Common use of CDP Connections Clause in Contracts

CDP Connections. (a) Gatherer shall design and develop the Disposal System for the purpose of providing the Services as and when needed to support the upstream development of the Dedicated Acreage, and Gatherer shall be obligated, at its sole cost and expense, subject to the provisions of this Agreement, to procure, construct, install, own and operate the Disposal System so as to timely connect the Planned CDPs to the Gathering System, connect the Gathering System to Disposal Xxxxx and timely commence providing the full scope of the Services with respect to all Dedicated Saltwater produced from all CDPs, including the Planned CDPs from and after their connection to the Gathering System, all in accordance with this Section 3.3; provided that the foregoing shall not preclude Gatherer from also designing and developing the Gathering System to accommodate Third Party Saltwater. [Omitted]. (b) Producer shall from time to time give notice (a “Connection Notice”) to Gatherer of each CDP that Producer intends to construct and install (or a CDP that is subject to a Conflicting Dedication that has expired or will expire, or that Producer has terminated or will terminate, prior to the applicable Completion Deadline) through which Dedicated Saltwater will be produced (each, a “Planned CDP”). Each Connection Notice shall set forth the target completion date for drilling and completion of the initial Well to produce through such Planned CDP (the “Target Completion Date”). Following delivery of a Connection Notice with respect to a Planned CDP, Gatherer shall cause the necessary facilities to be constructed to connect such Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP by the date that is (i) in the case of a Planned CDP that (A) is located two miles or less from the then-existing Gathering System at the time of such Connection Notice and (B) the Target Completion Date for which is during the months of May through October, 90 Days after the date of Producer’s delivery of such Connection Notice and (ii) in the case of a Planned CDP that (A) is located greater than two miles from the then-existing Gathering System at the time of such Connection Notice or (B) the Target Completion Date for which is during the months of November through April, 180 Days after the date of Producer’s delivery of such Connection Notice (such date, the “Completion Deadline”). Gatherer shall provide Producer notice promptly upon Gatherer’s becoming aware of any reason to believe that it may not be able to connect a Planned CDP to the Gathering System by the Completion Deadline therefor or to otherwise complete all facilities necessary to provide the full scope of the Services with respect to all Dedicated Saltwater produced through such Planned CDP by the Completion Deadline therefor. If and to the extent Gatherer is delayed in completing and making available such facilities by a Force Majeure event or any action of Producer that is inconsistent with the cooperation requirements of Section 3.6, then the Completion Deadline for such connection shall be extended for a period of time equal to that during which Gatherer’s completion and making available of such facilities was delayed by such events or actions. If Gatherer is unable to complete and make available such facilities by the Completion Deadline (as may be extended in accordance with Section 3.4(b)), as Producer’s sole and exclusive remedies for such delay: (i) Gatherer shall truck the Dedicated Saltwater produced through such CDP in accordance with Section 6.4 at Gatherer’s sole cost and expense from the Completion Deadline (but without giving any effect to any extension of the Completion Deadline as a result of Force Majeure) until the Gathering System is connected to such CDP; (ii) at Producer’s option, the Dedicated Saltwater produced from the CDP and any future Xxxxx drilled within the same DSU or any portion thereof shall be permanently released from the dedication and commitment made by Producer under this Agreement; and (iii) Producer may exercise the rights described in Section 3.5. For the avoidance of doubt, Gatherer shall in all cases use reasonable efforts to cause the necessary facilities to be constructed to connect each Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP in accordance with this Section 3.3(b), and the limited remedies of Producer described immediately above do not limit Producer’s rights for a failure by Gatherer to perform its obligations. (c) To the extent that the CDP connection is required sooner than the Completion Deadline determined as set forth above, the Parties shall meet and discuss the issues and potential additional costs associated with acceleration of such connection, and shall use reasonable efforts to mutually agree upon an accelerated connection timing. If Producer is willing to pay for the additional costs involved with accelerating a connection, Gatherer shall use reasonable efforts to complete the CDP connection within such accelerated timing.

CDP Connections. (a) Gatherer shall design and develop the Disposal System for the purpose of providing the Services as and when needed to support the upstream development of the Dedicated Acreage, and Gatherer shall be obligated, at its sole cost and expense, subject to the provisions of this Agreement, to procure, construct, install, own and operate the Disposal System so as to timely connect the Planned Required Connection CDPs to the Gathering System, connect the Gathering System to Disposal Xxxxx and timely commence providing the full scope of the Services with respect to all Dedicated Saltwater produced from all CDPs, including the Planned Required Connection CDPs from and after their connection to the Gathering System, all in accordance with this Section 3.3; provided that the foregoing shall not preclude Gatherer from also designing and developing the Gathering System to accommodate Third Party Saltwater. [Omitted]. (b) Producer shall from time to time give notice (a “Connection Notice”) to Gatherer of each CDP that Producer intends to construct and install (or a CDP that is subject to a Conflicting Dedication that has expired or will expire, or that Producer has terminated or will terminate, prior to the applicable Completion Deadline) through which Dedicated Saltwater will be produced (each, a “Planned CDP”). Each Connection Notice shall set forth the target completion date for drilling and completion of the initial Well to produce through such Planned CDP (the “Target Completion Date”). Following . (c) On or before the 30th Day after Producer’s delivery of a Connection Notice for a Planned CDP, Gatherer shall, by notice to Producer, (i) (A) acknowledge that the Planned CDP covered by such Connection Notice is a Required Connection CDP or (B) acknowledge that such Planned CDP is not a Required Connection CDP but nonetheless commit to connect such Planned CDP to the Gathering System and perform the Services in respect of Dedicated Saltwater produced from such Well(s) to be connected to the Planned CDP for the Fees, or (ii) state that it has determined that such Planned CDP is not a Required Connection CDP and state the fee that Gatherer would charge to Producer in lieu of the Gathering Fee for connecting such Planned CDP to the Gathering System and performing the Services in respect of Dedicated Saltwater produced through such Planned CDP. (d) If Gatherer delivers the notice referred to in Section 3.3(c)(i)(B) with respect to a Connection Notice for a Planned CDP, such Planned CDP shall thereafter be a Required Connection CDP. If Gatherer delivers the notice referred to in Section 3.3(c)(ii) with respect to a Connection Notice for a Planned CDP, Producer may, by notice to Gatherer, accept Gatherer’s proposed fee, in which case such Planned CDP shall be deemed a Required Connection CDP from and after the date of Producer’s notice, and the fee proposed in Gatherer’s notice shall be charged for Dedicated Saltwater delivered to the Receipt Point at such Planned CDP in lieu of the Gathering Fee. (e) If Gatherer delivers the notice referred to in Section 3.3(c)(ii) with respect to a Connection Notice for a Planned CDP, and if Producer desires to have such Planned CDP connected to the Gathering System but does not agree to the proposed fee stated in such notice, the Parties shall negotiate in good faith for a period not to exceed 30 Days from the date of such notice and use reasonable efforts to reach agreement on a fee that would be applicable to the Services performed in respect of Dedicated Saltwater produced through such Planned CDP. If the Parties agree in writing on such fee, such Planned CDP shall be deemed a Required Connection CDP from and after the date of such agreement, and the fee agreed by the Parties shall be charged for Dedicated Saltwater delivered to the Receipt Point at such Planned CDP in lieu of the Gathering Fee. If the Parties do not reach agreement within such 30 Day period, Producer may, at its option by notice to Gatherer, (i) withdraw the Connection Notice with respect to such Planned CDP, in which case, at Producer’s option the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP shall be permanently released from the dedication and commitment made by Producer under this Agreement, and may be connected to such third party gathering system as Producer may determine, or (ii) agree to pay the incremental costs incurred by Gatherer to connect such Planned CDP to the Gathering System above the costs that would be incurred by Gatherer to connect such Planned CDP if it were located at the point within [***] miles of the Gathering System, as of the date of Producer’s delivery of the Connection Notice for such Planned CDP, in which case such Planned CDP shall become a Required Connection CDP from and after the date of Producer’s notice, and the Fees shall apply to the Services performed in respect to Dedicated Saltwater produced through such Planned CDP. (f) Gatherer shall cause the necessary facilities to be constructed to connect such Planned each Required Connection CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned Required Connection CDP by the date that is (i) in the case of a Planned CDP that (A) is located two miles or less from the then-existing Gathering System at the time of such Connection Notice and (B) the Target Completion Date for which is during the months of May through October, 90 Days after the date of Producer’s delivery of such Connection Notice and (ii) in the case of a Planned CDP that is (A) is located greater than two miles from the then-existing Gathering System at the time of such Connection Notice or (B) the Target Completion Date for which is during the months of November through April, 180 Days after the date of Producer’s delivery of such Connection Notice (such date, the “Completion Deadline”). Gatherer shall provide Producer notice promptly upon Gatherer’s becoming aware of any reason to believe that it may not be able to connect a Planned Required Connection CDP to the Gathering System by the Completion Deadline therefor or to otherwise complete all facilities necessary to provide the full scope of the Services with respect to all Dedicated Saltwater produced through such Planned Required Connection CDP by the Completion Deadline therefor. If and to the extent Gatherer is delayed in completing and making available such facilities by a Force Majeure event or any action of Producer that is inconsistent with the cooperation requirements of Section 3.63.5, then the Completion Deadline for such connection shall be extended for a period of time equal to that during which Gatherer’s completion and making available of such facilities was delayed by such events or actions. If Gatherer is unable to complete and make available such facilities are not completed and made available by the Completion Deadline (as may be extended in accordance with Section 3.4(b)), as Producer’s sole and exclusive remedies remedy for such delay: (i) , Gatherer shall truck the Dedicated Saltwater produced through such CDP in accordance with Section 6.4 at Gatherer’s sole cost and expense from the Completion Deadline (but without giving any effect to any extension of the Completion Deadline as a result of Force Majeure) until the Gathering System is connected to such CDP; (ii) at Producer’s option, the Dedicated Saltwater produced from the CDP and any future Xxxxx drilled within the same DSU or any portion thereof shall be permanently released from the dedication and commitment made by Producer under this Agreement; and (iii) Producer may exercise the rights described in Section 3.5. For the avoidance of doubt, Gatherer shall in all cases use reasonable efforts to cause the necessary facilities to be constructed to connect each Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP in accordance with this Section 3.3(b), and the limited remedies of Producer described immediately above do not limit Producer’s rights for a failure by Gatherer to perform its obligations. (cg) To the extent that the CDP connection is required sooner than the Completion Deadline determined as set forth above, the Parties shall meet and discuss the issues and potential additional costs associated with acceleration of such connection, and shall use reasonable efforts mutually to mutually agree upon an accelerated connection timing. If Producer is willing to pay for the additional costs involved with accelerating a connection, Gatherer shall use reasonable efforts to complete the CDP connection within such accelerated timing.

CDP Connections. (a) Gatherer shall design and develop the Disposal System for the purpose of providing the Services as and when needed to support the upstream development of the Dedicated Acreage, and Gatherer shall be obligated, at its sole cost and expense, subject to the provisions of this Agreement, to procure, construct, install, own and operate the Disposal System so as to timely connect the Planned Required Connection CDPs to the Gathering System, connect the Gathering System to Disposal Xxxxx and timely commence providing the full scope of the Services with respect to all Dedicated Saltwater produced from all CDPs, including the Planned Required Connection CDPs from and after their connection to the Gathering System, all in accordance with this Section 3.3; provided that the foregoing shall not preclude Gatherer from also designing and developing the Gathering System to accommodate Third Party Saltwater. [Omitted]. (b) Producer shall from time to time give notice (a “Connection Notice”) to Gatherer of each CDP that Producer intends to construct and install (or a CDP that is subject to a Conflicting Dedication that has expired or will expire, or that Producer has terminated or will terminate, prior to the applicable Completion Deadline) through which Dedicated Saltwater will be produced (each, a “Planned CDP”). Each Connection Notice shall set forth the target completion date for drilling and completion of the initial Well to produce through such Planned CDP (the “Target Completion Date”). Following . (c) On or before the 30th Day after Producer’s delivery of a Connection Notice for a Planned CDP, Gatherer shall, by notice to Producer, (i) (A) acknowledge that the Planned CDP covered by such Connection Notice is a Required Connection CDP or (B) acknowledge that such Planned CDP is not a Required Connection CDP but nonetheless commit to connect such Planned CDP to the Gathering System and perform the Services in respect of Dedicated Saltwater produced from such Well(s) to be connected to the Planned CDP for the Fees, or (ii) state that it has determined that such Planned CDP is not a Required Connection CDP and state the fee that Gatherer would charge to Producer in lieu of the Gathering Fee for connecting such Planned CDP to the Gathering System and performing the Services in respect of Dedicated Saltwater produced through such Planned CDP. (d) If Gatherer delivers the notice referred to in Section 3.3(c)(i)(B) with respect to a Connection Notice for a Planned CDP, such Planned CDP shall thereafter be a Required Connection CDP. If Gatherer delivers the notice referred to in Section 3.3(c)(ii) with respect to a Connection Notice for a Planned CDP, Producer may, by notice to Gatherer, accept Gatherer’s proposed fee, in which case such Planned CDP shall be deemed a Required Connection CDP from and after the date of Producer’s notice, and the fee proposed in Gatherer’s notice shall be charged for Dedicated Saltwater delivered to the Receipt Point at such Planned CDP in lieu of the Gathering Fee. (e) If Gatherer delivers the notice referred to in Section 3.3(c)(ii) with respect to a Connection Notice for a Planned CDP, and if Producer desires to have such Planned CDP connected to the Gathering System but does not agree to the proposed fee stated in such notice, the Parties shall negotiate in good faith for a period not to exceed 30 Days from the date of such notice and use reasonable efforts to reach agreement on a fee that would be applicable to the Services performed in respect of Dedicated Saltwater produced through such Planned CDP. If the Parties agree in writing on such fee, such Planned CDP shall be deemed a Required Connection CDP from and after the date of such agreement, and the fee agreed by the Parties shall be charged for Dedicated Saltwater delivered to the Receipt Point at such Planned CDP in lieu of the Gathering Fee. If the Parties do not reach agreement within such 30 Day period, Producer may, at its option by notice to Gatherer, (i) withdraw the Connection Notice with respect to such Planned CDP, in which case, at Producer’s option the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP shall be permanently released from the dedication and commitment made by Producer under this Agreement, and may be connected to such third party gathering system as Producer may determine, or (ii) agree to pay the incremental costs incurred by Gatherer to connect such Planned CDP to the Gathering System above the costs that would be incurred by Gatherer to connect such Planned CDP if it were located at the point within [***] miles of the Gathering System, as of the date of Producer’s delivery of the Connection Notice for such Planned CDP, in which case such Planned CDP shall become a Required Connection CDP from and after the date of Producer’s notice, and the Fees shall apply to the Services performed in respect to Dedicated Saltwater produced through such Planned CDP. (f) Gatherer shall cause the necessary facilities to be constructed to connect such Planned each Required Connection CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned Required Connection CDP by the date that is (i) in the case of a Planned CDP that (A) is located two miles or less from the then-existing Gathering System at the time of such Connection Notice and (B) the Target Completion Date for which is during the months of May through October, 90 Days after the date of Producer’s delivery of such Connection Notice and (ii) in the case of a Planned CDP that (A) is located greater than two miles from the then-existing Gathering System at the time of such Connection Notice or (B) the Target Completion Date for which is during the months of November through April, 180 Days after the date of Producer’s delivery of such Connection Notice (such date, the “Completion Deadline”). Gatherer shall provide Producer notice promptly upon Gatherer’s becoming aware of any reason to believe that it may not be able to connect a Planned Required Connection CDP to the Gathering System by the Completion Deadline therefor or to otherwise complete all facilities necessary to provide the full scope of the Services with respect to all Dedicated Saltwater produced through such Planned Required Connection CDP by the Completion Deadline therefor. If and to the extent Gatherer is delayed in completing and making available such facilities by a Force Majeure event or any action of Producer that is inconsistent with the cooperation requirements of Section 3.63.5, then the Completion Deadline for such connection shall be extended for a period of time equal to that during which Gatherer’s completion and making available of such facilities was delayed by such events or actions. If Gatherer is unable to complete and make available such facilities are not completed and made available by the Completion Deadline (as may be extended in accordance with Section 3.4(b)), as Producer’s sole and exclusive remedies remedy for such delay: (i) , Gatherer shall truck the Dedicated Saltwater produced through such CDP in accordance with Section 6.4 at Gatherer’s sole cost and expense from the Completion Deadline (but without giving any effect to any extension of the Completion Deadline as a result of Force Majeure) until the Gathering System is connected to such CDP; (ii) at Producer’s option, the Dedicated Saltwater produced from the CDP and any future Xxxxx drilled within the same DSU or any portion thereof shall be permanently released from the dedication and commitment made by Producer under this Agreement; and (iii) Producer may exercise the rights described in Section 3.5. For the avoidance of doubt, Gatherer shall in all cases use reasonable efforts to cause the necessary facilities to be constructed to connect each Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP in accordance with this Section 3.3(b), and the limited remedies of Producer described immediately above do not limit Producer’s rights for a failure by Gatherer to perform its obligations. (cg) To the extent that the CDP connection is required sooner than the Completion Deadline determined as set forth above, the Parties shall meet and discuss the issues and potential additional costs associated with acceleration of such connection, and shall use reasonable efforts mutually to mutually agree upon an accelerated connection timing. If Producer is willing to pay for the additional costs involved with accelerating a connection, Gatherer shall use reasonable efforts to complete the CDP connection within such accelerated timing.

CDP Connections. (a) Gatherer Seller shall design and develop the Disposal Freshwater System for the purpose of providing the Services as and when needed by Producer to support the upstream development of the Dedicated AcreageProperties, and Gatherer Seller shall be obligated, at its sole cost and expense, subject to the provisions of this Agreement, to procure, construct, install, own and operate the Disposal Freshwater System so as to timely connect the Planned Required Connection CDPs to the Gathering Freshwater System, connect the Gathering Freshwater System to Disposal Xxxxx a Freshwater supply source, and timely commence providing the full scope of the Services with respect to Freshwater requested by Producer to be delivered to all Dedicated Saltwater produced from all Delivery Points located at the CDPs, including the Planned Required Connection CDPs from and after their connection to the Gathering Freshwater System, all in accordance with this Section 3.3; provided that the foregoing shall not preclude Gatherer Seller from also designing and developing the Gathering Freshwater System to accommodate Third Party Saltwater. [Omitted]Freshwater. (b) At Producers option, Producer shall may from time to time give notice (a “Connection Notice”) to Gatherer Seller of each CDP that Producer intends to construct and install (or a CDP that is subject to a Conflicting Dedication that has expired or will expire, or utilize Freshwater that Producer has terminated or will terminate, prior desires to the applicable Completion Deadline) through which Dedicated Saltwater will be produced purchase from Seller pursuant to this Agreement (eacheach such CDP, a “Planned CDP”). Each Connection Notice shall set forth the target completion date for drilling and completion of the initial Well to produce through utilization of Freshwater at such Planned CDP (the “Target Completion Date”). Following . (c) On or before the 30th Day after Producer’s delivery of a Connection Notice for a Planned CDP, Seller shall, by notice to Producer, (i) agree to connect the Planned CDP covered by such Connection Notice and provide the Services in connection with such CDP, or (ii) state that Seller will not connect the Planned CDP and perform the Services for the Fees and state the fees that Seller would charge to Producer in lieu of the Fees for connecting such Planned CDP to the Freshwater System and performing the Services in respect of Freshwater delivered to such Planned CDP in lieu of the Fees. (d) If Seller delivers the notice referred to in Section 3.3(c)(i) with respect to a Connection Notice for a Planned CDP, Gatherer such Planned CDP shall thereafter be a Required Connection CDP. If Seller delivers the notice referred to in Section 3.3(c)(ii) with respect to a Connection Notice for a Planned CDP, Producer may, by notice to Seller, accept Seller’s proposed fees, in which case such Planned CDP shall be deemed a Required Connection CDP from and after the date of Producer’s notice, and the fees proposed in Seller’s notice shall be charged for Freshwater delivered to the Delivery Point at the Well Pad on which such Planned CDP is located. (e) If Seller delivers the notice referred to in Section 3.3(c)(ii) with respect to a Connection Notice for a Planned CDP, and if Producer desires to have such Planned CDP connected to the Freshwater System but does not agree to the proposed fee stated in such notice, the Parties shall negotiate in good faith for a period not to exceed 30 Days from the date of such notice and use reasonable efforts to reach agreement on a fee that would be applicable to the Services performed in respect of Freshwater delivered to such Planned CDP. If the Parties agree in writing on such fee, such Planned CDP shall be deemed a Required Connection CDP from and after the date of such agreement, and the fee agreed by the Parties shall be charged for Freshwater delivered to the Delivery Point at such Planned CDP in lieu of the Fees. If the Parties do not reach agreement within such 30-Day period, Producer may, at its option by notice to Seller, (i) withdraw the Connection Notice with respect to such Planned CDP, in which case at Producer’s option, the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP shall be released from the commitment made by Producer under this Agreement. (f) Seller shall cause the necessary facilities to be constructed to connect such Planned each Required Connection CDP to the Gathering Freshwater System and to commence the Services with respect to Dedicated Saltwater produced from Freshwater to be delivered to such Planned Required Connection CDP by the date that is (i) in the case of a Planned CDP that (A) is located two miles or less from the then-existing Gathering Freshwater System at the time of such Connection Notice and (B) the Target Completion Date for which is during the months of May through October, 90 Days after the date of Producer’s delivery of such Connection Notice and (ii) in the case of a Planned CDP that is (A) is located greater than two miles from the then-existing Gathering Freshwater System at the time of such Connection Notice or (B) the Target Completion Date for which is during the months of November through April, 180 Days after the date of Producer’s delivery of such Connection Notice (such date, the “Completion Deadline”). Gatherer Seller shall provide Producer notice promptly upon GathererSeller’s becoming aware of any reason to believe that it may not be able to connect a Planned Required Connection CDP to the Gathering Freshwater System by the Completion Deadline therefor or to otherwise complete all facilities necessary to provide the full scope of the Services with respect to all Dedicated Saltwater produced through Freshwater to be delivered to such Planned Required Connection CDP by the Completion Deadline therefor. If and to the extent Gatherer Seller is delayed in completing and making available such facilities by a Force Majeure event or any action of Producer that is inconsistent with the cooperation requirements of Section 3.63.5, then the Completion Deadline for such connection shall be extended for a period of time equal to that during which GathererSeller’s completion and making available of such facilities was delayed by such events or actions. If Gatherer is unable to complete and make available such facilities are not completed and made available by the Completion Deadline (as may be extended in accordance with Section 3.4(b)), as Producer’s sole and exclusive remedies remedy for such delay: (i) Gatherer , upon mutual agreement between the Parties, Seller shall truck the Dedicated Saltwater produced through Freshwater to such CDP in accordance with Section 6.4 at Gatherer’s sole cost and expense from the Completion Deadline (but without giving any effect to any extension of the Completion Deadline as a result of Force Majeure) until the Gathering Freshwater System is connected to such CDP; (ii) at Producer’s option, the Dedicated Saltwater produced from the CDP and any future Xxxxx drilled within the same DSU or any portion thereof shall be permanently released from the dedication and commitment made by Producer under this Agreement; and (iii) Producer may exercise the rights described in Section 3.5. For the avoidance of doubt, Gatherer shall in all cases use reasonable efforts to cause the necessary facilities to be constructed to connect each Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP in accordance with this Section 3.3(b), and the limited remedies of Producer described immediately above do not limit Producer’s rights for a failure by Gatherer to perform its obligations. (cg) To the extent that the CDP connection is required sooner than the Completion Deadline determined as set forth above, the Parties shall meet and discuss the issues and potential additional costs associated with acceleration of such connection, and shall use reasonable efforts mutually to mutually agree upon an accelerated connection timing. If Producer is willing to pay for the additional costs involved with accelerating a connection, Gatherer Seller shall use reasonable efforts to complete the CDP connection within such accelerated timing.

CDP Connections. (a) Gatherer Seller shall design and develop the Disposal Freshwater System for the purpose of providing the Services as and when needed by Producer to support the upstream development of the Dedicated AcreageProperties, and Gatherer Seller shall be obligated, at its sole cost and expense, subject to the provisions of this Agreement, to procure, construct, install, own and operate the Disposal Freshwater System so as to timely connect the Planned Required Connection CDPs to the Gathering Freshwater System, connect the Gathering Freshwater System to Disposal Xxxxx a Freshwater supply source, and timely commence providing the full scope of the Services with respect to Freshwater requested by Producer to be delivered to all Dedicated Saltwater produced from all Delivery Points located at the CDPs, including the Planned Required Connection CDPs from and after their connection to the Gathering Freshwater System, all in accordance with this Section 3.3; provided that the foregoing shall not preclude Gatherer Seller from also designing and developing the Gathering Freshwater System to accommodate Third Party Saltwater. [Omitted]Freshwater. (b) At Producer’s option, Producer shall may from time to time give notice (a “Connection Notice”) to Gatherer Seller of each CDP that Producer intends to construct and install (or a CDP that is subject to a Conflicting Dedication that has expired or will expire, or utilize Freshwater that Producer has terminated or will terminate, prior desires to the applicable Completion Deadline) through which Dedicated Saltwater will be produced purchase from Seller pursuant to this Agreement (eacheach such CDP, a “Planned CDP”). Notwithstanding the forgoing and only with respect to the Wild Basin Production Area shown on Exhibit A, during the first six Contract Years of this Agreement, Producer shall provide a Connection Notice to Seller for each Planned CDP within the Wild Basin Production Area shown on Exhibit A that requires Freshwater to utilize for operations in or related to the Agreed Formation. Each Connection Notice shall set forth the target completion date for drilling and completion of the initial Well to produce through utilization of Freshwater at such Planned CDP (the “Target Completion Date”). Following . (c) On or before the 30th Day after Producer’s delivery of a Connection Notice for a Planned CDP, Seller shall, by notice to Producer, (i) agree to connect the Planned CDP covered by such Connection Notice and provide the Services in connection with such CDP, or (ii) state that Seller will not connect the Planned CDP and perform the Services for the Fees and state the fees that Seller would charge to Producer in lieu of the Fees for connecting such Planned CDP to the Freshwater System and performing the Services in respect of Freshwater delivered to such Planned CDP in lieu of the Fees. (d) If Seller delivers the notice referred to in Section 3.3(c)(i) with respect to a Connection Notice for a Planned CDP, Gatherer such Planned CDP shall thereafter be a Required Connection CDP. If Seller delivers the notice referred to in Section 3.3(c)(ii) with respect to a Connection Notice for a Planned CDP, Producer may, by notice to Seller, accept Seller’s proposed fees, in which case such Planned CDP shall be deemed a Required Connection CDP from and after the date of Producer’s notice, and the fees proposed in Seller’s notice shall be charged for Freshwater delivered to the Delivery Point at the Well Pad on which such Planned CDP is located. (e) If Seller delivers the notice referred to in Section 3.3(c)(ii) with respect to a Connection Notice for a Planned CDP, and if Producer desires to have such Planned CDP connected to the Freshwater System but does not agree to the proposed fee stated in such notice, the Parties shall negotiate in good faith for a period not to exceed 30 Days from the date of such notice and use reasonable efforts to reach agreement on a fee that would be applicable to the Services performed in respect of Freshwater delivered to such Planned CDP. If the Parties agree in writing on such fee, such Planned CDP shall be deemed a Required Connection CDP from and after the date of such agreement, and the fee agreed by the Parties shall be charged for Freshwater delivered to the Delivery Point at such Planned CDP in lieu of the Fees. If the Parties do not reach agreement within such 30-Day period, Producer may, at its option by notice to Seller, (i) withdraw the Connection Notice with respect to such Planned CDP, in which case at Producer’s option, the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP shall be released from the commitment made by Producer under this Agreement. (f) Seller shall cause the necessary facilities to be constructed to connect such Planned each Required Connection CDP to the Gathering Freshwater System and to commence the Services with respect to Dedicated Saltwater produced from Freshwater to be delivered to such Planned Required Connection CDP by the date that is (i) in the case of a Planned CDP that (A) is located two miles or less from the then-existing Gathering Freshwater System at the time of such Connection Notice and (B) the Target Completion Date for which is during the months of May through October, 90 Days after the date of Producer’s delivery of such Connection Notice and (ii) in the case of a Planned CDP that (A) is located greater than two miles from the then-existing Gathering Freshwater System at the time of such Connection Notice or (B) the Target Completion Date for which is during the months of November through April, 180 Days after the date of Producer’s delivery of such Connection Notice (such date, the “Completion Deadline”). Gatherer Seller shall provide Producer notice promptly upon GathererSeller’s becoming aware of any reason to believe that it may not be able to connect a Planned Required Connection CDP to the Gathering Freshwater System by the Completion Deadline therefor or to otherwise complete all facilities necessary to provide the full scope of the Services with respect to all Dedicated Saltwater produced through Freshwater to be delivered to such Planned Required Connection CDP by the Completion Deadline therefor. If and to the extent Gatherer Seller is delayed in completing and making available such facilities by a Force Majeure event or any action of Producer that is inconsistent with the cooperation requirements of Section 3.63.5, then the Completion Deadline for such connection shall be extended for a period of time equal to that during which GathererSeller’s completion and making available of such facilities was delayed by such events or actions. If Gatherer is unable to complete and make available such facilities are not completed and made available by the Completion Deadline (as may be extended in accordance with Section 3.4(b)), as Producer’s sole and exclusive remedies remedy for such delay: (i) Gatherer , upon mutual agreement between the Parties, Seller shall truck the Dedicated Saltwater produced through Freshwater to such CDP in accordance with Section 6.4 at Gatherer’s sole cost and expense from the Completion Deadline (but without giving any effect to any extension of the Completion Deadline as a result of Force Majeure) until the Gathering Freshwater System is connected to such CDP; (ii) at Producer’s option, the Dedicated Saltwater produced from the CDP and any future Xxxxx drilled within the same DSU or any portion thereof shall be permanently released from the dedication and commitment made by Producer under this Agreement; and (iii) Producer may exercise the rights described in Section 3.5. For the avoidance of doubt, Gatherer shall in all cases use reasonable efforts to cause the necessary facilities to be constructed to connect each Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP in accordance with this Section 3.3(b), and the limited remedies of Producer described immediately above do not limit Producer’s rights for a failure by Gatherer to perform its obligations. (cg) To the extent that the CDP connection is required sooner than the Completion Deadline determined as set forth above, the Parties shall meet and discuss the issues and potential additional costs associated with acceleration of such connection, and shall use reasonable efforts mutually to mutually agree upon an accelerated connection timing. If Producer is willing to pay for the additional costs involved with accelerating a connection, Gatherer Seller shall use reasonable efforts to complete the CDP connection within such accelerated timing.

CDP Connections. (a) Gatherer shall design and develop the Disposal System for the purpose of providing the Services as and when needed to support the upstream development of the Dedicated Acreage, and Gatherer shall be obligated, at its sole cost and expense, subject to the provisions of this Agreement, to procure, construct, install, own and operate the Disposal System so as to timely connect the Planned CDPs to the Gathering System, connect the Gathering System to Disposal Xxxxx and timely commence providing the full scope of the Services with respect to all Dedicated Saltwater produced from all CDPs, including the Planned CDPs from and after their connection to the Gathering System, all in accordance with this Section 3.3; provided that the foregoing shall not preclude Gatherer from also designing and developing the Gathering System to accommodate Third Party Saltwater. [Omitted]. (b) Producer shall from time to time give notice (a “Connection Notice”) to Gatherer of each CDP that Producer intends to construct and install (or a CDP that is subject to a Conflicting Dedication that has expired or will expire, or that Producer has terminated or will terminate, prior to the applicable Completion Deadline) through which Dedicated Saltwater will be produced (each, a “Planned CDP”). Each Connection Notice shall set forth the target completion date for drilling and completion of the initial Well to produce through such Planned CDP (the “Target Completion Date”). Following delivery of a Connection Notice with respect to a Planned CDP, Gatherer shall cause the necessary facilities to be constructed to connect such Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP by the date that is (i) in the case of a Planned CDP that (A) is located two miles or less from the then-existing Gathering System at the time of such Connection Notice and (B) the Target Completion Date for which is during the months of May through October, 90 Days after the date of Producer’s delivery of such Connection Notice and (ii) in the case of a Planned CDP that is (A) is located greater than two miles from the then-existing Gathering System at the time of such Connection Notice or (B) the Target Completion Date for which is during the months of November through April, 180 Days after the date of Producer’s delivery of such Connection Notice (such date, the “Completion Deadline”). Gatherer shall provide Producer notice promptly upon Gatherer’s becoming aware of any reason to believe that it may not be able to connect a Planned CDP to the Gathering System by the Completion Deadline therefor or to otherwise complete all facilities necessary to provide the full scope of the Services with respect to all Dedicated Saltwater produced through such Planned CDP by the Completion Deadline therefor. If and to the extent Gatherer is delayed in completing and making available such facilities by a Force Majeure event or any action of Producer that is inconsistent with the cooperation requirements of Section 3.63.5, then the Completion Deadline for such connection shall be extended for a period of time equal to that during which Gatherer’s completion and making available of such facilities was delayed by such events or actions. If Gatherer is unable to complete and make available such facilities are not completed and made available by the Completion Deadline (as may be extended in accordance with Section 3.4(b)), as Producer’s sole and exclusive remedies for such delay: (i) Gatherer shall truck the Dedicated Saltwater produced through such CDP in accordance with Section 6.4 at Gatherer’s sole cost and expense from the Completion Deadline (but without giving any effect to any extension of the Completion Deadline as a result of Force Majeure) until the Gathering System is connected to such CDP;; and (ii) at Producer’s option, the Dedicated Saltwater produced from the CDP and any future Xxxxx drilled within the same DSU or any portion thereof shall be permanently released from the dedication and commitment made by Producer under this Agreement; and (iii) Producer may exercise the rights described in Section 3.5. For the avoidance of doubt, Gatherer shall in all cases use reasonable efforts to cause the necessary facilities to be constructed to connect each Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP in accordance with this Section 3.3(b), and the limited remedies of Producer described immediately above do not limit Producer’s rights for a failure by Gatherer to perform its obligations. (c) To the extent that the CDP connection is required sooner than the Completion Deadline determined as set forth above, the Parties shall meet and discuss the issues and potential additional costs associated with acceleration of such connection, and shall use reasonable efforts mutually to mutually agree upon an accelerated connection timing. If Producer is willing to pay for the additional costs involved with accelerating a connection, Gatherer shall use reasonable efforts to complete the CDP connection within such accelerated timing.

CDP Connections. (a) Gatherer shall design and develop the Disposal System for the purpose of providing the Services as and when needed to support the upstream development of the Dedicated Acreage, and Gatherer shall be obligated, at its sole cost and expense, subject to the provisions of this Agreement, to procure, construct, install, own and operate the Disposal System so as to timely connect the Planned CDPs to the Gathering System, connect the Gathering System to Disposal Xxxxx and timely commence providing the full scope of the Services with respect to all Dedicated Saltwater produced from all CDPs, including the Planned CDPs from and after their connection to the Gathering System, all in accordance with this Section 3.3; provided that the foregoing shall not preclude Gatherer from also designing and developing the Gathering System to accommodate Third Party Saltwater. [Omitted]. (b) Producer shall from time to time give notice (a “Connection Notice”) to Gatherer of each CDP that Producer intends to construct and install (or a CDP that is subject to a Conflicting Dedication that has expired or will expire, or that Producer has terminated or will terminate, prior to the applicable Completion Deadline) through which Dedicated Saltwater will be produced (each, a “Planned CDP”). Each Connection Notice shall set forth the target completion date for drilling and completion of the initial Well to produce through such Planned CDP (the “Target Completion Date”). Following delivery of a Connection Notice with respect to a Planned CDP, Gatherer shall cause the necessary facilities to be constructed to connect such Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP by the date that is (i) in the case of a Planned CDP that (A) is located two miles or less from the then-existing Gathering System at the time of such Connection Notice and (B) the Target Completion Date for which is during the months of May through OctoberNotice, 90 105 Days after the date of Producer’s delivery of such Connection Notice and (ii) in the case of a Planned CDP that (A) is located greater than two miles from the then-existing Gathering System at the time of such Connection Notice or (B) the Target Completion Date for which is during the months of November through AprilNotice, 180 Days after the date of Producer’s delivery of such Connection Notice (such date, the “Completion Deadline”). Gatherer shall provide Producer notice promptly upon Gatherer’s becoming aware of any reason to believe that it may not be able to connect a Planned CDP to the Gathering System by the Completion Deadline therefor or to otherwise complete all facilities necessary to provide the full scope of the Services with respect to all Dedicated Saltwater produced through such Planned CDP by the Completion Deadline therefor. If and to the extent Gatherer is delayed in completing and making available such facilities by a Force Majeure event or any action of Producer that is inconsistent with the cooperation requirements of Section 3.63.5, then the Completion Deadline for such connection shall be extended for a period of time equal to that during which Gatherer’s completion and making available of such facilities was delayed by such events or actions. If Gatherer is unable to complete and make available such facilities are not completed and made available by the Completion Deadline (as may be extended in accordance with Section 3.4(b)), as Producer’s sole and exclusive remedies remedy for such delay: (i) Gatherer shall truck the Dedicated Saltwater produced through such CDP in accordance with Section 6.4 at Gatherer’s sole cost and expense from the Completion Deadline (but without giving any effect to any extension of the Completion Deadline as a result of Force Majeure) until the Gathering System is connected to such CDP; (ii) , at Producer’s option, the Dedicated Saltwater produced from the CDP and any future Xxxxx drilled within the same DSU or any portion thereof shall be permanently released from the dedication and commitment made by Producer under this Agreement; and (iii) Producer may exercise the rights described in Section 3.5. For the avoidance of doubt, Gatherer shall in all cases use reasonable efforts to cause the necessary facilities to be constructed to connect each Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP in accordance with this Section 3.3(b), and the limited remedies of Producer described immediately above do not limit Producer’s rights for a failure by Gatherer to perform its obligations. (c) To the extent that the CDP connection is required sooner than the Completion Deadline determined as set forth above, the Parties shall meet and discuss the issues and potential additional costs associated with acceleration of such connection, and shall use reasonable efforts to mutually agree upon an accelerated connection timing. If Producer is willing to pay for the additional costs involved with accelerating a connection, Gatherer shall use reasonable efforts to complete the CDP connection within such accelerated timing. (d) The Parties agree and acknowledge that Producer previously delivered Connection Notices to Gatherer with respect to certain Planned CDPs set forth in the Development Plan provided to Gatherer prior to the Effective Date. The Completion Deadline for each such Planned CDP shall be July 1, 2020.

CDP Connections. (a) Gatherer shall design and develop the Disposal System for the purpose of providing the Services as and when needed to support the upstream development of the Dedicated Acreage, and Gatherer shall be obligated, at its sole cost and expense, subject to the provisions of this Agreement, to procure, construct, install, own and operate the Disposal System so as to timely connect the Planned CDPs to the Gathering System, connect the Gathering System to Disposal Xxxxx and timely commence providing the full scope of the Services with SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH BRACKETS AND THREE ASTERISKS [***] respect to all Dedicated Saltwater produced from all CDPs, including the Planned CDPs from and after their connection to the Gathering System, all in accordance with this Section 3.3; provided that the foregoing shall not preclude Gatherer from also designing and developing the Gathering System to accommodate Third Party Saltwater. [Omitted]. (b) Producer shall from time to time give notice (a “Connection Notice”) to Gatherer of each CDP that Producer intends to construct and install (or a CDP that is subject to a Conflicting Dedication that has expired or will expire, or that Producer has terminated or will terminate, prior to the applicable Completion Deadline) through which Dedicated Saltwater will be produced (each, a “Planned CDP”). Each Connection Notice shall set forth the target completion date for drilling and completion of the initial Well to produce through such Planned CDP (the “Target Completion Date”). Following delivery of a Connection Notice with respect to a Planned CDP, Gatherer shall cause the necessary facilities to be constructed to connect such Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP by the date that is (i) in the case of a Planned CDP that (A) is located two miles or less from the then-existing Gathering System at the time of such Connection Notice and (B) the Target Completion Date for which is during the months of May through October, 90 Days after the date of Producer’s delivery of such Connection Notice and (ii) in the case of a Planned CDP that is (A) is located greater than two miles from the then-existing Gathering System at the time of such Connection Notice or (B) the Target Completion Date for which is during the months of November through April, 180 Days after the date of Producer’s delivery of such Connection Notice (such date, the “Completion Deadline”). Gatherer shall provide Producer notice promptly upon Gatherer’s becoming aware of any reason to believe that it may not be able to connect a Planned CDP to the Gathering System by the Completion Deadline therefor or to otherwise complete all facilities necessary to provide the full scope of the Services with respect to all Dedicated Saltwater produced through such Planned CDP by the Completion Deadline therefor. If and to the extent Gatherer is delayed in completing and making available such facilities by a Force Majeure event or any action of Producer that is inconsistent with the cooperation requirements of Section 3.63.5, then the Completion Deadline for such connection shall be extended for a period of time equal to that during which Gatherer’s completion and making available of such facilities was delayed by such events or actions. If Gatherer is unable to complete and make available such facilities are not completed and made available by the Completion Deadline (as may be extended in accordance with Section 3.4(b)), as Producer’s sole and exclusive remedies for such delay: (i) Gatherer shall truck the Dedicated Saltwater produced through such CDP in accordance with Section 6.4 at Gatherer’s sole cost and expense from the Completion Deadline (but without giving any effect to any extension of the Completion Deadline as a result of Force Majeure) until the Gathering System is connected to such CDP;; and (ii) at Producer’s option, the Dedicated Saltwater produced from the CDP and any future Xxxxx drilled within the same DSU or any portion thereof shall be permanently released from the dedication and commitment made by Producer under this Agreement; and (iii) Producer may exercise the rights described in Section 3.5. For the avoidance of doubtSPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, Gatherer shall in all cases use reasonable efforts to cause the necessary facilities to be constructed to connect each Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP in accordance with this Section 3.3(b), and the limited remedies of Producer described immediately above do not limit Producer’s rights for a failure by Gatherer to perform its obligations.AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH BRACKETS AND THREE ASTERISKS [***] (c) To the extent that the CDP connection is required sooner than the Completion Deadline determined as set forth above, the Parties shall meet and discuss the issues and potential additional costs associated with acceleration of such connection, and shall use reasonable efforts mutually to mutually agree upon an accelerated connection timing. If Producer is willing to pay for the additional costs involved with accelerating a connection, Gatherer shall use reasonable efforts to complete the CDP connection within such accelerated timing.

CDP Connections. (a) Gatherer shall design and develop the Disposal System for the purpose of providing the Services as and when needed to support the upstream development of the Dedicated Acreage, and Gatherer shall be obligated, at its sole cost and expense, subject to the provisions of this Agreement, to procure, construct, install, own and operate the Disposal System so as to timely connect the Planned CDPs to the Gathering System, connect the Gathering System to Disposal Xxxxx and timely commence providing the full scope of the Services with respect to all Dedicated Saltwater produced from all CDPs, including the Planned CDPs from and after their connection to the Gathering System, all in accordance with this Section 3.3; provided that the foregoing shall not preclude Gatherer from also designing and developing the Gathering System to accommodate Third Party Saltwater. [Omittedomitted]. (b) Producer shall from time to time give notice (a “Connection Notice”) to Gatherer of each CDP that Producer intends to construct and install (or a CDP that is subject to a Conflicting Dedication that has expired or will expire, or that Producer has terminated or will terminate, prior to the applicable Completion Deadline) through which Dedicated Saltwater will be produced (each, a “Planned CDP”). Each Connection Notice shall set forth the target completion date for drilling and completion of the initial Well to produce through such Planned CDP (the “Target Completion Date”). Following delivery of a Connection Notice with respect to a Planned CDP, Gatherer shall cause the necessary facilities to be constructed to connect such Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP by the date that is (i) in the case of a Planned CDP that (A) is located two miles or less from the then-existing Gathering System at the time of such Connection Notice and (B) the Target Completion Date for which is during the months of May through October, 90 Days after the date of Producer’s delivery of such Connection Notice and (ii) in the case of a Planned CDP that (A) is located greater than two miles from the then-existing Gathering System at the time of such Connection Notice or (B) the Target Completion Date for which is during the months of November through April, 180 Days after the date of Producer’s delivery of such Connection Notice (such date, the “Completion Deadline”). Gatherer shall provide Producer notice promptly upon Gatherer’s becoming aware of any reason to believe that it may not be able to connect a Planned CDP to the Gathering System by the Completion Deadline therefor or to otherwise complete all facilities necessary to provide the full scope of the Services with respect to all Dedicated Saltwater produced through such Planned CDP by the Completion Deadline therefor. If and to the extent Gatherer is delayed in completing and making available such facilities by a Force Majeure event or any action of Producer that is inconsistent with the cooperation requirements of Section 3.6, then the Completion Deadline for such connection shall be extended for a period of time equal to that during which Gatherer’s completion and making available of such facilities was delayed by such events or actions. If Gatherer is unable to complete and make available such facilities by the Completion Deadline (as may be extended in accordance with Section 3.4(b)), as Producer’s sole and exclusive remedies for such delay: (i) Gatherer shall truck the Dedicated Saltwater produced through such CDP in accordance with Section 6.4 at Gatherer’s sole cost and expense from the Completion Deadline (but without giving any effect to any extension of the Completion Deadline as a result of Force Majeure) until the Gathering System is connected to such CDP; (ii) at Producer’s option, the Dedicated Saltwater produced from the CDP and any future Xxxxx drilled within the same DSU or any portion thereof shall be permanently released from the dedication and commitment made by Producer under this Agreement; and (iii) Producer may exercise the rights described in Section 3.5. For the avoidance of doubt, Gatherer shall in all cases use reasonable efforts to cause the necessary facilities to be constructed to connect each Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP in accordance with this Section 3.3(b), and the limited remedies of Producer described immediately above do not limit Producer’s rights for a failure by Gatherer to perform its obligations. (c) To the extent that the CDP connection is required sooner than the Completion Deadline determined as set forth above, the Parties shall meet and discuss the issues and potential additional costs associated with acceleration of such connection, and shall use reasonable efforts to mutually agree upon an accelerated connection timing. If Producer is willing to pay for the additional costs involved with accelerating a connection, Gatherer shall use reasonable efforts to complete the CDP connection within such accelerated timing.

CDP Connections. (a) Gatherer shall design and develop the Disposal System for the purpose of providing the Services as and when needed to support the upstream development of the Dedicated Acreage, and Gatherer shall be obligated, at its sole cost and expense, subject to the provisions of this Agreement, to procure, construct, install, own and operate the Disposal System so as to timely connect the Planned CDPs to the Gathering System, connect the Gathering System to Disposal Xxxxx and timely commence providing the full scope of the Services with respect to all Dedicated Saltwater produced from all CDPs, including the Planned CDPs from and after their connection to the Gathering System, all in accordance with this Section 3.3; provided that the foregoing shall not preclude Gatherer from also designing and developing the Gathering System to accommodate Third Party Saltwater. [Omitted]. (b) Producer shall from time to time give notice (a “Connection Notice”) to Gatherer of each CDP that Producer intends to construct and install (or a CDP that is subject to a Conflicting Dedication that has expired or will expire, or that Producer has terminated or will terminate, prior to the applicable Completion Deadline) through which Dedicated Saltwater will be produced (each, a “Planned CDP”). Each Connection Notice shall set forth the target completion date for drilling and completion of the initial Well to produce through such Planned CDP (the “Target Completion Date”). Following delivery of a Connection Notice with respect to a Planned CDP, Gatherer shall cause the necessary facilities to be constructed to connect such Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP by the date that is (i) in the case of a Planned CDP that (A) is located two miles or less from the then-existing Gathering System at the time of such Connection Notice and (B) the Target Completion Date for which is during the months of May through October, 90 Days after the date of Producer’s delivery of such Connection Notice and (ii) in the case of a Planned CDP that (A) is located greater than two miles from the then-existing Gathering System at the time of such Connection Notice or (B) the Target Completion Date for which is during the months of November through April, 180 Days after the date of Producer’s delivery of such Connection Notice (such date, the “Completion Deadline”). Gatherer shall provide Producer notice promptly upon Gatherer’s becoming aware of any reason to believe that it may not be able to connect a Planned CDP to the Gathering System by the Completion Deadline therefor or to otherwise complete all facilities necessary to provide the full scope of the Services with respect to all Dedicated Saltwater produced through such Planned CDP by the Completion Deadline therefor. If and to the extent Gatherer is delayed in completing and making available such facilities by a Force Majeure event or any action of Producer that is inconsistent with the cooperation requirements of Section 3.63.5, then the Completion Deadline for such connection shall be extended for a period of time equal to that during which Gatherer’s completion and making available of such facilities was delayed by such events or actions. If Gatherer is unable to complete and make available such facilities are not completed and made available by the Completion Deadline (as may be extended in accordance with Section 3.4(b)), as Producer’s sole and exclusive remedies for such delay: (i) Gatherer shall truck the Dedicated Saltwater produced through such CDP in accordance with Section 6.4 at Gatherer’s sole cost and expense from the Completion Deadline (but without giving any effect to any extension of the Completion Deadline as a result of Force Majeure) until the Gathering System is connected to such CDP;; and (ii) at Producer’s option, the Dedicated Saltwater produced from the CDP and any future Xxxxx drilled within the same DSU or any portion thereof shall be permanently released from the dedication and commitment made by Producer under this Agreement; and (iii) Producer may exercise the rights described in Section 3.5. For the avoidance of doubt, Gatherer shall in all cases use reasonable efforts to cause the necessary facilities to be constructed to connect each Planned CDP to the Gathering System and to commence the Services with respect to Dedicated Saltwater produced from such Planned CDP in accordance with this Section 3.3(b), and the limited remedies of Producer described immediately above do not limit Producer’s rights for a failure by Gatherer to perform its obligations. (c) To the extent that the CDP connection is required sooner than the Completion Deadline determined as set forth above, the Parties shall meet and discuss the issues and potential additional costs associated with acceleration of such connection, and shall use reasonable efforts mutually to mutually agree upon an accelerated connection timing. If Producer is willing to pay for the additional costs involved with accelerating a connection, Gatherer shall use reasonable efforts to complete the CDP connection within such accelerated timing.