Gas Supply Agreement for 1.40 MMSCM of natural gas per day.
...he basic price only of GAS, including adjustments on account of calorific value, prevailing during the month. 6.04 Except in case of relevant reservations as defined vide article 8.0 & 15.0 if during any month the SELLER is unable to supply at its GAS Off-Take point the minimum guaranteed quantity (MGQ) of GAS mentioned in Article 6.01 above the SELLER shall pay the BUYER the shortfall in MGQ supply for the month considering the basic price only of GAS prevailing during the month. ARTICLE 7.0 : QUALITY OF GAS SUPPLY 7.01 Pressure of GAS : Not less than Kg/cm2g at GAS Delivery Point as defined in Article 1.18. 7.02 SELLER shall make all efforts to supply GAS to BUYER at GAS Delivery point free from any entrapment of crude oil, siliceous matter and any other foreign matter, except for traces of gases as commonly found in reservoir, which will not materially effect the calorific value and the health of the equipment . The gas supplied will conform to the specifications laid down in Annexure-I hereto which shall form part of this CONTRACT. 7.03 If GAS delivered by the SELLER to the BUYER fails, at any time, to conform to the quality specifications provided in Annexure-I hereto, the BUYER shall notify the SELLER or his authorized representative of such deficiency in writing and the SELLER shall then take immediate steps to remedy such deficiency within reasonable time. Further in such an event the SELLER shall supply enhanced quantity of GAS and pressure as per Article 7.01 above, to meet the BUYER’s daily requirement in terms of the calorific value of the GAS supply. ARTICLE 8.0 : SHUT DOWN AND STOPPAGE OF GAS SUPPLY. 8.01 The scheduled annual shut down of GAS supply by SELLER/drawal by the BUYER shall be limited to a minimum number of days practicable in a year for each side which shall not exceed 7 days in a year. The party (SELLER/BUYER) desiring a shut-down shall give notice in writing to the other party at least 15 days prior to the proposed date of shut-down. As far as possible the SELLER and the BUYER shall try to synchronize their shutdown periods. 8.02 The provisions of Article 6.0 shall not be applicable during the scheduled Annual shut down of GAS supply by SELLER / drawal by BUYER. ARTICLE 9.0 : RESPONSIBILITY OF SELLER. 9.01 The SELLER shall supply GAS as specified in this CONTRACT round the year to the BUYER or the Authorized Agent engaged by the BUYER to receive and transport the GAS. The SELLER shall supply GAS at steady rate of flow and pressure as per Article 7.01. 9.02 The SELLER shall install and maintain the piping, control regulation and metering equipment on the upstream of the GAS Off-Take Point (s). 9.03 The SELLER shall inform the BUYER and its Authorized Agent immediately about any accidents and/or defects in its GAS installations /GAS pipelines calling for complete or partial stoppage of supply of gas, indicating duration and reasons thereof. Further, the SELLER shall intimate the BUYER and its Authorised Agent about any change in quantity of supply of GAS beforehand in case of likely short supply of GAS. ARTICLE 10.0 : RESPONSIBILITY OF BUYER. 10.01 The BUYER or its Authorized Agent shall receive GAS and transport the GAS through pipeline from SELLER’s Off-Take point. 10.02 The BUYER shall inform the SELLER immediately about any accident, breakdown and/or defects in GAS installation, GAS pipeline and generation plant calling for complete or partial stoppage of supply of GAS indicating duration and reasons thereof. The BUYER shall draw GAS at a steady rate commensurate with generation requirement and shall furnish to the SELLER monthly and weekly drawal pans in advance. Nomination procedure indicating monthly and daily GAS drawal plan will be prepared and furnished to the SELLER to enable him to plan GAS supply. 10.03 The BUYER shall ensure that its Authorized agent lays and maintains at Authorized Agent’s or its own cost the necessary pipelines and other equipment for transpiration of GAS from the SELLER’s Off Take point to the BUYER’s plant. 10.04 The BUYER shall ensure that its Authorized Agent receives the Gas at the point of delivery, at its own risk and shall be liable for any defect(s) in its intake arrangement leading to hazardous conditions. 10.05 The BUYER shall ensure that its Authorized Agent shall maintain and calibrate its metering equipment at the downstream of the SELLER’S meter. 10.06 Notwithstanding the responsibilities of the BUYER’s Authorized Agent as referred to in Articles 10.01, 10.02, 10.03 and 10.04, if BUYER’s Authorized Agent fails to comply with any of its activities/responsibilities, the responsibilities for compliance thereof shall rest with the BUYER. ARTICLE 11.0 : MEASUREMENT OF GAS. 11.01 All meters installed shall be of the same make and type to be mutually agreed by the parties. Maintenance, operation and computation of GAS volume shall be in accordance with the GAS Measurement Committee Report of American Gas Association, latest edition, and any modifications thereto with a correction for deviation from Boyle’s Law. Each party(s) shall have the right to be present at the time of installing, reading, repairing, testing, calibration/adjustment etc. in connection with the other’s measuring equipment. 11.02 The total volume of GAS supplied by the SELLER to the BUYER’s Authorised Agent for transportation to the BUYER will be measured by the SELLER at its offtake point at Kathalguri. The volume of GAS thus supplied will be cross-checked by the BUYER's Authorised Agent by witnessing the check meter at the Off-take Point. 11.03 A team of competent persons from the SELLER, the BUYER and BUYER’s Authorised Agent will jointly witness/calibrate and adjust the GAS flow-meters of the SELLER, and the BUYER’s Authorised Agent minimum twice in every month and GAS quantity reconciliation will be done on monthly basis. 11.04 The quantity of GAS measured by the SELLER’s meter installed at the Off-take Point and cross-checked by the BUYER’s Authorized Agent’s check meter and after applying the correction factors, if necessary (as found out by the joint calibration team), will be reconciled. This will be done in a Joint Gas Reconciliation Meeting amongst the BUYER, the SELLER and the BUYER’s Authorized Agent to be held on or before 10th of every month in accordance with the procedure mentioned in Article 11.05. The final billing and subsequent adjustments for the GAS supplied by the SELLER to the BUYER will be done on the basis of this reconciled GAS volume. 11.05 In case of any discrepancy between the SELLER’s metered volume and the BUYER’s metered volume at the offtake point at Kathalguri, the same shall be shared equally between the SELLER on one hand and the BUYER on the other hand, subject to the condition that the discrepancy level does not exceed ± 1.5% of the volume of GAS metered by the SELLER in that month. In case of discrepancy level more than 1.5% both the SELLER’s and the BUYER’s flow-meters would be thoroughly checked and calibrated within a week’s time and till such time the discrepancy shall be shared equally between the SELLER and the BUYER. 11.06 The BUYER along with its Authorised Agent shall have access to the SELLER’s flow-meters/check-meters installed at the SELLER’s Off-take Point at reasonable hours and shall have the right for joint checking, testing and calibration. The SELLER along with the BUYER’s Authorised Agent shall have access to the BUYER’s flow meters/check meters installed at the BUYER’s in-take point. 11.07 The calorific value shall be measured by the SELLER and the BUYER’s representative shall be associated for joint measurement monthly. The SELLER shall take three GAS samples from the BUYER’s premises at the same point not less than once in a month or as and when there is a sudden change in the GAS composition for analysis and determination of net calorific value of GAS supplied. The sampling method and calorific value determination shall be as per ASTM standards and the report in this regard shall be final and binding upon the BUYER. ARTICLE 12.0 : PRICE OF GAS 12.01 The price charged for the GAS supplied upto a maximum quantity of 1.00 MMSCUM would be as per the prevailing notification/directive, instruction, order etc. of the Government issued from time to time for pricing of GAS. The SELLER shall have the right to fix the price of GAS as per pricing policy prevalent in the country or guidelines, if any, issued by the Government of , as the case may be. The price charged for GAS supplied beyond 1.00 MMSCUM will be at price decided by the Government provided the SELLER gets reimbursement for full subsidy for the said additional gas beyond 1.00 MMSCUM. If no reimbursement is made for full subsidy, the basic price of gas shall be /- per thousand SCUM (i.e. exclusive of taxes, royalties, duties and all other statutory levies and transportation charges as applicable from time to time) for GAS with calorific value in the range of 8000 – 8500 K Cal per SCUM. In the event, the calorific value of the GAS is either lower than 8000 K.Cal per SCUM or higher than 8500 K.Cal per SCUM, the adjustment in force for the calorific value will be with reference to 8250 K.Cal per SCUM. In other words, no adjustment will be carried out when gas is with calorific value in the range of 8000 – 8500 K.Cal per SCUM. 12.02 The price of GAS will be escalated at yearly rest based on 12.03 Any revision in price by the Government of as mentioned in Article 12.01 above, will be applicable from the effective date of such revision. The price of GAS, if revised by Government of retrospectively, the refund /payment of arrears as the case may be, should be made within 30 days from the date of receipt of bill with supporting documents. 12.04 The price of GAS is ex GAS delivery point, referred to in Article 1.18 herein, and is exclusive of taxes, royalties, duties and all other statutory levies as applicable at present or to be levied in future by the Central or State Government or Municipality or any other local body or bodies which shall be borne by the BUYER over and above the aforementioned price. ARTICLE 13.0 : BILLING AND PAYMENT 13.01 The BUYER shall open and maintain at its cost a standby irrevocable revolving Letter of Credit in favour of the SELLER negotiable at the for an amount equivalent to average billing for a month based on the preceding twelve months bills and the same would be reviewed yearly for any increase or decrease in the value of the Letter of Credit. Every month the SELLER shall raise invoice for the preceding month’s gas supply allowing rebate of 2.5% on the invoice amount and present the same to the BUYER on or before the 19th day, or the next working day if the 19th day is a holiday. The BUYER shall directly deposit the proceeds of the invoice (LC bill) into the bank account of the SELLER maintained at the , on the 27th day of the same month, or the next working day if the 27th day is a holiday. If for any reason, the payment is delayed or the bill is partly paid, the SELLER shall invoke the Letter of Credit, for releasing the balance payment on the same day. The BUYER shall make arrangements with the Bank in a manner that the full Letter of Credit amount is automatically reinstated. In case the BUYER fails to keep the Letter of Credit valid and enforceable, the supply of GAS may be suspended by the SELLER at its option after serving seven days notice. 13.02 If for any reason, whatsoever, the payment as per Article 13.01 above is delayed, a simple interest @ 1.0 (one)% above the per annum for the defaulting period, shall be payable by the BUYER from the scheduled date of payment of the invoice until the amount due is actually received by the SELLER. Provided that the interest at the rate mentioned herein above on outstanding /delayed invoices beyond the due date shall be compounded at quarterly rests in the following instances: - a) If payment in respect of any invoice(s) is delayed beyond three months and /or, b) If interest payment is not received along-with the delayed payment for any invoice(s) Provided further that the discount of 2.5% referred to in clause 13.01 above shall not be applicable in the event of delayed payment as aforesaid. 13.03 If for any reason the payment in relation to an invoice is delayed beyond 60 days of the last date of the month of which the invoice relates, the SELLER without prejudice to any other right or remedy available to it, may suspend the supply of GAS after serving 7days notice to the BUYER and such supply shall not be resumed till payment is made by the BUYER and Letter of Credit restored. 13.04 The invoice raised by the SELLER will have adjustments done for calorific value as provided in Article12.02 any adjustments/reconciliation for MGQ as provided under Article 6.0 and any deductibles set forth in Article 11.06. 13.05 In case of any discrepancy/dispute, the BUYER shall lodge quantified claim with the SELLER within a period of one month from the date of receipt of the related invoice but without withholding payment of the bill under dispute. The SELLER undertakes to settle the claim within a period of 30 days from the receipt of such claim to the extent found mutually acceptable or otherwise the BUYER shall have the right to adjust the disputed amount in the next invoice. Such dispute, if unresolved, shall be referred to the Arbitration as referred to under Article 16.0 where a dispute ...