Common use of Reimbursement for Emergencies Clause in Contracts

Reimbursement for Emergencies. (a) If the Westlake Parties take any action pursuant to an Emergency involving or related to the Common Facilities or the Ethylene Assets, the Westlake Parties shall be entitled to reimbursement for Owner’s allocable share of all Expenditures reasonably incurred in taking such action (subject to Section 10.2(c)). The Westlake Parties agree to promptly notify Owner of any such Emergency, and to provide Owner with sufficient explanation and justification for any action taken in response thereto and the Expenditures incurred, or expected to be incurred, in connection therewith, any further action required, and such other details as may be required for reporting to any Governmental Authority. Owner shall reimburse the Westlake Parties for Owner’s allocable share of Expenditures reasonably incurred under this Section 10.2 upon receipt of invoices, if applicable, sent by the Westlake Parties in the ordinary course after the Expenditures have been incurred and Owner is notified thereof. (b) The Westlake Parties are hereby authorized to make immediate commitments or expenditures, without prior approval, as necessary to accomplish the following: (i) prevent imminent escape of gas, liquids, chemicals or vapors from the Common Facilities and/or the Ethylene Assets; (ii) prevent imminent injury to any Person arising out of the operation of the Common Facilities and/or the Ethylene Assets; (iii) prevent, curtail, minimize or otherwise mitigate imminent damage to the environment or the property of Owner, the Westlake Parties or third parties arising out of the operation of the Common Facilities and/or the Ethylene Assets or from the performance of the Services; (iv) prevent imminent failure or unplanned shutdown of the Common Facilities, any Utility Service or the Ethylene Assets; (v) restore the Common Facilities, any Utility Service and the Ethylene Assets to operating condition following an unplanned shutdown or failure; or (vi) comply with emergency orders of any Governmental Authority arising out of the operation of the Common Facilities, the Ethylene Assets or the performance of the Services. (c) Notwithstanding anything to the contrary, the Westlake Parties shall not be entitled to reimbursement for Expenditures made in accordance with this Section 10.2 if the circumstance giving rise to the Expenditure resulted from the Westlake Parties’ gross negligence or willful misconduct. (d) If an Emergency or other situation requiring prompt action arises and the Westlake Parties are not reasonably responding in a prompt fashion, Owner shall have the right to take such remedial action as it deems appropriate, at Owner’s cost, and the Westlake Parties will reimburse Owner for the Westlake Parties’ allocable share of the costs incurred by Owner in connection with such remedial action; provided, if the circumstance giving rise to such remedial action resulted from the Westlake Parties’ gross negligence or willful misconduct, then the cost of such remedial action shall be borne and paid by the Westlake Parties.

Reimbursement for Emergencies. (a) If the Westlake Parties take Big West takes any action pursuant to an Emergency involving or related to the Common Facilities or the Ethylene AssetsRefinery, the Westlake Parties Big West shall be entitled to reimbursement for Owner’s allocable share of all Expenditures reasonably incurred in taking such action (subject to Section 10.2(c5.2(c)). The Westlake Parties agree Big West agrees to promptly notify Owner of any such Emergency, and to provide Owner with sufficient explanation and justification for any action taken in response thereto and the Expenditures incurred, or expected to be incurred, in connection therewith, any further action required, and such other details as may be required for reporting to any Governmental Authority. Owner shall reimburse the Westlake Parties Big West for Owner’s allocable share of Expenditures reasonably incurred under this Section 10.2 5.2 upon receipt of invoices, if applicable, sent by the Westlake Parties Big West in the ordinary course after the Expenditures have been incurred and Owner is notified thereof. (b) The Westlake Parties are Big West is hereby authorized to make immediate commitments or expenditures, without prior approval, as necessary to accomplish the following: (i) prevent imminent escape of gas, liquids, chemicals liquids or hydrocarbons or vapors from the Common Facilities and/or the Ethylene AssetsFacilities; (ii) prevent imminent injury to any Person arising out of the operation of the Common Facilities and/or the Ethylene AssetsFacilities; (iii) prevent, curtail, minimize or otherwise mitigate imminent damage to the environment or the property of Owner, the Westlake Parties Big West or third parties arising out of the operation of the Common Facilities and/or the Ethylene Assets or from the performance of the Services; (iv) prevent imminent failure or unplanned shutdown of the Common Facilities, Facilities or any Utility Service or the Ethylene AssetsService; (v) restore the Common Facilities, Facilities and any Utility Service and the Ethylene Assets to operating condition following an unplanned shutdown or failure; or (vi) comply with emergency orders of any Governmental Authority arising out of the operation of the Common Facilities, the Ethylene Assets Facilities or the performance of the Services. (c) Notwithstanding anything to the contrary, the Westlake Parties Big West shall not be entitled to reimbursement for Expenditures made in accordance with this Section 10.2 5.2 if the circumstance giving rise to the Expenditure resulted from the Westlake Parties’ Big West’s gross negligence or willful misconduct. (d) If an Emergency or other situation requiring prompt action arises and the Westlake Parties are Big West is not reasonably responding in a prompt fashion, Owner shall have the right to take such remedial action as it deems appropriate, at Owner’s cost, and the Westlake Parties Big West will reimburse Owner for the Westlake Parties’ Big West’s allocable share of the costs incurred by Owner in connection with such remedial action; provided, if the circumstance giving rise to such remedial action resulted from the Westlake Parties’ Big West’s gross negligence or willful misconduct, then the cost of such remedial action shall be borne and paid by the Westlake PartiesBig West.

Reimbursement for Emergencies. (a) If the Westlake Parties take Service Provider takes any action pursuant to an Emergency involving or related to the Common Facilities or the Ethylene AssetsEmergency, the Westlake Parties Service Provider shall be entitled to reimbursement for Owner’s allocable share of all Expenditures reasonably incurred in taking such action (subject to Section 10.2(c)). The Westlake Parties agree 5.2(c) Service Provider agrees promptly to promptly notify Owner of any such Emergency, and to promptly provide Owner with sufficient explanation and justification for any action taken in response thereto and the Expenditures incurred, or expected to be incurred, in connection therewith, any further action required, and such other details as may be required for reporting to any Governmental Authority. Owner shall reimburse the Westlake Parties Service Provider for Owner’s allocable share of Expenditures reasonably incurred under this Section 10.2 5.2 upon receipt of invoices, if applicable, sent by the Westlake Parties Service Provider in the ordinary course after the Expenditures have been incurred and Owner is notified thereof. (b) The Westlake Parties are Service Provider is hereby authorized to make immediate commitments or expendituresexpenditures which shall be reimbursed by Owner, without prior approval, as necessary to accomplish the following: (i) prevent imminent escape of gas, liquids, chemicals liquids or hydrocarbons or vapors from the Common Facilities and/or the Ethylene AssetsRefinery; (ii) prevent imminent injury to any Person arising out of the operation of the Common Facilities and/or the Ethylene AssetsPerson; (iii) prevent, curtail, minimize or otherwise mitigate imminent damage to the environment or the property of Owner, the Westlake Parties Service Provider or third parties arising out of the operation of the Common Facilities and/or the Ethylene Assets or from the performance of the Servicesparties; (iv) prevent imminent failure or unplanned shutdown of the Common Facilities, any Utility Service or the Ethylene AssetsRefinery; (v) except with respect to any casualty loss with respect to which the cost of restoration of the Refinery is expected to exceed $500,000, restore the Common Facilities, any Utility Service and the Ethylene Assets Refinery to operating condition following an unplanned shutdown or failure; or (vi) comply with emergency orders of any Governmental Authority arising out of the operation of the Common Facilities, the Ethylene Assets or the performance of the ServicesAuthority. (c) Notwithstanding anything to the contrary, the Westlake Parties Service Provider shall not be entitled to reimbursement for Expenditures made in accordance with this Section 10.2 5.2 if the circumstance giving rise to the Expenditure resulted from the Westlake Parties’ Service Provider’s gross negligence or willful misconduct. (d) If an Emergency or other situation requiring prompt action arises and the Westlake Parties are Service Provider is not reasonably responding in a prompt fashion, Owner shall have the right to take such remedial action as it deems appropriate, at Owner’s cost, and the Westlake Parties will reimburse Owner for the Westlake Parties’ allocable share of the costs incurred by Owner in connection with such remedial action; provided, if the circumstance giving rise to such remedial action resulted from the Westlake Parties’ Service Provider’s gross negligence or willful misconduct, then the cost of such remedial action shall be borne and paid by the Westlake PartiesService Provider.