Pipelines and Terminals Agreement. Administrative Agent recognizes and confirms that the Pipelines and Terminals Agreement, and the rights and interests of Alon thereunder, shall in no way be restricted, limited or otherwise affected by this Agreement, the Alon Mortgage, the Senior Mortgage, any Future Senior Mortgage, the Security Instruments or any liens or security interests thereof; provided, however, that, Alon agrees that nothing in the Pipelines and Terminals Agreement shall (a) prevent any Purchaser or subsequent purchaser from owning or operating the Mortgaged Property, so long as such Purchaser or subsequent purchaser shall have assumed, and be in compliance with, HEP’s obligations under the Pipelines and Terminals Agreement and shall have executed an “SNDA” as defined in, and in accordance with, Article 6 of the Alon Mortgage, or (b) be deemed to invalidate or require the release of any Senior Beneficiary’s liens in the Mortgaged Property in connection with the exercise by Alon of a purchase option under the Pipelines and Terminals Agreement or otherwise. Administrative Agent, both for itself and for any Purchaser, further agrees that upon any Foreclosure Event, the Pipelines and Terminals Agreement shall not be terminated or affected thereby, nor shall Alon’s right to ship or store petroleum products through the pipelines or in the terminals, respectively, constituting a portion of the Property in accordance with the provisions of the Pipelines and Terminals Agreement (or any other rights of Alon under the Pipelines and Terminals Agreement) be affected or disturbed because of the Foreclosure Event, but rather the Pipelines and Terminals Agreement shall continue in full force and effect as direct obligations between the Purchaser and Alon, upon all of the terms, covenants and conditions set forth in the Pipelines and Terminals Agreement. Neither Administrative Agent nor any Purchaser shall name Alon as a party in any foreclosure or other proceeding relating to the Senior Mortgage or Notes, and neither Administrative Agent nor any Purchaser shall claim, or seek adjudication, that the Pipelines and Terminals Agreement has been terminated or otherwise adversely affected by any Foreclosure Event. Notwithstanding the foregoing, in the event that the Pipelines and Terminals Agreement is rejected in bankruptcy or is otherwise terminated, the Purchaser shall, promptly upon request by Alon, enter into a pipelines and terminals agreement with Alon on substantially the same terms (and with ...
Pipelines and Terminals Agreement. That certain Pipelines and Terminals Agreement dated as of February 28, 2005 between HEP and Mortgagee, together with any amendments, restatements or modifications from time to time made thereto.
Pipelines and Terminals Agreement. In connection with the pending acquisition of the pipelines and terminals from Alon, we will enter into a pipelines and terminals agreement with Alon with an initial term of 15 years. Alon will have the option to renew the agreement on the same terms for three additional 5-year terms. Pursuant to the agreement, Axxx will agree to transport on the pipelines and throughput in the terminals, a volume of refined products that would result in minimum revenues of $20.2 million in the first year. This minimum volume commitment will increase or decrease each year at a rate equal to the percentage change in the producer price index, but not below $20.2 million per year. At revenue levels above 105% of the base revenue amount Alon will receive an annual 50% discount on incremental revenues. We will gxxxx Xxxx a second mortgage on the pipelines and terminals to secure certain of Alon’s rights under the pipelines and terminals agreement. In the event the agreement is ever terminated, Axxx has the right to enter into a new agreement at any time within one year after the termination on terms that we agree are substantially similar to the terms on which we could enter into an agreement with a third party for similar services. Alon will have a right of first refusal to purchase the pipelines and terminals if we decide to sell them during the term of the agreement. In the event that a force majeure prevents either us or Alon from performing our respective obligations under the pipelines and terminals agreement, each of our obligations under the agreement will be suspended until the affected party is able to perform. If a force majeure prevents us from performing our obligations for more than 90 days, Alon may terminate the agreement as to the pipelines or terminals affected unless the force majeure relates to a governmental order, decree, regulation or similar requirement that does not involve negligent operation of the pipelines and terminals by us, in which case Alon may not terminate the agreement as to the pipelines or terminals affected until we have been unable to perform our obligations for 12 months. Regardless of the circumstances causing a force majeure, we can prevent termination of the agreement by Alon as to the pipelines or terminals affected for up to 12 months if we are providing alternative means for Alon to transport refined products and we reimburse Alon for the incremental costs incurred with respect to the alternative transportation. Alon may undertake...
Pipelines and Terminals Agreement. That certain Pipelines and Terminals Agreement dated as of ___, 2005 between Grantor and Beneficiary, together with any amendments, restatements or modifications from time to time made thereto.
Pipelines and Terminals Agreement. The Omnibus Agreement The Initial Contribution Agreement The Parent Consent (as defined in the Existing Agreement)
