DELIVERY

1. SELLER undertakes to deliver and BUYER undertakes to receive from SELLER the quantity deliverable under the Contract in full or part cargo lots by vessels nominated and acceptable for this purpose.
2. BUYER shall receive oil in bulk, to be provided by SELLER at the loading terminal, in the Persian Gulf, designated by SELLER.
3. Delivery shall be deemed completed and title shall pass as oil passes the flanges connecting SELLER's pipeline or delivery hose with vessel's intake pipe, at which point SELLER's responsibility shall cease and BUYER shall assume all risks of loss, damage, deterioration or shrinkage to oil so delivered.
4. Any loss or damage to oil, or any property of SELLER or of any other person and also damages resulting from any type of pollution caused by the vessel, during berthing, loading and unberthing shall be borne by BUYER.
5. The vessel shall load at any safe place or wharf reachable on her arrival, which shall be designated and provided by SELLER, provided that the vessel can proceed thereto, lie at and depart therefrom always safely afloat. Each vessel shall comply with all applicable Government and SELLER's regulations at any time in force at the loading port.
6. All loading and docking procedures shall be subject to the Port Regulations of the loading terminals (including but not limited to Conditions of Use of the Oil Terminal and Tug Requisition) as may be in force from time to time.
7. Unless otherwise agreed, the quantity of oil deliverable under the Term Contract shall be evenly spread, as far as practicable, over each three months period starting from the date of commencement of the Contract (referred to hereafter as ''quarter"). BUYER shall notify SELLER 50 days before the beginning of each quarter the quantity of oil, grade by grade, to be lifted during each month of the said quarter. Such programme of lifting shall be deemed acceptable to SELLER. But if not acceptable, SELLER shall notify BUYER within 20 days of the receipt thereof accordingly, and the two parties shall agree on a mutually acceptable programme not later than 30 days before the commencement of the quarter concerned. If thereafter BUYER fails to lift the quantity so agreed upon during the quarter concerned, BUYER shall lose his entitlement to lift such quantity during any subsequent quarter. Furthermore, SELLER shall have the right to suspend or terminate , the Contract at his discretion and such suspension or termination shall not give rise to any claim, whatsoever, by BUYER. Further deliveries as well as the delivery of the unlifted quantities in any subsequent quarters shall be solely at SELLER's discretion.
8. BUYER shall furnish SELLER with the nomination of vessel for its lifting latest by the 5th of each month for the subsequent month. Such nomination shall be deemed acceptable to SELLER unless SELLER notifies BUYER by cable or telex to the contrary latest by 15th. In such event, the parties shall mutually agree to arrange for an acceptable date or to arrange for another vessel to be nominated for the loading. Such nomination may include to be nominated (TBN).
9. Nomination referred to in paragraph 4.8 above shall include name of vessel (except in the case of TBN), the quantity by grade of oil to be loaded and a 5 days range as laycan which, subsequently, should be narrowed down to three days by mutual agreement.
10. Not less than 10 days before the arrival of the vessel, BUYER shall inform SELLER about the final date of arrival of the vessel, and give written instructions regarding the Vessel, the making up and disposition of the Bill of Lading and the order for port(s) of loading and discharging.
11. Unless otherwise agreed. BUYER may substitute another vessel of similar type and size, provided SELLER is notified by cable at least 5 days before the arrival of the vessel at loading port. The schedule date of arrival of any vessel thus substituted as well as the quantity and quality of oil to be lifted thereby shall not, without the consent of SELLER, differ from the last accepted scheduled date, quantity and quality concerning the vessel for which the substitution is made.
12. BUYER shall arrange for the vessel to report by radio to SELLER at the loading port 7 days in advance of, and again 72 hours, 48 hours and 24 hours prior to arrival at such port, stating expected date and time of arrival (ETA). If the vessel’s last port of call is less than 7 days steaming time from the loading port, the vessel shall report to SELLER as aforesaid, promptly after departure from its last port of call.

13. 
    

    1. Loading shall be subject to the vessel arriving within the agreed date range and the observance of the principle of "First - Come - First - Served" in accordance with the custom and practice of the loading port. Subject to the provisions of paragraph 4.14 (A), SELLER shall not be obligated to load the vessel at any time if she arrives after the above mentioned time unless SELLER notifies BUYER of its willingness to do so.
    2. For the vessels arriving before the accepted date range, unless otherwise agreed, the Notice Of Readiness (N.O.R) shall be accepted from 00.01 hour of the first day of the agreed accepted date range. Thus laytime shall commence 6 hours on the first day of the agreed date range or all made fast, whichever occurs first. In the event it was agreed by SELLER to load any vessel before the accepted date range, under this paragraph, the laytime shall start from period saved in such case should be considered while calculating the probable demurrage cases arising by BUYER at the end of relevant contractual liftings.
    3. For the vessels berthing on arrival N.O.R. shall be tendered upon the boarding of the pilot. Otherwise, N.O.R. should be tendered upon anchoring.

    
    

14. 
    

    1. If a vessel arrives after the last day of the agreed date range and tenders N.O.R., it shall await its proper turn and laytime shall not commence until loading commences.
    2. Should a vessel nominated by BUYER and confirmed by SELLER not arrive at the customary anchorage area on the date agreed upon in the schedule, BUYER shall compensate the SELLER demurrage at a rate specified in paragraphs 4.20(A), (B), and (C) whichever is more. The provisions of paragraph 4.14(B) shall only apply in case the SELLER incurs demurrage charges to other BUYERS due to such delay.

    
    

15. The period of time allowed within which to complete loading of the vessel shall be increased by any amount of time consumed due to:

    
    

    1. Breakdown of terminal loading equipments or any oilier operational reasons and inability of the vessel's facilities to receive the cargo within the time allowed.
    2. Delays to the vessel reaching her berth, caused by conditions not reasonably within SELLER’s control.
    3. Fridays and other statutory holidays in Iran and/or regulations and instruction laid down by SELLER and/or the Ports Authorities which may prohibit loading at anytime.
    4. Delays caused by weather conditions or by Force Majeure resulting in port closure. In such cases the period of port closure and a period equal to port closure after the port reopens or up to commencement of loading whichever occurs first shall be added to the laytime
    5. Vessels awaiting suitable tide.
    6. Handling ballast or discharging slops or bunkering.
    7. Vessels awaiting customs and immigration clearance.
    8. Vessels awaiting agent’s completing all formalities.
    9. Maximum 4 hours for the preparation and submission of documents on Board.
    10. Vessels awaiting Letter of Credit clarification, amendment(s) and/or confirmation.

    
    

16. Because of non-availability of ballast treating facilities at the loading terminals, vessels calling at our terminals should have either segregated ballast tanks or clean ballast.

    
    

    1. Ballast water at loading terminal will be considered clean and oil content in the ballast water discharged at loading terminals should not exceed 15 ppm. However, if any sheen appears, the master of the vessel shall have to prove to SELLER through a monitor record that oil content of the discharged ballast does not exceed 15 ppm.
    2. In case of absence of monitoring system on board the vessel, the ballast water other than contained in segregated tanks shall be considered dirty ballast and treated accordingly. NIOC'S pilot will check items (A) and (B) above and in case ballast water on board the vessel does not comply with the conditions of this paragraph 4.16, ballast water will be considered as dirty ballast and should not be discharged and must be kept in segregated ballast tanks at the owner's or receiver's risk.
    3. Maximum 6 hours is allowed for discharging ballast and any time in excess of that shall be counted as excess berth occupancy and treated in accordance with the paragraph 4.17(C).
    4. SELLER, shall be allowed the following laytimes, pro rata for part cargo:

       
       

       Over 320,000	dwt	64 hours
       250,000 to 320,000	dwt	56 hours
       200,000 to 250,000	dwt	48 hours
       Less than 200,000	dwt	40 hours

       
       

    5. Additional 2 hours allowance shall be considered for each additional grade loaded.
    6. BUYER shall be allowed the following berth occupancy times, pro rata for part cargo:

       
       

       Over 320,000	dwt	54 hours
       250,000 to 320,000	dwt	48 hours
       200,000 to 250,000	dwt	42 hours
       Less than 200,000	dwt	36 hours

       
       

    
    

    Berth occupancy commences from the first rope in and finishes at last rope off.

17. Loading shall be deemed completed when hoses are disconnected.
18. Vessels subject to clause 4.17(C) shall vacate berth as soon as loading is completed. Loss or damage incurred by SELLER as a result of vessel's failure to vacate berth promptly, including such may be incurred due to resulting delay in the docking of other vessels awaiting at the loading port, shall be paid by BUYER to SELLER as demurrage. Any such demurrage shall be calculated at the rate specified in paragraph 4.20 hereunder.
19. If the actual used lay time at the loading port exceeds the allowed lay time. SELLER shall pay demurrage to BUYER subject to the provisions of paragraphs 4.6, 4.13 (A), (B), (C) and 4.17 (A), (B), (C) hereof equal to the time certified by the authorities of the loading port. Such demurrage shall be calculated as stipulated in (A), (B) and (C) hereunder, whichever is less:

    
    

    1. At the AFRA rate applicable to vessel of the type to move such cargo in similar trade under market conditions prevailing on the date SELLER is notified by BUYER or the name of such vessel pursuant to paragraph 4.8 hereof.
    2. Where the vessel being loaded is under charter, the demurrage shall be paid at the rate provided for in the charter party of the vessel
    3. The demurrage expenses actually incurred by BUYER.
    4. In the event that the vessel used is owned by or time chartered by buyers the demurrage rate applicable shall be calculated in accordance with 4.20 (1) above.

    
    

20. BUYER shall, at all times, be responsible for the observance and performance of all provisions, requirements and obligations set out herein with respect to the vessel nominated by BUYER.
21. BUYER shall give preferential consideration, on reasonable conditions, to transportation of oil by the National Iranian Tanker Company as well as the insurance of the cargo by the Insurance Company of Iran. For these purposes BUYER shall make the necessary arrangements with the said companies directly.
22. Any claim(s) not properly documented and received by NIOC within three months from the date of Bill of Lading shall not be taken into consideration at all and BUYER shall have no right to raise any claim(s), whatsoever, afterwards in this respect.