Gas Purchase Agreement Template for United Arab Emirates

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Key Requirements PROMPT example:

Gas Purchase Agreement

"I need a Gas Purchase Agreement for a long-term supply arrangement between our industrial manufacturing facility and ADNOC, with delivery starting January 2025, including specific provisions for daily quantity variations and quality specifications for industrial use."

Document background

A Gas Purchase Agreement is a fundamental commercial contract used in the UAE energy sector to establish long-term arrangements for the sale and purchase of natural gas. This document is essential when structuring gas supply relationships, particularly in transactions involving ADNOC, international energy companies, or major industrial consumers. The agreement must comply with UAE federal laws and regulations, including Federal Law No. 18 of 2009 organizing oil and gas sector activities, and typically incorporates ADNOC's standard requirements. It's particularly relevant in Abu Dhabi's energy market, where most significant gas transactions occur. The document covers comprehensive technical, commercial, and legal aspects of gas trading, including specific provisions for UAE gas characteristics and regional market conditions.

Suggested Sections

1. Parties: Identification of the seller and buyer, including full legal names and registration details

2. Background: Context of the agreement, including brief description of the parties' business and purpose of the agreement

3. Definitions: Comprehensive list of defined terms used throughout the agreement

4. Sale and Purchase Obligation: Core obligations regarding gas sales, including take-or-pay provisions and annual contract quantities

5. Delivery Point: Specification of the point where title and risk transfer occurs

6. Quality Specifications: Detailed gas quality requirements and measurement standards

7. Price and Payment: Price calculation formula, payment terms, invoicing, and currency provisions

8. Measurement: Standards and procedures for measuring gas quantity and quality

9. Transportation: Responsibilities for gas transportation and associated costs

10. Term and Termination: Duration of agreement and grounds for termination

11. Force Majeure: Definition and consequences of force majeure events

12. Warranties and Representations: Standard commercial warranties and representations from both parties

13. Liability and Indemnification: Allocation of risks and responsibilities between parties

14. Dispute Resolution: Procedures for resolving disputes, including jurisdiction and governing law

15. Confidentiality: Obligations regarding confidential information

16. Assignment: Rights and restrictions regarding transfer of contract rights

17. Notices: Communication procedures between parties

18. Governing Law: Specification of UAE law as governing law and related provisions

Optional Sections

1. Minimum Take Obligations: Detailed take-or-pay provisions, used when buyer requires firm commitment

2. Make-up Gas: Provisions for recovering paid-but-not-taken gas, included when take-or-pay applies

3. Carbon Credits: Treatment of carbon credits or emissions requirements, if relevant

4. Gas Balancing: Provisions for handling imbalances in delivery, used in complex delivery arrangements

5. Commissioning Gas: Special provisions for gas supply during facility commissioning, if applicable

6. Third Party Access: Rights and procedures for third party access to facilities, if relevant

7. Change in Law: Procedures for dealing with regulatory changes, important in evolving markets

8. Anti-corruption: Additional compliance provisions, particularly important in international deals

Suggested Schedules

1. Schedule 1 - Quality Specifications: Detailed technical specifications for gas quality

2. Schedule 2 - Measurement Procedures: Detailed procedures for gas measurement and testing

3. Schedule 3 - Price Calculation: Detailed formula and examples for price calculation

4. Schedule 4 - Delivery Point Specifications: Technical details of delivery point facilities

5. Schedule 5 - Form of Bank Guarantee: Standard form for any required bank guarantees

6. Schedule 6 - Communications Protocol: Detailed procedures for operational communications

7. Schedule 7 - Nominations Procedure: Process for gas quantity nominations

8. Appendix A - Initial Connection Facilities: Description and specifications of connection facilities

9. Appendix B - Testing and Calibration Procedures: Detailed procedures for equipment testing

10. Appendix C - Operating Guidelines: Day-to-day operational procedures and requirements

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co

Relevant legal definitions

Clauses

Relevant Industries

Oil & Gas

Energy

Utilities

Power Generation

Industrial Manufacturing

Petrochemicals

Energy Trading

Infrastructure

Relevant Teams

Legal

Commercial

Operations

Trading

Risk Management

Compliance

Technical

Finance

Business Development

Supply Chain

Project Management

Relevant Roles

General Counsel

Commercial Director

Energy Trading Manager

Contract Manager

Legal Counsel

Commercial Manager

Operations Director

Technical Manager

Risk Manager

Compliance Officer

Business Development Director

Supply Chain Manager

Finance Director

Project Manager

Gas Operations Manager

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Authors

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