QUANTITY AND QUALITY DETERMINATION. 4.1 All measurement & sampling equipment, procedures, calculations, and practices (whether performed by an Independent Inspection Company (“IIC”) or by terminal personnel) shall be performed in conformance with the API Manual of Petroleum Measurement Standards (MPMS), ASTM, National Institute of Standards and Technology (NIST) and Gas Processors Association (GPA) Technical Standards and Publications in their latest revision. Volumes shall be adjusted from observed conditions to standard volumes and weight in accordance with the latest revision of GPA TP-27/API MPMS Chapter 11 (e.g. Table 6B, 24E or 54E, etc. or whichever table is applicable to the commodity being received or delivered). 4.2 The quantity and quality of Product received or delivered shall be determined by a mutually appointed IIC. The costs of the mutually appointed IIC shall be shared equally by the Parties. Quantity as determined by the IIC shall be final and binding on all Parties and shall be the basis for preparing relevant shipping documents and invoices save fraud and/or manifest error. If, for any reason an IIC is not in attendance or if terminal operating procedures prevail (i.e. pipeline, truck and/or rail tank car), then quantity as determined by terminal personnel shall be final and binding on all Parties and shall be the basis for preparing relevant shipping documents and invoices absent fraud and/or manifest error. 4.3 All measurements shall be determined by one of the following methods in descending order of preference: (a) Proven custody transfer meters; (b) Rail - The loaded volume stated on the origin facility bill of lading for each rail car will control for destination facility off-load ticket volumes, except in the event of fraud or manifest error; (c) Truck or Rail - Certified weigh scales; (d) Truck or Rail – Truck tank or tank car gauge with the application of certified truck or rail tank car capacity (i.e. strapping) tables before and after cargo transfer; (e) Gauging of static tanks with the application of certified tank capacity (i.e. strapping) tables before and after Product transfer; (f) Marine Vessel Measurements: i. Quantity shall be based on the volumes as determined from measurements of the Vessel’s cargo tanks with the application of certified cargo tank capacity (i.e. strapping) tables before and after the transfer per API MPMS 17.10.2 (Measurement of Refrigerated and/or Pressurized Cargoes on Board Marine Gas Carriers, Part 2 – Liquefied Petroleum and Chemical Gases); ii. Delivered ex-ship Cargoes involving Lighterage or Ship-to-Ship Transfers (STS). In the event that a cargo is lightered from Seller’s Vessel; “Ship to be Lightered” (STBL), the quantity of cargo delivered/received shall be determined from the IIC’s gauging of the receiving Vessel’s; “Service Vessel” (SV) tanks before and after the transfer per API MPMS 17.10.2 (Measurement of Refrigerated and/or Pressurized Cargoes on Board Marine Gas Carriers, Part 2 –
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QUANTITY AND QUALITY DETERMINATION. 4.1 All measurement & sampling equipment, procedures, calculations, and practices (whether performed by an Independent Inspection Company (“IIC”) or by terminal personnel) shall be performed in conformance with the API Manual of Petroleum Measurement Standards (MPMS), ASTM, National Institute of Standards and Technology (NIST) and Gas Processors Association (GPA) Technical Standards and Publications in their latest revision. Volumes shall be adjusted from observed conditions to standard volumes and weight in accordance with the latest revision of GPA TP-27/API MPMS Chapter 11 (e.g. Table 6B, 24E or 54E, etc. or whichever table is applicable to the commodity being received or delivered).
4.2 The quantity and quality of Product received or delivered shall be determined by a mutually appointed IIC. The costs of the mutually appointed IIC shall be shared equally by the Parties. Quantity as determined by the IIC shall be final and binding on all Parties and shall be the basis for preparing relevant shipping documents and invoices save fraud and/or manifest error. If, for any reason an IIC is not in attendance or if terminal operating procedures prevail (i.e. pipeline, truck and/or rail tank car), then quantity as determined by terminal personnel shall be final and binding on all Parties and shall be the basis for preparing relevant shipping documents and invoices absent fraud and/or manifest error.
4.3 All measurements shall be determined by one of the following methods in descending order of preference:
(a) Proven custody transfer meters;
(b) Rail - The loaded volume stated on the origin facility bill ▇▇▇▇ of lading for each rail car will control for destination facility off-load ticket volumes, except in the event of fraud or manifest error;
(c) Truck or Rail - Certified weigh scales;
(d) Truck or Rail – Truck tank or tank car gauge with the application of certified truck or rail tank car capacity (i.e. strapping) tables before and after cargo transfer;
(e) Gauging of static tanks with the application of certified tank capacity (i.e. strapping) tables before and after Product transfer;
(f) Marine Vessel Measurements:
i. Quantity shall be based on the volumes as determined from measurements of the Vesselvessel’s cargo tanks with the application of certified cargo tank capacity (i.e. strapping) tables before and after the transfer per API MPMS 17.10.2 (Measurement of Refrigerated and/or Pressurized Cargoes on Board Marine Gas Carriers, Part 2 – Liquefied Petroleum and Chemical Gases);
ii. Delivered ex-ship Cargoes involving Lighterage or Ship-to-Ship Transfers (STS). In the event that a cargo is lightered from Seller’s Vesselvessel; “Ship to be Lightered” (STBL), the quantity of cargo delivered/received shall be determined from the IIC’s gauging of the receiving Vesselvessel’s; “Service Vessel” (SV) tanks before and after the transfer per API MPMS 17.10.2 (Measurement of Refrigerated and/or Pressurized Cargoes on Board Marine Gas Carriers, Part 2 –2
(g) Agreement between commercial Parties. In the event the above custody transfer measurement points fail or are proven inaccurate, the Parties shall agree to negotiate in good faith and without prejudice, a new basis for custody transfer volumes.
4.4 All Product delivered hereunder shall meet the specifications, if any, set forth in the Confirmation. If no specifications are set forth in the Confirmation, such Product shall meet the latest GPA specifications for the applicable Product. Any requirements of Buyer pertaining to potential contaminants and/or specific hydrocarbon composition not set forth in the Confirmation or inconsistent with the latest GPA specifications must be identified by Buyer and allowable concentrations agreed to in writing by both Parties prior to delivery.
4.5 Quality analysis will be performed on representative samples obtained using one of the following methods in descending order of preference:
(a) In-line Sampler: A representative sample of the Products delivered or received shall be obtained via flow-proportional in-line sampler that performs according to API MPMS 8.2 and/or corresponding GPA standard (GPA 2166);
(b) Manually Drawn Samples: Samples may be obtained via all-level(s) samples (running samples), upper-middle-lower level(s) samples or spot samples at agreed levels consistent with API MPMS 8.1 and/or corresponding ISO standard (ISO 3170); or
(c) Agreement between the Parties. In the event of a failure in the above sample point, the Parties shall agree to negotiate in good faith and without prejudice, a new basis for quality determination.
4.6 Each Party shall be entitled to have its representatives present during all loadings, unloadings, tests, sampling, and measurements involving delivery of Product sold hereunder. Either Party may secure outside inspectors to perform gauging, sampling, and testing, in which event such inspector’s determinations shall be conclusive and binding on the Parties save fraud and/or manifest error. Payments for such outside inspector’s services will be paid by the Party who requested the services of such outside inspector, unless some other arrangement for payment is mutually agreed upon.
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QUANTITY AND QUALITY DETERMINATION. 4.1 All measurement & sampling equipment, procedures, calculations, and practices (whether performed by an Independent Inspection Company (“IIC”) or by terminal personnel) shall be performed in conformance with the API Manual of Petroleum Measurement Standards (MPMS), ASTM, National Institute of Standards and Technology (NIST) and Gas Processors Association (GPA) Technical Standards and Publications in their latest revision. Volumes shall be adjusted from observed conditions to standard volumes and weight in accordance with the latest revision of GPA TP-27/API MPMS Chapter 11 (e.g. Table 6B, 24E or 54E, etc. or whichever table is applicable to the commodity being received or delivered).
4.2 The quantity and quality of Product received or delivered shall be determined by a mutually appointed IIC. The costs of the mutually appointed IIC shall be shared equally by the Parties. Quantity as determined by the IIC shall be final and binding on all Parties and shall be the basis for preparing relevant shipping documents and invoices save fraud and/or manifest error. If, for any reason an IIC is not in attendance or if terminal operating procedures prevail (i.e. pipeline, truck and/or rail tank car), then quantity as determined by terminal personnel shall be final and binding on all Parties and shall be the basis for preparing relevant shipping documents and invoices absent fraud and/or manifest error.
4.3 All measurements shall be determined by one of the following methods in descending order of preference:
(a) Proven custody transfer meters;
(b) Rail - The loaded volume stated on the origin facility bill ▇▇▇▇ of lading for each rail car will control for destination facility off-load ticket volumes, except in the event of fraud or manifest error;
(c) Truck or Rail - Certified weigh scales;
(d) Truck or Rail – Truck tank or tank car gauge with the application of certified truck or rail tank car capacity (i.e. strapping) tables before and after cargo transfer;
(e) Gauging of static tanks with the application of certified tank capacity (i.e. strapping) tables before and after Product transfer;
(f) Marine Vessel Measurements:
i. Quantity shall be based on the volumes as determined from measurements of the Vessel’s cargo tanks with the application of certified cargo tank capacity (i.e. strapping) tables before and after the transfer per API MPMS 17.10.2 (Measurement of Refrigerated and/or Pressurized Cargoes on Board Marine Gas Carriers, Part 2 – Liquefied Petroleum and Chemical Gases);
ii. Delivered ex-ship Cargoes involving Lighterage or Ship-to-Ship Transfers (STS). In the event that a cargo is lightered from Seller’s Vessel; “Ship to be Lightered” (STBL), the quantity of cargo delivered/received shall be determined from the IIC’s gauging of the receiving Vessel’s; “Service Vessel” (SV) tanks before and after the transfer per API MPMS 17.10.2 (Measurement of Refrigerated and/or Pressurized Cargoes on Board Marine Gas Carriers, Part 2 –2
(g) Agreement between commercial Parties. In the event the above custody transfer measurement points fail or are proven inaccurate, the Parties shall agree to negotiate in good faith and without prejudice, a new basis for custody transfer volumes.
4.4 All Product delivered hereunder shall meet the specifications, if any, set forth in the Confirmation. If no specifications are set forth in the Confirmation, such Product shall meet the latest GPA specifications for the applicable Product. Any requirements of Buyer pertaining to potential contaminants and/or specific hydrocarbon composition not set forth in the Confirmation or inconsistent with the latest GPA specifications must be identified by Buyer and allowable concentrations agreed to in writing by both Parties prior to delivery.
4.5 Quality analysis will be performed on representative samples obtained using one of the following methods in descending order of preference:
(a) In-line Sampler: A representative sample of the Products delivered or received shall be obtained via flow-proportional in-line sampler that performs according to API MPMS 8.2 and/or corresponding GPA standard (GPA 2166);
(b) Manually Drawn Samples: Samples may be obtained via all-level(s) samples (running samples), upper-middle-lower level(s) samples or spot samples at agreed levels consistent with API MPMS 8.1 and/or corresponding ISO standard (ISO 3170); or
(c) Agreement between the Parties. In the event of a failure in the above sample point, the Parties shall agree to negotiate in good faith and without prejudice, a new basis for quality determination.
4.6 Each Party shall be entitled to have its representatives present during all loadings, unloadings, tests, sampling, and measurements involving delivery of Product sold hereunder. Either Party may secure outside inspectors to perform gauging, sampling, and testing, in which event such inspector’s determinations shall be conclusive and binding on the Parties save fraud and/or manifest error. Payments for such outside inspector’s services will be paid by the Party who requested the services of such outside inspector, unless some other arrangement for payment is mutually agreed upon.
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