Biomethane Purchase Agreement Template for Australia

The Biomethane Purchase Agreement is a specialized commercial contract used in the Australian renewable gas market to facilitate the sale and purchase of biomethane between producers and buyers. This document becomes necessary when parties seek to establish a long-term commercial relationship for biomethane supply, typically involving injection into the gas network or direct supply to industrial consumers. The agreement must navigate the complex regulatory landscape of Australian gas markets, environmental regulations, and renewable energy schemes. It includes detailed provisions for gas quality specifications, delivery obligations, pricing mechanisms, environmental attributes, and technical compliance requirements. The document is particularly relevant in the context of Australia's growing renewable gas sector and the increasing focus on decarbonization of the gas network.

1. Parties: Identification of the seller (biomethane producer) and buyer, including full legal names and addresses

2. Background: Context of the agreement, including facility description, purpose, and any relevant regulatory framework

3. Definitions: Defined terms used throughout the agreement, including technical, commercial, and legal terminology specific to biomethane trading

4. Term and Conditions Precedent: Duration of the agreement and any conditions that must be satisfied before the agreement becomes effective

5. Sale and Purchase Obligation: Core obligations regarding the sale and purchase of biomethane, including exclusivity provisions if applicable

6. Quantity and Nominations: Specified quantities, minimum/maximum takes, nomination procedures, and flexibility mechanisms

7. Quality Specifications: Required biomethane quality standards, testing procedures, and consequences of off-spec gas

8. Delivery Point and Title: Specification of delivery point(s) and transfer of title and risk

9. Measurement and Testing: Procedures for measuring quantity and quality of delivered biomethane

10. Price and Payment: Price structure, payment terms, invoicing, and any price adjustment mechanisms

11. Environmental Attributes: Ownership and trading of environmental certificates and credits

12. Seller's Obligations: Key obligations including production, delivery, and compliance requirements

13. Buyer's Obligations: Key obligations including acceptance, payment, and infrastructure requirements

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

15. Default and Termination: Events of default, remedies, and termination rights

16. Liability and Indemnities: Risk allocation, limitations of liability, and indemnification provisions

17. Dispute Resolution: Procedures for resolving disputes between parties

18. Confidentiality: Protection of confidential information and permitted disclosures

19. General Provisions: Standard boilerplate clauses including notices, amendments, and governing law