Common use of Minimum Tankage Revenue Commitment; Tankage Tariffs Clause in Contracts

Minimum Tankage Revenue Commitment; Tankage Tariffs. During the Term and subject to the terms and conditions of this Agreement, Frontier Cheyenne agrees as follows: (i) Subject to Section 4, Frontier Cheyenne shall pay Cheyenne Logistics throughput fees associated with the Tankage that will satisfy the Minimum Tankage Revenue Commitment in exchange for Cheyenne Logistics providing Frontier Cheyenne a minimum of 41,000 bpd barrels of aggregate capacity in the Tankage. The “Minimum Tankage Revenue Commitment” shall be an amount of revenue to Cheyenne Logistics for each Contract Quarter determined by multiplying the Minimum Tankage Throughput by the Tankage Base Tariff as such Tankage Base Tariff may be revised pursuant to Section 2(b)(iii), Section 2(m), and Section 2(n). Notwithstanding the foregoing, in the event that the Closing Date is any date other than the first day of a Contract Quarter, then the Minimum Tankage Revenue Commitment for the initial Contract Quarter shall be prorated based upon the number of days actually in such Contract Quarter and the initial Contract Quarter. Subject to (i) any Applicable Law and (ii) technical specifications of the Tankage, Frontier Cheyenne may request that Cheyenne Logistics change the service of any of the Tankage from storage of one Product to storage of a different Product. If Cheyenne Logistics agrees to such request, Frontier Cheyenne shall indemnify and hold Cheyenne Logistics harmless from and against all costs and expenses associated with any such changing of service including but not limited to costs of complying with any Applicable Law affecting such change of service. (ii) Tankage throughput shall be determined by the sum of Products shipped by the Refinery but not including shipments of coke and sulfur. For the avoidance of doubt, no Tankage throughput fees shall be paid for movements of Products within the Refinery. Frontier Cheyenne shall pay the Tankage Base Tariff for each throughput barrel up to and including the Tankage Incentive Tariff Threshold. If the average FIRST AMENDED AND RESTATED TANKAGE, LOADING RACK AND CRUDE OIL RECEIVING THROUGHPUT AGREEMENT (CHEYENNE) throughput for any Contract Quarter exceeds the Tankage Incentive Tariff Threshold attributable to such Contract Quarter then, for each throughput barrel in excess of the Tankage Incentive Tariff Threshold, Frontier Cheyenne shall pay Cheyenne Logistics throughput fees in the amount of the Tankage Incentive Tariff as such amount may be revised pursuant to Section 2(b)(iii) or Section 2(m). (iii) The Tankage Base Tariff and Tankage Incentive Tariff shall each be adjusted on July 1 of each calendar year commencing on July 1, 2012, by an amount equal to the upper change in the annual change rounded to four decimal places of the PPI following the same procedure as set forth in Section 2(a)(iii) above (including the provisions regarding binding arbitration); provided that the Tankage Base Tariff and Tankage Incentive Tariff shall never be increased by more than 3% for any such calendar year. To evidence the Parties’ agreement to each adjusted Tankage Base Tariff and Tankage Incentive Tariff, the Parties shall execute an amended, modified, revised or updated Schedule II and attach it to this Agreement. Such amended, modified, revised or updated Schedule II shall be sequentially numbered (e.g. Schedule II-1, Schedule II-2, etc.), dated and appended as an additional schedule to this Agreement and shall replace the prior version of Schedule II in its entirety after its date of effectiveness. (iv) If Frontier Cheyenne is unable to deliver to the Tankage the volumes of Refined Products required to meet the Minimum Tankage Revenue Commitment as a result of Cheyenne Logistics’ operational difficulties, prorationing or the inability to provide sufficient capacity, then the Minimum Tankage Revenue Commitment applicable to the Contract Quarter during which Frontier Cheyenne is unable to deliver such volumes of Refined Products will be reduced by an amount equal to: (A) the volume of Refined Products that Frontier Cheyenne was unable to deliver to the Tankage (but not to exceed the Minimum Tankage Throughput), as a result of Cheyenne Logistics’ operational difficulties, prorationing or inability to provide sufficient capacity to achieve the Minimum Tankage Throughput, multiplied by (B) the Tankage Base Tariff. This Section 2(b)(iv) shall not apply in the event Cheyenne Logistics gives notice of a Force Majeure event in accordance with Section 4, in which case the Minimum Tankage Revenue Commitment shall be suspended in accordance with and as provided in Section 4.

Minimum Tankage Revenue Commitment; Tankage Tariffs. During the Term and subject to the terms and conditions of this Agreement, Frontier Cheyenne agrees as follows: (i) Subject to Section 4, Frontier Cheyenne shall pay Cheyenne Logistics throughput fees associated with the Tankage that will satisfy the Minimum Tankage Revenue Commitment in exchange for Cheyenne Logistics providing Frontier Cheyenne a minimum of 41,000 bpd barrels of aggregate capacity in the Tankage. The “Minimum Tankage Revenue Commitment” shall be an amount of revenue to Cheyenne Logistics for each Contract Quarter determined by multiplying the Minimum Tankage Throughput by the Tankage Base Tariff as such Tankage Base Tariff may be revised pursuant to Section 2(b)(iii), Section 2(m), and Section 2(n). Notwithstanding the foregoing, in the event that the Closing Date is any date other than the first day of a Contract Quarter, then the Minimum Tankage Revenue Commitment for the initial Contract Quarter shall be prorated based upon the number of days actually in such Contract Quarter and the initial Contract Quarter. Subject to (i) any Applicable Law and (ii) technical specifications of the Tankage, Frontier Cheyenne may request that Cheyenne Logistics change the service of any of the Tankage from storage of one Product to storage of a different Product. If Cheyenne Logistics agrees to such request, Frontier Cheyenne shall indemnify and hold Cheyenne Logistics harmless from and against all costs and expenses associated with any such changing of service including but not limited to costs of complying with any Applicable Law affecting such change of service. (ii) Tankage throughput shall be determined by the sum of Products shipped by the Refinery but not including shipments of coke and sulfur. For the avoidance of doubt, no Tankage throughput fees shall be paid for movements of Products within the Refinery. Frontier Cheyenne shall pay the Tankage Base Tariff for each throughput barrel up to and including the Tankage Incentive Tariff Threshold. If the average FIRST AMENDED AND RESTATED TANKAGE, LOADING RACK AND CRUDE OIL RECEIVING THROUGHPUT AGREEMENT (CHEYENNE) throughput for any Contract Quarter exceeds the Tankage Incentive Tariff Threshold attributable to such Contract Quarter then, for each throughput barrel in excess of the Tankage Incentive Tariff Threshold, Frontier Cheyenne shall pay Cheyenne Logistics throughput fees in the amount of the Tankage Incentive Tariff as such amount may be revised pursuant to Section 2(b)(iii) or Section 2(m). (iii) The Tankage Base Tariff and Tankage Incentive Tariff shall each be adjusted on July 1 of each calendar year commencing on July 1, 2012, by an amount equal to the upper change in the annual change rounded to four decimal places of the PPI following the same procedure as set forth in Section 2(a)(iii) above (including the provisions regarding binding arbitration); provided that the Tankage Base Tariff and Tankage Incentive Tariff shall never be increased by more than 3% for any such calendar year. To evidence the Parties’ agreement to each adjusted Tankage Base Tariff and Tankage Incentive Tariff, the Parties shall execute an amended, modified, revised or updated Schedule II and attach it to this Agreement. Such amended, modified, revised or updated Schedule II shall be sequentially numbered (e.g. Schedule II-1, Schedule II-2, etc.), dated and appended as an additional schedule to this Agreement and shall replace the prior version of Schedule II in its entirety after its date of effectiveness. (iv) If Frontier Cheyenne is unable to deliver to the Tankage the volumes of Refined Products required to meet the Minimum Tankage Revenue Commitment as a result of Cheyenne Logistics’ operational difficulties, prorationing or the inability to provide sufficient capacity, then the Minimum Tankage Revenue Commitment applicable to the Contract Quarter during which Frontier Cheyenne is unable to deliver such volumes of Refined Products will be reduced by an amount equal to: (A) the volume of Refined Products that Frontier Cheyenne was unable to deliver to the Tankage (but not to exceed the Minimum Tankage Throughput), as a result of Cheyenne Logistics’ operational difficulties, prorationing or inability to provide sufficient capacity to achieve the Minimum Tankage Throughput, multiplied by (B) the Tankage Base Tariff. This Section 2(b)(iv) shall not apply in the event Cheyenne Logistics gives notice of a Force Majeure event in accordance with Section 4, in which case the Minimum Tankage Revenue Commitment shall be suspended in accordance with and as provided in Section 4.

Minimum Tankage Revenue Commitment; Tankage Tariffs. During the Term and subject to the terms and conditions of this Agreement, Frontier Cheyenne Xxxxx Tulsa agrees as follows: (i) Subject to Section 4, Frontier Cheyenne Xxxxx Tulsa shall pay Cheyenne Logistics HEP Tulsa throughput fees associated with the Tankage that will satisfy the Minimum Tankage Revenue Commitment in exchange for Cheyenne Logistics HEP Tulsa providing Frontier Cheyenne Xxxxx Tulsa a minimum of 41,000 bpd 1,362,500 barrels of aggregate capacity in the Tankage. The “Minimum Tankage Revenue Commitment” shall be an amount of revenue to Cheyenne Logistics HEP Tulsa for each Contract Quarter determined by multiplying the Minimum Tankage Throughput by the Tankage Base Tariff as such Tankage Base Tariff may be revised pursuant to Section 2(b)(iii), Section 2(m), and Section 2(n). Notwithstanding the foregoing, in the event that the Closing Date Effective Time is any date other than the first day of a Contract Quarter, then the Minimum Tankage Revenue Commitment for the initial Contract Quarter shall be prorated based upon the number of days actually in such Contract Quarter contract quarter and the initial Contract Quarter. Subject to (i) any Applicable Law and (ii) technical specifications of the Tankage, Frontier Cheyenne Xxxxx Tulsa may request that Cheyenne Logistics HEP Tulsa change the service of any of the Tankage from storage of one Product to storage of a different Product. If Cheyenne Logistics agrees to such request; provided, Frontier Cheyenne however, that Xxxxx Tulsa shall indemnify and hold Cheyenne Logistics HEP Tulsa harmless from and against all costs and expenses associated with any such changing of service including but not limited to costs of complying with any Applicable Law affecting such change of service. (ii) Tankage throughput shall be determined by the sum of Refined Products shipped by on the Refinery but not including shipments of coke Pipelines and sulfur. For loaded at the avoidance of doubt, no Tankage throughput fees shall be paid for movements of Products within the Refinery. Frontier Cheyenne shall pay the Tankage Base Tariff for each throughput barrel up to and including the Tankage Incentive Tariff ThresholdLoading Racks. If the average FIRST AMENDED AND RESTATED TANKAGE, LOADING RACK AND CRUDE OIL RECEIVING THROUGHPUT AGREEMENT (CHEYENNE) throughput for any Contract Quarter exceeds the Minimum Tankage Incentive Tariff Threshold Throughput attributable to such Contract Quarter then, (i) for each throughput barrel in excess of the Minimum Tankage Incentive Tariff ThresholdThroughput but less than or equal to the Tankage Excess Throughput, Frontier Cheyenne Xxxxx Tulsa shall pay Cheyenne Logistics HEP Tulsa throughput fees in the amount of the Tankage Incentive Tariff as such amount may be revised pursuant to Section 2(b)(iii) or and (ii) for each throughput barrel in excess of the Tankage Excess Throughput, Xxxxx Tulsa shall pay HEP Tulsa throughput fees in the amount of the Tankage Excess Tariff as such amount may be revised pursuant to Section 2(m2(b)(iii). (iii) The Tankage Base Tariff Tariff, Tankage Incentive Tariff, and Tankage Incentive Excess Tariff shall each be adjusted on July 1 of each calendar year commencing on July 1, 20122011, by an amount equal to the upper change in the annual change rounded to four decimal places of the PPI following the same procedure as set forth in Section 2(a)(iii2(a)(ii) above (including the provisions regarding binding arbitration); provided that the Tankage Base Tariff Tariff, Tankage Incentive Tariff, and Tankage Incentive Excess Tariff shall never be increased by more than 3% for any such calendar year. To evidence the Parties’ agreement to each adjusted Tankage Base Tariff Tariff, Tankage Incentive Tariff, and Tankage Incentive Excess Tariff, the Parties shall execute an amended, modified, revised or updated Schedule II and attach it to this Agreement. Such amended, modified, revised or updated Schedule II shall be sequentially numbered (e.g. Schedule II-1, Schedule II-2, etc.), dated and appended as an additional schedule to this Agreement and shall replace the prior version of Schedule II in its entirety after its date of effectivenessentirety. (iv) If Frontier Cheyenne Xxxxx Tulsa is unable to deliver to the Tankage the volumes of Refined Products required to meet the Minimum Tankage Revenue Commitment as a result of Cheyenne Logistics’ HEP Tulsa’s operational difficulties, prorationing or the inability to provide sufficient capacity, then the Minimum Tankage Revenue Commitment applicable to the Contract Quarter during which Frontier Cheyenne Xxxxx Tulsa is unable to deliver such volumes of Refined Products will be reduced by an amount equal to: (A) the volume of Refined Products that Frontier Cheyenne Xxxxx Tulsa was unable to deliver to the Tankage (but not to exceed the Minimum Tankage Throughput), as a result of Cheyenne Logistics’ HEP Tulsa’s operational difficulties, prorationing or inability to provide sufficient capacity to achieve the Minimum Tankage Throughput, multiplied by (B) the Tankage Base Tariff. This Section 2(b)(iv) shall not apply in the event Cheyenne Logistics HEP Tulsa gives notice of a Force Majeure event in accordance with Section 4, in which case the Minimum Tankage Revenue Commitment shall be suspended in accordance with and as provided in Section 4.