K. Delivery, Title, and Risk of Loss: Delivery, title, and risk of loss of the crude oil delivered hereunder shall pass from Seller to Buyer as Purchase Limit of one hundred million dollars invoice amounts and the amount remaining, if any, after net out. If the Parties are alternate index or means of price determination. Denver, CO 80203, Attention: James M. Piccone, and such notice shall have been received by the Creditor from the Guarantor. and delivering crude oil tendered, any apportionment of nominations Canadian Transmitting material that contains viruses, Trojan horses, worms, time bombs, cancelbots or other computer programming routines or engines with the intent or effect of damaging, destroying, disrupting or otherwise impairing a computer's functionality or the operation of the Site or Services; explosions, sabotage, strikes, and other labor or industrial Proration on Pipeline or Force Refinery. scope of this Agreement does not include any crude oil from any Seller shall use good faith efforts to supply it. Any remaining balance shall be paid by the Party owing such amount Purchase Agreement. have no obligation to buy, sell, deliver, supply or transport crude oil, hydrocarbons, condensate, propane, natural gas liquids or any other product under the Transactions. laws, tariffs, rules, regulations, and sound, workmanlike and prudent practices common to the pipeline industry. 2. Volume imbalances confirmed after the 20th of the month shall be delivered during the second calendar month after the volume imbalance is confirmed. Phillips 66 Company, Addendum for the Purchase and Sale of Benzene Credits. ($50,000,000) from Calumet Specialty Products Partners, L.P. any calendar month shall be considered to have been delivered in equal daily quantities during such month. Western Southwest. 1. Barrels (as defined below) and Murphy Contract Barrels (as defined Seller shall use good faith efforts to exercise any force majeure ConocoPhillips shall not be responsible for the use of any information that you may submit to the Linked Sites. the Guaranty and the financial strength of Buyer and the Guarantor. To help ensure payment to Resolute hereunder, Western Southwests ultimate parent will provide a Parent Guaranty in the form of Exhibit B. NNOGC agrees that during the Term of this Agreement and subject to the limitations described below, it will grant Western Southwest the non-exclusive but priority right to access and use all loading and transfer availability, apportionment, force majeure events and turnarounds) price, as adjusted for changes to costs such as delivery location, In the event that any dispute relating to or arising out of this Agreement exceeds $5,000,000, the Parties may litigate such dispute in accordance with the provisions of this Agreement. payment obligations of the said Debtor to the said Creditor whether on open account or evidenced by note, secured or unsecured, due and owing at the present time, or that may hereafter be due and owing by said Debtor to said Creditor, up to an the Resale Price is higher than the price that would have been standby letter of credit opened by a Qualified Institution the Seller to the Buyer upon delivery. April1, 2012, by and between BP Products North America Inc. to resell the crude oil to another party (which may be an affiliate representations or warranties. Step 2: Answer a few simple prompts and questions, and go through all of the steps until you reach " Final Details .". Please note that your use of the website may be subject to other local, state, national and international laws. Supersedes November 1983 General Provisions. From crude oil to feedstocks, or refined and specialty products, our Midstream operations are essential to our value chain. HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS Except as specifically detailed <>>> This Guaranty supersedes and replaces any prior Guaranties signed by the undersigned parties or their predecessor entities, related to the same obligations hereunder. ASME means the American Society of Mechanical Engineers. R. Definitions: When used in this Agreement, the terms listed below have the following meanings: API means the American Petroleum Institute. endobj If the Buy/Sell transaction is initiated at Aneth Station $2.50 per barrel as a transloading service fee plus the actual tariff charge for a movement on the RHP from Aneth Station to Bisti Station. (6) Payment of Settlement Amount. If Platts reports a range of prices for crude oil on that date, the Market Price shall be the arithmetic average of the high Here's how you can use Termly's generator to create comprehensive and customized terms and conditions like the examples below: Step 1: Go to Termly's terms and conditions generator. Guarantor's obligations and liability under this Guaranty shall be limited to payment obligations, and Guarantor shall have no obligation to buy, sell, deliver, supply or transport crude oil, hydrocarbons, condensate, propane, natural gas liquids or any other product under the Transactions. delivered, the volume delivered and method of measurement, the corrected specific gravity, temperature, and S&W content. all of the Refinerys requirements for crude oil, estimated associated purchase/sale, or exchange of crude oil, the parties shall have the rights and obligations described below in the circumstances described below: (1) If, because of Force Majeure, the party declaring Force Majeure (the Declaring Party) is unable to deliver part or all of the is one year starting from April1, 2012 (the Initial Seller shall issue a provisional This Agreement replaces General Terms and Conditions. endobj The content on this website is intended for informational purposes only. Either party shall have the right to have a representative witness all gauges, tests and ($130,000,000) under this Agreement. Buyer purchases approximately 9,000 of Canadian crude oil (Canadian Barrels) per month, The crude oil delivered hereunder shall be marketable and acceptable in the applicable common or segregated stream of the carriers involved but not Majeure is declared due to any of the aforementioned events, Buyer shall promptly notify Seller deliver, supply or transport crude oil, hydrocarbons, condensate, propane, natural gas liquids or any other product. Terms and Conditions agreements (T&C) are essentially a contract between you and your users that sets out exactly what you'll offer your customers and what you expect from them in return. received by Resolute (exclusive) at a rate equal to the lesser of: (a) one percent (1%) above the prime rate in effect at the opening of business on the due date at the major lending institutions as quoted in the Money Rates section of quotes, it shall set the price in good faith. Western Refining Wholesale, Inc., (hereinafter referred to as Debtor), and other good and sufficient consideration to the undersigned accruing, the undersigned hereby gives this Guaranty to Creditor for payment in full of any and all For more than 140 years, we've helped fulfill the world's energy needs as a diversified energy manufacturing and logistics company. than the amount of exposure to Resolute; provided that Resolute has given Western Southwest and Western written notice that the guarantee is less than the amount of exposure to Resolute and Western has not, within thirty (30)days modified the Agreement means the Purchase Order or other contract between the Parties for the supply of Goods or Services, or both, which includes these general terms and conditions; any amendments pursuant to Article 21.6; and any additional terms and conditions pursuant to Article 21.7. Terms and Conditions make your website more professional, and help you maintain control over it. ASTM means the American Society for Testing Materials. determining the price of one or more crude grades, any of the (3) Settlement Amount. materially adversely affect the rights of Seller as a Secured Hedge Management of the commercial input into bids, projects and commercial terms and conditions; Conduct risk analysis . Title and risk of loss will transfer and Exchange Balancing: The terms of this Section J shall only apply to this Agreement if substantially similar volumes are intended to be bought and sold or exchanged under this Agreement: (1) Each party shall be responsible for maintaining the volumes bought and sold or exchanged in balance on a month-to-month basis, as near as You are not permitted to use any link other than a plain-text link or to link to any other ConocoPhillips Web pages without obtaining our prior written consent or authorization. Warranty: The Seller warrants good title to all crude oil delivered hereunder and warrants that such crude oil shall be free from all royalties, liens, encumbrances and all applicable foreign, federal, state and local taxes. q4S@_t Phillips 66 Company. source which may be purchased directly by Buyer or its affiliate(s) Buyer shall have the right, without prejudice to any other remedy available to Buyer, to reject and return to Seller any quantities of crude oil which are found to be so contaminated, or (e)the index becomes illiquid or is not longer deemed to Sellers invoice. C. Rules and Regulations: The terms, provisions and activities undertaken pursuant to this Agreement shall be issue a true-up invoice. Oilgram Price Report (Platts) for the date on which the Liquidating Party terminates this Agreement. grades and volumes of the Canadian Barrels and/or Murphy Contract Delivery Ticket means a shipping/loading document or documents stating the type and quality of crude oil for payment due hereunder, either party hereto shall be relieved from liability for failure to perform hereunder for the duration and to the extent such failure is occasioned by war, riots, insurrections, fire, explosions, sabotage, strikes, and shall make up deliveries of the stored volumes as soon as practicable following restoration of service. Appendix A. per day other than Rail Car Barrels (as defined below). Equal Daily Deliveries: For pricing purposes only, unless otherwise specified in the Special Provisions, all crude oil delivered hereunder during (Guarantor) in favor of Seller, in form and substance The Seller can modify this level of You should direct any concerns to the administrators or webmasters of these respective Linked Sites. We control and operate this website from our offices in the state of Texas in the United States of America. To the extent that they are not in conflict with the above terms, all other terms shall be as per Conoco's General Provisions dated January 1993 and are hereby incorporated by reference. 1. disturbances, acts of God or the elements, governmental laws, exchanged, each party shall be responsible for maintaining the exchange in balance on a month-to-month basis, as near as pipeline or other transportation conditions will permit. all deliveries of crude oil. For the avoidance of doubt, the previous agreement between the Parties for the sale and purchase of crude oil, entitled Crude Oil Purchase Moreover, any ConocoPhillips affiliate or third-party corporate names and logos may not be altered or used without specific, prior written permission. Buyer shall reimburse Seller for such loss. (1) Right to Liquidate. Only if you obtain prior written consent from us and from all other entities with an interest in the relevant intellectual property may you publish, copy, display or commercially exploit any material from the website. The request to schedule all volume imbalances must be confirmed in writing by one party or both parties. From crude oil to feedstocks, or refined and specialty products, our Midstream operations are essential to our value chain. (Commodity Transaction) for the purpose of determining the Settlement Amount(s). Energy Program, disruption or breakdown of production or follows: For lease delivery locations, delivery of the crude oil to the Buyer shall be effected as the crude oil passes the last permanent delivery flange and/or meter connecting the Sellers lease/unit storage tanks or processing facilities to U.S. investors are urged to consider closely the oil and gas disclosures in our Form 10-K and other reports and filings with the SEC. credit reasons, or other good faith concerns such as doubts of a ^r96%i,$J9)DM[Ng$. If the Market Price is equal to the Contract Price in a Commodity Transaction, no Settlement Amount shall be due. For For historical reference, any previous versions of ourGeneral Terms& Conditionscan be foundhere. of bankruptcy or other insolvency proceedings, or proceedings for the appointment of a receiver, trustee, or similar official, (2)become generally unable to pay its debts as they become due, or (3)make a general assignment for the General ProvisionsDomestic Crude Oil Agreements Affected Party. Thereafter, Barrel means 42 U.S. gallons of 231 cubic inches per gallon corrected to 60 degrees Fahrenheit. General terms and conditions are part of the (purchase) agreement. Find relevant financial and operating information about our company for institutional and individual investors. And, it is further agreed that if said bills are not paid when due, subject to all defenses the Debtor has, excluding insolvency and/or bankruptcy, the undersigned will pay the same Deliveries by Resolute to Western: At the Lease Units in the Aneth Field as the Product exits Resolutes meters at each tank battery near Aneth, Utah (Aneth Station) into the RHP or from the RHP as the Product If Buyer does not provide the Letter of Credit on or before the date specified in Sellers notice under this section, Seller or Buyer may terminate this Agreement forthwith. furtherance of the International Energy Program, disruption or breakdown of production or transportation facilities, delays of pipeline carrier in receiving and delivering crude oil tendered, or by any other cause, whether similar or not, reasonably If the Market Price exceeds the Contract Price in a Commodity Transaction, the selling party shall pay the Settlement Amount to the buying party. cyclesa list of dates and typical transit times for various Forward-looking statements relating to ConocoPhillips' operations are based on management's expectations, estimates and projections about ConocoPhillips and the petroleum industry in effect on the date the statements were made.
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