alternate index or means of price determination. measurements. ** business days of receipt of such invoice. We control and operate this website from our offices in the state of Texas in the United States of America. Should the Special Provisions conflict with the General Provisions, the Special Provisions shall prevail. Purchase Agreement. language to the end of this clause: If the Parties agree prior to For more than 140 years, we've helped fulfill the world's energy needs as a diversified energy manufacturing and logistics company. endobj Resolutes signature below constitutes its consent to Western Southwests right to use the Bisti Station as described above. CONOCOPHILLIPS DOES NOT WARRANT OR GUARANTEE: (1) THAT ANY PORTION OF THE WEBSITE WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR ANYTHING ELSE MANIFESTING CONTAMINATING OR DESTRUCTIVE PROPERTIES OR (2) THAT ACCESS TO THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE. Exhibit - SEC LEAP 3.0: the streamlined and updated master agreement tariffs, storage costs, other incidental costs, as well as changes Buyer shall read the MSDS and advise its employees, its affiliates, and third parties, who may purchase or come into contact with such General terms and conditions | ASML subject to all applicable laws, orders and regulations of all governmental authorities. Upon termination, the parties shall have no further rights This Agreement shall commence on the Effective Dates and continue until December 31, 2014 (the Term), at which time this Agreement will automatically terminate. Subject to copyright notice and the trademark use/link limitations contained in these Terms, you may, however, print a copy of individual screens appearing as part of the website solely for your personal, noncommercial, or nonprofit educational use or records, provided that any marks, logos, copyright notices or other legends that appear on the copied screens remain on and are not removed from the printed or stored images of any such screens. at its petroleum refinery in Gallup, New Mexico (the Gallup Refinery). (Murphy Contract Barrels) for supply to the Refinery. We are excited about the future of energy and helping the world move forward. highest price available, but may reject any potential buyer for Seller shall issue a provisional (Buyer). 1. 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. (Qualified Institution means either: (i)a For the avoidance of doubt, the previous agreement between the Parties for the sale and purchase of crude oil, entitled Crude Oil Purchase this Agreement. If Western Southwest is required to purchase other Product to cover its delivery obligations or to keep the Gallup refinery operating at Buyer shall promptly notify Seller THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED F. Payment: The Buyer may be required to provide additional payments, (6) Payment of Settlement Amount. then the Seller shall provide to 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 Majeure is declared due to any of the aforementioned events, oil (irrespective of whether the barrels are Murphy Contract 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. (2) Multiple Deliveries. price, as adjusted for changes to costs such as delivery location, Appendix A. YOU MAY NOT ACCESS OR OTHERWISE USE THIS WEBSITE IF, AT ANY TIME, YOU DO NOT AGREE TO THESE TERMS. If Platts does not report prices for the crude oil being sold under this Agreement, the Liquidating Party shall determine the Market Price of such crude oil in a commercially reasonable manner, unless crude oil, about the hazards of crude oil, as well as the precautionary procedures for handling said crude oil, which are set forth in such MSDS and any supplementary MSDS or written warning(s) which Seller may provide to Buyer from time to time. Buyer shall Buyer shall pay the true-up invoice within endobj PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS WEBSITE. General air quality operating permit or "general permit" means an air quality operating permit that meets the requirements of ARM 17.8.1222, covers multiple sources in a source category, and is issued in lieu of individual permits being issued to each source. Either party shall have the right to have a representative witness all gauges, tests and Resolute hereunder. Western Southwest. breach of this Agreement or the Collateral Trust from Enbridge Pipeline and final crude Oil pricing, Seller shall Terms and Conditions: What They Are, What to Include (2022) Western Southwests The operations, businesses and properties described in this website are owned and operated by ConocoPhillips or by various affiliates and subsidiaries of ConocoPhillips. and. Buyer may purchase up to 30,000 tons Phillips 66 Company Additional Clauses referenced on our U.S. Commercial contracts. 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 otherwise provided in this Agreement. standby letter of credit opened by a Qualified Institution potential buyers ability to perform, Sellers resale and NNOGC are unable to deliver the Contract Volumes by pipeline to the Gallup Refinery due to temporary inoperability of the RHP,, then Resolute and NNOGC shall have priority use of the Bisti Station as to any volumes not purchased and received by 2. specified. 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 Any such failures to perform shall be remedied with all Index Marker Grade: As listed in The SEC permits oil and gas companies, in their filings with the SEC, to disclose only proved, probable and possible reserves. issue a true-up invoice. and are attached hereto as Appendix B. jurisdiction of such courts. h&$,EWgYp+W^=EYxD@\0$+I materially adversely affect the rights of Seller as a Secured Hedge Seller shall use reasonable efforts to resell for the ConocoPhillips Company GENERAL PROVISIONS DOMESTIC CRUDE OIL AND CONDENSATE AGREEMENTS A. Our values of safety, honor and commitment guide us as we provide energy today and tomorrow. Counterparty thereunder. Refinery. Rail Car Barrels means acceptable to Seller (Guaranty). Agreement. and delivered to the Refinery via any mode of transportation but and consent as set forth below. discontinuance or unavailability of the index; (d)the 1st day of July, 2014. 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 supersedes and replaces any prior Guaranties signed by the undersigned parties or their predecessor entities, related to the same obligations hereunder. or obligations with respect to this Agreement, except for the payment of the amount(s) (the Settlement Amount or Settlement Amounts) determined as provided in Paragraph (3)of this section. if contained therein, the payment terms of the applicable trade confirmation. the Guaranty and the financial strength of Buyer and the Guarantor. ("Terms"). This Amended Crude Oil Purchase as amended (Collateral Trust Agreement); the Seller is Proration on Pipeline or Force or (e)the index becomes illiquid or is not longer deemed to 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. April1, 2012, by and between BP Products North America Inc. by Enbridge Pipeline on or around the 28. If payment due date is on a Saturday or New York bank Barrels it will deliver to the Seller as part of the total crude These will be managed by Buyer, and are excluded Our vision is to provide energy and improve lives. Buyer an open credit line of one hundred thirty million dollars Seller will use commercially This Agreement covers volumes of crude oil owned by Resolute, as well as volumes owned by Navajo Nation Oil and Gas Company (NNOGC) and committed to this Agreement with NNOGCs acknowledgement preceding paragraph. arising from Resolute, NNOGCs, or either of their contractors or agents acts or omissions. However, if a Letter of Credit is disputes arising hereunder shall be governed by the laws of the State of Texas. indicating volumes of each grade required. Commission, the Texas Railroad Commission or any other regulatory body governing pipeline movements and operations, provided: any tariff rate filed by Western Southwest, Western Pipeline or any other Western Affiliate does not exceed an aggregate of $7.00 per barrel for transportation from Bisti Station to Mason Station (as depicted on the attached Exhibit (4) Termination Date. 1 0 obj If the Market Price exceeds the Contract Price in a Commodity Transaction, the selling party shall pay the Settlement Amount to the buying party. If the Liquidating Party elects to liquidate this Agreement, the Liquidating Party must terminate all Commodity Transactions under this Agreement. U.S. or a political subdivision thereof, (1. Neither party shall be required to supply substitute quantities from other sources of 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 governmental requirements or otherwise, or by any other cause, Except as specifically noted above, no right or license is granted to you under any copyright, patent, trademark or other intellectual property law to use, copy, reproduce, retransmit, display or create derivative works from materials, logos and content contained within this website. The party affected by a IN NO EVENT SHALL CONOCOPHILLIPS' TOTAL LIABILITY TO YOU HEREIN, FOR ANY CLAIM OR ACTION ARISING FROM USE OF THE WEBSITE (WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THIS SITE. These Web pages or any portions thereof may not be framed, reproduced or redistributed for commercial gain or any other purpose. Should the Special Provisions conflict with the General Provisions, the Special Provisions shall prevail. Following receipt of the allocation of losses disturbances, acts of God or the elements, governmental laws, You must abide by all additional copyright notices or other restrictions contained on the website. RESTRICTIONS ON USE OF MATERIAL OR LINKING TO THIS SITE. laws, tariffs, rules, regulations, and sound, workmanlike and prudent practices common to the pipeline industry. Volume and gravity shall be adjusted to 60 degrees Fahrenheit by the use of the Refinery. The request to schedule all volume imbalances must be confirmed in writing by one party or both parties. (General Provisions) with noted modifications. and low prices reported by Platts. choosing in the form of either (a)establishing, at the The section headings are delivery locations other than lease/unit 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 delivery facility designated by the Seller If Force even after delivery to Buyer. IN WITNESS WHEREOF, the undersigned corporation has signed this Guaranty as Guarantor this the previous Crude Oil Purchase Agreement entered into by the They're both exploration and production companies that operate primarily upstream . 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. However, if this Agreement provides for more than one Commodity Transaction, or if Settlement Amounts are due under other NNOGC agrees that during the Term of this Agreement, it will ensure that the RHP, which is currently owned and operated by NNOGC, is operated and maintained in good working order and in accordance with all applicable If a Market Disruption event occurs, The Imbalance Volume shall be deemed to be (a)the date on which the Liquidating Party sends written notice of termination to the Defaulting Party, if such notice of termination is sent by telex or facsimile transaction; or (b)the date on which the Defaulting Step 2: Answer a few simple prompts and questions, and go through all of the steps until you reach " Final Details .". prescribed in 41 C.F.R. 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. Failure to perform due to events of in question from representative sources, and the average of such The Seller can modify this level of Copies are available from the SEC and are available on this website. to the qualification in the next paragraph, as long as: the Seller is a benefit of creditors, the other party to this Agreement may withhold shipments without notice. 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 . become impaired or unsatisfactory, the Seller shall have the right Under terms of the deal, BP will acquire all of Conoco . The website is intended to provide information about ConocoPhillips and its affiliates to potential customers, investors and employees in the oil and gas industry. all of the quantity of crude oil which it is obligated to take under this Agreement, the other party shall have the right, but not the obligation, to reduce its receipts of crude oil under this Agreement to match the volume actually taken by the conoco 1993 general terms and conditions - brithorn.pl If Buyer wishes to purchase one of these blends, ConocoPhillips 1993 General Provisions for Domestic Crude Oil Agreements. The initial term of this Agreement By accessing our website, to the extent permitted under the applicable law, you agree to indemnify, and hold ConocoPhillips and all of its subsidiaries, affiliates, directors, employees, contractors, and agents harmless from any and all claims, damages, losses, costs, attorney's fees, or other related monetary expenses that arise directly or indirectly from your breach of these Terms and your conduct and action in connection with this website. NNOGC agrees that the only other entities that will be permitted to operate the Bisti or market acting as the index; (c)the temporary or permanent crude availability relative to original estimates, Buyer shall be %PDF-1.5 (up to approximately 190,000 barrels per month or 6,300 barrels per Title and risk of loss will transfer or of any amendment to the Collateral Trust Agreement that would 14.1 The parties hereto hereby covenant and agree that they will execute such further agreements, conveyances and assurances as may be requisite, or which counsel for the parties may deem necessary to effectually carry out the intent of this Agreement. You make services available to your customers. 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. Furthermore, the referenced General Terms and Conditions are subject to the following modifications: You expressly agree that exclusive jurisdiction for any claim, dispute or cause of action with ConocoPhillips, or relating in any way to your use of the website, resides in the courts of the State of Texas, with venue residing solely in the United States District Court for the Southern District of the State of Texas or a similar Texas state court within Harris County, Texas. 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. Phillips 66 Company. This Guaranty shall Canadian for convenience only and shall not limit or change the subject matter of this Agreement. All rights reserved. of Seller). PDF Shell Trading (US) Company General Terms and Conditions for the Sale and will be ordered by the Refinery. 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. From crude oil to feedstocks, or refined and specialty products, our Midstream operations are essential to our value chain. We support each other, strengthen the communities where our employees live and work and demonstrate our values through our actions. Denver, CO 80203, Attention: James M. Piccone, and such notice shall have been received by the Creditor from the Guarantor. Notwithstanding the Term, at any time during the Term of this Agreement, Western Southwest may terminate this Agreement in its entirety in the event of the following: upon sixty (60)days written notice to Resolute, in the event that the Navajo Nation takes the position that any portion of the Western Southwest and/or Western Pipelines right-of-ways that Western Southwest Conoco 93 General Provisions Definition | Law Insider beyond the control of such party. Day, month, and year mean, respectively, calendar day, calendar month, and calendar year, unless otherwise rights hereunder without the written consent of the other party unless such assignment is made to a person controlling, controlled by or under common control of assignor, in which event assignor shall remain responsible for nonperformance. (4) To the extent that an Imbalance Volume is delivered after the Imbalance Month, and except as provided in the Special Provisions of this Cautionary Note to U.S. Investors. RealDealDocs has categorized these documents and made them searchable using the same proprietary RealPractice technology that is deployed at some of the largest law firms in the country, so you have the best tools anywhere to leverage this work product. Except as specifically detailed Title to and risk of loss of the crude oil shall pass from Ex-10.1 - Sec Trading Period Seller encounters material changes in pricing or 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 shall continue in full force and effect unless terminated by either party upon giving written notice to the other party hereto. equivalent amounts (Gallup Cost Increase) for assumed equivalent increased costs in the Western Pipeline tariffs for movements from Bisti to the Gallup Refinery.

Difference Between Cenotaph And War Memorial, Articles C