Feedstock Counterparty Claims Sample Clauses

Feedstock Counterparty Claims. At the request of Vitol, BKRF will provide reasonable assistance to Vitol with defending any claims made by a Feedstock Counterparty or transporter of the Feedstock against Vitol, and enforcing any claims that Vitol may bring against any such Person related to the Feedstock, in each case which is the subject of any Third Party Feedstock Contract (including (but not in replacement of any Liabilities of Vitol under Section 3.13) that any Feedstock delivered fails to meet the Feedstock Specifications). In all such instances wherein claims are made by a Third Party against Vitol, all such claims and associated Liabilities shall be for the account of Vitol, and if BKRF is joined in any proceeding arising under a Third Party Feedstock Contract or transportation contract related to the specific Feedstock to be or which was supplied under any such Third Party Feedstock Contract, BKRF shall have the rights afforded to it as an Indemnified Party under Article IX, subject to the restrictions set forth in Article IX. Any obligation of Vitol to replace any Off-Specification Feedstock rejected by BKRF shall be an obligation of Vitol separate and apart from Vitol’s rights against any Feedstock Counterparty under a Third Party Feedstock Contract.
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Related to Feedstock Counterparty Claims

  • Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement:

  • Force Majeure If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. Choice of Law The Agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from this procurement process, however described, shall be governed by, construed and enforced in accordance with the laws of the State of Texas, regardless of any conflict of laws principles. Venue, Jurisdiction and Service of Process Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. Venue for any dispute resolution process, other than litigation, between TIPS and the Vendor shall be located in Camp or Xxxxx County, Texas.

  • Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three

  • Entire Agreement This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter contained in this Agreement and supersedes all prior agreements, understandings and negotiations between the parties.

  • WHEREAS the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of New York.

  • Termination This Agreement may be terminated at any time prior to the Closing:

  • Counterparts This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

  • Waiver The waiver by any party hereto of a breach of any provision of this Agreement shall not operate or be construed as a waiver of any other or subsequent breach.

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