A Gas Sale Agreement is a fundamental contract used in the South African energy sector to formalize the commercial relationship between gas suppliers and purchasers. This document is essential when establishing long-term gas supply arrangements, whether for industrial use, power generation, or distribution. The agreement must comply with South African regulatory requirements, including the Gas Act 48 of 2001 and NERSA regulations, while addressing commercial aspects such as pricing, delivery commitments, and quality specifications. It's particularly relevant in the context of South Africa's energy transition and growing gas market, incorporating provisions for both pipeline gas and LNG supply arrangements. The document typically includes technical specifications, measurement procedures, and risk allocation mechanisms tailored to the South African operating environment.

1. Parties: Identification of seller and buyer with full legal details

2. Background: Context of the agreement, including seller's right to sell gas and buyer's intended use

3. Definitions and Interpretation: Detailed definitions of technical and commercial terms, and rules of interpretation

4. Sale and Purchase Obligation: Core obligation to sell and purchase gas, including take-or-pay provisions

5. Gas Quantity: Specification of contract quantity, including DCQ, ACQ, and flexibility mechanisms

6. Gas Specifications: Required quality and composition of gas to be delivered

7. Delivery Point and Title: Specification of delivery point and transfer of ownership and risk

8. Term and Termination: Duration of agreement, conditions for renewal, and termination rights

9. Price and Payment: Gas price, price adjustment mechanisms, invoicing, and payment terms

10. Measurement and Testing: Procedures for measuring gas quantity and quality

11. Nominations and Scheduling: Process for requesting and confirming gas deliveries

12. Transportation and Storage: Responsibilities for gas transportation and any storage arrangements

13. Force Majeure: Events excusing performance and related procedures

14. Representations and Warranties: Basic guarantees by each party

15. Liability and Indemnities: Allocation of risks and responsibilities between parties

16. Dispute Resolution: Procedures for resolving disputes

17. Governing Law: Specification of South African law and jurisdiction

18. General Provisions: Standard boilerplate clauses including notices, amendments, assignment