This document is a cargo fuel oil sale contract between a seller and buyer. It specifies the key terms of the contract including a one week validity period, delivery of 00,000 MT of fuel oil meeting certain quality standards to ports in Bandar Abbas and Mahshar by the specified delivery dates, title and risk transferring when the oil passes flanges into the buyer's storage, a payment structure requiring 100% advance payment, procedures for determining quantity and quality, and resolution of disputes through Singapore courts applying English commercial law. Force majeure clauses excuse delays or non-performance due to causes outside the parties' control such as war or natural disasters.
1. Cargo Fuel Oil Sale Contract
Contract No. Date:
1. – Parties
Seller:
Economic code:
1.1. Buyer:
Address:
2. Validity:
This Contract is effective from the date of signature of this contract till one week. After
which seller will accept no obligations to buyer.
3 . Quantity
00,000 MT Metric Tons +/- 10 percent operational tolerance at seller option.
4- Quality
As per seller’s normal export quality for CST 280 & 380/ <3.5% sulfur fuel oil
5- Delivery Date & Term:
Note:
CST 380 = FOB - Bandar abbas port.
CST 280 = FOB- Mahshar port.
6 - Title and risk
Delivery shall be deemed completed and title and risk shall past to buyer as
such petroleum product passes the flanges connecting to buyer's storage
2. facility. Seller's delivery house with tank at which point seller responsibility shall
seas and buyer shall assume all risk of loss, damage, detraction, to petroleum
product so delivered.
7- Delivery-lifting period-FOB
For delivery-lifting, three days ITT time shall be advise by seller to buyer before
shipment. This advise three days by seller to buyer, shall be final and binding
upon bout parties. Meanwhile, buyer is obliged to receive nominate cargo
during the agreed time as mentioned above. In case of any delay, buyer shall
be responsible for the relevant cost accordingly.
8 - Price
Average of five days after completion of loading-(B/L date and two days
before and two days after) at load port with following formula In USD per MT
FOB calculated based on the average effective quotations.
Mean of high and low quotations for HSFO 180 CST under the heading “FOB
Persian Gulf” (so called Arab Gulf in Platts) minus a fixed amount of CST 380
…… AND CST 280 …USD/MT.
In calculating the final price arithmetic rules for rounding to two decimal points
shall be applied as follows:
a. If the third decimal point is four or any number less than four then such
third and/or more decimal shall be ignored.
b. If the third decimal point is five or any number higher than five then one
digit shall be added to the second decimal point and the rest will be
ignored.
3. 9 - Payment
Buyer shall pay 100% value of total cargo in advance before loading, or ( A-
Letter of Guaranty through one of ………..State Banks(ie
……………………………………………Banks or B-Managerial Cheque in
………. with a maturity of one month from the date of B/L) provisional invoices
based on Platts Scan Market will be issue. The balance of payment will be
settled after firm final invoices issue by seller after completion loading of cargo
at load port.
The payments should be done through a bank, which is announced to buyer by
seller after signing the contract
Seller will issue the relevant invoice in USD and will instruct the buyer to pay
the full invoice value in USD/AED(based on mutual agreement between seller
and buyer but no less than exchange conversion rate of 3.67 in case OF WILL
BE USED FOR CONVERTING USD TO AED (UAE dirham).
In calculating the total lifting value, arithmetic rule for rounding the invoice value
to the nearest dollar, shall be applied as follows:
If the decimal figure (cents) is any amount up to 49 cents, then such cent(s)
shall be ignored.
If the decimal figure (cents) is 50 to 99 cents, then one dollar shall be added
to the invoice value and such cents to be ignored.
USD to Rials:
The invoice amount in AED(rate 3.67) conversion rate on the seller option if
deem requested as published daily through Mellat and saderat exchange office
and available on www.Mellatexchange.com All commissions and sundry banking
charges including conversion fee (if any), for converting US Dollar to Rials, shall
be for the account of Buyer.
4. For payment later than the contractual payment date, interest at 30 percent on
daily bases per day shall be applied for invoice value on maturity up to the
actual payment date. All costs and charges, including conversion costs, if any,
will be for the account of buyer.
In calculating the total lifting value, arithmetic rule for rounding the invoice value
to the nearest unit currency, shall be applied as follows:
c. If the decimal figures are any amount up to 49, then such decimal figures
shall be ignored.
d. If the decimal figures are 50 to 99, then one unit currency shall be added
to the invoice value and such de3cimal figure to be ignored.
10. Dues and Charges
At all load and discharge port dues and cost what so ever as well as freight of
the shipping performing all costs are for the buyers account.
11 - DETERMINATION OF QUANTITY/QUALITY
The quantity and quality of the product shall be determined at load port by inspectors
appointed by seller and acceptable to buyer with the costs shared equally. certificates
of quantity and quality in respect of the product issued, witnessed or countersigned by
such inspectors shall be conclusive and will be final and binding on both parties with
no guarantee, condition, warranty or undertaking ( whether express or implied ) that
the product will remain of such quality and/or condition thereafter. Seller shall have no
liability for any deterioration in the condition and/or quality of the product after
shipment for any reason what so ever.
Quantity shall be determined by Seller port authorities. The quality shall be as
per actual shore tanks or mother vessel at khark Island. Resulted at storage
facilities.
5. However, buyer may appoint one of the independent inspectors as approved
by Seller, to witness ITT operations at its entirely own cost.
13 - Measurement
The quantity of Fuel Oil shall be determined by Seller’s personnel, using seller’s
equipment according to Seller’s official methods (shore tanks gauges or, if such
is not available, by barge calibrated meter or, if such is not available, by barge
calibrated meter or, if such is not available, by barge or truck, volume
measurement figure)
Buyer may be present or represented by a property accredited agent at all
measurements. If the buyer or Buyer’s representative declines such
invitation to present for before and after measurements, seller’s or
supplier’s determination of quantity shall prevail and be binding. All
measurements shall be adjusted to metric tons at 60 degrees Fahrenheit
temperature.
14- Confidentiality
Seller and Buyer to the contract undertake to treat the contents of the contract
as strictly confidential and shall not be revealed to the third party without written
consent.
.
15 – ASSIGNMENT
Neither party may, without the prior written consent of the other, assign this Contract
or any of its right or obligations hereunder to any third party.
6. 16 – ENTIRE CONTRACT / MODIFICATION
This Contract constitutes the entire agreement between the Seller and the Buyer
concerning the subject matter hereof and supersedes all previous documents,
undertakings and agreement, whether verbal, written or otherwise, between the
parties concerning the subject matter hereof. This Contract shall not be amended or
modified unless in writing and signed by the duly authorized representatives of both
parties.
17 – WAIVER
Any delay or failure of either party to insist upon strict adherence to any terms of
this Contract on any occasion shall not be construed to be a waiver of any right
thereafter to insist upon strict adherence to that term or any other terms of this
Contract. Any waiver of rights by a party under this Contract shall only be valid if
made in writing.
18– GOVERNING LAW AND COURT
All disputes and claims arising from or relating to the present contract including its
conclusion, validity, termination or breach, an its interpretation or application, shall be
submitted with through negotiations and ultimately settled through competent courts of
the Singapore on the basis of English commerce law
19 – FORCE MAJEURE
7. 19.1 In the event of delivery of all or part of the Commodity under this Contract being
obstructed and/ or delayed due to or resulting from a cause or causes beyond the
control of the Seller and Buyer, such as war hostility, military operation of
character, civil commotions, sabotage, quarantine restriction, acts of government,
local and other regulatory authorities, fire, floods, explosion, epidemics, blockades,
revolutions, insurrection, mobilization, strikes, lockouts, riots and act of God, the
Seller and Buyer shall be relieved from the responsibility for performance of this
Contract upon the giving of notice to the other parties of the occurrence of such
event.
19.2 The party asserting the presence a force majeure event under clause 18.1 shall,
during the duration of such force majeure event, use its best efforts to resume the
performance of its obligations under this Contract with the least possible delay and
such party shall always advise the other parties of the detailed progress of
resuming, the prospect of settlement of such an event and of the resumption of the
performance of its obligations under this Contract.
19.3 Should the delay caused by a force majeure event under clause 18.1 last for more
than one (1) month, the parties will attempt to agree on measures to be taken to
allow the Agreement to continue. Should such an agreement not be reached within
thirty (30) days from the date one (1) month after the occurrence of such force
majeure event, either the Buyer or the Seller shall be entitled to terminate this
Contract with no penalty by giving notice to the other party.
20 - DEMURRAGE /DISPATCH
Lay time at load port is 42 hours. Lay time shall commence at when the vessel is all
fast alongside berth or 6 hours from when the notice of readiness in tendered.
Demurrage shall be payable by the seller – buyer at a rate of 35000USD per day
port.
Seller Buyer
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