Common use of Equipment Transfers between the Partnership Entities and TETRA Entities Clause in Contracts

Equipment Transfers between the Partnership Entities and TETRA Entities. Notwithstanding anything to the contrary in this Agreement, any Partnership Entity or any TETRA Entity may, but shall be under no obligation to, sell, lease or like-kind exchange (each such sale, lease or exchange, for purposes of this Section 3.1, a “Transfer”) to any TETRA Entity or any Partnership Entity, respectively, and any TETRA Entity or any Partnership Entity may, but shall be under no obligation to, obtain from any Partnership Entity or any TETRA Entity, respectively, such newly fabricated or previously fabricated PES Equipment as is needed or desired by the obtaining entity to meet its production enhancement services obligations, in such amounts, in such conditions and for such periods of time, if applicable, as may be mutually agreed upon by TETRA and the General Partner; provided, however, that, in any such case, such Transfer is on terms that are (i) approved by the Conflicts Committee, (ii) no less favorable to the Partnership Group than those generally being provided to or available from non-affiliated third parties, as determined by the General Partner, or (iii) fair and reasonable to the Partnership Group, taking into account the totality of the relationships between the parties involved (including other transactions that may be particularly favorable or advantageous to the Partnership Group), as determined by the General Partner; provided, further, that, notwithstanding anything to the contrary in this Section 3.1, any TETRA Entity may purchase from any Partnership Entity newly fabricated PES Equipment only for a price that is not less than the Fabricated Cost plus the Fixed Margin Amount; and provided, further, that, notwithstanding anything to the contrary in this Section 3.1, any TETRA Entity may purchase from any Partnership Entity previously fabricated PES Equipment only for a price that is not less than the Net Book Value plus the Fixed Margin Amount.