The Petroleum Product Supply Agreement is a critical commercial document used in the UAE's oil and gas sector to establish a formal supply relationship between providers and purchasers of petroleum products. This agreement is essential when parties seek to establish a long-term supply arrangement for various petroleum products, whether for industrial use, resale, or further processing. The document must comply with UAE federal laws, including Federal Law No. 2 of 2015 (Commercial Companies Law) and specific petroleum sector regulations. It typically includes comprehensive provisions covering product specifications, delivery terms, pricing mechanisms, quality control procedures, and compliance requirements. The agreement is particularly important in the UAE context given the country's position as a major oil producer and the strict regulatory framework governing petroleum trading.
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1. Parties: Identification of the supplier and buyer, including full legal names, registration details, and addresses
2. Background: Context of the agreement, including brief description of parties' businesses and purpose of the arrangement
3. Definitions: Detailed definitions of technical terms, industry-specific terminology, and key concepts used throughout the agreement
4. Supply Obligations: Core obligations of supplier to provide and buyer to purchase petroleum products, including minimum/maximum quantities
5. Product Specifications: Detailed quality requirements and specifications of petroleum products being supplied
6. Ordering and Forecasting: Procedures for placing orders, lead times, and forecast requirements
7. Delivery Terms: Delivery locations, methods, Incoterms, transfer of title and risk
8. Price and Payment: Pricing mechanism, payment terms, invoicing procedures, and any price adjustment mechanisms
9. Quality Control: Testing procedures, quality certificates, rejection rights, and remedies for non-conforming products
10. Health, Safety and Environment: HSE requirements, compliance with regulations, and safety procedures
11. Term and Termination: Duration of agreement, renewal provisions, and termination rights
12. Force Majeure: Events constituting force majeure and consequences
13. Liability and Indemnification: Allocation of risks, limitation of liability, and indemnification obligations
14. Confidentiality: Protection of confidential information and trade secrets
15. Governing Law and Dispute Resolution: Choice of UAE law and dispute resolution mechanisms
1. Storage Requirements: Used when supplier needs to maintain storage facilities or minimum stock levels
2. Transportation: Include when specific transportation arrangements or responsibilities need to be detailed
3. Customs and Export: Required for international supply arrangements involving import/export
4. Credit Support: Include when financial security or parent company guarantees are required
5. Environmental Credits: Include when dealing with environmental certificates or carbon credits
6. Insurance: Detailed insurance requirements beyond standard coverage
7. Anti-corruption: Enhanced compliance provisions for government or high-risk contracts
8. Change in Law: Mechanism for dealing with regulatory changes affecting the supply arrangement
1. Product Specifications Schedule: Detailed technical specifications for each petroleum product
2. Pricing Schedule: Detailed pricing formulae, adjustment mechanisms, and examples
3. Delivery Points Schedule: List of approved delivery locations and specific requirements for each
4. Testing Procedures: Detailed quality testing protocols and standards
5. HSE Requirements: Detailed health, safety, and environmental procedures and standards
6. Key Performance Indicators: Performance metrics and measurement criteria
7. Form of Order: Standard form for placing orders under the agreement
8. Emergency Response Procedures: Procedures for handling emergencies and spills
9. Contact Details: Key contact persons and escalation matrix for both parties
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