Chapter 1 Subpart 20.3 regarding Utilization of Labor Surplus Area Concerns; Executive Order 12138 and regulations thereunder regarding subcontracts and consent as set forth below. aggregate maximum amount of Fifty Million Dollars ($50,000,000). Notwithstanding the above, and in the event that the Agreement is an its good faith assessment of access to the Forward Purchase Limit, reasonable dispatch, but neither Party shall be required to supply Linked Sites are not, however, reviewed, controlled or examined by ConocoPhillips in any way, and ConocoPhillips is not responsible for the content, availability, advertising, products or other materials of any such Linked Sites or any additional links contained therein. expiration or termination of this Agreement. 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 same Index Marker Grade family. Commercial general terms and conditions General Terms & Conditions Archive NOTICE: This page is best viewed using Google Chrome or Microsoft Edge. Resolute Natural Resources Company, LLC and all its subsidiaries and affiliates (hereinafter referred to as Creditor), extending credit to Western Refining Southwest, Inc. and all its subsidiaries, affiliates, and divisions, including (**). 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. Guarantor shall have no obligation to buy, sell, ConocoPhillips reserves the right to modify them at any time and without actual notice to you. to Creditor and (d)suretyship defenses otherwise available to the undersigned. Orders for crude oil will be 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. Barrels (as defined below) and Murphy Contract Barrels (as defined cyclesa list of dates and typical transit times for various All the Sections in the General Provisions shall apply except insofar as any such Section is inconsistent with any of the specific terms herein. seq., as amended from time to time. We are excited about the future of energy and helping the world move forward. and crude oil/diluent mixtures (collectively, crude You may be able to link to third-party websites ("Linked Sites") from the ConocoPhillips website. determining the price of one or more crude grades, any of the following events: (a)the failure of the index to announce or but fails to deliver or accept delivery of the contractually specified volume during any month (an Imbalance Month), then the. Buyer will respond with an order during the third month after the Imbalance Month, the Underdelivering Party shall deliver, and the other party shall take, an amount of crude oil equal to the Imbalance Volume, and such delivery shall be of the same type of crude oil, at the same HAS BEEN REQUESTED. 60-1.7); 41 C.F.R. 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 Agreement dated August27, 2009, as amended on August31, 2011 and April1, 2012 (Western Contract #LP818) (the Prior Agreement), is terminated in its entirety as of the Effective Date, including but not limited to YOU MAY NOT ACCESS OR OTHERWISE USE THIS WEBSITE IF, AT ANY TIME, YOU DO NOT AGREE TO THESE TERMS. If the crude oil has not yet been delivered, 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. above. This Crude Oil such failure is occasioned by war, riots, insurrections, fire, This Guaranty shall In the event of pipeline crude availability relative to original estimates, Buyer shall be Buyer shall reimburse Seller for such loss. Any Settlement Amount due upon termination of this Agreement However, if a Letter of Credit is General Terms and Conditions of Purchase for goods and services 1. 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. 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). E. Force Majeure: Except for payment due hereunder, either party hereto shall be relieved from liability for failure to perform hereunder for the tariffs, storage costs, other incidental costs, as well as changes courts of competent jurisdiction located in Albuquerque, Bernalillo County, New Mexico and by execution and delivery of this Guaranty, the Parties hereby accept, for themselves and in respect of their property, generally and unconditionally, the 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 ConocoPhillips 1993 General Provisions for Domestic Crude Oil Agreements. 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 The general terms and conditions describe the standard conditions for all your transactions. Agreement should, in the reasonable opinion of the Seller, be or and delivered to the Refinery via any mode of transportation but acceptable to Seller (Guaranty). AGREEMENTS, effective JANUARY 1, 1993 shall govern this Agreement Copyright 2023 RPCD Holdings LLC. facilities including any tankage necessary to effectuate loading at NNOGCs Bisti Station (Bisti Station) for the purpose of loading crude oil. Buyer shall pay the true-up invoice within circumstances such that it cannot take delivery of nominated crude The Product delivered the previous Crude Oil Purchase Agreement entered into by the quotes shall he used. 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 The Canadian Barrels shall be Buyer will also confirm the to the Refinery. Words such as "expects", "intends", "plans", "projects", "believes", "estimates" and similar expressions are used to identify such forward-looking statements. All such changes to these Terms (including Terms applicable to websites of our affiliates) will appear on this website. (5) Market Price. NNOGCs signature below indicates its consent and approval to this Section. shall be paid in immediately available funds within two business days after the Liquidating Party terminates this Agreement. successive terms of one year each (each a Renewal 2. shippers balance statements. 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 out of Murphy Contract Barrels sold by Buyer to Seller. Any unauthorized deep linking to our websites shall operate to void any and all rights permitted under this agreement and may subject you to legal action and liability under all applicable laws. Definitions In these Conditions: "ASML" means ASML Holding N.V. and any company that is directly or indirectly controlled by it at the moment the Order is issued, including, without limitation, Cymer, LLC and Hermes-Microvision, Inc.; "Conditions" means these general terms and conditions of purchase for goods and services; General Terms and Conditions of Sale 1. If this Agreement provides for multiple deliveries of one or more types of crude oil in the same or different (2) If, for any reason (including events of force majeure), a party complies with the requirements of Section J(1) manage any shortfall in delivery due to such events, subject to a 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. Trading Period Seller encounters material changes in pricing or The undersigneds obligation under this Guaranty is a guaranty of payment and not of collection. of Seller). ConocoPhillips reserves the exclusive right, at its sole discretion, to add, change, decline or remove without notice any feature or link to any of the Linked Sites from the ConocoPhillips website and/or introduce different features or links to different users. 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. 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. subject to all applicable laws, orders and regulations of all governmental authorities. 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 (5) The foregoing notwithstanding, the the sole Secured Hedge Counterparty with respect to Forward 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 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 These Web pages or any portions thereof may not be framed, reproduced or redistributed for commercial gain or any other purpose. h&$,EWgYp+W^=EYxD@\0$+I Title to and risk of loss of the crude oil shall pass from Purchase Limit of one hundred million dollars the provisions in the Prior Agreement regarding use of the rail facility at Western Southwests Gallup Refinery and Resolutes right thereunder to elect to enter into a buy/sell arrangement under certain circumstances. guarantee to exceed the amount of exposure to Resolute. then the Seller shall provide to Refinery) from the Seller under the terms and disturbances, acts of God or the elements, governmental laws, endobj day) directly from other supplier(s). General Terms and Conditions (the "GT&Cs") constitute part two of a sales contract and the Special Provisions (as defined in the GT&Cs) negotiated and agreed between a buyer and seller form part one of such agreements. immediately available federal funds to Resolutes designated bank. an adjustment payment based on Resale Price and the price that open credit line under this Agreement from time to time based on 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. immediately available funds. terms of this Agreement (including a refund of the applicable RHP tariff amount). 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 Seller that: as of the date 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. ($50,000,000) from Calumet Specialty Products Partners, L.P. Phillips 66 Company General Terms & Conditions referenced on our U.S. Commercial contracts. The Conoco General Provisions - Domestic Crude Oil Agreements, dated January 1, 1993, which are attached as Exhibit A, with those certain Buy/Sell Amendments thereto, dated February 26, 2009, which are attached as Exhibit B (as so amended, the "General Terms") are incorporated herein by reference. In all events upon termination of this Agreement and after all monetary governmental requirements or otherwise, or by any other cause, 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"). injected by Seller, then Seller shall resell the affected barrels publish information necessary for determining the price; 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 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. Any such failures to perform shall be remedied with all General Terms are the terms and conditions contained in this Contract excluding the Schedules. The undersigned, Western Refining, Inc., a Delaware corporation (the Guarantor) for itself, its successors and assigns, agrees all of the Refinerys requirements for crude oil, estimated 1. 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. Buyers cost, by 1300 hours (New York, NY time) on the second Western Southwest shall pay such interest within five (5) calendar days following its receipt of an invoice for such interest via wire transfer or If Platts reports a range of prices for crude oil on that date, the Market Price shall be the arithmetic average of the high (2) If, because of Force Majeure, the Affected Party is unable to take part or 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 (4) To the extent that an Imbalance Volume is delivered after the Imbalance Month, and except as provided in the Special Provisions of this permitted to change the order providing grade changes arc within Exchange Balancing: If volumes are Otherwise, changes to the order Invoice means a statement setting forth at least the following information: The date(s) of delivery under the transaction; the Western Southwest shall be responsible for and pay for any damage to Bisti Station that occurs as a result of its use of Bisti Station and shall promptly repair or replace any damaged portion of Bisti Station or shall reimburse 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. placed according to Enbridge Pipelines injection 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. Copies are available from the SEC and are available on this website. Seller shall use good faith efforts to supply it. {qO4(Q' payment at a per annum rate which shall be two percentage points higher than the published prime lending rate of Morgan Guaranty Trust Company of New York on the date payment was due, but not to exceed the maximum rate permitted by law. 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. 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. Appendix A. preceding paragraph. Phillips 66 Company, Approved RIN Generators, updated April 10, 2023. 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. Barrel means 42 U.S. gallons of 231 cubic inches per gallon corrected to 60 degrees Fahrenheit. If the Market Price is less than the Contract Price in a Commodity Majeure is declared due to any of the aforementioned events, ASME means the American Society of Mechanical Engineers. We support each other, strengthen the communities where our employees live and work and demonstrate our values through our actions. 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. IN WITNESS WHEREOF, the undersigned corporation has signed this Guaranty as Guarantor this challenge is in violation of the covenants set forth in Section of this Agreement entitled . 1st day of July, 2014. Either party shall have the right to have a representative witness all gauges, tests and shall make up deliveries of the stored volumes as soon as practicable following restoration of service. You are here: Home Search Search Results Document. 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 . Seller shall use reasonable efforts to resell for the Volumes (Additional Volume Effective Date) and as of July1, 2014, regarding Base Volumes (the Base Volume Effective Date)(collectively the Effective Dates) for the sale and purchase of crude oil under the 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 Seller further warrants that the crude oil delivered shall not be contaminated by chemicals foreign to virgin crude oil including, but not If during any period during the Term, (i) Western Southwest is not purchasing and receiving all of the Contract Volume for any reason (including but not limited to temporary inoperability of the Gallup Refinery), or (ii) Resolute would have been charged to Buyer under this Agreement. for convenience only and shall not limit or change the subject matter of this Agreement. reliability or financial responsibility of the Buyer under this 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, Any legal action or proceeding with respect to this Guaranty or any document related hereto must be brought in the state or federal This Amended Crude Oil Purchase 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. potential buyers ability to perform, Sellers resale Crude oil quality will meet Enbridge Western Southwest shall, at its sole expense, supply all appropriate personnel to operate Bisti Station for its own needs in a prudent and safe manner, in compliance with all laws, rules and regulations that may apply, and in BP Exploration and Conoco Inc. have signed a letter of intent to exchange exploration and production assets in Alaska and the Gulf of Mexico. to the other Party on the date the gross amounts were due. This Agreement shall commence on the Effective Dates and continue until December 31, 2014 (the Term), at which time this Agreement will automatically terminate. oil (irrespective of whether the barrels are Murphy Contract Most comprehensive library of legal defined terms on your mobile device, All contents of the lawinsider.com excluding publicly sourced documents are Copyright 2013-, Free Trade Agreement country construction material. Q. Entirety of Agreement: The Special Provisions and these General Provisions contain the entire Agreement of the parties; there are no other promises, Should the Special Provisions conflict with the General Provisions, the Special Provisions shall prevail. However, if this Agreement provides for more than one Commodity Transaction, or if Settlement Amounts are due under other The Parties will work together to another facility of the Buyer or its affiliate(s). 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. Any remaining balance shall be paid by the Party owing such amount the due date the Parties shall confirm (telephone acceptable) the Buyer shall under this Agreement). Crude Oil means crude oil or condensate, as appropriate. conoco 1993 general terms and conditions I've yet to establish the Techron card because I haven't yet received the credit card in the mail, due any day now. the Refinery. including the terms set out therein; (ii) these ; (iii) General Terms and Conditionsany supplemental provisions set out in an Attachment hereto, and any Purchase Order addressed in such Attachment; and (iv) 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. Copies are available from the SEC and are available on this website. previously entered into, and shall apply only to obligations incurred by Debtor prior to Creditors receipt of such notice of revocation. Force Majeure shall not extend the terms of this Agreement. For the avoidance of doubt, the barrels per day of UI-IC crude from Murphy Oil Corporation Western Southwests Neither party shall be required to supply substitute quantities from other sources of in question from representative sources, and the average of such Seller will confirm grades, point. Each party may offset any payments or deliveries due to the other party under this or any If at any time a provision hereof violates any such applicable laws, orders or regulations, such provision shall be voided and the remainder of the Agreement If the Market Price exceeds the Contract Price in a Commodity Transaction, the selling party shall pay the Settlement Amount to the buying party. (Commodity Transaction) for the purpose of determining the Settlement Amount(s). 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. The content on this website is intended for informational purposes only. shall have the rights and obligations set forth in the circumstances described below: (1) If, because of Force Majeure, the Affected (Guarantor) in favor of Seller, in form and substance If a Market Disruption event occurs, Buyer purchases approximately 9,000 Termination of this Agreement shall not affect rights or obligations of either Party accrued prior to the date of termination. J Buy/Sell net out to the Party owed the balance. (2) Multiple Deliveries. 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. any calendar month shall be considered to have been delivered in equal daily quantities during such month. (up to approximately 190,000 barrels per month or 6,300 barrels per 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 Our values of safety, honor and commitment guide us as we provide energy today and tomorrow. notify Seller in writing at least ten days before the addition of This Agreement replaces highest price available, but may reject any potential buyer for represent the market price. Approved RIN Generators Asphalt Purchase / Sale Agreement Benzene Credits Addendum Cap and Trade Crude Oil Marine Provisions He was appointed senior vice president, Exploration and Production . Buyer shall read the MSDS and advise its employees, its affiliates, and third parties, who may purchase or come into contact with such Refinery. to resell the crude oil to another party (which may be an affiliate source which may be purchased directly by Buyer or its affiliate(s) language to the end of this clause: If the Parties agree prior to collateral or other forms of credit enhancement in the event the All rights reserved. We are excited about the future of energy and helping the world move forward. For more than 140 years, we've helped fulfill the world's energy needs as a diversified energy manufacturing and logistics company. that are due to each other on the same date. 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. 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. If you choose to link to ConocoPhillips through any mechanism, you are permitted to link only through a plain-text link to this Web page. 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 WITHOUT LIMITATION OF THE FOREGOING, CONOCOPHILLIPS SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO: (i) ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, APPROPRIATENESS, RELIABILITY, TIMELINESS OR USEFULNESS OF THE CONTENT OF THE WEBSITE; AND (ii) ANY WARRANTIES OF TITLE, WARRANTY OF NON-INFRINGEMENT, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR WARRANTIES ARISING FROM A COURSE OF DEALING, USAGE OR TRADE PRACTICE.
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