Common use of Description of the Market Clause in Contracts

Description of the Market. The Market comprises two phases: • An initial, one-off phase where interested companies send in an application and the application is assessed by APETRA in conformity with the disposition of section II.4. A list of Selected Partners (the “Short List”) is drawn up at the end of this phase. • A second repeated phase, when each Selected Partner is invited to submit a tender for Individual replacement contracts. A Selected Partner which sends in a tender that is accepted by APETRA becomes APETRA’s Partner for a specific Replacement operation. The Market relates to the replacement by APETRA of refined oil products by similar or different oil products. Given the fact that finished oil products encounter a decrease in quality over time and that (inter)national regulation concerning the characteristics which a finished oil product must meet can change, APETRA will frequently have to replace the purchased oil products. For this replacement APETRA can, on the one hand, work by means of two separate procedures (one for the sales of its stored product and another for the purchase of new product) using its General Terms and Conditions for purchase and sales. On the other hand, APETRA can join these two transactions in a delivery and redelivery undertaken by the same Partner. In this case, to which this Framework agreement relates, the procedure concerns two crossed deliveries with an invoicing of the product at the same pre-defined price for the equal quantities of product delivered and redelivered on which the two parties pay, when applicable, the VAT due, whereas the quantity redelivered in excess/deficit shall be invoiced at the market price, including, when applicable the VAT due. The Partner shall furthermore invoice APETRA for the overall operation of removing the “old” Product, redelivery of “new” Product and, when requested by APETRA in its call for tender for a specific Market, keeping the stocks level of APETRA unchanged by offering a Replacement stock of a ticket combined with a bank guarantee. These specifications and its appendices, in particular the Framework Contract for Product Replacement and its annexes, of which a current version, which APETRA may amend from time to time, which amendments are advised in due time, is attached as Appendix 1, set out the rights and obligations of the Partner and APETRA for a specific purchase. The Individual Purchase Contract determines the specifics of a given Replacement operation. The provisions of the Framework Contract for Product Replacement and of the Individual Product Replacement Contract form an integral part of the description of the Market. In the event of inconsistency, the provisions of the Individual Product Replacement Contract take precedence over the provisions of the Framework Contract for Product Replacement and the provisions of the Framework Contract for Product Replacement take precedence over the provisions of these specifications. This Framework Agreement replaces the Framework Agreement with reference APETRA/2014/1. Existing Individual Product Replacement contracts entered into pursuant to this former framework agreement shall subsist in their entirety for the agreed term. Except in case of prolongation, this Framework agreement is applicable for a duration of four years from September, 1st, 2019 till and inclusive of August, 30th, 2023 and can silently be prolonged with one year. The Framework agreement will apply as from the specific assignments that will be launched in September 2019.