Common use of Minimum Revenue Commitment Clause in Contracts

Minimum Revenue Commitment. During the Term and subject to the terms and conditions of this Agreement, HFRM agrees as follows: (i) Subject to Section 3, HFRM will transport on the Refined Product Pipelines and terminal in the Refined Product Terminals an amount of Refined Products in the aggregate that will produce revenue to HEP Operating in an amount at least equal to $11.706 million per Contract Quarter as of February 22, 2016, as such amount may be revised pursuant to Section 2(a)(ii) and Schedule I attached hereto (the “Minimum Revenue Commitment”). (ii) The Minimum Revenue Commitment shall be adjusted on the first day of each Contract Year by an amount equal to the upper change in the annual change rounded to four decimal places of the Producers Price Index-Commodities-Finished Goods, (PPI), et al. (“PPI”), produced by the U.S. Department of Labor, Bureaus of Labor Statistics. The series ID is WPUSOP3000 as of June 1, 2011 – located at xxxx://xxx.xxx.xxx/data/. The change factor shall be calculated as follows: annual PPI index (most current year) less annual PPI index (most current year minus 1) divided by annual PPI index (most current year minus 1). An example for year 2009 change is: [PPI (2008) – PPI (2007)] / PPI (2007) or (177.1 – 166.6) / 166.6 or .063 or 6.3%. If the PPI index change is negative in a given year then the annual change will be deemed to be “zero.” If the above index is no longer published, the Parties shall negotiate in good faith to agree on a new index that gives comparable protection against inflation, and the same method of adjustment for increases in the new index shall be used to calculate increases in the Minimum Revenue Commitment. If the Parties are unable to agree, a new index will be determined in accordance with the dispute resolution provisions of the Omnibus Agreement, and the same method of adjustment for increases in the new index shall be used to calculate increases in the Minimum Revenue Commitment. To evidence the Parties’ agreement to each adjusted Minimum Revenue the Parties may, but shall not be required to, execute an amended, modified, revised or updated Schedule I and attach it to this Agreement. If so executed, such amended, modified, revised or updated Schedule I shall be sequentially numbered (e.g. Schedule I-1, Schedule I-2, etc.), dated and appended as an additional schedule to this Agreement and shall replace the prior version of Schedule I in its entirety, except as specified therein. (iii) If HFRM is unable for a period of time to transport on the Refined Product Pipelines or terminal in the Refined Product Terminals the volumes of Refined Products required to meet the Minimum Revenue Commitment as a result of HEP Operating’s operational difficulties, prorationing or difficulties with pipeline connections, then upon written notice by HFRM to HEP Operating (which notice shall be given reasonably promptly after the occurrence of such difficulties or prorationing), the Minimum Revenue Commitment will be reduced for such period of time by an amount equal to: (1) the volume of Refined Products that HFRM was unable to transport on the Refined Product Pipelines or terminal in the Refined Product Terminals as a result of HEP Operating’s operational difficulties, prorationing or difficulties with pipeline connections, multiplied by (2) the applicable tariffs and terminal service fees. This Section 2(a)(iii) shall not apply in the event HEP Operating gives notice of a Force Majeure event in accordance with Section 3(b), in which case HFRM’s Minimum Revenue Commitment shall be suspended in accordance with and as provided in Section 3(b).

Minimum Revenue Commitment. During the Term term of this Agreement and subject to the terms and conditions of this Agreement, HFRM agrees the Xxxxx Entities agree as follows: (i) Subject to Section 3, HFRM for a term of 15 Contract Years commencing on the Effective Date, the Xxxxx Entities will transport on the Refined Intermediate Product Pipelines and terminal in the Refined Product Terminals an amount of Refined Intermediate Products in the aggregate that will produce revenue to HEP Operating the Partnership Entities in an amount at least equal to $11.706 million 2,956,500 per Contract Quarter as of February 22, 2016, as such amount may be revised pursuant to Section 2(a)(ii) and Schedule I attached hereto (the “"Minimum Revenue Commitment”"). Notwithstanding the foregoing, in the event that the Effective Date is any date other than the first day of a calendar quarter, then the Minimum Revenue Commitment for the initial Contract Quarter shall be prorated based upon the number of days actually in such calendar quarter and the initial Contract Quarter. (ii) The Minimum Revenue Commitment shall be adjusted on the first day July 1 of each Contract Year commencing on July 1, 2006, by an amount equal to the upper change percentage increase, if any, between the two preceding calendar years, in the annual change rounded to four decimal places of the Producers Producer Price Index-Commodities-Index for Finished Goods, (PPI)seasonally adjusted, et al. (“PPI”), produced as published by the U.S. Department of LaborLabor ("PPI"); provided, Bureaus however, that the Minimum Revenue Commitment will not decrease as a result of Labor Statistics. The series ID is WPUSOP3000 as of June 1, 2011 – located at xxxx://xxx.xxx.xxx/data/. The change factor shall be calculated as follows: annual PPI index (most current year) less annual PPI index (most current year minus 1) divided by annual PPI index (most current year minus 1). An example for year 2009 change is: [PPI (2008) – PPI (2007)] / PPI (2007) or (177.1 – 166.6) / 166.6 or .063 or 6.3%any decrease in the PPI. If the PPI index change is negative in a given year then the annual change will be deemed to be “zero.” If the above that index is no longer published, the Parties Xxxxx Entities and the Partnership Entities shall negotiate in good faith to agree on a new index that gives comparable protection against inflation, inflation and the same method of adjustment for increases in the new index shall be used to calculate increases in the Minimum Revenue Commitment. If the Parties Xxxxx Entities and the Partnership Entities are unable to agree, a new index will be determined by binding arbitration in accordance with the dispute resolution provisions Section 10(f) of the Omnibus Agreement, this Agreement and the same method of adjustment for increases in the new index shall be used to calculate increases in the Minimum Revenue Commitment. To evidence the Parties’ agreement to each adjusted Minimum Revenue the Parties may, but shall not be required to, execute an amended, modified, revised or updated Schedule I and attach it to this Agreement. If so executed, such amended, modified, revised or updated Schedule I shall be sequentially numbered (e.g. Schedule I-1, Schedule I-2, etc.), dated and appended as an additional schedule to this Agreement and shall replace the prior version of Schedule I in its entirety, except as specified therein. (iii) If HFRM is the Xxxxx Entities are unable for a period in excess of time thirty (30) consecutive days to transport on the Refined Intermediate Product Pipelines or terminal in the Refined Product Terminals the volumes of Refined Intermediate Products required to meet the Minimum Revenue Commitment as a result of HEP Operating’s the Partnership Entities' operational difficulties, prorationing prorationing, or difficulties with pipeline connectionsinability to provide the 72,000 bpd capacity, then upon written notice by HFRM the Xxxxx Entities to HEP Operating (which notice shall be given reasonably promptly after the occurrence of such difficulties or prorationing)Partnership Entities, the Minimum Revenue Commitment will be reduced for such period of time by an amount equal to: (1) the volume of Refined Intermediate Products that HFRM was the Xxxxx Entities are unable to transport on the Refined Intermediate Product Pipelines or terminal in the Refined Product Terminals as a result of HEP Operating’s the Partnership Entities' operational difficulties, prorationing or difficulties with pipeline connections, inability to provide the 72,000 bpd capacity multiplied by (2) the applicable tariffs and terminal service fees. This Section 2(a)(iii) shall not apply in the event HEP Operating gives notice of a Force Majeure event in accordance with Section 3(b), in which case HFRM’s Minimum Revenue Commitment shall be suspended in accordance with and as provided in Section 3(b)tariffs.

Minimum Revenue Commitment. During the Term and subject to the terms and conditions of this Agreement, HFRM agrees the Xxxxx Entities agree as follows: (i) Subject to Section 3, HFRM during the Term the Xxxxx Entities will transport on the Refined Intermediate Product Pipelines and terminal in the Refined Product Terminals an amount of Refined Intermediate Products in the aggregate that will produce revenue to HEP Operating the Partnership Entities in an amount at least equal to $11.706 million 2,956,500 per Contract Quarter as of February 22, 2016, as such amount may be revised pursuant to Section 2(a)(ii) and Schedule I attached hereto (the “Minimum Revenue Commitment”). Notwithstanding the foregoing, in the event that the Effective Date is any date other than the first day of a calendar quarter, then the Minimum Revenue Commitment for the initial Contract Quarter shall be prorated based upon the number of days actually in such calendar quarter and the initial Contract Quarter. (ii) The Minimum Revenue Commitment shall be adjusted on the first day July 1 of each Contract Year commencing July 1, 2010, by an amount equal to 75% of the upper change in the annual change rounded to four decimal places of the Producers Price Index-Commodities-Finished Goods, (PPI), et al. (“PPI”), produced by the U.S. Department of Labor, Bureaus of Labor Statistics. The series ID is WPUSOP3000 as of June 1December 31, 2011 – 2007 — located at xxxx://xxx.xxx.xxx/data/. The change factor shall be calculated as follows: annual PPI index (most current year) less annual PPI index (most current year minus 1) divided by annual PPI index (most current year minus 1). An example for year 2009 2006 change is: [PPI (20082005) – — PPI (20072004)] / PPI (20072004) or (177.1 – 166.6155.7 — 148.5) / 166.6 148.5 or .063 .0485 or 6.34.85%. If the PPI index change is negative in a given year then the annual change will be deemed to be “zero.” If the above index is no longer published, the Parties Xxxxx Entities and the Partnership Entities shall negotiate in good faith to agree on a new index that gives comparable protection against inflation, and the same method of adjustment for increases in the new index shall be used to calculate increases in the Minimum Revenue Commitment. If the Parties Xxxxx Entities and the Partnership Entities are unable to agree, a new index will be determined by binding arbitration in accordance with the dispute resolution provisions of the Omnibus AgreementSection 11(f), and the same method of adjustment for increases in the new index shall be used to calculate increases in the Minimum Revenue Commitment. To evidence the Partiesparties’ agreement to each adjusted Minimum Revenue Commitment, Xxxxx (on behalf of the Parties may, but Xxxxx Entities) and Xxxxx GP (on behalf of the Partnership Entities) shall not be required to, execute an amended, modified, revised or updated Schedule I and attach it to this Agreement. If so executed, such Such amended, modified, revised or updated Schedule I shall be sequentially numbered (e.g. Schedule I-1, Schedule I-2, etc.), dated and appended as an additional schedule to this Agreement and shall replace the prior version of Schedule I in its entirety, except as specified therein. (iii) If HFRM is the Xxxxx Entities are unable for a period in excess of time thirty (30) consecutive days to transport on the Refined Intermediate Product Pipelines or terminal in the Refined Product Terminals the volumes of Refined Intermediate Products required to meet the Minimum Revenue Commitment as a result of HEP Operating’s the Partnership Entities’ operational difficulties, prorationing prorationing, or difficulties with pipeline connectionsinability to provide the 100,000 bpd capacity, then upon written notice by HFRM the Xxxxx Entities to HEP Operating (which notice shall be given reasonably promptly after the occurrence of such difficulties or prorationing)Partnership Entities, the Minimum Revenue Commitment will be reduced for such period of time by an amount equal to: (1) the volume of Refined Intermediate Products that HFRM was the Xxxxx Entities are unable to transport on the Refined Intermediate Product Pipelines or terminal in the Refined Product Terminals as a result of HEP Operating’s the Partnership Entities’ operational difficulties, prorationing or difficulties with pipeline connections, inability to provide the 100,000 bpd capacity multiplied by (2) the applicable tariffs and terminal service feestariffs. This Section 2(a)(iii) shall not apply in the event HEP Operating gives notice of a Force Majeure event in accordance with Section 3(b)3, in which case HFRM’s the Xxxxx Entities’ Minimum Revenue Commitment shall be suspended in accordance with and as provided in Section 3(b)3.

Minimum Revenue Commitment. During the Term term of this Agreement and subject to the terms and conditions of this Agreement, HFRM the Xxxxx Group agrees as follows: (i) Subject to Section 3, HFRM for a term of 15 Contract Years commencing on July 13, 2004, the Xxxxx Group will transport on the Refined Product Pipelines and terminal in the Refined Product Terminals an amount of Refined Products in the aggregate that will produce revenue to HEP Operating the Partnership Group in an amount at least equal to $11.706 8.85 million per Contract Quarter as of February 22, 2016, as such amount may be revised pursuant to Section 2(a)(ii) and Schedule I attached hereto (the “"Minimum Revenue Commitment”"). (ii) The Minimum Revenue Commitment shall be adjusted on the first day July 1 of each Contract Year by an amount equal to the upper change percentage increase, if any, between the two preceding calendar years, in the annual change rounded to four decimal places of the Producers Producer Price Index-Commodities-Index for Finished Goods, (PPI)seasonally adjusted, et al. (“PPI”), produced as published by the U.S. Department of LaborLabor ("PPI"); provided, Bureaus however, that the Minimum Revenue Commitment will not decrease as a result of Labor Statistics. The series ID is WPUSOP3000 as of June 1, 2011 – located at xxxx://xxx.xxx.xxx/data/. The change factor shall be calculated as follows: annual PPI index (most current year) less annual PPI index (most current year minus 1) divided by annual PPI index (most current year minus 1). An example for year 2009 change is: [PPI (2008) – PPI (2007)] / PPI (2007) or (177.1 – 166.6) / 166.6 or .063 or 6.3%any decrease in the PPI. If the PPI index change is negative in a given year then the annual change will be deemed to be “zero.” If the above that index is no longer published, the Parties Xxxxx Group and the Partnership Group shall negotiate in good faith to agree on a new index that gives comparable protection against inflation, inflation and the same method of adjustment for increases in the new index shall be used to calculate increases in the Minimum Revenue Commitment. If the Parties Xxxxx Group and the Partnership Group are unable to agree, a new index will be determined by binding arbitration in accordance with the dispute resolution provisions Section 10(f) of the Omnibus Agreement, this Agreement and the same method of adjustment for increases in the new index shall be used to calculate increases in the Minimum Revenue Commitment. To evidence the Parties’ agreement to each adjusted Minimum Revenue the Parties may, but shall not be required to, execute an amended, modified, revised or updated Schedule I and attach it to this Agreement. If so executed, such amended, modified, revised or updated Schedule I shall be sequentially numbered (e.g. Schedule I-1, Schedule I-2, etc.), dated and appended as an additional schedule to this Agreement and shall replace the prior version of Schedule I in its entirety, except as specified therein. (iii) If HFRM the Xxxxx Group is unable for a period of time to transport on the Refined Product Pipelines or terminal in the Refined Product Terminals the volumes of Refined Products required to meet the Minimum Revenue Commitment as a result of HEP Operating’s the Partnership Group's operational difficulties, prorationing or difficulties with pipeline connections, then upon written notice by HFRM Xxxxx to HEP Operating (which notice shall be given reasonably promptly after the occurrence of such difficulties or prorationing)Partnership Group, the Minimum Revenue Commitment will be reduced for such period of time by an amount equal to: (1) the volume of Refined Products that HFRM was the Xxxxx Group is unable to transport on the Refined Product Pipelines or terminal in the Refined Product Terminals as a result of HEP Operating’s the Partnership Group's operational difficulties, prorationing or difficulties with pipeline connections, connections multiplied by (2) the applicable tariffs and terminal service fees. This Section 2(a)(iii) shall not apply in the event HEP Operating gives notice of a Force Majeure event in accordance with Section 3(b), in which case HFRM’s Minimum Revenue Commitment shall be suspended in accordance with and as provided in Section 3(b).

Minimum Revenue Commitment. During the Term and subject to the terms and conditions of this Agreement, HFRM agrees the Xxxxx Entities agree as follows: (i) Subject to Section 3, HFRM the Xxxxx Entities will transport on the Refined Product Pipelines and terminal in the Refined Product Terminals an amount of Refined Products in the aggregate that will produce revenue to HEP Operating the Partnership Entities in an amount at least equal to $11.706 8.85 million per Contract Quarter as of February 22, 2016, as such amount may be revised pursuant to Section 2(a)(ii) and Schedule I attached hereto (the “Minimum Revenue Commitment”). (ii) The Minimum Revenue Commitment shall be adjusted on the first day of each Contract Year by an amount equal to the upper change in the annual change rounded to four decimal places of the Producers Price Index-Commodities-Finished Goods, (PPI), et al. (“PPI”), produced by the U.S. Department of Labor, Bureaus of Labor Statistics. The series ID is WPUSOP3000 as of June 1December 31, 2011 – 2007 — located at xxxx://xxx.xxx.xxx/data/. The change factor shall be calculated as follows: annual PPI index (most current year) less annual PPI index (most current year minus 1) divided by annual PPI index (most current year minus 1). An example for year 2009 2006 change is: [PPI (20082005) – — PPI (20072004)] / PPI (20072004) or (177.1 – 166.6155.7 — 148.5) / 166.6 148.5 or .063 .0485 or 6.34.85%. If the PPI index change is negative in a given year then the annual change will be deemed to be “zero.” If the above index is no longer published, the Parties Xxxxx Entities and the Partnership Entities shall negotiate in good faith to agree on a new index that gives comparable protection against inflation, and the same method of adjustment for increases in the new index shall be used to calculate increases in the Minimum Revenue Commitment. If the Parties Xxxxx Entities and the Partnership Entities are unable to agree, a new index will be determined by binding arbitration in accordance with the dispute resolution provisions of the Omnibus AgreementSection 12(f), and the same method of adjustment for increases in the new index shall be used to calculate increases in the Minimum Revenue Commitment. To evidence the Parties’ agreement to each adjusted Minimum Revenue the Parties may, but shall not be required to, execute an amended, modified, revised or updated Schedule I and attach it to this Agreement. If so executed, such Such amended, modified, revised or updated Schedule I shall be sequentially numbered (e.g. Schedule I-1, Schedule I-2, etc.), dated and appended as an additional schedule to this Agreement and shall replace the prior version of Schedule I in its entirety, except as specified therein. (iii) If HFRM is the Xxxxx Entities are unable for a period of time to transport on the Refined Product Pipelines or terminal in the Refined Product Terminals the volumes of Refined Products required to meet the Minimum Revenue Commitment as a result of HEP Operating’s the Partnership Entities’ operational difficulties, prorationing or difficulties with pipeline connections, then upon written notice by HFRM the Xxxxx Entities to HEP Operating the Partnership Entities (which notice shall be given reasonably promptly after the occurrence of such difficulties or prorationing), the Minimum Revenue Commitment will be reduced for such period of time by an amount equal to: (1) the volume of Refined Products that HFRM was the Xxxxx Entities were unable to transport on the Refined Product Pipelines or terminal in the Refined Product Terminals as a result of HEP Operating’s the Partnership Entities’ operational difficulties, prorationing or difficulties with pipeline connections, multiplied by (2) the applicable tariffs and terminal service fees. This Section 2(a)(iii) shall not apply in the event HEP Operating gives the Partnership Entities give notice of a Force Majeure event in accordance with Section 3(b), in which case HFRM’s the Xxxxx Entities’ Minimum Revenue Commitment shall be suspended in accordance with and as provided in Section 3(b).