Crude Oil Mutual Supply Framework Agreement for Year 2011
Exhibit 4.4
English
Translation of Chinese Original
Crude Oil
Mutual Supply
Framework Agreement for Year 2011
Framework Agreement for Year 2011
between
PetroChina Company Limited
and
China Petrochemical Corporation
Beijing
January 2011
Crude Oil
Mutual Supply Framework Agreement for Year 2011
PetroChina Company Limited (“PetroChina”) and China
Petrochemical Corporation (“Sinopec”), following
friendly consultations, have reached consensus on mutual supply
of crude oil in the year of 2011 and hereby enter into this
Agreement (this “Agreement”).
I. | Mutual Supply and Cross Supply of Crude Oil |
1. Mutual supply of crude oil: In 2011, PetroChina shall
supply Sinopec with 5.23 million tons of domestic onshore
crude oil, including 3.35 million tons of blended oil
produced at the Daqing Oil Region (including replacement crude
oil of 0.25 million tons), 0.65 million tons of oil
produced at the Jizhong Oil Region, 1.00 million tons of
oil produced at the Changqing Oil Region, 0.20 million tons
of oil produced at the Erlian Oil Region, and 30,000 tons of oil
produced at PetroChina Zhejiang Exploration Company. In 2011,
Sinopec shall supply PetroChina with 1.315 million tons of
domestic onshore crude oil, including 0.60 million tons of
blended oil produced at the Tahe Oil Region, 80,000 tons of oil
produced at the Yanqi Oil Region, 0.53 million tons of oil
produced at the Shengli Oil Region, 0.10 million tons of
oil produced at Pai 601 Block, and 5,000 tons of natural gas
condensate produced at the Western Sichuan Oil Region of Sinopec
Southwest Company.
2. Cross supply and exchange of crude oil: In addition to
the supply to Sinopec of 1.00 million tons of oil produced
at the Changqing Oil region, PetroChina shall supply Sinopec
with another 0.40 million tons of oil produced at the
Changqing Oil Region in exchange for Sinopec’s supply of
the equal amount of oil produced at its Chunguang Oil Region.
Such arrangement shall be put into implementation as from
February 2011. The parties shall implement such crude-oil
exchange strictly on an
equal-amount
basis and shall ensure the free flow of their respective
downstream operations of the oil regions and ensure the resource
supply to their respective refineries. In case either party
fails to supply the agreed amount in full, the other party may
reduce its supply by an equal amount.
3. The parties hereto shall, in principle, make available
crude oil of the above supply and take delivery thereof on an
evenly distributed basis. The quarterly mutual supply of crude
oil may be adjusted as necessary by mutual agreement thereon and
in light of the availability of crude oil resources, price and
the State’s macro-economic planning requirements.
Accordingly, PetroChina shall begin to supply Sinopec with the
oil produced at the Erlian Oil Region from September 2011 and
during the period when PetroChina’s North China
Petrochemical Company conducts the overhaul (initially scheduled
for April and May) PetroChina will supply Sinopec with
0.10 million tons of oil produced at Yanshan Petrochemical
Co., Ltd.
II. | Quality of Crude Oil |
Matters with respect to the quality of the crude oil to be
supplied hereunder shall be handled pursuant to applicable
provisions of SY7513-88 Technical Conditions of Crude Oil at
Wellhead.
III. Quarterly
Supply Agreements; Sales and Purchase Contracts on an
Enterprise-by-Enterprise
Basis
The parties hereto agree that quarterly supply agreements shall
be entered into by and between PetroChina Natural
Gas & Pipeline Company and the Production and
Management Department of Sinopec in accordance with this
Agreement. After the quarterly plans have been issued to the
respective subsidiaries, PetroChina’s relevant regional
companies (including its oil fields, refineries and pipeline
companies) and Sinopec’s relevant subsidiaries (including
its oil fields and refineries) will enter into specific sales
and purchase contracts. The total quantities and varieties of
crude oil to be supplied under such contracts shall be
consistent with those specified under the above quarterly supply
agreements.
IV. | Price of Crude Oil |
The price of crude oil to be supplied hereunder shall be settled
on the basis of the benchmark crude oil price published by the
National Development and Reform Commission each month and the
crude oil premium mutually agreed between the parties.
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V. | Payment Guarantee |
Payment of the price of crude oil to be supplied hereunder shall
be made on a timely basis and pursuant to the principles agreed
upon by the parties hereto. PetroChina and Sinopec agree to be
guarantors, and to assume joint and several guarantee
liabilities for the failure of timely payment of the price of
crude oil and other amounts payable by their respective oil
refineries. The payer shall make timely payments to the payee
upon receipt of and pursuant to the payment notice.
VI. | Miscellaneous |
1. Both parties undertake that their subsidiaries will
perform this Agreement strictly in accordance with the terms
hereof while maintaining the free flow of the downstream
operations of their respective oil field enterprises. Any issues
not covered hereunder shall be resolved through consultations
between the parties hereto.
2. This Agreement shall be executed in four counterparts,
with each PetroChina and Sinopec to hold two. This Agreement
shall remain effective from January 1, 2011 to
December 31, 2011.
Planning Department, PetroChina Company Limited |
Production Management Department, China Petrochemical Corporation |
|
By:
/s/ XX
Xxx |
By: /s/ YU
Renming |
|
Date: January 12, 2011 | Date: January 12, 2011 |
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