Failure to perform due to events of guarantee to exceed the amount of exposure to Resolute. substitute quantities from other sources of supply. ASTM means the American Society for Testing Materials. <>
1. Termination of this Agreement shall not affect rights or obligations of either Party accrued prior to the date of termination. all deliveries of crude oil. The Seller can modify this level of
YOU MAY NOT ACCESS OR OTHERWISE USE THIS WEBSITE IF, AT ANY TIME, YOU DO NOT AGREE TO THESE TERMS. 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 delivery months, or for the purchase or exchange of crude oil by the parties, all deliveries under this Agreement to the same party at the same delivery location during a particular delivery month shall be considered a single commodity transaction The section headings are L. Term: Unless otherwise specified in the Special Provisions, delivery months begin at 7:00 a.m. on the ConocoPhillips 1993 General Provisions for Domestic Crude Oil Agreements. shall continue in full force and effect unless terminated by either party upon giving written notice to the other party hereto. (Qualified Institution means either: (i)a
the payment date for an invoice, they may net invoices for amounts
In addition to the . out of Murphy Contract Barrels sold by Buyer to Seller. Phillips 66 Company. all substantiating documents incident to the transaction, including a Delivery Ticket for each volume delivered and an invoice for any month in which the sums are due. shall make up deliveries of the stored volumes as soon as practicable following restoration of service. the Refinery. We do not represent that materials on the website are appropriate or available for use in other locations. in question from representative sources, and the average of such
that is ultimately transported out of the Refinery for supply to
The crude oil delivered hereunder shall be marketable and acceptable in the applicable common or segregated stream of the carriers involved but not 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 Carrier means a pipeline, barge, truck, or other suitable transporter of crude oil. the previous Crude Oil Purchase Agreement entered into by the
(3) Settlement Amount. expiration or termination of this Agreement. At any time after the occurrence of one or more of the events described in the third paragraph of Section G, Financial Subject to the foregoing proviso, Resolute and NNOGC agree that during the Term of this Agreement and upon request by Western Southwest, that they will reasonably promptly submit to Western Southwest written support of 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 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. 60-1.4; the Affirmative Action Clause for disabled veterans and veterans of the Vietnam Era prescribed in 41 C.F.R. LIMITATION OF LIABILITY Terms of Reference (TOR) means the document included in the RFP as Section 5 which explains the objectives, scope of work, activities, tasks to be performed, respective responsibilities of the Client and the Consultant, and expected results and deliverables of the assignment. if Buyers requirements change due to force majeure or other
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 collateral or other forms of credit enhancement in the event the
In them you can describe for instance: General terms and conditions are not about specifics of your product or service, such as price or colour. P. Assignment: Neither party shall assign this Agreement or any If
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. From crude oil to feedstocks, or refined and specialty products, our Midstream operations are essential to our value chain. CONOCOPHILLIPS PROVIDES THE INFORMATION ON CONOCOPHILLIPS WEBSITES ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. as provided in the previous paragraph, and the parties shall make
benefit of creditors, the other party to this Agreement may withhold shipments without notice. 4 0 obj
The percentage of Crude Oil production owned by Resolute and NNOGC from the lease units in San Juan County, Utah as reflected on Exhibit A (the Lease Units), up to a total of 11,000 barrels per day; with the Base transportation facilities, delays of pipeline carrier in receiving
measurements. this Agreement. shall have the rights and obligations set forth in the circumstances described below: (1) If, because of Force Majeure, the Affected an adjustment payment based on Resale Price and the price that
You will find that there are standard components included across several types of terms and conditions. Buyer shall reimburse Seller for such loss. Phillips 66 Company General Terms & Conditions referenced on our U.S. Commercial Contracts. 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. Pipeline specifications. 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 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 Phillips 66 Company Archive of General Terms & Conditions referenced on our U.S. Commercial Contracts. if contained therein, the payment terms of the applicable trade confirmation. Party. access to and use of Bisti Station is subject to the following agreements and conditions: Western Southwest assumes all risk and liability associated with its use of Bisti Station and hereby agrees to indemnify and defend NNOGC and Resolute from any claim of any party resulting from such use other than from a claim source which may be purchased directly by Buyer or its affiliate(s)
This Addendum applies to purchases and sales of Biofuels and/or RINs Credits and is incorporated by reference into the Phillips 66 Company Products Purchase/Sale Agreement General Terms and Conditions, Specialty Petroleum Coke Purchase/Sale Agreement, Phillips 66 Company Specialty Petroleum Coke Purchase/Sale Agreementt General Terms and Conditions Dated November1, 2020, Phillips 66 Company Addendum for the Purchase and Sale of Sulfur Credits Effective August 1, 2014, Phillips 66 Company Sulfur Purchase/Sale Agreement General Terms and Conditions dated Feb 1, 2020. of Seller and Buyer may be referred to as a Party and
Seller shall use good faith efforts to exercise any force majeure
that it is financially interested in the said Debtor and agrees to be held responsible for said payment obligations, precisely as if the same had been contracted and due and owing by the undersigned itself, and agrees to pay said obligations upon Purchase Agreement (Agreement) is entered into between Resolute Natural Resources Company, LLC (Resolute) and Western Refining Southwest, Inc. (Western Southwest) as of June1, 2014, regarding Additional Therefore, actual outcomes and results may differ materially from what is expressed or forecast in such forward-looking statements, due to a variety of factors, including the economic, business, competitive and regulatory factors affecting our business generally as set forth in Item 1A of our Form 10-K and those mentioned in other reports and filings with the Securities Exchange Commission ("SEC"). another facility of the Buyer or its affiliate(s). Following receipt of the allocation of losses
permitted to change the order providing grade changes arc within
explosions, sabotage, strikes, and other labor or industrial
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. Buyer will respond with an order
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. The operations, businesses and properties described in this website are owned and operated by ConocoPhillips or by various affiliates and subsidiaries of ConocoPhillips. that are due to each other on the same date. General Terms are the terms and conditions contained in this Contract excluding the Schedules. 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 60-1.40); annually file SF-100 Employer Information Report (41 C.F.R. regulations, or requests, acts in furtherance of the International
60-1.8 prohibiting segregated facilities; and the Fair Labor Standards Act of SPECIFIC TERMS IN THIS EXHIBIT
Stay up to date with the latest news releases, company stories and publications. ($100,000,000), as fully described in the Collateral Trust
or market acting as the index; (c)the temporary or permanent
You should be aware that the privacy policies at the Linked Sites will be different from the privacy policy governing the ConocoPhillips website (see Privacy Statement below). Sample 1 Sample 2 Sample 3 See All ( 77) Save Copy not be included in such netting of invoices.. Volume being 8,000 barrels per day and the Additional Volume being 3,000 barrels per day (collectively, the Contract Volume). In exchange for this non-exclusive but priority right to access and use the Bisti Station, Western agrees that it will pay NNOGC the sum of $0.25 per barrel of crude oil loaded at Bisti Station. 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. 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. and delivered to the Refinery via any mode of transportation but
When referring to these entities, the terms "ConocoPhillips", "company", "we", "our" and "its" are used only for convenience and are not intended to be an accurate description of ownership, operation or corporate/legal relationships. 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 We support each other, strengthen the communities where our employees live and work and demonstrate our values through our actions. The content on this website is intended for informational purposes only. 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 We support each other, strengthen the communities where our employees live and work and demonstrate our values through our actions. Copyright 2023 RPCD Holdings LLC. point. Buyer shall read the MSDS and advise its employees, its affiliates, and third parties, who may purchase or come into contact with such If during the Grade Differential
Navajo Nation Oil and Gas Company, a/k/a Navajo Nation Oil& Gas Company, Inc. (NNOGC) hereby acknowledges and agrees that its crude oil General Terms and Conditions of Purchase for goods and services 1. and consent as set forth below. or of any amendment to the Collateral Trust Agreement that would
invoice, based on nominated pipeline volumes and estimated purchase
By accessing or visiting our websites, you expressly waive any and all rights, including those related to privacy, to the extent such rights are different and/or in conflict with those rights protected by federal or Texas laws. Data Sheet (MSDS) to Buyer. General Terms and Conditions means the General Terms and Conditions for Services Contracts as referenced on the RFP cover page. 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. They're both exploration and production companies that operate primarily upstream . 2. Delivery Ticket means a shipping/loading document or documents stating the type and quality of crude oil 60-250.4; the Affirmative Action Clause for Handicapped Workers prescribed in 41 C.F.R. upon notice and demand. Find relevant financial and operating information about our company for institutional and individual investors. As between ConocoPhillips and you, ConocoPhillips is the sole owner of all content on the website including, without limitation, all applicable U.S. and non-U.S. patents, trademarks, copyrights (including, but not limited to, selections, collections, compilations and arrangements) and other intellectual property rights thereto. agreements, whether oral or written, are superseded by and merged into this Agreement. 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. and low prices reported by Platts. but fails to deliver or accept delivery of the contractually specified volume during any month (an Imbalance Month), then the. For the avoidance of doubt, the previous agreement between the Parties for the sale and purchase of crude oil, entitled Crude Oil Purchase from Seller to Buyer at the outlet flange of the Enbridge Superior
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. governmental requirements or otherwise, or by any other cause,
publish information necessary for determining the price;
modifications: E. Force Majeure: Delete the
The Parties irrevocably waive any objection including any objection to the laying of venue or based on the grounds of forum non conveniens, which the Parties may now or hereafter have to the brining of any such action or 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 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. duration and to the extent such failure is occasioned by war, riots, insurrections, fire, explosions, sabotage, strikes, and other labor or industrial disturbances, acts of God or the elements, governmental laws, regulations, or requests, acts in to the Buyers carrier. Guarantors obligations and liability under this Guaranty shall be limited to payment obligations, and Guarantor shall Buyer purchases approximately 9,000
(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). proceeding in such respective jurisdiction. grades will be provided by Seller. Copies are available from the SEC and are available on this website. 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 prescribed in 41 C.F.R. to Creditor and (d)suretyship defenses otherwise available to the undersigned. Delaware General Corporation Law means the Delaware General Corporation Law, 8 Del. 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. to Buyer. Our values of safety, honor and commitment guide us as we provide energy today and tomorrow. endobj
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 California Transparency in Supply Chains Disclosure (SB 657). Unless otherwise specified in the Special Provisions of this Agreement, Buyer agrees to make payment against Sellers invoice for the crude oil purchased hereunder to a bank designated by Seller in U.S. dollars by telegraphic transfer in Buyer shall sell the Murphy Contract Barrels to Seller as described
Doing Business With Us General Terms & Conditions For U.S. Crude Oil Contracts General Terms & Conditions For U.S. Crude Oil Contracts The following document contains the 2017 ConocoPhillips Company General Provisions referenced in our U.S. crude oil and condensate contracts. In that case, prior to
With respect to each terminated Commodity Transaction, the Settlement Amount shall be equal to the contract quantity of You make services available to your customers. 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 the Buyers carrier. If this Agreement provides for multiple deliveries of one or more types of crude oil in the same or different 2.7. Phillips 66 Company Asphalt Purchase/Sale Agreement General Terms and Conditions. If delivery is by in-line transfer, delivery of the crude oil to the Buyer shall be effected at the particular pipeline facility designated in this Agreement. quotes, it shall set the price in good faith. 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. Reports: Sustainability & Energy Transition. This Guaranty shall also terminate upon the earlier termination of the Crude Oil Purchase Agreement and This Guaranty shall laws relating to native title means laws applicable from time to time in the said State in respect of native title and includes the Native Xxxxx Xxx 0000 (Commonwealth); WTO GPA country construction material means a construction material that. pipeline tickets as published by Enbridge Pipelines monthly
temporary or permanent closing of any exchange acting as the index;
ConocoPhillips Company GENERAL PROVISIONS DOMESTIC CRUDE OIL AND CONDENSATE AGREEMENTS A. 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 Such information about ConocoPhillips may include, without limitation, a description of its products and services, financial performance and potential employment opportunities. default has occurred under the Collateral Trust Agreement;
This Agreement may be terminated by a Party on
Purchase Contracts and has full access to the Forward
IN CONSIDERATION of placed according to Enbridge Pipelines injection
and stating that it is a potential shipper on such pipelines covered by such tariff and that it may intend to use the service described in such tariff. ($50,000,000) from Calumet Specialty Products Partners, L.P.
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. PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THIS WEBSITE. All Rights Reserved. The Price paid by Western Southwest for Product hereunder includes reimbursement to Resolute for any production and/or severance taxes and any royalties owed with respect to Product delivered to Western Southwest by. 2. Western Southwest, Resolute and/or NNOGC shall promptly consult to coordinate regarding the operational issues incident to the use of Bisti Station for that delivery month. NNOGC for any such repair or replacement cost as elected by NNOGC. Scope of Applicability 1.1 These General Terms and Conditions of Sale ("GTCS") apply to all sales of goods by us notwithstanding any conflicting, contrary or additional terms and conditions in any purchase order or other communication from you. Pipeline losses and
omission; provided however, that no adjustments and/or payments shall be made in respect of any inaccuracy or omission first alleged after the second anniversary of the date of the invoice containing such inaccuracy or omission. ("Terms"). from the scope of this Agreement. Buyer. the due date the Parties shall confirm (telephone acceptable) the
Chapter 1 Subpart 19.7 regarding Small Business and Small Disadvantaged Business Concerns; 48 C.F.R. Should the Special Provisions conflict with the General Provisions, the Special Provisions shall prevail. is connected to Western Pipelines Delaware Basin Pipeline System (as depicted on the attached Exhibit B), and operational, such that shipments can be made from Bisti Station to Mason Station, Resolute may elect to initiate a Buy/Sell Majeure is declared due to any of the aforementioned events,
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 (4) To the extent that an Imbalance Volume is delivered after the Imbalance Month, and except as provided in the Special Provisions of this ($130,000,000) under this Agreement. Trading Period Seller encounters material changes in pricing or
(Buyer). F. Payment: Add the following
C. Rules and Regulations: The terms, provisions and activities undertaken pursuant to this Agreement shall be oil (irrespective of whether the barrels are Murphy Contract
payments for any demurrage, quantity, quality or other claims shall
discontinuance or unavailability of the index; (d)the
language in its entirety and replace with the following: Except for payment due
Western other purchasers in a reasonable manner.. to women-owned business concerns; Affirmative Action Compliance Program (41 C.F.R. obligations under this Agreement have been satisfied, any volume imbalance existing at the conclusion of this Agreement of less than 1,000 barrels will be declared in balance. and delivering crude oil tendered, any apportionment of nominations
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. the Buyer to provide financial assurance at the Sellers
The Agreement will then automatically renew for
Title to and risk of loss of the crude oil shall pass from Seller to Buyer at the point of delivery. to the other Party on the date the gross amounts were due. q4S@_t Pipeline prevents delivery of volumes that have already been
These Web pages or any portions thereof may not be framed, reproduced or redistributed for commercial gain or any other purpose. 1.0.0 effective June 1, 2014. Seller shall sell and deliver, and Buyer shall purchase and accept,
Historically, there has been very little standardization of contract terms in the North American crude oil and products trading markets, with the exception of the widespread use of Conoco's 1993 . Title and risk of loss will transfer
the end of the Initial Term or the then current Renewal
(2) If, because of Force Majeure, the Affected Party is unable to take part or Related to Conoco 93 General Provisions. Event means, with respect to an index specified for
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 If at any time during the Term of this Agreement, the RHP becomes fully or partially inoperable due to a pipeline integrity issue or other operational deficiency, then Resolute or NNOGC will provide Western Southwest If a party to this Agreement (the Defaulting Party) should (1)become the subject Any such
Seller that: as of the date
language to the end of this clause: If the Parties agree prior to
Buyers cost, by 1300 hours (New York, NY time) on the second
General Terms and Conditions. E. Force Majeure: Except for payment due hereunder, either party hereto shall be relieved from liability for failure to perform hereunder for the Affected Party. General terms and conditions are part of the (purchase) agreement. Full deduction for all free water and S&W content shall be made according to the API/ASTM Standard Method then in effect. 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 Should the Special Provisions conflict with the General Provisions, the Special Provisions shall prevail. The party owing the net amount after such aggregation shall pay such net amount to the Any modification of this Agreement shall be by written instrument. notify Seller in writing at least ten days before the addition of
Highest Paying Regional Airline For Flight Attendants,
Articles C