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Oil And Gas Purchase And Sale Agreement
"Need to draft an Oil and Gas Purchase and Sale Agreement for a 5-year crude oil supply arrangement between our Nigerian indigenous oil company and a European buyer, with deliveries starting March 2025, including specific provisions for FOB shipping terms and letter of credit payment requirements."
1. Parties: Identification of buyer and seller, including registration details and addresses
2. Background: Context of the agreement, including relevant licenses and authorizations
3. Definitions: Detailed definitions of technical and legal terms used throughout the agreement
4. Sale and Purchase Obligation: Core obligations of parties, including quantity, quality, and specification of oil/gas
5. Term and Duration: Contract duration, commencement date, and conditions for extension
6. Delivery Terms: Delivery point, transfer of title and risk, nomination procedures
7. Price and Payment: Pricing mechanism, currency, payment terms, invoicing, and payment security
8. Quality and Quantity Measurement: Standards for measurement, testing procedures, and dispute resolution for quality/quantity issues
9. Transportation and Storage: Responsibilities for transportation, storage requirements, and related costs
10. Health, Safety and Environment: HSE requirements and compliance with environmental regulations
11. Force Majeure: Events constituting force majeure and consequences
12. Warranties and Representations: Standard and specific warranties from both parties
13. Liability and Indemnification: Allocation of risks and responsibilities between parties
14. Termination: Grounds for termination and consequences
15. Dispute Resolution: Mechanism for resolving disputes, including jurisdiction and applicable law
16. Confidentiality: Protection of confidential information and trade secrets
17. Notices: Communication procedures between parties
18. General Provisions: Standard boilerplate clauses including assignment, amendments, and severability
1. Local Content Requirements: Specific section detailing compliance with Nigerian Content Development Act, required for contracts above certain thresholds
2. Export/Import Requirements: Required for international sales, covering permits, licenses, and compliance with international trade laws
3. Pipeline Transportation: Detailed section required when pipeline transportation is part of the agreement
4. Ship Transportation: Required for agreements involving marine transportation, including vessel requirements and maritime terms
5. Letter of Credit: Detailed provisions when payment is secured by LC
6. Host Community Relations: Required when operations directly impact host communities under PIA 2021
7. Gas Flaring Provisions: Specific provisions required for agreements involving associated gas
8. Take-or-Pay Provisions: Optional clause for long-term gas supply agreements
9. Price Review Mechanism: Required for longer-term contracts to address market changes
10. Storage Facilities: Required when dedicated storage facilities are part of the agreement
1. Product Specifications: Detailed technical specifications of oil/gas products
2. Pricing Formula: Detailed calculation method for price determination
3. Delivery Schedule: Detailed timeline and quantity schedules for delivery
4. Testing Procedures: Detailed procedures for quality and quantity testing
5. Measurement Procedures: Specific procedures for measurement at delivery point
6. HSE Standards: Detailed health, safety, and environmental requirements
7. Required Permits and Licenses: List of all required regulatory approvals
8. Contact Details: List of key personnel and contact information
9. Bank Details: Banking information for payments
10. Transportation Requirements: Detailed specifications for transportation
11. Form of Letters of Credit: Standard format for LC if applicable
12. Compliance Certificates: Required regulatory and compliance certificates
Authors
Agreement
API Gravity
Applicable Law
Associated Gas
Barrel
Business Day
Buyer
Cargo
Commencement Date
Competent Authority
Confidential Information
Contract Price
Contract Quantity
Contract Year
Crude Oil
Day
Delivery Point
Delivery Schedule
Effective Date
Environmental Law
Force Majeure Event
Gas Specification
Government Authority
Host Community
Independent Inspector
Invoice
Letter of Credit
Lifting Schedule
Loading Port
Local Content Requirements
Measurement Procedures
Month
Natural Gas
Nigerian Content
Nomination
Notice of Readiness
Off-Specification Product
Operator
Party/Parties
Payment Date
Petroleum
Pipeline
Point of Sale
Price Formula
Product
Product Specification
Quality Certificate
Quarter
Reasonable and Prudent Operator
Related Agreements
Seller
Specification
Standard Cubic Feet
Storage Facility
Term
Terminal
Transfer Point
Transportation System
Unit of Measurement
Valid Claim
Vessel
Definitions and Interpretation
Sale and Purchase Obligations
Term and Duration
Quantity
Quality
Price and Payment
Delivery
Title and Risk
Measurement
Transportation
Force Majeure
Local Content
Environmental Compliance
Health and Safety
Warranties and Representations
Taxes and Duties
Insurance
Liability and Indemnification
Confidentiality
Assignment
Termination
Governing Law
Dispute Resolution
Notices
Entire Agreement
Severability
Waiver
Amendment
Counterparts
Third Party Rights
Anti-Corruption
Sanctions Compliance
Records and Audit
Product Testing
Storage
Loading and Unloading
Take-or-Pay
Security
Boilerplate
Oil and Gas
Energy
Petrochemicals
Manufacturing
Transportation and Logistics
Maritime
Infrastructure
Environmental Services
Power Generation
Industrial Production
Legal
Commercial
Operations
Trading
Supply Chain
Risk Management
Compliance
Finance
Technical Services
Environmental
Quality Control
Logistics
Business Development
Contract Administration
Commercial Director
Head of Trading
Legal Counsel
Compliance Officer
Supply Chain Manager
Operations Manager
Risk Manager
Business Development Manager
Contract Administrator
Technical Manager
Environmental Compliance Officer
Finance Director
Trading Floor Manager
Logistics Manager
Quality Control Manager
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