CONVERSIONCON: An industry first

News / / London

BIMCO has recently published CONVERSIONCON, a new standard form contract for conversion projects. The authors of this article were honoured to be part of the drafting team tasked with developing and producing the first industry standard form contract for conversion projects.

CONVERSIONCON has been drafted with flexibility in mind, so that it can be used and adapted for projects of varying scale and nature. 

Although CONVERSIONCON, in part, draws on inspiration from NEWBUILDCON and REPAIRCON, it has been drafted to specifically address the requirements of a conversion project where different issues can arise compared to a newbuilding or repair project.

In particular, CONVERSIONCON includes provisions which address:

  • delays in delivering the vessel to the shipyard for the work to be undertaken (Clause 3);
  • title to the vessel, materials and equipment during the project (Clause 3);
  • the design responsibility (Clause 15);
  • the ability for the owners to carry out work on the vessel during the project (Clause 18);
  • liability for the vessel (Clause 35); and
  • the insurance obligations of both parties (Clause 37).

Given the wide-ranging nature of conversion projects, CONVERSIONCON also provides a flexible framework (most notably through the use of BIMCO’s box layout in Part I and the proposed annexes) for the parties to tailor the contract to reflect their specific needs. For example, the parties are prompted to:

  • include details relating to the design responsibility, subcontractors, approval process and trials in the specification (which is to be included at Annex A);
  • confirm which party is responsible for obtaining the necessary approvals from Class and the regulatory authorities (Box 6);
  • set out details in Annex F about the contractors’ liability for liquidated damages in respect of deficiencies in technical requirements;
  • input the insurance requirements for the project in Annex H; and
  • choose which guarantees the parties will provide (in Box 19), with templates for guarantees included in Annexes D and E.

Although conversion projects have been commonplace across the industry for many years, contracts are often based on bespoke contracts or contracts that were originally designed for other purposes but have subsequently been adapted. It is hoped that CONVERSIONCON will provide parties with a well-balanced basis to negotiate conversion projects going forward and to allow the parties the ability to tailor the contract to their specific needs.

Should you have any queries, or require any advice, in relation to the use of CONVERSIONCON (or, indeed, conversion contracts based on other forms), please contact Chris Kidd or David Choy, or your regular Ince contact.

A copy of CONVERSIONCON can be found on BIMCO’s website at:

Chris Kidd

Chris Kidd Head of Shipbuilding and Offshore Construction, Joint Head of Energy & Infrastructure, Partner

David Choy

David Choy Managing Associate

Related sectors:

Related news & insights

News / Ince celebrates one year since Scotland office opening

23-11-2022 / Insurance, Maritime, Real Estate

We are pleased to be celebrating one year since opening our first Scottish office in the city of Glasgow.  Stefanie Johnston, dual-qualified Partner and Head of Scotland, has worked tirelessly over the last year to develop our offering through the opening of an Ince office in what is arguably an established Scottish market. Starting from the ground up, Stefanie and her team have successfully gained an admirable reputation in the region and further afield in the maritime, insurance, real estate and regulatory sectors. 

Ince celebrates one year since Scotland office opening

News / Shipping E-brief November 2022

17-11-2022 / Maritime

The Shipping E-Brief is a publication providing you with key information on legal decisions and developments in shipping and related business areas.

Shipping E-brief November 2022

News / Appeals from arbitration: is reform required?

15-11-2022 / Maritime

In September 2022, the UK Law Commission published a consultation paper with provisional recommendations for updating the Arbitration Act 1996 (the Act 1996). Amongst other things, the Law Commission considered whether any changes need to be made to: (i) s.67 of the Act 1996, which deals with jurisdictional challenges to arbitral awards; and (ii) s.69 of the Act 1996, which deals with appeals on points of law.

Appeals from arbitration: is reform required?

News / Owners not in breach of charter and entitled to claim demurrage

09-11-2022 / Maritime

CM P-MAX III Limited v. Petroleos Del Norte SA (MT Stena Primorsk) [2022] EWHC 2147 (Comm) This recent laytime and demurrage dispute demonstrates that an owner can legitimately refuse orders where such orders may jeopardise the safety of a vessel.

Owners not in breach of charter and entitled to claim demurrage

News / Court of Appeal finds owner should have accepted non-contractual performance

09-11-2022 / Maritime

Mur Shipping BV v. RTI Ltd [2022] EWCA Civ 1406 A majority of the Court of Appeal has held that the Owner under a contract of affreightment (COA) should have accepted payment of freight in Euros, rather than the US dollars provided for in the COA. Its refusal to do so meant that the Owner could not rely on the force majeure clause in the COA, in circumstances where US sanctions might have restricted US dollar transfers from or on behalf of the Charterer.

Court of Appeal finds owner should have accepted non-contractual performance

News / “Due” means due!

03-11-2022 / Maritime

Ceto Shipping Corporation v. Savory Inc (Victor 1) [2022] EWHC 2636 (Comm) The Court in this case had to construe a purchase option clause in a bareboat charter. Specifically, it considered whether the fact that the charterer had not fulfilled certain payment obligations under the charter because it was disputing them in good faith meant that the owner was not obliged to transfer title to the vessel at the end of the charter period.

“Due” means due!