the Buyers elect to cancel this Agreement, the Deposit together with interest earned, if any, shall be released to them immediately.

    In addition, Clause 14 provided that in the event the sellers failed to provide Notice of Readiness by the Cancelling Date or failed to be ready to validly complete a legal transfer, “…they shall make due compensation to the Buyers for their loss and for all expenses together with interest if their failure is due to proven negligence and whether or not the Buyers cancel this Agreement.”

    Arbitration Tribunal

    The Arbitration Tribunal found in favour of the buyers and awarded them US$1.85 million by way of damages for “loss of bargain” together with compound interest at 5% per annum. The Tribunal found that the sellers’ failure to deliver by the Cancelling Date was due to proven negligence on their part and concluded that the buyers were entitled to loss of bargain damages under Clause 14.

    High Court

    Following an appeal by the sellers to the High Court, the judge reversed the Tribunal’s award holding that the buyers were not entitled to damages for “loss of bargain” under Clause 14 and that, furthermore, the sellers were under no obligation to provide Notice of Readiness by the Cancelling Date.

    Court of Appeal

    The buyers proceeded to appeal to the Court of Appeal which held that a buyer was entitled to “loss of bargain” damages where the seller’s failure to deliver the vessel by the Cancelling Date was caused by “proven negligence” as contemplated by Clause 14 of the NSF 2012.

    Reasonable Diligence

    Furthermore, the Court found that, under the NSF 2012, a seller is under an obligation to use reasonable diligence to deliver the vessel by the Cancelling Date. It held that the Judge was wrong to conclude that there was no obligation on sellers to tender Notice of Readiness, nor to be ready to validly complete a legal transfer, by the Cancelling Date.

    Loss of Bargain Damages

    Importantly, the Court did not find the sellers’ conduct to be a repudiatory breach. Typically, under English law, “loss of bargain” damages are only recoverable where a contract is terminated following such a breach. However, Clause 14 of the NSF 2012 creates a distinct contractual mechanism: if the seller fails to deliver due to proven negligence, the buyer may cancel and claim compensation for losses and expenses, including the “loss of bargain”.

    Proven Negligence

    So, what was the “proven negligence” in The ”LILA LISBON”? The sellers’ failure to deliver by the original Cancelling Date of 20 August 2021 derived from regulations at Qingdao which required the departing crew to leave mainland China on the day of disembarkation. The sellers’ failure to arrange the necessary flights in time, resulting in the loss of the berthing slot, constituted “proven negligence” on the part of the sellers.

    Following this, the sellers proposed a revised Cancelling Date of 15 October 2021, which Buyers accepted, however, without prejudice to their rights under Clause 14 to claim damages for all loss and expense suffered. The sellers, once more, failed to deliver the vessel by the revised Cancellation Date, not having taken reasonable steps to arrange this, and this failure was again attributable to their proven negligence.

    Loss of Use Damages

    It should be noted that the sellers’ failure to deliver by the original Cancelling Date due to proven negligence also entitled the buyers to damages under Clause 14 for loss of use of the ship for 56 days – from 20 August to 15 October 2021 – and this was assessed by the Arbitration Tribunal at US$1,650,992. This aspect of the award was not challenged before the Court of Appeal.

    Comment

    It is well known that in volatile markets, the difference between the contract price of an asset and its market value on or around the time of sale can vary significantly.

    In a seller/owner-friendly market, this may tempt sellers to delay delivery of the vessel under the relevant MOA (potentially agreed when the market was less seller-friendly) either to simply delay delivery and continue benefiting from flows of charter income or, should they eventually wish not to deliver the vessel at all, to purposefully extend the Cancelling Date in the hope that buyers will at some point cancel the MOA and only seek compensation of mere-out of pocket expenses (estimated to be lower than the forecasted sellers’ gains from a future sale of the vessel or even from its continuous employment in the charter market) without buyers engaging in expensive litigation and arrest proceedings.

    Also, in a seller/owner-friendly market, the buyers would not normally opt to cancel an MOA (entered into on the NSF 2012 form) if the sellers simply missed the contractually agreed Cancelling Date unless, in the meantime, the market price of the same type of vessel had been, or was forecasted to be soon, significantly reduced and the vessel had, consequently, become or would soon become “overpriced”.

    The “LILA LISBON” Court of Appeal ruling now provides valuable clarity as to the required performance standards for sellers and the remedies available to buyers under the widely used NSF 2012 in commercial shipping.

    For sellers, this judgement emphasizes the importance of operational diligence and underlines the fact that it is now clear that:

    1. sellers have to be reasonably diligent in meeting the Cancelling Date under the NSF 2012 (and any extension would be “entirely without prejudice to any [buyers’] claim for damages” under the standard NSF 2012), and
    2. loss of bargain damages are recoverable under Clause 14 of the NSF 2012 following a contractual cancellation, and
    3. the lack of a repudiatory breach does not prevent buyers from claiming “loss of bargain” damages. This also signifies the importance of sellers considering their potential exposure to the aforementioned damages if they fail to meet the relevant deadline variations in the Cancelling Date under the MOA.

    For buyers, this decision brings comfort knowing that their financial interests in the transaction are, in principle, safeguarded under the NSF 2012 form. It might be expected that, if sellers missed the deadline for delivery of the vessel due to their own negligence (especially more than once as in this case), buyers would wish to cancel the NSF 2012 under Clause 14 of the MOA.

    The decision, therefore, strengthens the buyers’ position by ensuring that the right to cancel under Clause 14 is backed by a sensible financial remedy, assuming that sellers do not negotiate wording that restricts buyers from the right to claim such remedies unless a proven repudiatory breach has taken place on the sellers’ side. However, in practice, buyers may not be in a position to prove the sellers’ negligence and lack of reasonable diligence at the time they cancel the MOA.

    One point that also remains open is that the Court of Appeal decision does not elaborate on the standard for assessing what equates to “reasonable due diligence” in the context of an NSF 2012 MOA, although there is substantial case law material that addresses the interpretation of these two terms (albeit not necessarily in a conclusive way).

     

     

     

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