Course 07 of 20 · Hydrogen Desk Academy

Offtake Agreements & Buyer Requirements

Stage B, Policy, certification and offtake. Level 4 of 10.

Drafting and negotiating the offtake itself: term, quantity obligation, specification warranty, delivery point, remedies, and buyer qualification conditions.

122 chapters · 11 modules · every chapter one 8 to 10 minute explainer · builds on: Course 04, Course 05, Course 06

Enrol or enquire See the 122 chapters
How a chapter is delivered

One chapter is one idea taken to the point of use

Each chapter covers one idea to the point where you can use it, and comes two ways: a narrated explainer, and a deep dive audio discussion of around thirty minutes that works the same material at depth.

Self-paced throughout, and the same chapters can be taught as a cohort. Chapters run in order: each one assumes only what the chapters before it taught, and capability belonging to a later course is named and deferred rather than half-covered.

Curriculum

11 modules · 122 chapters

Open any module for its full chapter list, in teaching order.

M0 What a Hydrogen Offtake Has to Do Ch 1-10
  1. No Market Behind This Agreement
  2. Two Parties Each Waiting for the Other to Commit
  3. Whose Seat Each Clause Is Read From
  4. The Molecule Sale and the Attribute Sale
  5. What This Agreement Must Settle Before Price
  6. Signing Against a Plant That Does Not Exist
  7. A First-of-a-Kind Deal Has No Precedent Form
  8. What Is Taken as Known and Not Repeated
  9. Where the Price Formula Thread Leaves This Agreement
  10. Three Later Courses That Modify What Is Signed Here
M1 Qualifying the Buyer Ch 11-21
  1. Buyer Qualification as a Contractual Gate
  2. Can the Buyer Physically Receive the Volume
  3. The Buyer's Own Project Risk
  4. Which Entity Is Actually Signing
  5. Internal Authority for a Decade-Long Commitment
  6. Counterparty Standing Without a Trading History
  7. Does the Buyer Hold an Obligation or a Preference
  8. The Buyer That Cannot Use the Certificate
  9. Aggregators, Traders and Intermediated Demand
  10. A Government-Brokered Single Buyer
  11. The Qualification Pack and the Decision to Decline
M2 From Understanding to Binding Agreement Ch 22-31
  1. The Memorandum That Binds Nothing
  2. A Letter of Intent With Binding Parts
  3. The Term Sheet for a Hydrogen Offtake
  4. Exclusivity: Granted by One, Held by the Other
  5. Conditioning Everything on a Final Investment Decision
  6. Negotiating Order, and What Sequence Concedes
  7. Confidentiality When Both Sides Want an Announcement
  8. Government Funding Conditions Written Into the Deal
  9. Not Converting, After Both Boards Announced It
  10. One Negotiation From Enquiry to Signature
M3 Term, Start Date and the Long-Stop Ch 32-42
  1. How Long Each Side Can Actually Commit For
  2. Defining the Start Date So Both Sides Agree
  3. The Commissioning Window and Its Evidence
  4. Commissioning Late and the Buyer's Options
  5. The Long-Stop Date and What It Settles
  6. A Term That Outlives the Certification Scheme
  7. The Renewal Right and the Capacity It Freezes
  8. Rolling Phases Instead of One Long Term
  9. Early Termination for Convenience and Its Price
  10. A Term Mismatch Between Supply and the Buyer's Own Sales
  11. A Term Structure Chosen for One Project
M4 The Quantity Obligation Ch 43-54
  1. Quantity Needs a Basis Before a Number
  2. The Annual Contract Quantity as a Promise
  3. Firm, Reasonable Endeavours and the Words Between
  4. Supply-or-Pay: The Producer's Undertaking
  5. The Buyer's Obligation to Take
  6. A Share of Whatever the Plant Produces
  7. Contracting Every Molecule the Plant Makes
  8. The Minimum the Producer Guarantees, the Rest It Keeps
  9. Quantity When the Electrolyser Follows the Power
  10. Choosing the Quantity Structure From Each Seat
  11. Writing the Quantity Article So It Cannot Be Read Two Ways
  12. Reading the Volume Schedule Back to Front
M5 The Specification Warranty Ch 55-66
  1. Purity as a Promise Rather Than a Property
  2. Naming the Grade Standard in the Clause
  3. Why One Buyer's Contaminant Is Another's Non-Issue
  4. Building the Specification Schedule Line by Line
  5. Pressure, Temperature and the Conditions of Delivery
  6. Sampling, Analysis and the Umpire
  7. The Certificate That Travels With a Parcel
  8. Off-Specification Hydrogen: Reject, Accept or Adjust
  9. Nowhere to Send the Rejected Molecule
  10. Damage Caused Downstream and Who Pays
  11. Warranty Limits, Caps and Exclusions
  12. A Specification Dispute From Sample to Settlement
M6 Carrying the Certification Obligation Ch 67-76
  1. What the Buyer Actually Needs Evidenced
  2. Warranting Compliance With a Named Standard
  3. Contracting for a Guarantee of Origin
  4. Selling the Molecule Without the Attribute
  5. Hourly Matching as a Contractual Duty
  6. When the Evidence Fails Mid-Term
  7. A Scheme That Changes Its Requirements
  8. The Buyer's Reporting Needs as a Producer Duty
  9. Audit and Inspection Rights, and Their Limit
  10. Remedies When the Certificate Does Not Arrive
M7 The Delivery Point Ch 77-87
  1. Where the Deal Actually Happens
  2. Sale at the Electrolyser Outlet
  3. Over the Fence to a Single Adjacent User
  4. Delivery Into a Shared Network
  5. Delivery at a Loading Rack
  6. Delivery at the Buyer's Gate
  7. Ownership and Loss Need Not Move Together
  8. Measurement by a Meter Neither Party Owns
  9. Losses Between the Meter and the Burner
  10. Moving the Delivery Point Mid-Term
  11. Picking the Handover Point From the Assets Each Side Holds
M8 Remedies Where There Is No Replacement Market Ch 88-99
  1. Why the Cover Damages Formula Breaks Down
  2. Liquidated Damages Set Without a Reference Price
  3. The Duty to Mitigate With Nothing to Mitigate With
  4. Make-Up Delivery Later in the Term
  5. Price Abatement as the Working Remedy
  6. Failure to Take When the Producer Has Nowhere Else to Sell
  7. Suspension and the Right to Stop Delivering
  8. Step-In and Operating Rights the Producer Grants
  9. Setting the Aggregate Liability Ceiling
  10. Excluding Consequential Loss in a Single-Supplier Deal
  11. Sole Remedy Clauses and What They Foreclose
  12. A Shortfall Claim From Notice to Settlement
M9 Change, Excuse and Ending Ch 100-110
  1. Force Majeure Is Not Symmetrical Here
  2. Power Unavailable Is Nobody's Breach
  3. Water, Permits and the Inputs a Clause Forgets
  4. Change of Law and the Policy That Moves
  5. Reopening on Hardship, and Why Practitioners Disagree
  6. Transfer, Consent and a Counterparty That Changes Hands
  7. What Lets the Buyer End the Agreement
  8. The Producer's Own Termination Grounds
  9. Who Pays Whom When Supply Ends Early
  10. Obligations That Outlive the Agreement
  11. An Ending Argued From Both Sides of the Flange
M10 Two Worked Offtakes and the Limits Ch 111-122
  1. The First Brief: Electrolyser to Refinery Hydrotreater
  2. Qualifying This Refinery as a Buyer
  3. Choosing the Quantity Obligation for This Plant, Part One
  4. Choosing the Quantity Obligation for This Plant, Part Two
  5. Settling the Specification and the Delivery Point
  6. Writing the Remedy Ladder With No Market Behind It
  7. The First Four Years of the Refinery Deal
  8. The Second Brief: A Steelmaker Running a Procurement
  9. Four Bids on Four Different Bases
  10. The Award and the Concession Nobody Flagged
  11. The Second Inversion Audit, Across a Whole Document
  12. What Offtake Drafting Cannot Do

The brochure gives each of these 122 chapters a paragraph on what it covers and what you can do once you have worked through it.

This is course 7 of twenty

It stands alone, and it is also the entry point to the Hydrogen Desk Academy pathway.

Enrol or enquire See the whole pathway