Common use of Capacity Resolution Clause in Contracts

Capacity Resolution. In the event of the failure of the Partnership Parties to maintain the Pipelines with sufficient capacity to throughput the applicable Minimum Throughput Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ economic considerations relating to costs of the repairs and the Company’s requirements concerning its refining and marketing operations. The Partnership Parties shall use commercially reasonable efforts to continue to provide throughput of the Materials, to the extent the Pipelines have capability of doing so, during the period before Restoration is completed. In the event that the Company’s economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company may require the Partnership Parties to expedite the Restoration to the extent reasonably possible, subject to the Company’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below so long as such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company shall pay the difference between the actual portion of Restoration costs to be paid by the Company pursuant to this Section 6.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the Partnership’s invoice therefor, or, if appropriate, the Partnership shall pay the Company the excess of the estimate paid by the Company over the Partnership Parties’ actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Logistics Entity to maintain (i) the Pipelines with sufficient capacity to throughput the applicable Minimum Throughput Capacity or (ii) the Tankage with a capacity sufficient to terminal a volume of Crude Oil at least equal to the Minimum Storage Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties Logistics Entity to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ Logistic Entity’s economic considerations relating to costs of the repairs and the CompanyRefining Entity’s requirements concerning its refining and marketing operations. The Partnership Parties Logistics Entity shall use commercially reasonable efforts to continue to provide storage and throughput of the MaterialsRefining Entity’s Crude Oil, to the extent the Pipelines and Tankage have capability of doing so, during the period before Restoration is completed. In the event that the CompanyRefining Entity’s economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Refining Entity may require the Partnership Parties Logistics Entity to expedite the Restoration to the extent reasonably possible, subject to the CompanyRefining Entity’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company Refining Entity agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 3(b) above so long as such Restoration is completed with due diligence and dispatch, and the Company Refining Entity shall pay its portion of the Restoration Cost to the Partnership Logistics Entity in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company Refining Entity shall pay the difference between the actual portion of Restoration costs to be paid by the Company Refining Entity pursuant to this Section 6.3 8(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipLogistics Entity’s invoice therefor, or, if appropriate, the Partnership Logistics Entity shall pay the Company Refining Entity the excess of the estimate paid by the Company Refining Entity over the Partnership Parties’ Logistics Entity’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Pipeline or Tank in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput store and handle a volume of TRMC’s Products equal to its current Operating Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter definedas defined below). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity of the Tank and/or its associated Pipeline(s) which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTRMC’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide throughput storage of TRMC’s Products at the MaterialsStorage Facility, to the extent the Pipelines have Storage Facility has the capability of doing so, during the period before Restoration is completed. In the event that the CompanyTRMC’s economic considerations justify incurring additional costs to complete restore the Restoration Tank and/or associated Pipeline(s) in a more expedited manner than the time schedule determined in accordance with the preceding sentencesentences, the Company TRMC may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to TRMC’s payment upon the Companyoccurrence of mutually agreed upon milestones in the Restoration process. In the event that the Operating Capacity of a Tank is reduced, and the Parties agree that the Restoration of such Tank to its full Operating Capacity is not justified under the standards set forth in the preceding sentences, then the Parties shall negotiate an appropriate adjustment to the Storage Services Fee to account for the reduced Operating Capacity available for TRMC’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time scheduleuse. In the event the Parties agree to an expedited Restoration plan wherein the Company in which TRMC agrees to fund a portion of pay the Restoration costcosts based on milestone payments or if the Parties agree to a reduced Storage Services Fee, then neither Party shall have the right to terminate this Agreement or any applicable Terminal Service Order pursuant to Section 14.2 below 23 below, so long as any such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company shall pay the difference between the actual portion of Restoration costs to be paid by the Company pursuant to this Section 6.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the Partnership’s invoice therefor, or, if appropriate, the Partnership shall pay the Company the excess of the estimate paid by the Company over the Partnership Parties’ actual costs as previously described within thirty (30) days after completion of the Restorationdiligence.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Terminal in a condition and with a capacity sufficient capacity to throughput a volume of TRMC’s Products equal to the applicable Minimum Throughput Capacityrespective Stipulated Volume for such Terminal, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTRMC’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide storage and throughput of TRMC’s Products at the Materialsaffected Terminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyTRMC’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company TRMC may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyTRMC’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which TRMC agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below in connection with a Force Majeure, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company TRMC shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company TRMC shall pay the difference between the actual portion of Restoration costs to be paid by the Company TRMC pursuant to this Section 6.3 29(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company TRMC the excess of the estimate paid by the Company TRMC over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines Terminal in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput a volume of Customer’s Products equal to a Reserved Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyCustomer’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide storage and throughput of Customer’s Products at the MaterialsTerminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyCustomer’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Customer may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyCustomer’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Customer agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below in connection with a Force Majeure, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company Customer shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company Customer shall pay the difference between the actual portion of Restoration costs to be paid by the Company Customer pursuant to this Section 6.3 28(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company Customer the excess of the estimate paid by the Company Customer over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines Terminal in a condition and with a capacity sufficient capacity to throughput a volume of Customer’s Products equal to the applicable Minimum Throughput Reserved Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyCustomer’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide storage and throughput of Customer’s Products at the MaterialsTerminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyCustomer’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Customer may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyCustomer’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Customer agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below in connection with a Force Majeure, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company Customer shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company Customer shall pay the difference between the actual portion of Restoration costs to be paid by the Company Customer pursuant to this Section 6.3 28(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company Customer the excess of the estimate paid by the Company Customer over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines Wharf, any Pipeline or Tank in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput and store a volume of TRMC's Products equal to its current Operating Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ ' advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter definedas defined below). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Wharf, Pipeline or Tank which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO's economic considerations relating to costs of the repairs and the Company’s TRMC's requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide storage and throughput of TRMC's Products at the MaterialsWharf, Pipelines and Storage Facility, to the extent the Wharf, Pipelines and Storage Facility have capability of doing so, during the period before Restoration is completed; provided, however, that the Throughput and Tankage Fee shall be reduced to account for the reduced Operating Capacity until such Restoration is complete. In the event that the Company’s TRMC's economic considerations justify incurring additional costs to complete restore the Restoration Wharf, Pipeline or Tank in a more expedited manner than the time schedule determined in accordance with the preceding sentencesentences, the Company TRMC may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the Company’s TRMC's payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event that the Operating Capacity of a Tank is reduced, and the Parties agree that the Restoration of such Tank to its full Operating Capacity is not justified under the standards set forth in the preceding sentences, then the Parties shall negotiate an appropriate adjustment to the Throughput and Tankage Fees to account for the reduced Operating Capacity available for TRMC's use. In the event the Parties agree to an expedited Restoration plan wherein the Company in which TRMC agrees to fund a portion of the Restoration costcost or a reduced Throughput and Tankage Fee, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 20 below as a result of the events necessitating the Restoration contemplated by this Section 6(e), so long as any such Restoration is completed with due diligence and dispatch, and the Company diligence. TRMC shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company TRMC shall pay the difference between the actual portion of Restoration costs to be paid by the Company TRMC pursuant to this Section 6.3 6(e) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the Partnership’s TLO's invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company TRMC the excess of the estimate paid by the Company TRMC over the Partnership Parties’ TLO's actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain any Segment of the Short Haul Pipelines with sufficient capacity to throughput the applicable at its Minimum Throughput Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the affected portion of the Short Haul Pipelines which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTRMC’s requirements concerning its refining and marketing operations. The Partnership Parties shall use commercially reasonable efforts to continue to provide throughput the operation of the Materials, to the extent the Pipelines have capability of doing so, during the period before Restoration is completedSLC Refinery. In the event that the CompanyTRMC’s economic considerations justify incurring additional costs to complete restore the Restoration Short Haul Pipelines in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company TRMC may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyTRMC’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company TRMC agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 12(a) above so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company TRMC shall pay its such portion of the Restoration Cost to the Partnership TLO in advance based on a good faith an estimate based on conforming to reasonable engineering standardsstandards applicable to petroleum or products pipelines, as applicable. Upon completion, the Company TRMC shall pay the difference between the actual portion of Restoration costs to be paid by the Company TRMC pursuant to this Section 6.3 13(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company TRMC the excess of the estimate paid by the Company TRMC over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Delek-Big Xxxxx to maintain the Pipelines Terminal in a condition and with a capacity sufficient capacity (i) to throughput a volume of Delek Refining’s Products equal to the applicable Minimum Throughput Capacity or (ii) to store a volume of Delek Refining’s Products at least equal to the Minimum Storage Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties Delek-Big Xxxxx to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ Delek-Big Sandy’s economic considerations relating to costs of the repairs and the CompanyDelek Refining’s requirements concerning its refining and marketing operations. The Partnership Parties Delek-Big Xxxxx shall use commercially reasonable efforts to continue to provide storage and throughput of Delek Refining’s Products at the MaterialsTerminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyDelek Refining’s economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Delek Refining may require the Partnership Parties Delek-Big Xxxxx to expedite the Restoration to the extent reasonably possible, subject to the CompanyDelek Refining’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company Delek Refining agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 24 above, so long as such Restoration is completed with due diligence and dispatch, and the Company Delek Refining shall pay its portion of the Restoration Cost costs to the Partnership Delek-Big Xxxxx in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company Delek Refining shall pay the difference between the actual portion of Restoration costs to be paid by the Company Delek Refining pursuant to this Section 6.3 25(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipDelek-Big Sandy’s invoice therefor, or, if appropriate, the Partnership Delek-Big Xxxxx shall pay the Company Delek Refining the excess of the estimate paid by the Company Delek Refining over the Partnership Parties’ Delek-Big Sandy’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Logistics to maintain (i) the Pipelines Terminal with sufficient capacity to throughput the Minimum Throughput Capacity or (ii) the - 23 - Tankage with a capacity sufficient to store a volume of Materials at least equal to the applicable Minimum Throughput Storage Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties Logistics to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal applicable industry standards and shall take into consideration the Partnership PartiesLogistic’ economic considerations relating to costs of the repairs and the CompanyLion’s requirements concerning its refining and marketing operations. The Partnership Parties Logistics shall use commercially reasonable efforts to continue to provide throughput and storage of the Lion’s Materials, to the extent the Pipelines Terminal and Tankage have the capability of doing so, during the period before Restoration is completed. In the event that the CompanyLion’s economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Lion may require the Partnership Parties Logistics to expedite the Restoration to the extent reasonably possible, subject to the CompanyLion’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company Lion agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 5(b) above so long as such Restoration is completed with due diligence and dispatch, and the Company Lion shall pay its portion of the Restoration Cost cost to the Partnership Logistics in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company Lion shall pay the difference between the actual portion of Restoration costs to be paid by the Company Lion pursuant to this Section 6.3 10(c) and the estimated amount paid under the preceding sentence within thirty (30) 30 days after receipt of the Partnership’s Logistics’ invoice therefor, or, if appropriate, the Partnership Logistics shall pay the Company Lion the excess of the estimate paid by the Company Lion over the Partnership PartiesLogistics’ actual costs as previously described within thirty (30) 30 days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Pipeline or Tank in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput and store a volume of TRMC’s Products equal to its current Operating Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter definedas defined below). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Pipeline or Tank which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTRMC’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide storage and throughput of TRMC’s Products at the MaterialsPipelines and Storage Facility, to the extent the Pipelines and Storage Facility have capability of doing so, during the period before Restoration is completed. In the event that the CompanyTRMC’s economic considerations justify incurring additional costs to complete restore the Restoration Pipeline or Tank in a more expedited manner than the time schedule determined in accordance with the preceding sentencesentences, the Company TRMC may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyTRMC’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event that the Operating Capacity of a Tank is reduced, and the Parties agree that the Restoration of such Tank to its full Operating Capacity is not justified under the standards set forth in the preceding sentences, then the Parties shall negotiate an appropriate adjustment to the Storage and Transportation Fee to account for the reduced Operating Capacity available for TRMC’s use. In the event the Parties agree to an expedited Restoration plan wherein the Company in which TRMC agrees to fund a portion of the Restoration costcost or a reduced Storage and Transportation Fee, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 20 below, so long as any such Restoration is completed with due diligence and dispatch, and the Company diligence. TRMC shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company TRMC shall pay the difference between the actual portion of Restoration costs to be paid by the Company TRMC pursuant to this Section 6.3 6(d) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company TRMC the excess of the estimate paid by the Company TRMC over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Terminal in a condition and with a capacity sufficient capacity to throughput a volume of Tesoro’s Products equal to the applicable Minimum Throughput Capacityrespective Stipulated Volume for such Terminal, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTesoro’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide storage and throughput of Tesoro’s Products at the Materialsaffected Terminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyTesoro’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Tesoro may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyTesoro’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Tesoro agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 31 above, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company Tesoro shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company Tesoro shall pay the difference between the actual portion of Restoration costs to be paid by the Company Tesoro pursuant to this Section 6.3 32(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company Tesoro the excess of the estimate paid by the Company Tesoro over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TSPC to maintain each Segment of the SoCal Pipelines in a condition and with a capacity sufficient capacity to throughput provide the applicable Minimum Throughput CapacityServices provided for herein, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the SoCal Pipelines which will, among other things, specify steps to be taken by the Partnership Parties TSPC to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TSPC’s economic considerations relating to costs of the repairs and the CompanyTRMC’s requirements concerning its refining and marketing operationsthe operation of the Refinery. The Partnership Parties TSPC shall use commercially reasonable efforts to continue to provide throughput of the MaterialsTRMC’s Products through other appropriate Segments, to the extent the SoCal Pipelines have capability of doing so, during the period before Restoration is completed. In the event that the CompanyTRMC’s economic considerations justify incurring additional costs to complete restore the Restoration SoCal Pipelines in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company TRMC may require the Partnership Parties TSPC to expedite the Restoration to the extent reasonably possible, subject to the CompanyTRMC’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which TRMC agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below in connection with a Force Majeure, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company TRMC shall pay its portion of the Restoration Cost costs to the Partnership TSPC in advance based on a good faith an estimate based on conforming to reasonable engineering standardsstandards applicable to petroleum or products pipelines, as applicable. Upon completion, the Company TRMC shall pay the difference between the actual portion of Restoration costs to be paid by the Company TRMC pursuant to this Section 6.3 14(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTSPC’s invoice therefor, or, if appropriate, the Partnership TSPC shall pay the Company TRMC the excess of the estimate paid by the Company TRMC over the Partnership Parties’ TSPC’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Segments of the LAR Short Haul Pipelines with sufficient capacity to throughput at the applicable Minimum Throughput Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the affected portion of the LAR Short Haul Pipelines which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTRMC’s requirements concerning its refining and marketing operations. The Partnership Parties shall use commercially reasonable efforts to continue to provide throughput the operation of the Materials, to the extent the Pipelines have capability of doing so, during the period before Restoration is completedWilmington Refinery. In the event that the CompanyTRMC’s economic considerations justify incurring additional costs to complete restore the Restoration LAR Short Haul Pipelines in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company TRMC may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyTRMC’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company TRMC agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 13(a) above so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company TRMC shall pay its such portion of the Restoration Cost to the Partnership TLO in advance based on a good faith an estimate based on conforming to reasonable engineering standardsstandards applicable to petroleum products pipelines, as applicable. Upon completion, the Company TRMC shall pay the difference between the actual portion of Restoration costs to be paid by the Company TRMC pursuant to this Section 6.3 14(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company TRMC the excess of the estimate paid by the Company TRMC over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Provider to maintain the Pipelines respective Terminal in a condition and with a capacity sufficient capacity to throughput a volume of Customer’s Products equal to the applicable Minimum Throughput Terminal Reserved Capacity and/or the Rail Reserved Capacity, as applicable, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity at the respective Terminal which will, among other things, specify steps to be taken by the Partnership Parties Provider to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ Provider’s economic considerations relating to costs of the repairs and the CompanyCustomer’s requirements concerning its refining and marketing operations. The Partnership Parties Provider shall use commercially reasonable efforts to continue to provide storage and throughput and, if applicable, railcar loading and unloading of Customer’s Products at the Materialsaffected Terminal, to the extent the Pipelines have affected Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyCustomer’s economic considerations justify incurring additional costs to complete restore the Restoration affected Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Customer may require the Partnership Parties Provider to expedite the Restoration to the extent reasonably possible, subject to the CompanyCustomer’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Customer agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant as to Section 14.2 below the affected Terminal in connection with a Force Majeure, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company Customer shall pay its portion of the Restoration Cost costs to the Partnership Provider in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company Customer shall pay the difference between the actual portion of Restoration costs to be paid by the Company Customer pursuant to this Section 6.3 28(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipProvider’s invoice therefor, or, if appropriate, the Partnership Provider shall pay the Company Customer the excess of the estimate paid by the Company Customer over the Partnership Parties’ Provider’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines Terminal in a condition and with a capacity sufficient capacity to throughput a volume of Customer’s Heavy Oils equal to the applicable Minimum Throughput CapacityManifest Railcar Loading and Unloading Capacity (for reasons other than Force Majeure), then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyCustomer’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide throughput of Customer’s Products at the MaterialsTerminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyCustomer’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Customer may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyCustomer’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Customer agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below in connection with a Force Majeure, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company Customer shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company Customer shall pay the difference between the actual portion of Restoration costs to be paid by the Company Customer pursuant to this Section 6.3 28(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company Customer the excess of the estimate paid by the Company Customer over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of (i) the failure of the Partnership Parties THPP to maintain any Segment at its full specified minimum required Reserve Capacity; (ii) the Pipelines with sufficient capacity failure of THPP to throughput maintain any Terminal at its full specified Minimum Required Terminal Capacity; or (iii) the applicable failure of THPP to maintain each gathering line, tank and associated lateral pipelines of the Pipeline System at the Minimum Throughput Required Gathering System Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the affected portion of the Pipeline System which will, among other things, specify steps to be taken by the Partnership Parties THPP to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ THPP’s economic considerations relating to costs of the repairs and the CompanyTRMC’s requirements concerning its refining and marketing operations. The Partnership Parties shall use commercially reasonable efforts to continue to provide throughput the operation of the Materials, to the extent the Pipelines have capability of doing so, during the period before Restoration is completedMandan Refinery. In the event that the CompanyTRMC’s economic considerations justify incurring additional costs to complete restore the Restoration Pipeline System in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company TRMC may require the Partnership Parties THPP to expedite the Restoration to the extent reasonably possible, subject to the CompanyTRMC’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company TRMC agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 12(a) above so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company TRMC shall pay its such portion of the Restoration Cost to the Partnership THPP in advance based on a good faith an estimate based on conforming to reasonable engineering standardsstandards applicable to petroleum pipelines. Upon completion, the Company TRMC shall pay the difference between the actual portion of Restoration costs to be paid by the Company TRMC pursuant to this Section 6.3 13(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTHPP’s invoice therefor, or, if appropriate, the Partnership THPP shall pay the Company TRMC the excess of the estimate paid by the Company TRMC over the Partnership Parties’ THPP’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines a Terminal in a condition and with a capacity sufficient capacity to throughput a volume of Customer’s Products equal to the applicable Minimum Throughput Terminal Reserved Capacity for the particular terminal and/or the Rail Reserved Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity at the particular Terminal which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyCustomer’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide storage and throughput and, if applicable, railcar loading and unloading of Customer’s Products at the Materialsaffected Terminal, to the extent the Pipelines have affected Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyCustomer’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Customer may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyCustomer’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Customer agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below in connection with a Force Majeure, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company Customer shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company Customer shall pay the difference between the actual portion of Restoration costs to be paid by the Company Customer pursuant to this Section 6.3 30(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company Customer the excess of the estimate paid by the Company Customer over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Operator to maintain the Pipelines Terminal with sufficient capacity to throughput the applicable Minimum Throughput Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties Operator to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ Operator’s economic considerations relating to costs of the repairs and the Company’s requirements concerning its refining and marketing operations. The Partnership Parties Operator shall use commercially reasonable efforts to continue to provide throughput of the MaterialsProducts, to the extent the Pipelines have Terminal has the capability of doing so, during the period before Restoration is completed. In the event that the Company’s economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company may require the Partnership Parties Operator to expedite the Restoration to the extent reasonably possible, subject to the Company’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below so long as such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership Operator in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company shall pay the difference between the actual portion of Restoration costs to be paid by the Company pursuant to this Section 6.3 5.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipOperator’s invoice therefor, or, if appropriate, the Partnership Operator shall pay the Company the excess of the estimate paid by the Company over the Partnership Parties’ Operator’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Pipeline or Tank in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput store and handle a volume of Customer’s Products equal to its current Operating Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter definedas defined below). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity of the Tank and/or its associated Pipeline(s) which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyCustomer’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide throughput storage of Customer’s Products at the MaterialsStorage Facility, to the extent the Pipelines have Storage Facility has the capability of doing so, during the period before Restoration is completed. In the event that the CompanyCustomer’s economic considerations justify incurring additional costs to complete restore the Restoration Tank and/or associated Pipeline(s) in a more expedited manner than the time schedule determined in accordance with the preceding sentencesentences, the Company Customer may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to Customer’s payment upon the Companyoccurrence of mutually agreed upon milestones in the Restoration process. In the event that the Operating Capacity of a Tank is reduced, and the Parties agree that the Restoration of such Tank to its full Operating Capacity is not justified under the standards set forth in the preceding sentences, then the Parties shall negotiate an appropriate adjustment to the Storage Services Fee to account for the reduced Operating Capacity available for Customer’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time scheduleuse. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Customer agrees to fund a portion of pay the Restoration costcosts based on milestone payments or if the Parties agree to a reduced Storage Services Fee, then neither Party shall have the right to terminate this Agreement or any applicable Terminal Service Order pursuant to Section 14.2 below 23 below, so long as any such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company shall pay the difference between the actual portion of Restoration costs to be paid by the Company pursuant to this Section 6.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the Partnership’s invoice therefor, or, if appropriate, the Partnership shall pay the Company the excess of the estimate paid by the Company over the Partnership Parties’ actual costs as previously described within thirty (30) days after completion of the Restorationdiligence.

Capacity Resolution. In the event of the failure of the Partnership Parties Logistics to maintain (i) the Pipelines Terminal with sufficient capacity to throughput the Minimum Throughput Capacity or (ii) the Tankage with a capacity sufficient to store a volume of Materials at least equal to the applicable Minimum Throughput Storage Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties Logistics to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal applicable industry standards and shall take into consideration the Partnership PartiesLogistic’ economic considerations relating to costs of the repairs and the CompanyRefining’s requirements concerning its refining and marketing operations. The Partnership Parties Logistics shall use commercially reasonable efforts to continue to provide throughput and storage of the Refining’s Materials, to the extent the Pipelines Terminal and Tankage have the capability of doing so, during the period before Restoration is completed. In the event that the CompanyRefining’s economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Refining may require the Partnership Parties Logistics to expedite the Restoration to the extent reasonably possible, subject to the CompanyRefining’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company Refining agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 3(b) above so long as such Restoration is completed with due diligence and dispatch, and the Company Refining shall pay its portion of the Restoration Cost to the Partnership Logistics in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company Refining shall pay the difference between the actual portion of Restoration costs to be paid by the Company Refining pursuant to this Section 6.3 8(c) and the estimated amount paid under the preceding sentence within thirty (30) 30 days after receipt of the Partnership’s Logistics’ invoice therefor, or, if appropriate, the Partnership Logistics shall pay the Company Refining the excess of the estimate paid by the Company Refining over the Partnership PartiesLogistics’ actual costs as previously described within thirty (30) 30 days after completion of the Restoration.. HOU02:1274125 - 21 -

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Terminal in a condition and with a capacity sufficient capacity to throughput a volume of Tesoro’s Products equal to the applicable Minimum Throughput Capacityrespective Stipulated Volume for such Terminal, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTesoro’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide storage and throughput of Tesoro’s Products at the Materialsaffected Terminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyTesoro’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Tesoro may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyTesoro’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Tesoro agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below or any applicable Terminal Service Order in connection with a Force Majeure, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company Tesoro shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company Tesoro shall pay the difference between the actual portion of Restoration costs to be paid by the Company Tesoro pursuant to this Section 6.3 32(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company Tesoro the excess of the estimate paid by the Company Tesoro over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Terminal in a condition and with a capacity sufficient capacity to throughput a volume of Tesoro's Products equal to the applicable Minimum Throughput Capacityrespective Stipulated Volume for such Terminal, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ ' advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO's economic considerations relating to costs of the repairs and the Company’s Tesoro's requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide storage and throughput of Tesoro's Products at the Materialsaffected Terminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the Company’s Tesoro's economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Tesoro may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the Company’s Tesoro's payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Tesoro agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement or any applicable Purchase Order pursuant to Section 14.2 below 31 above, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company Tesoro shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company Tesoro shall pay the difference between the actual portion of Restoration costs to be paid by the Company Tesoro pursuant to this Section 6.3 32(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the Partnership’s TLO's invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company Tesoro the excess of the estimate paid by the Company Tesoro over the Partnership Parties’ TLO's actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Owner to maintain (a) the Pipelines with sufficient capacity to throughput the applicable Minimum Throughput Capacity or (b) the Storage Facilities with a capacity sufficient to store a volume of Materials at least equal to the applicable Minimum Storage Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined)Resolution. At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties Owner to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ Owner’s economic considerations relating to costs of the repairs and the CompanyCustomer’s requirements concerning its refining and marketing operations. The Partnership Parties Owner shall use commercially reasonable efforts to continue to provide throughput of the Materials, to the extent the Pipelines have capability of doing so, during the period before Restoration is completed. In the event that the CompanyCustomer’s economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Customer may require the Partnership Parties Owner to expedite the Restoration to the extent reasonably possible, subject to the CompanyCustomer’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company Customer agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 17.2 below so long as such Restoration is completed with due diligence and dispatch, and the Company Customer shall pay its portion of the Restoration Cost cost to the Partnership Owner in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company Customer shall pay the difference between the actual portion of Restoration costs to be paid by the Company Customer pursuant to this Section 6.3 10.3 and the estimated amount paid under the preceding sentence within thirty (30) 30 days after receipt of the PartnershipOwner’s invoice therefor, or, if appropriate, the Partnership Owner shall pay the Company Customer the excess of the estimate paid by the Company Customer over the Partnership Parties’ Owner’s actual costs as previously described within thirty (30) 30 days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Pipeline or Tank in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput store and handle a volume of TRMC’s Products equal to its current Operating Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter definedas defined below). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity of the Tank and/or its associated Pipeline(s) which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTRMC’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide throughput storage of TRMC’s Products at the Materialsapplicable Storage Facility, to the extent the Pipelines have Storage Facility has the capability of doing so, during the period before Restoration is completed. In the event that the CompanyTRMC’s economic considerations justify incurring additional costs to complete restore the Restoration Tank and/or associated Pipeline(s) in a more expedited manner than the time schedule determined in accordance with the preceding sentencesentences, the Company TRMC may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to TRMC’s payment upon the Companyoccurrence of mutually agreed upon milestones in the Restoration process. In the event that the Operating Capacity of a Tank is reduced, and the Parties agree that the Restoration of such Tank to its full Operating Capacity is not justified under the standards set forth in the preceding sentences, then the Parties shall negotiate an appropriate adjustment to the Storage Services Fee to account for the reduced Operating Capacity available for TRMC’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time scheduleuse. In the event the Parties agree to an expedited Restoration plan wherein the Company in which TRMC agrees to fund a portion of pay the Restoration costcosts based on milestone payments or if the Parties agree to a reduced Storage Services Fee, then neither Party shall have the right to terminate this Agreement or any applicable Terminal Service Order pursuant to Section 14.2 below 23 below, so long as any such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company shall pay the difference between the actual portion of Restoration costs to be paid by the Company pursuant to this Section 6.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the Partnership’s invoice therefor, or, if appropriate, the Partnership shall pay the Company the excess of the estimate paid by the Company over the Partnership Parties’ actual costs as previously described within thirty (30) days after completion of the Restorationdiligence.

Capacity Resolution. In the event of the failure of Delek-Big Sandy to xxxxtain the Partnership Parties Facilities in a condition and with a capacity sufficient (i) to maintain ship a volume of Delek Refining’s Products equal to the Pipelines with sufficient capacity Minimum Pipeline Capacity, (ii) to throughput a volume of Delek Refining’s Products equal to the applicable Minimum Throughput Capacity or (iii) to store a volume of Delek Refining’s Products at least equal to the Minimum Storage Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Facilities which will, among other things, specify steps to be taken by the Partnership Parties Delek-Big Sandy to fully xxxxy accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ Delek-Big Sandy’s economic considerations relating to costs of the repairs and the CompanyDelek Refining’s requirements concerning its refining and marketing operations. The Partnership Parties shall use Delek-Big Sandy shxxx xse commercially reasonable efforts to continue to provide shipment, storage and throughput of Delek Refining’s Products at the MaterialsFacilities, to the extent the Pipelines Facilities have capability of doing so, during the period before Restoration is completed. In the event that the CompanyDelek Refining’s economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Delek Refining may require the Partnership Parties Delek-Big Sandy to expedite xxxxdite the Restoration to the extent reasonably possible, subject to the CompanyDelek Refining’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company Delek Refining agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 24 above, so long as such Restoration is completed with due diligence and dispatch, and the Company Delek Refining shall pay its portion of the Restoration Cost costs to the Partnership Delek-Big Sandy in advance xxxxnce based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company Delek Refining shall pay the difference between the actual portion of Restoration costs to be paid by the Company Delek Refining pursuant to this Section 6.3 25(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipDelek-Big Sandy’s invoice therefor, or, if appropriate, the Partnership shall pay the Company Delek-Big Sandy shxxx xay Delek Refining the excess of the estimate paid by the Company Delek Refining over the Partnership Parties’ Delek-Big Sandy’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Delek-Big Xxxxx to maintain the Pipelines Facilities in a condition and with a capacity sufficient capacity (i) to ship a volume of DKTS’ Products equal to the Minimum Pipeline Capacity, (ii) to throughput a volume of DKTS’ Products equal to the applicable Minimum Throughput Capacity or (iii) to store a volume of DKTS’ Products at least equal to the Minimum Storage Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Facilities which will, among other things, specify steps to be taken by the Partnership Parties Delek-Big Xxxxx to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ Delek-Big Sandy’s economic considerations relating to costs of the repairs and the Company’s DKTS’ requirements concerning its refining and marketing operations. The Partnership Parties Delek-Big Xxxxx shall use commercially reasonable efforts to continue to provide shipment, storage and throughput of DKTS’ Products at the MaterialsFacilities, to the extent the Pipelines Facilities have capability of doing so, during the period before Restoration is completed. In the event that the Company’s DKTS’ economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company DKTS may require the Partnership Parties Delek-Big Xxxxx to expedite the Restoration to the extent reasonably possible, subject to the CompanyRefining’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company DKTS agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 24 above, so long as such Restoration is completed with due diligence and dispatch, and the Company DKTS shall pay its portion of the Restoration Cost costs to the Partnership Delek-Big Xxxxx in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company DKTS shall pay the difference between the actual portion of Restoration costs to be paid by the Company DKTS pursuant to this Section 6.3 25(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipDelek-Big Sandy’s invoice therefor, or, if appropriate, the Partnership Delek-Big Xxxxx shall pay the Company DKTS the excess of the estimate paid by the Company DKTS over the Partnership Parties’ Delek-Big Sandy’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Logistics to maintain the Pipelines Rail Offloading Facility with sufficient capacity to offload and throughput the applicable Minimum Throughput Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties Logistics to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal applicable industry standards and shall take into consideration the Partnership PartiesLogistics’ economic considerations relating to costs of the repairs and the Company’s XXXX’x requirements concerning its refining and marketing operations. The Partnership Parties Logistics shall use commercially reasonable efforts to continue to provide offload and throughput of the XXXX’x Materials, to the extent the Pipelines have Rail Offloading Facility has the capability of doing so, during the period before Restoration is completed. In the event that the Company’s XXXX’x economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company XXXX may require the Partnership Parties Logistics to expedite the Restoration to the extent reasonably possible, subject to the Company’s XXXX’x payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company XXXX agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 4(b) above so long as such Restoration is completed with due diligence and dispatch, and the Company XXXX shall pay its portion of the Restoration Cost cost to the Partnership Logistics in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company XXXX shall pay the difference between the actual portion of Restoration costs to be paid by the Company XXXX pursuant to this Section 6.3 9(c) and the estimated amount paid under the preceding sentence within thirty (30) 30 days after receipt of the Partnership’s Logistics’ invoice therefor, or, if appropriate, the Partnership Logistics shall pay the Company XXXX the excess of the estimate paid by the Company XXXX over the Partnership PartiesLogistics’ actual costs as previously described within thirty (30) 30 days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Logistics to maintain (i) the Pipelines Terminal with sufficient capacity to throughput the Minimum Throughput Capacity or (ii) the Tankage with a capacity sufficient to store a volume of Materials at least equal to the applicable Minimum Throughput Storage Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties Logistics to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal applicable industry standards and shall take into consideration the Partnership PartiesLogistic’ economic considerations relating to costs of the repairs and the Company’s DKTS’ requirements concerning its refining and marketing operations. The Partnership Parties Logistics shall use commercially reasonable efforts to continue to provide throughput and storage of the DKTS’ Materials, to the extent the Pipelines Terminal and Tankage have the capability of doing so, during the period before Restoration is completed. In the event that the Company’s DKTS’ economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company DKTS may require the Partnership Parties Logistics to expedite the Restoration to the extent reasonably possible, subject to the Company’s DKTS’ payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company DKTS agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 5(b) above so long as such Restoration is completed with due diligence and dispatch, and the Company DKTS shall pay its portion of the Restoration Cost cost to the Partnership Logistics in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company DKTS shall pay the difference between the actual portion of Restoration costs to be paid by the Company DKTS pursuant to this Section 6.3 10(c) and the estimated amount paid under the preceding sentence within thirty (30) 30 days after receipt of the Partnership’s Logistics’ invoice therefor, or, if appropriate, the Partnership Logistics shall pay the Company DKTS the excess of the estimate paid by the Company DKTS over the Partnership PartiesLogistics’ actual costs as previously described within thirty (30) 30 days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Terminal in a condition and with a capacity sufficient capacity to throughput a volume of Tesoro's Products equal to the applicable Minimum Throughput Capacityrespective Stipulated Volume for such Terminal, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ ' advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO's economic considerations relating to costs of the repairs and the Company’s Tesoro's requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide storage and throughput of Tesoro's Products at the Materialsaffected Terminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the Company’s Tesoro's economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Tesoro may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the Company’s Tesoro's payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Tesoro agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 31 above, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company Tesoro shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company Tesoro shall pay the difference between the actual portion of Restoration costs to be paid by the Company Tesoro pursuant to this Section 6.3 32(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the Partnership’s TLO's invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company Tesoro the excess of the estimate paid by the Company Tesoro over the Partnership Parties’ TLO's actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Logistics to maintain (i) the Pipelines Terminal with sufficient capacity to throughput the Minimum Throughput Capacity or (ii) the Tankage with a capacity sufficient to store a volume of Materials at least equal to the applicable Minimum Throughput Storage Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties Logistics to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal applicable industry standards and shall take into consideration the Partnership PartiesLogistic’ economic considerations relating to costs of the repairs and the CompanyRefining’s requirements concerning its refining and marketing operations. The Partnership Parties Logistics shall use commercially reasonable efforts to continue to provide throughput and storage of the Refining’s Materials, to the extent the Pipelines Terminal and Tankage have the capability of doing so, during the period before Restoration is completed. In the event that the CompanyRefining’s economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Refining may require the Partnership Parties Logistics to expedite the Restoration to the extent reasonably possible, subject to the CompanyRefining’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company Refining agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 3(b) above so long as such Restoration is completed with due diligence and dispatch, and the Company Refining shall pay its portion of the Restoration Cost to the Partnership Logistics in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company Refining shall pay the difference between the actual portion of Restoration costs to be paid by the Company Refining pursuant to this Section 6.3 8(c) and the estimated amount paid under the preceding sentence within thirty (30) 30 days after receipt of the Partnership’s Logistics’ invoice therefor, or, if appropriate, the Partnership Logistics shall pay the Company Refining the excess of the estimate paid by the Company Refining over the Partnership PartiesLogistics’ actual costs as previously described within thirty (30) 30 days after completion of the Restoration. HOU02:1274125 - 21 - Section 9. Suspension of Refinery Operations (a) Refining shall use reasonable commercial efforts to minimize the interruption of operations at the Refinery. Refining shall inform Logistics at least 60 days in advance (or promptly, in the case of an unplanned interruption) of any anticipated partial or complete interruption of operations of the Refinery, including relevant information about the nature, extent, cause and expected duration of the interruption and the actions Refining is taking to resume full operations, provided that Refining shall not have any liability for any failure to notify, or delay in notifying, Logistics of any such matters except to the extent Logistics has been materially damaged by such failure or delay.

Capacity Resolution. In the event of the failure of the Partnership Parties Provider to maintain the LAR Interconnecting Pipelines with sufficient capacity to throughput the applicable Minimum Throughput at its Dedicated Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined)Resolution. At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the affected portion of the LAR Interconnecting Pipelines which will, among other things, specify steps to be taken by the Partnership Parties Provider to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ Provider’s economic considerations relating to costs of the repairs and the CompanyCustomer’s requirements concerning its refining and marketing operations. The Partnership Parties shall use commercially reasonable efforts to continue to provide throughput the operation of the Materials, to the extent the Pipelines have capability of doing so, during the period before Restoration is completedRefinery. In the event that the CompanyCustomer’s economic considerations justify incurring additional costs to complete restore the Restoration LAR Interconnecting Pipelines in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Customer may require the Partnership Parties Provider to expedite the Restoration to the extent reasonably possible, subject to the CompanyCustomer’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company Customer agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below in connection with a Force Majeure so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company Customer shall pay its such portion of the Restoration Cost to the Partnership Provider in advance based on a good faith an estimate based on conforming to reasonable engineering standardsstandards applicable to petroleum products pipelines, as applicable. Upon completion, the Company Customer shall pay the difference between the actual portion of Restoration costs to be paid by the Company Customer pursuant to this Section 6.3 14(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipProvider’s invoice therefor, or, if appropriate, the Partnership Provider shall pay the Company Customer the excess of the estimate paid by the Company Customer over the Partnership Parties’ Provider’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Logistics Entity to maintain (i) the Pipelines with sufficient capacity to throughput the applicable Minimum Throughput Capacity or (ii) the Tankage with a capacity sufficient to terminal a volume of Crude Oil at least equal to the Minimum Storage Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties Logistics Entity to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ Logistic Entity’s economic considerations relating to costs of the repairs and the CompanyDKTS’s requirements concerning its refining and marketing operations. The Partnership Parties Logistics Entity shall use commercially reasonable efforts to continue to provide storage and throughput of the MaterialsDKTS’s Crude Oil, to the extent the Pipelines - 17 - and Tankage have capability of doing so, during the period before Restoration is completed. In the event that the CompanyDKTS’s economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company DKTS may require the Partnership Parties Logistics Entity to expedite the Restoration to the extent reasonably possible, subject to the CompanyDKTS’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company DKTS agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 3(b) above so long as such Restoration is completed with due diligence and dispatch, and the Company DKTS shall pay its portion of the Restoration Cost to the Partnership Logistics Entity in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company DKTS shall pay the difference between the actual portion of Restoration costs to be paid by the Company DKTS pursuant to this Section 6.3 8(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipLogistics Entity’s invoice therefor, or, if appropriate, the Partnership Logistics Entity shall pay the Company DKTS the excess of the estimate paid by the Company DKTS over the Partnership Parties’ Logistics Entity’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties WRT to maintain the Pipelines any Terminal in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput Capacitya volume of WNR’s products as required by WNR, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties WRT to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ WRT’s economic considerations relating to costs of the repairs and the CompanyWNR’s requirements concerning its refining and marketing operations. The Partnership Parties WRT shall use commercially reasonable efforts to continue to provide storage and throughput of WNR’s products at the Materialsaffected Terminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyWNR’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company WNR may require the Partnership Parties WRT to expedite the Restoration to the extent reasonably possible, subject to the CompanyWNR’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below so long as such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company WNR shall pay the difference between the actual portion of Restoration costs to be paid by the Company WNR pursuant to this Section 6.3 31.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipWRT’s invoice therefor, or, if appropriate, the Partnership WRT shall pay the Company WNR the excess of the estimate paid by the Company WNR over the Partnership Parties’ WRT’s actual costs as previously described within thirty (30) days after completion of the Restoration. TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH TWO ASTERISKS (**).

Capacity Resolution. In the event of the failure of the Partnership Parties WRT to maintain the Pipelines any Terminal Facility in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput Capacitya volume of SPPR’s Products as required by SPPR, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the affected Terminal Facility which will, among other things, specify steps to be taken by the Partnership Parties WRT to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ WRT’s economic considerations relating to costs of the repairs and the CompanySPPR’s requirements concerning its refining and marketing operations. The Partnership Parties WRT shall use commercially reasonable efforts to continue to provide storage and throughput of SPPR’s Products at the Materialsaffected Terminal Facility, to the extent the Pipelines have Terminal Facility has capability of doing so, during the period before Restoration is completed. In the event that the CompanySPPR’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal Facility in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company SPPR may require the Partnership Parties WRT to expedite the Restoration to the extent reasonably possible, subject to the CompanySPPR’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below so long as such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company SPPR shall pay the difference between the actual portion of Restoration costs to be paid by the Company SPPR pursuant to this Section 6.3 30.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipWRT’s invoice therefor, or, if appropriate, the Partnership WRT shall pay the Company SPPR the excess of the estimate paid by the Company SPPR over the Partnership Parties’ WRT’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Pipeline or Tank in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput store and handle a volume of Customer’s Products equal to its current Operating Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter definedas defined below). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity of the Tank and/or its associated Pipeline(s) which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyCustomer’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide throughput storage of the MaterialsCustomer’s Products at Storage Facility II, to the extent Storage Facility II has the Pipelines have capability of doing so, during the period before Restoration is completed. In the event that the CompanyCustomer’s economic considerations justify incurring additional costs to complete restore the Restoration Tank and/or associated Pipeline(s) in a more expedited manner than the time schedule determined in accordance with the preceding sentencesentences, the Company Customer may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to Customer’s payment upon the Companyoccurrence of mutually agreed upon milestones in the Restoration process. In the event that a Tank is taken out of service or the Operating Capacity of a Tank is reduced, and the Parties agree that the Restoration of such Tank to its full Operating Capacity is not justified under the standards set forth in the preceding sentences, then the Parties shall negotiate an appropriate adjustment to the Storage Services Fee to account for the reduced Operating Capacity available for Customer’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time scheduleuse. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Customer agrees to fund a portion of pay the Restoration costcosts based on milestone payments or if the Parties agree to a reduced Storage Services Fee, then neither Party shall have the right to terminate this Agreement or any applicable Terminal Service Order pursuant to Section 14.2 below 23 below, so long as any such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company shall pay the difference between the actual portion of Restoration costs to be paid by the Company pursuant to this Section 6.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the Partnership’s invoice therefor, or, if appropriate, the Partnership shall pay the Company the excess of the estimate paid by the Company over the Partnership Parties’ actual costs as previously described within thirty (30) days after completion of the Restorationdiligence.

Capacity Resolution. In the event of the failure of the Partnership Parties Provider to maintain the Pipelines any Terminal in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput Capacitya volume of Customer’s Asphalt as required under this Agreement, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity at the Terminal which will, among other things, specify steps to be taken by the Partnership Parties Provider to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ Provider’s economic considerations relating to costs of the repairs and the CompanyCustomer’s requirements concerning its refining and marketing operations. The Partnership Parties Provider shall use commercially reasonable efforts to continue to provide storage and throughput of Customer’s Asphalt at the Materialsaffected Terminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyCustomer’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Customer may require the Partnership Parties Provider to expedite the Restoration to the extent reasonably possible, subject to the CompanyCustomer’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below so long as such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company Customer shall pay the difference between the actual portion of Restoration costs to be paid by the Company Customer pursuant to this Section 6.3 23.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipProvider’s invoice therefor, or, if appropriate, the Partnership Provider shall pay the Company Customer the excess of the estimate paid by the Company Customer over the Partnership Parties’ Provider’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain any Segment of the Short Haul Pipelines with sufficient capacity to throughput the applicable at its Minimum Throughput Capacity or its UNEV Minimum Throughput Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ ' advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the affected portion of the Short Haul Pipelines which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “"Capacity Resolution”"). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO's economic considerations relating to costs of the repairs and the Company’s TRMC's requirements concerning its refining and marketing operations. The Partnership Parties shall use commercially reasonable efforts to continue to provide throughput the operation of the Materials, to the extent the Pipelines have capability of doing so, during the period before Restoration is completedSLC Refinery. In the event that the Company’s TRMC's economic considerations justify incurring additional costs to complete restore the Restoration Short Haul Pipelines in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company TRMC may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the Company’s TRMC's payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company TRMC agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 13(a) above so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company TRMC shall pay its such portion of the Restoration Cost to the Partnership TLO in advance based on a good faith an estimate based on conforming to reasonable engineering standardsstandards applicable to crude petroleum or products pipelines, as applicable. Upon completion, the Company TRMC shall pay the difference between the actual portion of Restoration costs to be paid by the Company TRMC pursuant to this Section 6.3 14(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the Partnership’s ofTLO's invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company TRMC the excess of the estimate paid by the Company TRMC over the Partnership Parties’ TLO's actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Logistics to maintain (i) the Pipelines Terminal with sufficient capacity to throughput the Minimum Throughput Capacity or (ii) the Tankage with a capacity sufficient to store a volume of Materials at least equal to the applicable Minimum Throughput Storage Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties Logistics to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal applicable industry standards and shall take into consideration the Partnership Parties’ Logistic’s economic considerations relating to costs of the repairs and the CompanyDKTS’s requirements concerning its refining and marketing operations. The Partnership Parties Logistics shall use commercially reasonable efforts to continue to provide throughput and storage of the DKTS’s Materials, to the extent the Pipelines Terminal and Tankage have the capability of doing so, during the period before Restoration is completed. In the event that the CompanyDKTS’s economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company DKTS may require the Partnership Parties Logistics to expedite the Restoration to the extent reasonably possible, subject to the CompanyDKTS’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company DKTS agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 3(b) above so long as such Restoration is completed with due diligence and dispatch, and the Company DKTS shall pay its portion of the Restoration Cost to the Partnership Logistics in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company DKTS shall pay the difference between the actual portion of Restoration costs to be paid by the Company DKTS pursuant to this Section 6.3 8(c) and the estimated amount paid under the preceding sentence within thirty (30) 30 days after receipt of the Partnership’s Logistics’ invoice therefor, or, if appropriate, the Partnership Logistics shall pay the Company DKTS the excess of the estimate paid by the Company DKTS over the Partnership PartiesLogistics’ actual costs as previously described within thirty (30) 30 days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Terminal in a condition and with a capacity sufficient capacity to throughput a volume of Tesoro’s Products equal to the applicable Minimum Throughput Capacityrespective Stipulated Volume for such Terminal, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties TLO or, if agreed, by Tesoro, to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTesoro’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide storage and throughput of Tesoro’s Products at the Materialsaffected Terminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyTesoro’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company Tesoro may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyTesoro’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company in which Tesoro agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 31 above, so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company Tesoro shall pay its portion of the Restoration Cost costs to the Partnership TLO in advance based on a good faith an estimate based on reasonable engineering standardsstandards promulgated by the Association for Facilities Engineering. Upon completion, the Company Tesoro shall pay the difference between the actual portion of Restoration costs to be paid by the Company Tesoro pursuant to this Section 6.3 32(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company Tesoro the excess of the estimate paid by the Company Tesoro over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Pipeline or Tank in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput store and handle a volume of TRMC’s Products equal to its current Operating Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter definedas defined below). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity of the Tank and/or its associated Pipeline(s) which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTRMC’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide throughput storage of the MaterialsTRMC’s Products, to the extent the Pipelines have capability of doing socapacity is available, during the period before Restoration is completed. In the event that the CompanyTRMC’s economic considerations justify incurring additional costs to complete restore the Restoration Tank and/or associated Pipeline(s) in a more expedited manner than the time schedule determined in accordance with the preceding sentencesentences, the Company TRMC may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to TRMC’s payment upon the Companyoccurrence of mutually agreed upon milestones in the Restoration process. In the event that the Operating Capacity of a Tank is reduced, and the Parties agree that the Restoration of such Tank to its full Operating Capacity is not justified under the standards set forth in the preceding sentences, then the Parties shall negotiate an appropriate adjustment to the Storage Services Fee to account for the reduced Operating Capacity available for TRMC’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time scheduleuse. In the event the Parties agree to an expedited Restoration plan wherein the Company in which TRMC agrees to fund a portion of pay the Restoration costcosts based on milestone payments or if the Parties agree to a reduced Storage Services Fee, then neither Party shall have the right to terminate this Agreement or any applicable Terminal Service Order pursuant to Section 14.2 below 23 below, so long as any such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company shall pay the difference between the actual portion of Restoration costs to be paid by the Company pursuant to this Section 6.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the Partnership’s invoice therefor, or, if appropriate, the Partnership shall pay the Company the excess of the estimate paid by the Company over the Partnership Parties’ actual costs as previously described within thirty (30) days after completion of the Restorationdiligence.

Capacity Resolution. In the event of the failure of the Partnership Parties WRT to maintain the Pipelines any Terminal in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput Capacitya volume of WNR’s products as required by WNR, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the Terminal which will, among other things, specify steps to be taken by the Partnership Parties WRT to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ WRT’s economic considerations relating to costs of the repairs and the CompanyWNR’s requirements concerning its refining and marketing operations. The Partnership Parties WRT shall use commercially reasonable efforts to continue to provide storage and throughput of WNR’s products at the Materialsaffected Terminal, to the extent the Pipelines have Terminal has capability of doing so, during the period before Restoration is completed. In the event that the CompanyWNR’s economic considerations justify incurring additional costs to complete restore the Restoration Terminal in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company WNR may require the Partnership Parties WRT to expedite the Restoration to the extent reasonably possible, subject to the CompanyWNR’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below so long as such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company WNR shall pay the difference between the actual portion of Restoration costs to be paid by the Company WNR pursuant to this Section 6.3 31.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipWRT’s invoice therefor, or, if appropriate, the Partnership WRT shall pay the Company WNR the excess of the estimate paid by the Company WNR over the Partnership Parties’ WRT’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Short Haul Pipelines with at a level sufficient capacity to throughput maintain Crude Pipeline Throughput Capacity or the applicable Minimum Product Pipeline Throughput Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity on the affected portion of the Short Haul Pipelines which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTRMC’s requirements concerning its refining and marketing operations. The Partnership Parties shall use commercially reasonable efforts to continue to provide throughput the operation of the Materials, to the extent the Pipelines have capability of doing so, during the period before Restoration is completedRefinery. In the event that the CompanyTRMC’s economic considerations justify incurring additional costs to complete restore the Restoration Short Haul Pipelines in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company TRMC may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to the CompanyTRMC’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company TRMC agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 18(a) above so long as such Restoration is completed with due diligence and dispatchdiligence, and the Company TRMC shall pay its such portion of the Restoration Cost to the Partnership TLO in advance based on a good faith an estimate based on conforming to reasonable engineering standardsstandards applicable to the Crude Pipeline or the Product Pipelines, as applicable. Upon completion, the Company TRMC shall pay the difference between the actual portion of Restoration costs to be paid by the Company TRMC pursuant to this Section 6.3 19(c) and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the PartnershipTLO’s invoice therefor, or, if appropriate, the Partnership TLO shall pay the Company TRMC the excess of the estimate paid by the Company TRMC over the Partnership Parties’ TLO’s actual costs as previously described within thirty (30) days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties Logistics to maintain the Pipelines Rail Offloading Facility with sufficient capacity to offload and throughput the applicable Minimum Throughput Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter defined). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration which will, among other things, specify steps to be taken by the Partnership Parties Logistics to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal applicable industry standards and shall take into consideration the Partnership PartiesLogistics’ economic considerations relating to costs of the repairs and the Company’s DKTS’ requirements concerning its refining and marketing operations. The Partnership Parties Logistics shall use commercially reasonable efforts to continue to provide offload and throughput of the DKTS’ Materials, to the extent the Pipelines have Rail Offloading Facility has the capability of doing so, during the period before Restoration is completed. In the event that the Company’s DKTS’ economic considerations justify incurring additional costs to complete the Restoration in a more expedited manner than the time schedule determined in accordance with the preceding sentence, the Company DKTS may require the Partnership Parties Logistics to expedite the Restoration to the extent reasonably possible, subject to the Company’s DKTS’ payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time schedule. In the event the Parties agree to an expedited Restoration plan wherein the Company DKTS agrees to fund a portion of the Restoration cost, then neither Party shall have the right to terminate this Agreement pursuant to Section 14.2 below 4(b) above so long as such Restoration is completed with due diligence and dispatch, and the Company DKTS shall pay its portion of the Restoration Cost cost to the Partnership Logistics in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company DKTS shall pay the difference between the actual portion of Restoration costs to be paid by the Company DKTS pursuant to this Section 6.3 9(c) and the estimated amount paid under the preceding sentence within thirty (30) 30 days after receipt of the Partnership’s Logistics’ invoice therefor, or, if appropriate, the Partnership Logistics shall pay the Company DKTS the excess of the estimate paid by the Company DKTS over the Partnership PartiesLogistics’ actual costs as previously described within thirty (30) 30 days after completion of the Restoration.

Capacity Resolution. In the event of the failure of the Partnership Parties TLO to maintain the Pipelines any Pipeline or Tank in a condition and with a capacity sufficient capacity to throughput the applicable Minimum Throughput store and handle a volume of TAC’s Products equal to its current Operating Capacity, then either Party shall have the right to call a meeting between executives of both Parties by providing at least two (2) Business Days’ advance written notice. Any such meeting shall be held at a mutually agreeable location and will be attended by executives of both Parties each having sufficient authority to commit his or her respective Party to a Capacity Resolution (hereinafter definedas defined below). At the meeting, the Parties will negotiate in good faith with the objective of reaching a joint resolution for the Restoration of capacity of the Tank and/or its associated Pipeline(s) which will, among other things, specify steps to be taken by the Partnership Parties TLO to fully accomplish the Restoration and the deadlines by which the Restoration must be completed (the “Capacity Resolution”). Without limiting the generality of the foregoing, the Capacity Resolution shall set forth an agreed upon time schedule for the Restoration activities. Such time schedule shall be reasonable under the circumstances, consistent with customary pipeline transportation and terminal industry standards and shall take into consideration the Partnership Parties’ TLO’s economic considerations relating to costs of the repairs and the CompanyTAC’s requirements concerning its refining and marketing operations. The Partnership Parties TLO shall use commercially reasonable efforts to continue to provide throughput storage of TAC’s Products at the MaterialsStorage Facility, to the extent the Pipelines have Storage Facility has the capability of doing so, during the period before Restoration is completed. In the event that the CompanyTAC’s economic considerations justify incurring additional costs to complete restore the Restoration Tank and/or associated Pipeline(s) in a more expedited manner than the time schedule determined in accordance with the preceding sentencesentences, the Company TAC may require the Partnership Parties TLO to expedite the Restoration to the extent reasonably possible, subject to TAC’s payment upon the Companyoccurrence of mutually agreed upon milestones in the Restoration process. In the event that the Operating Capacity of a Tank is reduced, and the Parties agree that the Restoration of such Tank to its full Operating Capacity is not justified under the standards set forth in the preceding sentences, then the Parties shall negotiate an appropriate adjustment to the Storage Services Fee to account for the reduced Operating Capacity available for TAC’s payment, in advance, of the estimated incremental costs to be incurred as a result of the expedited time scheduleuse. In the event the Parties agree to an expedited Restoration plan wherein the Company in which TAC agrees to fund a portion of pay the Restoration costcosts based on milestone payments or if the Parties agree to a reduced Storage Services Fee, then neither Party shall have the right to terminate this Agreement or any applicable Terminal Service Order pursuant to Section 14.2 below 23 below, so long as any such Restoration is completed with due diligence and dispatch, and the Company shall pay its portion of the Restoration Cost to the Partnership in advance based on a good faith estimate based on reasonable engineering standards. Upon completion, the Company shall pay the difference between the actual portion of Restoration costs to be paid by the Company pursuant to this Section 6.3 and the estimated amount paid under the preceding sentence within thirty (30) days after receipt of the Partnership’s invoice therefor, or, if appropriate, the Partnership shall pay the Company the excess of the estimate paid by the Company over the Partnership Parties’ actual costs as previously described within thirty (30) days after completion of the Restorationdiligence.