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The Oil Purchase Agreement is a critical commercial document used in the Indonesian oil and gas sector for establishing legally binding arrangements between buyers and sellers of oil products. This agreement is particularly important given Indonesia's specific regulatory framework, including Law No. 22/2001 on Oil and Gas and its implementing regulations. It is used when parties need to establish long-term or spot purchase arrangements for crude oil or refined products, incorporating mandatory provisions under Indonesian law such as domestic market obligations, local content requirements, and language provisions. The agreement needs to balance international oil trading practices with local regulatory requirements, making it essential for both domestic and international oil transactions involving Indonesian parties or delivery points.

1. Parties: Identification of buyer and seller, including complete legal names, registration numbers, and addresses

2. Background: Context of the agreement, including brief description of parties' business activities and purpose of the agreement

3. Definitions: Definitions of key terms used throughout the agreement, including technical oil industry terms and contract-specific definitions

4. Product Specifications: Detailed specifications of the oil product(s) being purchased, including quality parameters and testing methods

5. Quantity and Delivery: Agreed quantities, delivery schedule, delivery point, and transportation arrangements

6. Price and Payment: Pricing mechanism, currency, payment terms, invoicing procedures, and payment security requirements

7. Quality and Quantity Determination: Procedures for measuring quantity and testing quality, including appointment of independent inspectors

8. Title and Risk: Point of transfer of title and risk in the products

9. Representations and Warranties: Standard representations and warranties from both parties

10. Force Majeure: Definition of force majeure events and consequences

11. Term and Termination: Duration of agreement and grounds for termination

12. Governing Law and Dispute Resolution: Choice of Indonesian law and dispute resolution mechanisms

13. Notices: Process and addresses for formal communications between parties

14. General Provisions: Standard boilerplate provisions including assignment, amendments, and entire agreement