Common use of QUALITY AND MEASUREMENT Clause in Contracts

QUALITY AND MEASUREMENT. 5.1. All Product delivered under this Contract shall meet the specification for that Product, if any, set forth in the applicable Confirmation or the Product specification attached thereto. If no Product specification is set forth, all Product delivered under this Contract shall meet the latest GPA specifications for that Product and contain no deleterious substances or concentrations of any contaminants that may make it or its components commercially unacceptable in general industry application. 5.2. All Product delivered shall be measured in the manner customarily utilized and available at the Delivery Location in accordance with one of the alternatives appropriate for the type of transportation as listed below (in order of preference). All measurements and calibrations shall be made in accordance with industry standards. (i) For deliveries via rail cars, the quantity shall be determined by (a) custody meters, (b) gauging of the rail cars and calculations using official rail car capacity tables, or (c) weighing. (ii) For deliveries via tank truck, the quantity shall be determined by (a) custody meters, (b) weighing, or (c) slip tube or rotary gauging device and calculations using applicable tank capacity tables. (iii) For deliveries via pipelines or storage facilities, the quantity shall be determined by calibrated custody transfer meter(s) in accordance with the Carrier’s applicable tariff or governing documents. (iv) For deliveries via ships or barges, the quantity shall be determined by (a) custody meters, (b) gauging of static shore tanks and calculations using official tank capacity tables, or (c) hand gauging of ships or barges and calculations using official capacity tables by a mutually acceptable independent inspector. Each party shall pay one-half of the independent inspector's fees and charges. (v) For deliveries via Tank-to-Tank Transfers, the quantity shall be determined by (a) custody meter readings taken at the time of delivery at the storage facility where transfer of title occurs pursuant to Section 8.1 or (b) hand gauging of static tanks and calculations using official capacity tables by a mutually acceptable independent inspector. Each party shall pay one-half of the independent inspector’s fees and charges. The parties agree that if metering systems are used for quantity determinations, they will not allow vapor return or will compensate for any vapor return. All quantities and equilibrium vapor pressure shall be corrected to sixty degrees Fahrenheit (60° F), and all measurements will be performed in accordance with industry standards. 5.3. Excluding deliveries via pipelines, Buyer may, prior to unloading of the Product and in no case greater than five Business Days after the Product’s arrival at the agreed upon destination, obtain samples of the Product from an appropriate location on the rail cars, tank truck, barge or ship, as applicable, and/or the loading/unloading facilities connected to such means of transport in a manner consistent with applicable industry testing and sampling standards. If the Buyer elects to obtain such samples of the Product, the Buyer will (i) be responsible for arranging for analysis of such samples, by a qualified laboratory or testing organization, all at the Buyer’s expense and (ii) provide reasonable Notice to the Seller of the time of the sample collecting. Each party shall be entitled to have its representatives present during all loadings, unloadings, tests and measurements involving delivery of Product. If Buyer fails to (a) obtain samples, (b) provide Notice of the testing or (c) provide Notice of any alleged Off-spec Product based on the sampling within the greater of five Business Days or the minimum time period required by Applicable Law along with supporting test results and information and documentation (collectively the “Product Rejection Notice”), the Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. Measurement, sampling and analysis will be conducted in accordance with the industry standards applicable to the sampling methodology used. All such standards are incorporated herein for all purposes, including all revisions of those standards adopted and in effect during the term of this Contract. If the Buyer timely rejects Product pursuant to the procedure set forth above, the Buyer shall retain possession of such Product without unloading the Product until the Seller has had the opportunity to inspect and test the Product; provided, however, the Buyer shall not be obligated to retain such Product beyond ten Days following the Product Rejection Notice. If the rejected Product is unloaded by the Buyer prior to the expiration of the ten Day period, then Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. If the Seller does not take possession of the rejected Product within the referenced ten Day period, the Buyer will be entitled to dispose of the Product at the Seller’s cost and expense (provided such costs and expenses are reasonably incurred). If it is established that the delivered Product met the applicable quality specifications, Buyer shall be responsible for damages resulting from its wrongful rejection. 5.4. For Product delivered via pipeline, the Product shall meet the quality specifications of the receiving Carrier. If the Product does not meet such specifications, Buyer may suspend performance of its obligations to purchase and receive Product delivered by the Seller until such time as the Product meets such specifications; provided, however, if the pipeline notifies the Buyer about the shipment of Off-spec Product, the Buyer shall provide Notice to the Seller within five Business Days after the Buyer obtains actual or constructive notice of the Off-spec Product from the subject Carrier. If Xxxxx fails to provide Notice to the Seller that fully specifies all claimed defects along with any supporting information and documentation, the Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. Upon receipt of the Buyer’s Off-spec Product notice under this section, Seller shall immediately undertake and diligently pursue such acts as may be necessary to correct such alleged failure so as to deliver Product that conforms with the applicable Product specification. If the Buyer has complied with its obligations under this Section 5.4, Buyer may, at any time and from time to time, reject any alleged Off-spec Product and refuse or suspend receipt of such alleged Off-spec Product; provided, however, if it is established that the delivered Product met the applicable quality specifications, Buyer shall be responsible for damages resulting from its wrongful rejection.

QUALITY AND MEASUREMENT. 5.1. All Product delivered under this Contract shall meet the specification for that Product, if any, set forth in the applicable Confirmation or the Product specification attached thereto. If no Product specification is set forth, all Product delivered under this Contract shall meet the latest GPA specifications for that Product and contain no deleterious substances or concentrations of any contaminants that may make it or its components commercially unacceptable in general industry application. 5.2. All Product delivered shall be measured in the manner customarily utilized and available at the Delivery Location in accordance with one of the alternatives appropriate for the type of transportation as listed below (in order of preference). All measurements and calibrations shall be made in accordance with industry standards. (i) For deliveries via rail cars, the quantity shall be determined by (a) custody meters, (b) gauging of the rail cars and calculations using official rail car capacity tables, or (c) weighing. (ii) For deliveries via tank truck, the quantity shall be determined by (a) custody meters, (b) weighing, or (c) slip tube or rotary gauging device and calculations using applicable tank capacity tables. (iii) For deliveries via pipelines or storage facilities, the quantity shall be determined by calibrated custody transfer meter(s) in accordance with the Carrier’s applicable tariff or governing documents. (iv) For deliveries via ships or barges, the quantity shall be determined by (a) custody meters, (b) gauging of static shore tanks and calculations using official tank capacity tables, or (c) hand gauging of ships or barges and calculations using official capacity tables by a mutually acceptable independent inspector. Each party shall pay one-half of the independent inspector's fees and charges. (v) For deliveries via Tank-to-Tank Transfers, the quantity shall be determined by (a) custody meter readings taken at the time of delivery at the storage facility where transfer of title occurs pursuant to Section 8.1 or (b) hand gauging of static tanks and calculations using official capacity tables by a mutually acceptable independent inspector. Each party shall pay one-half of the independent inspector’s fees and charges. The parties agree that if metering systems are used for quantity determinations, they will not allow vapor return or will compensate for any vapor return. All quantities and equilibrium vapor pressure shall be corrected to sixty degrees Fahrenheit (60° F), and all measurements will be performed in accordance with industry standards. 5.3. Excluding deliveries via pipelines, Buyer may, prior to unloading of the Product and in no case greater than five Business Days after the Product’s arrival at the agreed upon destination, obtain samples of the Product from an appropriate location on the rail cars, tank truck, barge or ship, as applicable, and/or the loading/unloading facilities connected to such means of transport in a manner consistent with applicable industry testing and sampling standards. If the Buyer elects to obtain such samples of the Product, the Buyer will (i) be responsible for arranging for analysis of such samples, by a qualified laboratory or testing organization, all at the Buyer’s expense and (ii) provide reasonable Notice to the Seller of the time of the sample collecting. Each party shall be entitled to have its representatives present during all loadings, unloadings, tests and measurements involving delivery of Product. If Buyer fails to (a) obtain samples, (b) provide Notice of the testing or (c) provide Notice of any alleged Off-Off- spec Product based on the sampling within the greater of five Business Days or the minimum time period required by Applicable Law along with supporting test results and information and documentation (collectively the “Product Rejection Notice”), the Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. Measurement, sampling and analysis will be conducted in accordance with the industry standards applicable to the sampling methodology used. All such standards are incorporated herein for all purposes, including all revisions of those standards adopted and in effect during the term of this Contract. If the Buyer timely rejects Product pursuant to the procedure set forth above, the Buyer shall retain possession of such Product without unloading the Product until the Seller has had the opportunity to inspect and test the Product; provided, however, the Buyer shall not be obligated to retain such Product beyond ten Days following the Product Rejection Notice. If the rejected Product is unloaded by the Buyer prior to the expiration of the ten Day period, then Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. If the Seller does not take possession of the rejected Product within the referenced ten Day period, the Buyer will be entitled to dispose of the Product at the Seller’s cost and expense (provided such costs and expenses are reasonably incurred). If it is established that the delivered Product met the applicable quality specifications, Buyer shall be responsible for damages resulting from its wrongful rejection. 5.4. For Product delivered via pipeline, the Product shall meet the quality specifications of the receiving Carrier. If the Product does not meet such specifications, Buyer may suspend performance of its obligations to purchase and receive Product delivered by the Seller until such time as the Product meets such specifications; provided, however, if the pipeline notifies the Buyer about the shipment of Off-spec Product, the Buyer shall provide Notice to the Seller within five Business Days after the Buyer obtains actual or constructive notice of the Off-spec Product from the subject Carrier. If Xxxxx fails to provide Notice to the Seller that fully specifies all claimed defects along with any supporting information and documentation, the Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. Upon receipt of the Buyer’s Off-spec Product notice under this section, Seller shall immediately undertake and diligently pursue such acts as may be necessary to correct such alleged failure so as to deliver Product that conforms with the applicable Product specification. If the Buyer has complied with its obligations under this Section 5.4, Buyer may, at any time and from time to time, reject any alleged Off-spec Product and refuse or suspend receipt of such alleged Off-spec Product; provided, however, if it is established that the delivered Product met the applicable quality specifications, Buyer shall be responsible for damages resulting from its wrongful rejection.

QUALITY AND MEASUREMENT. 5.1. All Product delivered under this Contract shall meet the specification for that Product, if any, set forth in the applicable Confirmation or the Product specification attached thereto. If no Product specification is set forth, all Product delivered under this Contract shall meet the latest GPA specifications for that Product and contain no deleterious substances or concentrations of any contaminants that may make it or its components commercially unacceptable in general industry application. 5.2. All Product delivered shall be measured in the manner customarily utilized and available at the Delivery Location in accordance with one of the alternatives appropriate for the type of transportation as listed below (in order of preference). All measurements and calibrations shall be made in accordance with industry standards. (i) For deliveries via rail cars, the quantity shall be determined by (a) custody meters, (b) gauging of the rail cars and calculations using official rail car capacity tables, or (c) weighing. (ii) For deliveries via tank truck, the quantity shall be determined by (a) custody meters, (b) weighing, or (c) slip tube or rotary gauging device and calculations using applicable tank capacity tables. (iii) For deliveries via pipelines or storage facilities, the quantity shall be determined by calibrated custody transfer meter(s) in accordance with the Carrier’s applicable tariff or governing documents. (iv) For deliveries via ships or barges, the quantity shall be determined by (a) custody meters, (b) gauging of static shore tanks and calculations using official tank capacity tables, or (c) hand gauging of ships or barges and calculations using official capacity tables by a mutually acceptable independent inspector. Each party shall pay one-half of the independent inspector's fees and charges. (v) For deliveries via Tank-to-Tank Transfers, the quantity shall be determined by (a) custody meter readings taken at the time of delivery at the storage facility where transfer of title occurs pursuant to Section 8.1 or (b) hand gauging of static tanks and calculations using official capacity tables by a mutually acceptable independent inspector. Each party shall pay one-half of the independent inspector’s fees and charges. The parties agree that if metering systems are used for quantity determinations, they will not allow vapor return or will compensate for any vapor return. All quantities and equilibrium vapor pressure shall be corrected to sixty degrees Fahrenheit Xxxxxxxxxx (6000° F), and all measurements will be performed in accordance with industry standards. 5.3. Excluding deliveries via pipelines, Buyer may, prior to unloading of the Product and in no case greater than five Business Days after the Product’s arrival at the agreed upon destination, obtain samples of the Product from an appropriate location on the rail cars, tank truck, barge or ship, as applicable, and/or the loading/unloading facilities connected to such means of transport in a manner consistent with applicable industry testing and sampling standards. If the Buyer elects to obtain such samples of the Product, the Buyer will (i) be responsible for arranging for analysis of such samples, by a qualified laboratory or testing organization, all at the Buyer’s expense and (ii) provide reasonable Notice to the Seller of the time of the sample collecting. Each party shall be entitled to have its representatives present during all loadings, unloadings, tests and measurements involving delivery of Product. If Buyer fails to (a) obtain samples, (b) provide Notice of the testing or (c) provide Notice of any alleged Off-Off- spec Product based on the sampling within the greater of five Business Days or the minimum time period required by Applicable Law along with supporting test results and information and documentation (collectively the “Product Rejection Notice”), the Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. Measurement, sampling and analysis will be conducted in accordance with the industry standards applicable to the sampling methodology used. All such standards are incorporated herein for all purposes, including all revisions of those standards adopted and in effect during the term of this Contract. If the Buyer timely rejects Product pursuant to the procedure set forth above, the Buyer shall retain possession of such Product without unloading the Product until the Seller has had the opportunity to inspect and test the Product; provided, however, the Buyer shall not be obligated to retain such Product beyond ten Days following the Product Rejection Notice. If the rejected Product is unloaded by the Buyer prior to the expiration of the ten Day period, then Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. If the Seller does not take possession of the rejected Product within the referenced ten Day period, the Buyer will be entitled to dispose of the Product at the Seller’s cost and expense (provided such costs and expenses are reasonably incurred). If it is established that the delivered Product met the applicable quality specifications, Buyer shall be responsible for damages resulting from its wrongful rejection. 5.4. For Product delivered via pipeline, the Product shall meet the quality specifications of the receiving Carrier. If the Product does not meet such specifications, Buyer may suspend performance of its obligations to purchase and receive Product delivered by the Seller until such time as the Product meets such specifications; provided, however, if the pipeline notifies the Buyer about the shipment of Off-spec Product, the Buyer shall provide Notice to the Seller within five Business Days after the Buyer obtains actual or constructive notice of the Off-spec Product from the subject Carrier. If Xxxxx fails to provide Notice to the Seller that fully specifies all claimed defects along with any supporting information and documentation, the Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. Upon receipt of the Buyer’s Off-spec Product notice under this section, Seller shall immediately undertake and diligently pursue such acts as may be necessary to correct such alleged failure so as to deliver Product that conforms with the applicable Product specification. If the Buyer has complied with its obligations under this Section 5.4, Buyer may, at any time and from time to time, reject any alleged Off-spec Product and refuse or suspend receipt of such alleged Off-spec Product; provided, however, if it is established that the delivered Product met the applicable quality specifications, Buyer shall be responsible for damages resulting from its wrongful rejection.

QUALITY AND MEASUREMENT. 5.1. All Product delivered under this Contract shall meet the specification for that Product, if any, set forth in the applicable Confirmation or the Product specification attached thereto. If no Product specification is set forth, all Product delivered under this Contract shall meet the latest GPA specifications for that Product and contain no deleterious substances or concentrations of any contaminants that may make it or its components commercially unacceptable in general industry application. 5.2. All Product delivered shall be measured in the manner customarily utilized and available at the Delivery Location in accordance with one of the alternatives appropriate for the type of transportation as listed below (in order of preference). All measurements and calibrations shall be made in accordance with industry standards. (i) For deliveries via rail cars, the quantity shall be determined by (a) custody meters, (b) gauging of the rail cars and calculations using official rail car capacity tables, or (c) weighing. (ii) For deliveries via tank truck, the quantity shall be determined by (a) custody meters, (b) weighing, or (c) slip tube or rotary gauging device and calculations using applicable tank capacity tables. (iii) For deliveries via pipelines or storage facilities, the quantity shall be determined by calibrated custody transfer meter(s) in accordance with the Carrier’s applicable tariff or governing documents. (iv) For deliveries via ships or barges, the quantity shall be determined by (a) custody meters, (b) gauging of static shore tanks and calculations using official tank capacity tables, or (c) hand gauging of ships or barges and calculations using official capacity tables by a mutually acceptable independent inspector. Each party shall pay one-half of the independent inspector's fees and charges. (v) For deliveries via Tank-to-Tank Transfers, the quantity shall be determined by (a) custody meter readings taken at the time of delivery at the storage facility where transfer of title occurs pursuant to Section 8.1 or (b) hand gauging of static tanks and calculations using official capacity tables by a mutually acceptable independent inspector. Each party shall pay one-half of the independent inspector’s fees and charges. The parties agree that if metering systems are used for quantity determinations, they will not allow vapor return or will compensate for any vapor return. All quantities and equilibrium vapor pressure shall be corrected to sixty degrees Fahrenheit Xxxxxxxxxx (6000° F), and all measurements will be performed in accordance with industry standards. 5.3. Excluding deliveries via pipelines, Buyer may, prior to unloading of the Product and in no case greater than five Business Days after the Product’s arrival at the agreed upon destination, obtain samples of the Product from an appropriate location on the rail cars, tank truck, barge or ship, as applicable, and/or the loading/unloading facilities connected to such means of transport in a manner consistent with applicable industry testing and sampling standards. If the Buyer elects to obtain such samples of the Product, the Buyer will (i) be responsible for arranging for analysis of such samples, by a qualified laboratory or testing organization, all at the Buyer’s expense and (ii) provide reasonable Notice to the Seller of the time of the sample collecting. Each party shall be entitled to have its representatives present during all loadings, unloadings, tests and measurements involving delivery of Product. If Buyer fails to (a) obtain samples, (b) provide Notice of the testing or (c) provide Notice of any alleged Off-spec Product based on the sampling within the greater of five Business Days or the minimum time period required by Applicable Law along with supporting test results and information and documentation (collectively the “Product Rejection Notice”), the Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. Measurement, sampling and analysis will be conducted in accordance with the industry standards applicable to the sampling methodology used. All such standards are incorporated herein for all purposes, including all revisions of those standards adopted and in effect during the term of this Contract. If the Buyer timely rejects Product pursuant to the procedure set forth above, the Buyer shall retain possession of such Product without unloading the Product until the Seller has had the opportunity to inspect and test the Product; provided, however, the Buyer shall not be obligated to retain such Product beyond ten Days following the Product Rejection Notice. If the rejected Product is unloaded by the Buyer prior to the expiration of the ten Day period, then Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. If the Seller does not take possession of the rejected Product within the referenced ten Day period, the Buyer will be entitled to dispose of the Product at the Seller’s cost and expense (provided such costs and expenses are reasonably incurred). If it is established that the delivered Product met the applicable quality specifications, Buyer shall be responsible for damages resulting from its wrongful rejection. 5.4. For Product delivered via pipeline, the Product shall meet the quality specifications of the receiving Carrier. If the Product does not meet such specifications, Buyer may suspend performance of its obligations to purchase and receive Product delivered by the Seller until such time as the Product meets such specifications; provided, however, if the pipeline notifies the Buyer about the shipment of Off-spec Product, the Buyer shall provide Notice to the Seller within five Business Days after the Buyer obtains actual or constructive notice of the Off-spec Product from the subject Carrier. If Xxxxx fails to provide Notice to the Seller that fully specifies all claimed defects along with any supporting information and documentation, the Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. Upon receipt of the Buyer’s Off-spec Product notice under this section, Seller shall immediately undertake and diligently pursue such acts as may be necessary to correct such alleged failure so as to deliver Product that conforms with the applicable Product specification. If the Buyer has complied with its obligations under this Section 5.4, Buyer may, at any time and from time to time, reject any alleged Off-spec Product and refuse or suspend receipt of such alleged Off-spec Product; provided, however, if it is established that the delivered Product met the applicable quality specifications, Buyer shall be responsible for damages resulting from its wrongful rejection.

QUALITY AND MEASUREMENT. 5.1. All Product delivered under this Contract shall meet the specification for that Product, if any, set forth in the applicable Confirmation or the Product specification attached thereto. If no Product specification is set forth, all Product delivered under this Contract shall meet the latest GPA specifications for that Product and contain no deleterious substances or concentrations of any contaminants that may make it or its components commercially unacceptable in general industry application. 5.2. All Product delivered shall be measured in the manner customarily utilized and available at the Delivery Location in accordance with one of the alternatives appropriate for the type of transportation as listed below (in order of preference). All measurements and calibrations shall be made in accordance with industry standards. (i) For deliveries via rail cars, the quantity shall be determined by (a) custody meters, (b) gauging of the rail cars and calculations using official rail car capacity tables, or (c) weighing. (ii) For deliveries via tank truck, the quantity shall be determined by (a) custody meters, (b) weighing, or (c) slip tube or rotary gauging device and calculations using applicable tank capacity tables. (iii) For deliveries via pipelines or storage facilities, the quantity shall be determined by calibrated custody transfer meter(s) in accordance with the Carrier’s applicable tariff or governing documents. (iv) For deliveries via ships or barges, the quantity shall be determined by (a) custody meters, (b) gauging of static shore tanks and calculations using official tank capacity tables, or (c) hand gauging of ships or barges and calculations using official capacity tables by a mutually acceptable independent inspector. Each party shall pay one-half of the independent inspector's fees and charges. (v) For deliveries via Tank-to-Tank Transfers, the quantity shall be determined by (a) custody meter readings taken at the time of delivery at the storage facility where transfer of title occurs pursuant to Section 8.1 8.2 or (b) hand gauging of static tanks and calculations using official capacity tables by a mutually acceptable independent inspector. Each party shall pay one-half of the independent inspector’s fees and charges. The parties agree that if metering systems are used for quantity determinations, they will not allow vapor return or will compensate for any vapor return. All quantities and equilibrium vapor pressure shall be corrected to sixty degrees Fahrenheit Xxxxxxxxxx (6000° F), and all measurements will be performed in accordance with industry standards. 5.3. Excluding deliveries via pipelines, Buyer may, prior to unloading of the Product and in no case greater than five Business Days after the Product’s arrival at the agreed upon destination, obtain samples of the Product from an appropriate location on the rail cars, tank truck, barge or ship, as applicable, and/or the loading/unloading facilities connected to such means of transport in a manner consistent with applicable industry testing and sampling standards. If the Buyer elects to obtain such samples of the Product, the Buyer will (i) be responsible for arranging for analysis of such samples, by a qualified laboratory or testing organization, all at the Buyer’s expense and (ii) provide reasonable Notice to the Seller of the time of the sample collecting. Each party shall be entitled to have its representatives present during all loadings, unloadings, tests and measurements involving delivery of Product. If Buyer fails to (a) obtain samples, (b) provide Notice of the testing or (c) provide Notice of any alleged Off-Off- spec Product based on the sampling within the greater of five Business Days or the minimum time period required by Applicable Law along with supporting test results and information and documentation (collectively the “Product Rejection Notice”), the Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. Measurement, sampling and analysis will be conducted in accordance with the industry standards applicable to the sampling methodology used. All such standards are incorporated herein for all purposes, including all revisions of those standards adopted and in effect during the term of this Contract. If the Buyer timely rejects Product pursuant to the procedure set forth above, the Buyer shall retain possession of such Product without unloading the Product until the Seller has had the opportunity to inspect and test the Product; provided, however, the Buyer shall not be obligated to retain such Product beyond ten Days following the Product Rejection Notice. If the rejected Product is unloaded by the Buyer prior to the expiration of the ten Day period, then Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. If the Seller does not take possession of the rejected Product within the referenced ten Day period, the Buyer will be entitled to dispose of the Product at the Seller’s cost and expense (provided such costs and expenses are reasonably incurred). If it is established that the delivered Product met the applicable quality specifications, Buyer shall be responsible for damages resulting from its wrongful rejection. 5.4. For Product delivered via pipeline, the Product shall meet the quality specifications of the receiving Carrier. If the Product does not meet such specifications, Buyer may suspend performance of its obligations to purchase and receive Product delivered by the Seller until such time as the Product meets such specifications; provided, however, if the pipeline notifies the Buyer about the shipment of Off-spec Product, the Buyer shall provide Notice to the Seller within five Business Days after the Buyer obtains actual or constructive notice of the Off-spec Product from the subject Carrier. If Xxxxx Buyer fails to provide Notice to the Seller that fully specifies all claimed defects along with any supporting information and documentation, the Seller shall have no liability for any defect in the quality of Product, and the Product will be deemed accepted. Upon receipt of the Buyer’s Off-spec Product notice under this section, Seller shall immediately undertake and diligently pursue such acts as may be necessary to correct such alleged failure so as to deliver Product that conforms with the applicable Product specification. If the Buyer has complied with its obligations under this Section 5.4, Buyer may, at any time and from time to time, reject any alleged Off-spec Product and refuse or suspend receipt of such alleged Off-spec Product; provided, however, if it is established that the delivered Product met the applicable quality specifications, Buyer shall be responsible for damages resulting from its wrongful rejection.