Delivery and Transportation by DKL Sample Clauses

Delivery and Transportation by DKL. (i) To the extent the Transportation Services are performed by DKL, Delek shall pay DKL in accordance with the rates and charges for the specified Product and distance travelled as listed in Exhibit A (the “Rates”) attached hereto and made part hereof for all such Transportation Services requested by Delek. In the event DKL provides or causes to be provided Transportation Services for Delek which are not covered by the terms of Exhibit A, Delek agrees to pay reasonable rates and charges for such Transportation Services to be mutually agreed upon by Delek and DKL. In determining reasonable rates and charges for such Transportation Services, the Parties shall negotiate in good faith and consider the then prevailing level of market rates and charges being quoted and assessed for like Transportation Services in the same geographic area. (ii) On January 1 of each year of the Term, beginning on January 1, 2021, the Rates shall be adjusted to equal the greater of (i) the Rates listed in Exhibit A and effective on the date of this Agreement, and (ii) the Reference Rates. The Reference Rates shall be adjusted on January 1 of each year of the Term, beginning on January 1, 2021, by a percentage equal to the year-to-year change in the CPI-U (All Urban Consumers), as reported by the U.S. Bureau of Labor Statistics. DKL shall notify Delek within a reasonable period following any such adjustments in the Rates (and the Reference Rates) pursuant to this Section 3(a)(ii). (iii) During the Term of this Agreement, if new laws or regulations are enacted that require DKL to make unanticipated capital expenditures in excess of $[***] over a one year period with respect to the Transportation Services, the Parties will renegotiate the Rates in good faith in order to compensate DKL on account of such incremental capital costs in excess of $[***] per year (or, in lieu of such compensation, Delek shall have the right to, at its option, reimburse DKL for such incremental capital costs in excess of $[***] per year, in which case no renegotiation of the Rates shall be required hereunder). The Parties shall use commercially reasonable efforts to mitigate the impact of, and comply with, such new laws or regulations. If Delek and DKL are unable to agree upon renegotiated Rates, the renegotiated Rates will be determined by arbitration in accordance with Section 19(m).
Sample 1
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Related to Delivery and Transportation by DKL

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  • Proxies and Notices; Compliance with the Shareholders Communication Act of 1985 The Custodian shall deliver or cause to be delivered to the appropriate Fund all forms of proxies, all notices of meetings, and any other notices or announcements affecting or relating to Securities owned by such Fund that are received by the Custodian, any Subcustodian, or any nominee of either of them, and, upon receipt of Instructions, the Custodian shall execute and deliver, or cause such Subcustodian or nominee to execute and deliver, such proxies or other authorizations as may be required. Except as directed pursuant to Instructions, neither the Custodian nor any Subcustodian or nominee shall vote upon any such Securities, or execute any proxy to vote thereon, or give any consent or take any other action with respect thereto. The Custodian will not release the identity of any Fund to an issuer which requests such information pursuant to the Shareholder Communications Act of 1985 for the specific purpose of direct communications between such issuer and any such Fund unless a particular Fund directs the Custodian otherwise in writing.

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  • Compliance with Applicable Laws; Distribution of Prospectus and Reports; Confirmations In connection with its respective activities hereunder, each party agrees to abide by the Conduct Rules of FINRA and all other rules of self-regulatory organizations of which the relevant party is a member, as well as all laws, rules and regulations, including federal and state securities laws, that are applicable to the relevant party (and its associated persons) from time to time in connection with its activities hereunder (“Applicable Laws”). You are authorized to distribute to your customers the current Prospectus, as well as any supplemental sales material received from the Fund or the Distributor (acting on behalf of the Fund) (on the terms and for the period specified by us or stated in such material). You are not authorized to distribute, furnish or display any other sales or promotional material relating to a Fund without our prior written approval, but you may identify the Funds in a listing of mutual funds available through you to your customers. Unless otherwise mutually agreed in writing, you shall deliver or cause to be delivered to each customer who purchases shares of any Funds from or through you, copies of all annual and interim reports, proxy solicitation materials, and any other information and materials relating to such Funds and prepared by or on behalf of the Funds or us. If required by Rule 10b-10 under the Securities Exchange Act or other Applicable Laws, you shall send or cause to be sent confirmations or other reports to your customers containing such information as may be required by Applicable Laws.

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  • COMPLIANCE WITH OCCUPATIONAL SAFETY AND HEALTH By submission of a bid in response to this solicitation, the Bidder certifies that all material, equipment, etc., contained in their bid meets all OSHA requirements. Bidder further certifies that if they are the awarded Contractor, and the material, equipment, etc., delivered is subsequently found to be deficient in any OSHA requirements in effect on date of delivery, all costs necessary to bring the material, equipment, etc., into compliance with the aforementioned requirements shall be borne by the Contractor.

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