(a)the volume delivered by the Underdelivering Party during the Imbalance Month, and (b)the volume delivered by the other party during the Imbalance Month (such difference being the Imbalance Volume). associated contract by an amount not to exceed the number of barrels of crude oil that the Declaring Party fails to take delivery of. to Buyer. the Buyers carrier. F. Payment: Add the following
Terms and Conditions make your website more professional, and help you maintain control over it. WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE
Volume imbalances confirmed after the 20th of the month shall be delivered during the second calendar month after the volume imbalance is confirmed. Barrels
The Conoco General Provisions Domestic Crude Oil Agreements effective January 1993 (Conoco 93 General Provisions), such . Guarantors obligations and liability under this Guaranty shall be limited to payment obligations, and Guarantor shall All rights reserved. scope of this Agreement does not include any crude oil from any
ASTM means the American Society for Testing Materials. accordance with any rules and operating procedures reasonably specified by NNOGC in writing to Western Southwest. month will depend on operational conditions (including
In the event that Buyer fails to make any payment when due, Seller shall have the right to charge interest on the amount of the overdue representations or warranties. 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. LIMITATION OF LIABILITY UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL CONOCOPHILLIPS BE LIABLE TO ANY PARTY FOR: (i) ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR BUSINESS INTERRUPTION, LOSS OF BUSINESS PROFITS, LOSS OF PROGRAMS OR LOSS OF INFORMATION) OR ANY OTHER DAMAGES ARISING IN ANY WAY OUT OF THE AVAILABILITY, USE, RELIANCE ON OR INABILITY TO USE THE MATERIALS IN THIS WEBSITE OR ANY OTHER CONOCOPHILLIPS WEBSITE, EVEN IF CONOCOPHILLIPS OR A CONOCOPHILLIPS AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (ii) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS OR OTHER INACCURACIES IN OR DESTRUCTIVE PROPERTIES OF THE WEBSITE. We reserve the right, however, to rescind any permission granted by us to link through a plain-text link or any other type of link and to require termination of any such link to the ConocoPhillips website, at our sole discretion, at any time. (General Provisions) with noted modifications. immediately available federal funds to Resolutes designated bank. ConocoPhillips 1993 General Provisions for Domestic Crude Oil Agreements. For the avoidance of doubt, the previous agreement between the Parties for the sale and purchase of crude oil, entitled Crude Oil Purchase Our vision is to provide energy and improve lives. force majeure situation (the Affected Party) shall take commercially reasonable steps to ameliorate the cause of such force majeure event to enable it to resume performance during the term of this Agreement. For more than 140 years, we've helped fulfill the world's energy needs as a diversified energy manufacturing and logistics company. invoice, based on nominated pipeline volumes and estimated purchase
(Commodity Transaction) for the purpose of determining the Settlement Amount(s). NNOGC agrees that the only other entities that will be permitted to operate the Bisti and will be ordered by the Refinery. 2 0 obj
Under terms of the deal, BP will acquire all of Conoco . These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. The general terms and conditions describe the standard conditions for all your transactions. If a party to this Agreement (the Defaulting Party) should (1)become the subject before the commencement of the Grade Differential Trading
specified. determining the price of one or more crude grades, any of the
This Addendum applies to purchases and sales of Benzene Credits and is incorporated by reference into the Phillips 66 Company Products Purchase/Sale Agreement General Terms and Conditions, Phillips 66 Company, General Terms and Conditions for Compliance Instruments under the California Cap-and-Trade Program Effective November 1, 2012, Phillips 66 Company, Crude Oil Marine Provisions Dated January 30, 2013, Crude Oil Quantity and Quality Determination, Phillips 66 Company, Crude Oil Quantity and Quality Determination Dated December 8, 2014, Phillips 66 Dodd-Frank Schedule Dated November 10, 2017, Phillips 66 Company, Crude Oil Quantity and Quality Determination dated December 8, 2014 and ConocoPhillips General Provisions Domestic Crude Oil Agreements Effective January 1, 1993, Amended Effective August 1, 2009, Phillips 66 Company, Petroleum Products Exchange Addendum to the General Terms and Conditions for Products Purchase and Sale Agreements, Phillips 66 Company General Terms and Conditions for the Export of Natural Gas Liquids dated Sep 9, 2022, Phillips 66 Company Liquid Products Purchase/Sale Agreement General Terms and Conditions dated Feb 1, 2020, Phillips 66 Company, Marine Fuels Sales Addendum Effective July 1, 2013, Phillips 66 Company, Market Disruption Terms Effective April 1, 2018, Phillips 66 Company, Non-Crude Products Marine Provisions Dated May 1, 2013, Phillips 66 Company Petroleum Coke Purchase/Sale Agreement General Terms and Conditions dated Feb 1, 2020, Phillips 66 Company, Rail Terminal Provisions Effective December 1, 2015, Phillips 66 Company Products Purchase Sale Agreement General Terms and Conditions Dated Febrary 1, 2020, Phillips 66 Company, Addendum for the Sale of Renewable Identification Numbers (RINs). The request to schedule all volume imbalances must be confirmed in writing by one party or both parties. pipeline carrier in receiving and delivering crude oil tendered, or by any other cause, whether similar or not, reasonably beyond the control of such party. including the terms set out therein; (ii) these General Terms and Conditions and any supplemental provisions set out in an Attachment hereto; and (iii) any applicable terms and conditions of another existing agreement as provided in Article 19.5; as it may be amended pursuant to Article 19.4. above. be effective for one (1)year from the date set forth below, unless the Guarantor shall have given notice of revocation in writing to the Creditor addressed as follows: Resolute Natural Resources Company, LLC, 1700 Lincoln, Suite 2800, ConocoPhillips Company operates this website (the "website") as a service to its customers, suppliers, employees, retirees and community neighbors, subject to the following terms and conditions of use and all modifications thereto, in addition to guidelines that may be published from time to time by ConocoPhillips. Measurement and Tests: All measurements hereunder shall be made from static tank gauges on 100 percent tank table basis or by positive displacement Denver, CO 80203, Attention: James M. Piccone, and such notice shall have been received by the Creditor from the Guarantor. This Guaranty supersedes and replaces any prior Guaranties signed by the undersigned parties or their predecessor entities, related to the same obligations hereunder. event of force majeure. Agreement (Agreement) is entered effective as of
(1) Right to Liquidate. but fails to deliver or accept delivery of the contractually specified volume during any month (an Imbalance Month), then the. First, let's walk through all the steps you should plan to take when writing your own terms and conditions agreement: Step One: Determine what laws apply to your business Step Two: Make an outline Step Three: Pick all clauses relevant to your business Step Four: Start writing using clear, straightforward language an adjustment payment based on Resale Price and the price that
Cautionary Note to U.S. Investors. Western Southwest shall pay Resolute for the Product delivered hereunder on the 20, Any CPI-based cost of service increases on the RHP or the Gallup Cost Increase for which Resolute is responsible under the Section of this Agreement entitled . If the Market Price is equal to the Contract Price in a Commodity Transaction, no Settlement Amount shall be due. quantity of crude oil which the Declaring Party is obligated to deliver under the Agreement or associated contract, the other party (the Exchange Partner) shall have the right but not the obligation to reduce its deliveries of crude oil All title and intellectual property rights in and to the content of the Linked Sites (as defined below) are the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. These will be managed by Buyer, and are excluded
Except as otherwise provided in these Terms, you may not download or save a copy of the website or any portion thereof, for any purpose. other labor or industrial disturbances, acts of God or the elements, governmental laws, regulations, or requests, acts in furtherance of the International Energy Program, disruption or breakdown of production or transportation facilities, delays of Further, certain forward-looking statements are based upon assumptions as to future events that may not prove to be accurate. passes through the connecting flange that connects the RHP to the terminal operated by Western Southwest/Western Pipeline at Bisti Station located in San Juan County, New Mexico (Bisti Station), as elected by Resolute in its Buyback HAS BEEN REQUESTED. materially adversely affect the rights of Seller as a Secured Hedge
In addition, for any period during the Term that Western Southwest does not purchase the Contract Volume and that failure to purchase is not excused under the discontinuance or unavailability of the index; (d)the
Counterparty under the Collateral Trust Agreement, and. waiver of any subsequent performance under the same or any other provisions. to the other Party on the date the gross amounts were due. Market Disruption
extent of exposure exceeds the open credit line limit. another facility of the Buyer or its affiliate(s). upon notice and demand. to women-owned business concerns; Affirmative Action Compliance Program (41 C.F.R. Buyer shall
Failure to perform due to events of Force Majeure shall not extend the term of this Agreement; except the extent necessary to comply with the provisions of Section J (Buy/Sell and Exchange Balancing). After the first
shall be delivered as soon after the Imbalance Month as is reasonably practicable it being understood that the parties shall endeavor to cause the Imbalance Volumes confirmed by the 20th day of the Imbalance Month to be delivered during the Affected Party. source which may be purchased directly by Buyer or its affiliate(s)
The Agreement will then automatically renew for
Buyer purchases approximately 9,000
The Buyer will purchase crude oil
You make services available to your customers. Southwest does not have any obligation under this Agreement to pay any production or severance taxes or any royalties, overriding royalties, or any similar interests on the Product delivered to Western Southwest hereunder. Upon termination, the parties shall have no further rights For the purpose of determining the Settlement Amount, the date on which the Liquidating Party terminates this Agreement 60-1.40); annually file SF-100 Employer Information Report (41 C.F.R. Neither party shall be required to supply substitute quantities from other sources of other purchasers in a reasonable manner.. Seller shall use reasonable efforts to resell for the
payment of all amounts due under that contract to Creditor. This provision will survive the 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. and. 2 business clays before Grade Differential Trading Period,
of Canadian crude oil (Canadian Barrels) per month,
If the Parties are
If payment due date is on a Sunday or a Monday New York bank holiday, payment shall be due on the succeeding New York banking day. It is your sole responsibility to comply with the appropriate terms of service of the Linked Sites as well as with any other obligation under copyright, secrecy, defamation, decency, privacy, security and export laws related to the use of such Linked Sites and any content contained thereon. 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 hereof, Seller is the only Forward Purchase Secured Hedge
extend to and cover all renewals of any claims or demands guaranteed under this instrument, or the extension of time of payment thereof, or any other modification of terms between Debtor and Creditor. immediately following calendar month, and the Imbalance Volumes confirmed after the 20th day of the Imbalance month to be delivered during the second calendar month after the Imbalance Month, except to the extent prevented by a new or continued Agreement should, in the reasonable opinion of the Seller, be or
first day of the calendar month and end at 7:00 a.m. on the first day of the following calendar month. Western Southwest shall not have any obligation to operate Bisti station for NNOGC or Resolute. 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 YOU MAY NOT ACCESS OR OTHERWISE USE THIS WEBSITE IF, AT ANY TIME, YOU DO NOT AGREE TO THESE TERMS. as a result of force majeure events or pipeline proration from
I. 2. Copies are available from the SEC and are available on this website. In addition to the above, and in the event substantially similar volumes are intended to be bought and sold or exchanged under this Agreement, the parties Each
THIS DISCLAIMER OF LIABILITY APPLIES TO ANY DAMAGES OR INJURIES OCCURRING AS A RESULT OF: (1) ANY ERROR, OMISSION, DELETION OR DEFECT IN THE CONTENT OR (2) ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, COMMUNICATION LINE FAILURE, THEFT OR DESTRUCTION OF RECORD, UNAUTHORIZED ACCESS TO, ALTERATION OF OR USE OF RECORD WHETHER FOR BREACH OF CONTRACT, TORT, NEGLIGENCE, DEFAMATION OR ANY OTHER CAUSE OF ACTION. below) will be sold by Buyer to Seller or to Sellers
Domestic Crude Oil Agreements 12/8/2014 - Present Phillips 66 Company, Crude Oil Quantity and Quality Determination dated December 8, 2014 and ConocoPhillips General Provisions Domestic Crude Oil Agreements Effective January 1, 1993, Amended Effective August 1, 2009 Exchange Addendum 6/1/2014 - Present and delivered to the Refinery via any mode of transportation but
under a separate agreement. The following documents are the Phillips 66 Company General Terms & Conditions and Additional Clauses referenced on our U.S. Commercial contracts. (2) If, for any reason (including events of force majeure), a party complies with the requirements of Section J(1) that are due to each other on the same date. If payment due date is on a Saturday or New York bank 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 Term). crude oil, multiplied by the difference between the contract price per barrel specified in this Agreement (the Contract Price) and the market price per barrel of crude oil on the date the Liquidating Party terminates this Agreement (the match the volume actually delivered by the Affected Party. By entering and/or using this and other websites owned, operated and maintained by ConocoPhillips or its affiliates, you, the user, are deemed to have agreed to comply with and be bound by the Terms. in entirety and replace with the following: If at any time the
the end of the Initial Term or the then current Renewal
(Seller) and Calumet Superior, LLC
under the same Agreement or associated contract by an amount not to exceed the number of barrels of crude oil that the Declaring Party fails to deliver. The arbitrators shall issue a reasoned written decision and award which shall not exceed $5,000,000 including any interest, costs or any from Seller to Buyer at the outlet flange of the Enbridge Superior
Transaction, the buying party shall pay the Settlement Amount to the selling party. Thereafter, tariffs, storage costs, other incidental costs, as well as changes
h&$,EWgYp+W^=EYxD@\0$+I 2. (**). We support each other, strengthen the communities where our employees live and work and demonstrate our values through our actions. Resolute may also terminate this Agreement in its entirety at any time that the guarantee of Western Refining, Inc. (Western) substantially in the form of Exhibit B is revoked or the amount guaranteed is less This Guaranty shall inure to the benefit of the Creditor, its successors and assigns, and can be modified only by a written instrument signed by Creditor and the In addition, certain presentations available for viewing were created as of the dates indicated on such presentations and ConocoPhillips expressly disclaims any responsibility for updating such presentations. for convenience only and shall not limit or change the subject matter of this Agreement. Party receives written notice of termination from the Liquidating Party, if such notice of termination is given by United States mail or a private mail delivery service. ($50,000,000) from Calumet Specialty Products Partners, L.P.
Any such failures to perform shall be remedied with all reasonable dispatch, but neither party shall be required to supply substitute quantities from other sources of supply. This Guaranty shall supply. In the event that NNOGC and/or Resolute intend to use Bisti Station to load crude oil during any delivery month, they will provide the Scheduling contact for Western Southwest written notice of their intent to do so. Unless otherwise specified in the Special Provisions of this Agreement, payment will be due on or before the 20th of the month following the month of delivery. All Volumes of Product sold pursuant to this Agreement shall be priced at the NYMEX trading days average for the current (delivery) calendar month less a discount of $9.50 per barrel. this Agreement. If Western Southwest is required to purchase other Product to cover its delivery obligations or to keep the Gallup refinery operating at THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED
R. Definitions: When used in this Agreement, the terms listed below have the following meanings: API means the American Petroleum Institute. ($100,000,000), as fully described in the Collateral Trust
2.7. 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 Letter of Credit is found acceptable to Seller. Resolute shall bear the cost of any CPI-based cost of service increases during the Term of this Agreement in the Running Horse Pipeline (RHP) tariff for movements between Aneth, Utah and Bisti, New Mexico, plus Q. Entirety of Agreement: The Special Provisions and these General Provisions contain the entire Agreement of the parties; there are no other promises, (6) Payment of Settlement Amount. alternate index or means of price determination. Any modification of this Agreement shall be by written instrument. 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 undersigned. General Terms and Conditions: Except as specifically detailed heroin, CONOCO GENERAL PROVISIONS FOR DOMESTIC CRUDE OIL AGREEMENTS, effective JANUARY 1, 1993 shall govern this Agreement and are attached hereto as Appendix B.
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