Common use of Payment and Netting Clause in Contracts

Payment and Netting. 9.5.1 On each Invoice Day, MSCG shall net the following amounts: (i) the Final Payment Amount payable by MSCG to DCRC on the Final Payment Day occurring on such Invoice Date; (ii) the Provisional Payment Amount that MSCG paid to DCRC on the Provisional Payment Day in respect of the same volumes of Light Finished Products and Specialty Grades that the Final Payment Amount in (i) of this Section 9.5.1 is in respect of, such amount to be payable by DCRC; (iii) the Provisional Payment Amount payable by MSCG to DCRC on the Provisional Payment Day occurring on such Invoice Date; (iv) any Specialty Grade Premium or Monthly Specialty Premium Adjustment to be included on such invoice pursuant to Section 9.2.2; and (v) any adjustments to the prices used to determine any previously invoiced Final Payment Amount based upon additional information obtained after such invoicing; (the aggregate net amount payable, the “Net Finished Products Amount”). MSCG shall notify DCRC of the Net Finished Products Amount and the Party to whom payment is owed shall prepare and deliver to the other Party an invoice in respect of such net amount by 11:00 a.m. EPT on each Invoice Day (the “Finished Products Invoice” for such day). The Party obligated to pay the Net Finished Products Amount shall pay such amount to the other Party on or prior to 3:00 p.m. EPT on such day, subject to Section 9.9. Notwithstanding the above, so long as the Payment Direction Agreement is effective and performance under the Payment Direction Agreement has not been suspended pursuant to Section 18.4.6, payment of the Net Finished Products Amount shall be directed to SMT pursuant to the terms of the Payment Direction Agreement. Upon payment to SMT of the Net Finished Products Amount or any portion thereof, MSCG’s obligation to pay DCRC hereunder shall be fully and finally discharged as if such amounts were paid to DCRC directly, subject to any later adjustments based on additional information as described in this Section 9. DCRC shall at all times remain liable for any Net Finished Products Amount payable from DCRC to MSCG. 9.5.2 On each Invoice Day, MSCG shall net the following amounts: (i) the MSCG Purchase Payment Amount payable by MSCG that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.1.3; (ii) the DCRC Purchase Payment Amount payable by DCRC that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.1.3; (iii) any Provisional Location Premium or Monthly Location Premium Adjustment that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.2.1; (iv) any Sales Incentive or Monthly True-Up Payment that, in each case, is to be included on the Net Payment Amount Invoice for such day pursuant to Sections 9.3 or 9.6; (v) any outstanding interest that accrues pursuant to Section 9.10; and (vi) any other amounts due and payable as of such day under this Agreement (other than amounts payable under the Finished Products Invoice) or any other Transaction Document (the aggregate net amount payable, the “Net Payment Amount”). MSCG shall notify DCRC of the Net Payment Amount and the Party to whom the Net Payment Amount is payable shall prepare and deliver to the other Party an invoice in respect of such net amount by 11:00 a.m. EPT on each Invoice Day (the “Net Payment Amount Invoice” for such day). The Party owing the Net Payment Amount shall pay such amount to the other Party on or prior to 3:00 p.m. EPT on such day, subject to Section 9.9.

Payment and Netting. 9.5.1 On each Invoice Day, MSCG shall net the following amounts: (i) the Final Payment Amount payable by MSCG to DCRC PBF on the Final Payment Day occurring on such Invoice Date; (ii) the Provisional Payment Amount that MSCG paid to DCRC PBF on the Provisional Payment Day in respect of the same volumes of Light Finished Products and Specialty Grades that the Final Payment Amount in (i) of this Section 9.5.1 is in respect of, such amount to be payable by DCRCPBF; (iii) the Provisional Payment Amount payable by MSCG to DCRC PBF on the Provisional Payment Day occurring on such Invoice Date; (iv) any Specialty Grade Premium or Monthly Specialty Premium Adjustment to be included on such invoice pursuant to Section 9.2.2; and (v) any adjustments to the prices used to determine any previously invoiced Final Payment Amount based upon additional information obtained after such invoicing; (the aggregate net amount payable, the “Net Finished Products Amount”). MSCG shall notify DCRC PBF of the Net Finished Products Amount and the Party to whom payment is owed shall prepare and deliver to the other Party an invoice in respect of such net amount by 11:00 a.m. EPT on each Invoice Day (the “Finished Products Invoice” for such day). The Party obligated to pay the Net Finished Products Amount shall pay such amount to the other Party on or prior to 3:00 p.m. EPT on such day, subject to Section 9.9. Notwithstanding the above, so long as the Payment Direction Agreement is effective and performance under the Payment Direction Agreement has not been suspended pursuant to Section 18.4.6, payment of the Net Finished Products Amount shall be directed to SMT pursuant to the terms of the Payment Direction Agreement. Upon payment to SMT of the Net Finished Products Amount or any portion thereof, MSCG’s obligation to pay DCRC PBF hereunder shall be fully and finally discharged as if such amounts were paid to DCRC PBF directly, subject to any later adjustments based on additional information as described in this Section 9. DCRC PBF shall at all times remain liable for any Net Finished Products Amount payable from DCRC PBF to MSCG. 9.5.2 On each Invoice Day, MSCG shall net the following amounts: (i) the MSCG Purchase Payment Amount payable by MSCG that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.1.3; (ii) the DCRC PBF Purchase Payment Amount payable by DCRC PBF that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.1.3; (iii) any Provisional Location Premium or Monthly Location Premium Adjustment that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.2.1; (iv) any Sales Incentive or Monthly True-Up Payment that, in each case, is to be included on the Net Payment Amount Invoice for such day pursuant to Sections 9.3 or 9.6; (v) any outstanding interest that accrues pursuant to Section 9.10; and (vi) any other amounts due and payable as of such day under this Agreement (other than amounts payable under the Finished Products Invoice) or any other Transaction Document (the aggregate net amount payable, the “Net Payment Amount”). MSCG shall notify DCRC PBF of the Net Payment Amount and the Party to whom the Net Payment Amount is payable shall prepare and deliver to the other Party an invoice in respect of such net amount by 11:00 a.m. EPT on each Invoice Day (the “Net Payment Amount Invoice” for such day). The Party owing the Net Payment Amount shall pay such amount to the other Party on or prior to 3:00 p.m. EPT on such day, subject to Section 9.9.

Payment and Netting. 9.5.1 On each Invoice Day, MSCG shall net the following amounts: (i) the Final Payment Amount payable by MSCG to DCRC PBF on the Final Payment Day occurring on such Invoice Date; (ii) the Provisional Payment Amount that MSCG paid to DCRC PBF on the Provisional Payment Day in respect of the same volumes of Light Finished Products and Specialty Grades that the Final Payment Amount in (i) of this Section 9.5.1 is in respect of, such amount to be payable by DCRCPBF; (iii) the Provisional Payment Amount payable by MSCG to DCRC PBF on the Provisional Payment Day occurring on such Invoice Date; (iv) any Specialty Grade Premium or Monthly Specialty Premium Adjustment to be included on such invoice pursuant to Section 9.2.2; and (v) any adjustments to the prices used to determine any previously invoiced Final Payment Amount based upon additional information obtained after such invoicing; (the aggregate net amount payable, the “Net Finished Products Amount”). MSCG shall notify DCRC PBF of the Net Finished Products Amount and the Party to whom payment is owed shall prepare and deliver to the other Party an invoice in respect of such net amount by 11:00 a.m. EPT on each Invoice Day (the “Finished Products Invoice” for such day). The Party obligated to pay the Net Finished Products Amount shall pay such amount to the other Party on or prior to 3:00 p.m. EPT on such day, subject to Section 9.9. Notwithstanding the above, so long as the Payment Direction Agreement is effective and performance under the Payment Direction Agreement has not been suspended pursuant to Section 18.4.6, payment of the Net Finished Products Amount shall be directed to SMT pursuant to the terms of the Payment Direction Agreement. Upon payment to SMT of the Net Finished Products Amount or any portion thereof, MSCG’s obligation to pay DCRC PBF hereunder shall be fully and finally discharged as if such amounts were paid to DCRC PBF directly, subject to any later adjustments based on additional information as described in this Section 9. DCRC PBF shall at all times remain liable for any Net Finished Products Amount payable from DCRC PBF to MSCG. 9.5.2 On each Invoice Day, MSCG shall net the following amounts: (i) the MSCG Purchase Payment Amount payable by MSCG that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.1.3; (ii) the DCRC PBF Purchase Payment Amount payable by DCRC PBF that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.1.3; (iii) any Provisional Location Premium or Monthly Location Premium Adjustment that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.2.1; (iv) any Sales Incentive or Monthly True-Up Payment that, in each case, is to be included on the Net Payment Amount Invoice for such day pursuant to Sections 9.3 or 9.6; (v) any Provisional Slurry Payment Amount or Slurry Payment Adjustment pursuant to Schedule 2; (vi) any outstanding interest that accrues pursuant to Section 9.10; and (vivii) any other amounts due and payable as of such day day, or outstanding amounts payable prior to such day, under this Agreement (other than amounts payable under the Finished Products Invoice) or any other Transaction Document (the aggregate net amount payable, the “Net Payment Amount”). MSCG shall notify DCRC PBF of the Net Payment Amount and the Party to whom the Net Payment Amount is payable shall prepare and deliver to the other Party an invoice in respect of such net amount by 11:00 a.m. EPT on each Invoice Day (the “Net Payment Amount Invoice” for such day). The Party owing the Net Payment Amount shall pay such amount to the other Party on or prior to 3:00 p.m. EPT on such day, subject to Section 9.9.

Payment and Netting. 9.5.1 On each Invoice Day, MSCG shall net the following amounts: (i) the Final Payment Amount payable by MSCG to DCRC PBF on the Final Payment Day occurring on such Invoice Date; (ii) the Provisional Payment Amount that MSCG paid to DCRC PBF on the Provisional Payment Day in respect of the same volumes of Light Finished Products and Specialty Grades that the Final Payment Amount in (i) of this Section 9.5.1 is in respect of, such amount to be payable by DCRCPBF; (iii) the Provisional Payment Amount payable by MSCG to DCRC PBF on the Provisional Payment Day occurring on such Invoice Date; (iv) any Specialty Grade Premium or Monthly Specialty Premium Adjustment to be included on such invoice pursuant to Section 9.2.2; and (v) any adjustments to the prices used to determine any previously invoiced Final Payment Amount based upon additional information obtained after such invoicing; (the aggregate net amount payable, the “Net Finished Products Amount”). MSCG shall notify DCRC PBF of the Net Finished Products Amount and the Party to whom payment is owed shall prepare and deliver to the other Party an invoice in respect of such net amount by 11:00 a.m. EPT on each Invoice Day (the “Finished Products Invoice” for such day). The Party obligated to pay the Net Finished Products Amount shall pay such amount to the other Party on or prior to 3:00 p.m. EPT on such day, subject to Section 9.9. Notwithstanding the above, so long as the Payment Direction Agreement is effective and performance under the Payment Direction Agreement has not been suspended pursuant to Section 18.4.6, payment of the Net Finished Products Amount shall be directed to SMT pursuant to the terms of the Payment Direction Agreement. Upon payment to SMT of the Net Finished Products Amount or any portion thereof, MSCG’s obligation to pay DCRC PBF hereunder shall be fully and finally discharged as if such amounts were paid to DCRC PBF directly, subject to any later adjustments based on additional information as described in this Section 9. DCRC PBF shall at all times remain liable for any Net Finished Products Amount payable from DCRC PBF to MSCG. 9.5.2 On each Invoice Day, MSCG shall net the following amounts: (i) the MSCG Purchase Payment Amount payable by MSCG that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.1.3; (ii) the DCRC PBF Purchase Payment Amount payable by DCRC PBF that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.1.3; (iii) any Provisional Location Premium or Monthly Location Premium Adjustment that is to be included on the Net Payment Amount Invoice for such day pursuant to Section 9.2.1; (iv) any Sales Incentive or Monthly True-Up Payment that, in each case, is to be included on the Net Payment Amount Invoice for such day pursuant to Sections 9.3 or 9.6; (v) any outstanding interest that accrues pursuant to Section 9.10; and (vi) any other amounts due and payable as of such day day, or outstanding amounts payable prior to such day, under this Agreement (other than amounts payable under the Finished Products Invoice) or any other Transaction Document (the aggregate net amount payable, the “Net Payment Amount”). MSCG shall notify DCRC PBF of the Net Payment Amount and the Party to whom the Net Payment Amount is payable shall prepare and deliver to the other Party an invoice in respect of such net amount by 11:00 a.m. EPT on each Invoice Day (the “Net Payment Amount Invoice” for such day). The Party owing the Net Payment Amount shall pay such amount to the other Party on or prior to 3:00 p.m. EPT on such day, subject to Section 9.9.