1. Notice and deliveries: Buyer will give seller at least three days prior written or verbal notice of the delivery desired, specifying the vessel, the estimated date of arrival, location, grade and quantity of marine fuel requested. Buyer will confirm seller in writing with not less than 36 hours advance notice excluding Saturdays and Sundays of firm delivery information (bunker stem). Seller shall effect deliveries or it's supplier by means of tank trucks or fuel barges depending on prearranged stipulation or availability. Buyer will be responsible for and make all connections and disconnections of the delivery hose to buyer's vessel and will render all other necessary assistance and equipment to receive promptly all deliveries hereunder. Buyer will be liable for any expenses incurred by seller resulting from buyer's failure to take delivery to its full contract quantity excepting the standard industry tolerance of plus or minus five percent.
2. Quantity / Quality: Quantities delivered shall be determined by seller or its supplier from gauges or meters on shore tanks, tank trucks or barges and if such are not available, form duly calibrated volume measurement tables. These measurements shall be taken by the seller or is supplier before commencing the fuel transfer and after completion of same and buyer shall have the right to be present at time of measurement. These measurement results shall be conclusive and will not be adjusted based on ullages of the vessel tanks. If either party desires an independent petroleum inspector present, such inspector shall be appointed jointly, or the cost of his services shall be shared equally be the parties. The inspector's determinations shall be conclusive and biding upon both parties. Selection of the proper marine fuel for use in buyer's vessel is the buyer's sole responsibility. Upon request, seller shall provide buyer with samples taken from the shore tank, tank trucks or barge from which product is to be delivered. Upon request by buyer, seller shall provide the laboratory analysis test of the product to be delivered and in the absence of specific written agreement as to quality; seller warrants only that fuel sold will be of the quality generally offered by seller at the time and place of delivery of the grade sold.
3. Payment terms: unless otherwise agreed, full payment is due within 30 days from delivery date via wire transfer per instructions furnished by seller. Seller shall have the right to require buyer to prepay in advance of delivery or put up security adequate to seller should seller deem such security necessary.
4. Title and risk of loss: Seller has good and marketable title to all marine fuels delivered hereunder. Delivery will be complete and title and risk of loss will pass to buyer as the marine fuels pass the intake flange of buyer's vessel.
5. Safety: The buyer's vessel is subject to seller's acceptance and will not be bunkered unless in Seller's sole judgment the vessel is free and clear of all conditions, difficulties, peculiarities, deficiencies or defects which might impose hazards in connection with bunkering of vessel.
6. Environmental: In the event of an oil spill, seller shall immediately take all actions necessary to effect clean-up and will be assisted in this endeavor by the buyer to the best of his means or ability. If the oil spill is solely result of the vessel's negligence or deficient equipment, the clean-up costs shall be the sole responsibility of the buyer.
7. Claims: Claims as to quality must be based on tests made as soon as possible by an independent laboratory from samples taken at time of delivery from the shore tank, tank trucks or barge from which delivery was made. All claims as to shortage in quantity, defects in quality or any other must be received in writing by seller as soon as possible, but in no event later than thirty days from the date of delivery.
8. Force majeure: Neither seller nor buyer shall be responsible or liable in damages or otherwise for any delay or failure to perform any obligation hereunder other than the buyer's obligation to make payment, where performance is delayed, prevented or made more expensive by circumstances beyond that party's control, including acts of God, strikes, fires, floods, wars (whether declared or undeclared), riots, destruction of the oil, delays of carriers due to breakdown or adverse weather, perils of the sea, embargoes, accidents, restriction imposed by any governmental authority or other conditions of force majeure.
9. Applicable law: The laws of the Commonwealth of Puerto Rico