ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) Tesoro shall not assign all of its obligations hereunder without TLO’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however; that Tesoro may assign this Agreement, without TLO’s consent, in connection with a sale by Tesoro of a Refinery associated with one of TLO’s Terminals so long as the transferee: (i) agrees to assume all of Tesoro’s obligations under this Agreement with respect to the associated Terminal(s); and (ii) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by Tesoro in its reasonable judgment.
(b) TLO shall not assign its rights or obligations under this Agreement without Tesoro’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that (i) TLO may assign this Agreement without Tesoro’s consent in connection with a sale by TLO of one or more of its Terminals so long as the transferee: (A) agrees to assume all of TLO’s obligations under this Agreement with respect to the associated Terminal(s); (B) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by TLO in its reasonable judgment; and (C) is not a competitor of Tesoro; and (ii) TLO shall be permitted to make a collateral assignment of this Agreement solely to secure working capital financing for TLO.
(c) If either Tesoro or TLO assigns its rights or obligations under this Agreement relating to a specific Terminal, then: (i) the Minimum Throughput Commitment shall be converted to the Adjusted Minimum Volume Commitment for the Terminals remaining subject to this Agreement by reducing by the amount of the Stipulated Volume for such assigned Terminal, and both Tesoro’s and TLO’s obligations shall continue with respect to the remaining Terminals and the Adjusted Minimum Throughput Commitment; and (ii) the rights and obligations relating to the affected Terminal, and its Stipulated Volume, shall be novated into a new agreement with the assignee, and such assignee shall be responsible for the performance of the assigning Party’s obligations relating to the affected Terminal.
(d) Any assignment that is not undertaken in accordance with the provisions set forth above shall be null and void ab initio. A Party making any assignment shall promptly notify the other Party of such assignment, regardless of whether consent is required. This Agree...
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) Neither the Logistics Group nor the Tesoro Group may assign this Agreement without the prior written consent of the other Party; provided, however, that either Party may subcontract any of the Services or Tesoro Services provided hereunder so long as such Services or Tesoro Services continue to be provided in a manner consistent with past practices and industry standards and in accordance with Section 6(e) above. Notwithstanding the foregoing, the Logistics Group shall be permitted to make a collateral assignment of this Agreement solely to secure working capital financing for TLO. This Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective successors and permitted assigns.
(b) The Tesoro Group may terminate this Agreement upon a Partnership Change of Control. The Logistics Group shall provide the Tesoro Group with notice of any Partnership Change of Control at least sixty (60) days prior to the effective date thereof.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) Assignment to TLO. As of the Commencement Date, the General Partner shall assign all of its rights and obligations under this Agreement to the Partnership. The Partnership shall immediately assign its rights and obligations hereunder to TLO. Upon such assignment to TLO, TLO shall have all of the respective rights and obligations set forth herein during the Term of this Agreement.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) TRMC shall not assign any of its rights or obligations under this Agreement or any Trucking Service Order without TLO’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however: that TRMC may assign this Agreement or any Trucking Service Order without TLO’s consent in connection with a sale by TRMC of the Mandan Refinery so long as the transferee: (i) agrees to assume all of TRMC’s obligations under this Agreement and any applicable Trucking Service Order and (ii) is financially and operationally capable of fulfilling the terms of this Agreement and any applicable Trucking Service Order, which determination shall be made by TRMC in its reasonable judgment.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) Assignment by PBF Holding. Except as set forth in this Section 21(a), PBF Holding shall not assign its rights or obligations hereunder without TVPC’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that (i) PBF Holding may assign this Agreement without TVPC’s consent in connection with a sale by PBF Holding of its inventory of Crude Oil, or all or substantially all of the Refinery, including by merger, equity sale, asset sale or otherwise, so long as the transferee: (A) agrees to assume all of PBF Holding’s obligations under this Agreement; and (B) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by PBF Holding in its reasonable judgment; and (ii) PBF Holding shall be permitted to make a collateral assignment of this Agreement solely to secure financing for itself or any of its Affiliates.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) No Party may assign this Agreement without the prior written consent of the other Parties; provided, however, that any Party may subcontract any of the Services provided hereunder so long as such Services continue to be provided in a manner consistent with past practices and industry standards and in accordance with Section 7 above. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns.
(b) Any Party may terminate this Agreement upon a Partnership Change of Control in accordance with Section 8(d). The General Partner shall provide Hess with Notice of any Partnership Change of Control at least sixty (60) days prior to the effective date thereof.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) As of the Commencement Date, the General Partner shall assign all of its rights and obligations under this Agreement to the Partnership. The Partnership shall immediately assign its rights and obligations hereunder to TLO. Upon such assignment to TLO, TLO shall have all of the respective rights and obligations set forth herein during the Term of this Agreement.
(b) Except as otherwise provided in this Section 21, TRMC shall not transfer, assign, or convey its interests hereunder, in whole or in part, to a third party without the written consent of the TLO, which consent shall not be unreasonably withheld. TLO may assign its interest hereunder without consent from TRMC to any subsidiary or affiliated company. TLO shall be permitted to make a collateral assignment of this Agreement solely to secure working capital financing for TLO. TRMC may assign its interest hereunder without consent from TLO to any subsidiary or affiliated company or any purchaser of the Refinery, provided that such purchaser meets acceptable credit standards to be determined in TLO’s commercially reasonable discretion. A Party making a permitted assignment shall notify the other Party in writing at least ten (10) days prior to the effective date of such assignment.
(c) TRMC’s obligations hereunder shall not terminate in connection with a Partnership Change of Control. TLO shall provide TRMC with notice of any Partnership Change of Control at least sixty (60) days prior to the effective date thereof.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) Assignment to TLO. On the Commencement Date, the General Partner shall assign all of its rights and obligations under this Agreement to the Partnership. The Partnership shall immediately assign its rights and obligations hereunder to TLO. Upon such assignment to TLO, TLO shall have all of the respective rights and obligations set forth herein during the Term.
(b) TRMC Assignment to Third Party. TRMC shall not assign all of its obligations hereunder or under a Terminal Service Order without TLO’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however; that TRMC may assign this Agreement, without TLO’s consent, in connection with a sale by TRMC of a Refinery associated with one of TLO’s Terminals so long as the transferee: (i) agrees to assume all of TRMC’s obligations under this Agreement with respect to the associated Terminal(s); and (ii) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by TRMC in its reasonable judgment.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) No Party may assign this Agreement without the prior written consent of the other Parties; provided, however, that any Party may subcontract any of the Services provided hereunder so long as such Services continue to be provided in a manner consistent with past practices and industry standards and in accordance with Section 7 above. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns.
(b) At any time following the occurrence of a Partnership Change of Control, either any Party may terminate this Agreement upon written Notice to the other Parties and such termination shall be effective at the later of such Partnership Change of Control and the date specified in such Notice.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL
