Common use of Notice of Violation under Environmental Permits; RCRA Order Clause in Contracts

Notice of Violation under Environmental Permits; RCRA Order. The Parties agree that, because El Dorado Logistics or one of its Affiliates is operating certain assets at the Refinery pursuant to permits, licenses, registrations or other operating authorizations (collectively, “Environmental Permits”) issued to HollyFrontier or one of its Affiliates under Environmental Laws, in the event that HollyFrontier or one of such Affiliates receives a notice of violation or enforcement action from the U.S. Environmental Protection Agency or a state agency alleging non-compliance with such Environmental Permits, and such non-compliance relates to the El Dorado Assets, then El Dorado Logistics (and not HollyFrontier or its Affiliates), will be responsible for responding to any such notice of violation or enforcement action. The applicable HollyFrontier Entity shall have the right, but not the duty, to be fully informed and to participate in the prosecution and/or settlement of any notice of violation or enforcement action relating to the El Dorado Assets. Additionally, the Parties Agree that Frontier El Dorado will retain responsibility for complying with the terms of the RCRA Order, including all obligations that apply or relate to the El Dorado Assets. The Parties acknowledge that any costs, penalties, fines or losses associated with responses to any notices of violation or enforcement action under any such Environmental Permits or the RCRA Order may be the subject of indemnification under the Omnibus Agreement (and nothing in this Section 2(q) shall be deemed to change, amend or expand the Parties’ obligations under such Omnibus Agreement provisions other than with regard to the obligation to respond to such notice of violation or enforcement). El Dorado Logistics will and will cause its Affiliates to cooperate with and support Frontier El Dorado and its Affiliates in satisfying any applicable compliance and reporting obligations under the RCRA Order or Environmental Permits as they relate to the El Dorado Assets and does hereby authorize Frontier El Dorado to submit all reports, certifications and other compliance related submissions on its behalf in satisfaction of such compliance and reporting obligations. El Dorado Logistics confirms that it has received a copy of the RCRA Order. The Parties agree that, if, as a result of future circumstances or construction, it becomes necessary for the Parties to obtain additional Environmental Permits that relate to assets that will be located at the Refinery but owned by an HEP Entity, and the Parties agree that such Environmental Permit shall be held by or in the name of a HollyFrontier Entity, then such Environmental Permit shall be subject to the provisions of this Section 2(q) to the same extent as if the assets to which such Environmental Permits relate were El Dorado Assets.

Notice of Violation under Environmental Permits; RCRA Order. The Parties agree that, because El Dorado Cheyenne Logistics or one of its Affiliates is operating certain assets at the Refinery pursuant to permits, licenses, registrations or other operating authorizations (collectively, “Environmental Permits”) issued to HollyFrontier or one of its Affiliates under Environmental Laws, in the event that HollyFrontier or one of such Affiliates receives a notice of violation or enforcement action from the U.S. Environmental Protection Agency or a state agency alleging non-compliance with such Environmental Permits, and such non-compliance relates to the El Dorado Cheyenne Assets, then El Dorado Cheyenne Logistics (and not HollyFrontier or its Affiliates), will be responsible for responding to any such notice of violation or enforcement action. The applicable HollyFrontier Entity shall have the right, but not the duty, to be fully informed and to participate in the prosecution and/or settlement of any notice of violation or enforcement action relating to the El Dorado Cheyenne Assets. Additionally, the Parties Agree that Frontier El Dorado Cheyenne will retain responsibility for complying with the terms of the RCRA Order, including all obligations that apply or relate to the El Dorado Cheyenne Assets. The Parties acknowledge that any costs, penalties, fines Tankage, Loading Rack and Crude Oil Receiving Throughput Agreement (Cheyenne) or losses associated with responses to any notices of violation or enforcement action under any such Environmental Permits or the RCRA Order may be the subject of indemnification under the Omnibus Agreement (and nothing in this Section 2(q) shall be deemed to change, amend or expand the Parties’ obligations under such Omnibus Agreement provisions other than with regard to the obligation to respond to such notice of violation or enforcement). El Dorado Cheyenne Logistics will and will cause its Affiliates to cooperate with and support Frontier El Dorado Cheyenne and its Affiliates in satisfying any applicable compliance and reporting obligations under the RCRA Order or Environmental Permits as they relate to the El Dorado Cheyenne Assets and does hereby authorize Frontier El Dorado Cheyenne to submit all reports, certifications and other compliance related submissions on its behalf in satisfaction of such compliance and reporting obligations. El Dorado Cheyenne Logistics confirms that it has received a copy of the RCRA Order. The Parties agree that, if, as a result of future circumstances or construction, it becomes necessary for the Parties to obtain additional Environmental Permits that relate to assets that will be located at the Refinery but owned by an HEP Entity, and the Parties agree that such Environmental Permit shall be held by or in the name of a HollyFrontier Entity, then such Environmental Permit shall be subject to the provisions of this Section 2(q) to the same extent as if the assets to which such Environmental Permits relate were El Dorado are Cheyenne Assets.

Notice of Violation under Environmental Permits; RCRA Order. The Parties agree that, because El Dorado Cheyenne Logistics or one of its Affiliates is operating certain assets at the Refinery FIRST AMENDED AND RESTATED TANKAGE, LOADING RACK AND CRUDE OIL RECEIVING THROUGHPUT AGREEMENT (CHEYENNE) pursuant to permits, licenses, registrations or other operating authorizations (collectively, “Environmental Permits”) issued to HollyFrontier or one of its Affiliates under Environmental Laws, in the event that HollyFrontier or one of such Affiliates receives a notice of violation or enforcement action from the U.S. Environmental Protection Agency or a state agency alleging non-compliance with such Environmental Permits, and such non-compliance relates to the El Dorado Cheyenne Assets, then El Dorado Cheyenne Logistics (and not HollyFrontier or its Affiliates), will be responsible for responding to any such notice of violation or enforcement action. The applicable HollyFrontier Entity shall have the right, but not the duty, to be fully informed and to participate in the prosecution and/or settlement of any notice of violation or enforcement action relating to the El Dorado Cheyenne Assets. Additionally, the Parties Agree that Frontier El Dorado Cheyenne will retain responsibility for complying with the terms of the RCRA Order, including all obligations that apply or relate to the El Dorado Cheyenne Assets. The Parties acknowledge that any costs, penalties, fines or losses associated with responses to any notices of violation or enforcement action under any such Environmental Permits or the RCRA Order may be the subject of indemnification under the Omnibus Agreement (and nothing in this Section 2(q) shall be deemed to change, amend or expand the Parties’ obligations under such Omnibus Agreement provisions other than with regard to the obligation to respond to such notice of violation or enforcement). El Dorado Cheyenne Logistics will and will cause its Affiliates to cooperate with and support Frontier El Dorado Cheyenne and its Affiliates in satisfying any applicable compliance and reporting obligations under the RCRA Order or Environmental Permits as they relate to the El Dorado Cheyenne Assets and does hereby authorize Frontier El Dorado Cheyenne to submit all reports, certifications and other compliance related submissions on its behalf in satisfaction of such compliance and reporting obligations. El Dorado Cheyenne Logistics confirms that it has received a copy of the RCRA Order. The Parties agree that, if, as a result of future circumstances or construction, it becomes necessary for the Parties to obtain additional Environmental Permits that relate to assets that will be located at the Refinery but owned by an HEP Entity, and the Parties agree that such Environmental Permit shall be held by or in the name of a HollyFrontier Entity, then such Environmental Permit shall be subject to the provisions of this Section 2(q) to the same extent as if the assets to which such Environmental Permits relate were El Dorado are Cheyenne Assets.

Notice of Violation under Environmental Permits; RCRA Order. The Parties agree that, because El Dorado Logistics or one of its Affiliates is operating certain assets at the Pipeline Delivery, Tankage and Loading Rack Throughput Agreement (El Dorado) Refinery pursuant to permits, licenses, registrations or other operating authorizations (collectively, “Environmental Permits”) issued to HollyFrontier or one of its Affiliates under Environmental Laws, in the event that HollyFrontier or one of such Affiliates receives a notice of violation or enforcement action from the U.S. Environmental Protection Agency or a state agency alleging non-compliance with such Environmental Permits, and such non-compliance relates to the El Dorado Assets, then El Dorado Logistics (and not HollyFrontier or its Affiliates), will be responsible for responding to any such notice of violation or enforcement action. The applicable HollyFrontier Entity shall have the right, but not the duty, to be fully informed and to participate in the prosecution and/or settlement of any notice of violation or enforcement action relating to the El Dorado Assets. Additionally, the Parties Agree that Frontier El Dorado will retain responsibility for complying with the terms of the RCRA Order, including all obligations that apply or relate to the El Dorado Assets. The Parties acknowledge that any costs, penalties, fines or losses associated with responses to any notices of violation or enforcement action under any such Environmental Permits or the RCRA Order may be the subject of indemnification under the Omnibus Agreement (and nothing in this Section 2(q) shall be deemed to change, amend or expand the Parties’ obligations under such Omnibus Agreement provisions other than with regard to the obligation to respond to such notice of violation or enforcement). El Dorado Logistics will and will cause its Affiliates to cooperate with and support Frontier El Dorado and its Affiliates in satisfying any applicable compliance and reporting obligations under the RCRA Order or Environmental Permits as they relate to the El Dorado Assets and does hereby authorize Frontier El Dorado to submit all reports, certifications and other compliance related submissions on its behalf in satisfaction of such compliance and reporting obligations. El Dorado Logistics confirms that it has received a copy of the RCRA Order. The Parties agree that, if, as a result of future circumstances or construction, it becomes necessary for the Parties to obtain additional Environmental Permits that relate to assets that will be located at the Refinery but owned by an HEP Entity, and the Parties agree that such Environmental Permit shall be held by or in the name of a HollyFrontier Entity, then such Environmental Permit shall be subject to the provisions of this Section 2(q) to the same extent as if the assets to which such Environmental Permits relate were El Dorado Assets.

Notice of Violation under Environmental Permits; RCRA Order. The Parties agree that, because El Dorado Logistics or one of its Affiliates is operating certain assets at the Refinery pursuant to permits, licenses, registrations or other operating authorizations (collectively, “Environmental Permits”) issued to HollyFrontier or one of its Affiliates under Environmental Laws, in the event that HollyFrontier or one of such Affiliates receives a notice of violation or enforcement action from the U.S. Environmental Protection Agency or a state agency alleging non-compliance with such Environmental Permits, and such non-compliance relates to the El Dorado Assets, then El Dorado Logistics (and not HollyFrontier or its Affiliates), will be responsible for responding to any such notice of violation or enforcement action. The applicable HollyFrontier Entity shall have the right, but not the duty, to be fully informed and to participate in the prosecution and/or settlement of any notice of violation or enforcement action relating to the El Dorado Assets. Additionally, the Parties Agree that Frontier El Dorado will retain responsibility for complying with the terms of the RCRA Order, including all obligations that apply or relate to the El Dorado Assets. The Parties acknowledge that any costs, penalties, fines or losses associated with responses to any notices of violation or enforcement action under any such Environmental Permits or the RCRA Order may be the subject of indemnification under the Omnibus Agreement (and nothing in this Section 2(q) shall be deemed to change, amend or expand the Parties’ obligations under such Omnibus Agreement SECOND AMENDED AND RESTATED PIPELINE DELIVERY, TANKAGE AND LOADING RACK THROUGHPUT AGREEMENT (EL DORADO) provisions other than with regard to the obligation to respond to such notice of violation or enforcement). El Dorado Logistics will and will cause its Affiliates to cooperate with and support Frontier El Dorado and its Affiliates in satisfying any applicable compliance and reporting obligations under the RCRA Order or Environmental Permits as they relate to the El Dorado Assets and does hereby authorize Frontier El Dorado to submit all reports, certifications and other compliance related submissions on its behalf in satisfaction of such compliance and reporting obligations. El Dorado Logistics confirms that it has received a copy of the RCRA Order. The Parties agree that, if, as a result of future circumstances or construction, it becomes necessary for the Parties to obtain additional Environmental Permits that relate to assets that will be located at the Refinery but owned by an HEP Entity, and the Parties agree that such Environmental Permit shall be held by or in the name of a HollyFrontier Entity, then such Environmental Permit shall be subject to the provisions of this Section 2(q) to the same extent as if the assets to which such Environmental Permits relate were El Dorado Assets.

Notice of Violation under Environmental Permits; RCRA Order. The Parties agree that, because El Dorado Cheyenne Logistics or one of its Affiliates is operating certain assets at the Refinery pursuant to permits, licenses, registrations or other operating authorizations (collectively, “Environmental Permits”) issued to HollyFrontier or one of its Affiliates under Environmental Laws, in the event that HollyFrontier or one of such Affiliates receives a notice of violation or enforcement action from the U.S. Environmental Protection Agency or a state agency alleging non-compliance with such Environmental Permits, and such non-compliance relates to the El Dorado Cheyenne Assets, then El Dorado Cheyenne Logistics (and not HollyFrontier or its Affiliates), will be responsible for responding to any such notice of violation or enforcement action. The applicable HollyFrontier Entity shall have the right, but not the duty, to be fully informed and to participate in the prosecution and/or settlement of any notice of violation or enforcement action relating to the El Dorado Cheyenne Assets. Additionally, the Parties Agree that Frontier El Dorado Cheyenne will retain responsibility for complying with the terms of the RCRA Order, including all obligations that apply or relate to the El Dorado Cheyenne Assets. The Parties acknowledge that any costs, penalties, fines or losses associated with responses to any notices of violation or enforcement action under any such Environmental Permits or the RCRA Order may be the subject of indemnification under the Omnibus Agreement (and nothing in this Section 2(q) shall be deemed to change, amend or expand the Parties’ obligations under such Omnibus Agreement provisions other than with regard to the obligation to respond to such notice of violation or enforcement). El Dorado Cheyenne Logistics will and will cause its Affiliates to cooperate with and support Frontier El Dorado Cheyenne and its Affiliates in satisfying any applicable compliance and reporting obligations under the RCRA Order or Environmental Permits as they relate to the El Dorado Cheyenne Assets and does hereby authorize Frontier El Dorado Cheyenne to submit all reports, certifications and other compliance related submissions on its behalf in satisfaction of such compliance and reporting obligations. El Dorado Cheyenne Logistics confirms that it has received a copy of the RCRA Order. The Parties agree that, if, as a result of future circumstances or construction, it becomes necessary for the Parties to obtain additional Environmental Permits that relate to assets that will be located at the Refinery but owned by an HEP Entity, and the Parties agree that such Environmental Permit shall be held by or in the name of a HollyFrontier Entity, then such Environmental Permit shall be subject to the provisions of this Section 2(q) to the same extent as if the assets to which such Environmental Permits relate were El Dorado are Cheyenne Assets.