Common use of Remedies Generally Clause in Contracts

Remedies Generally. Notwithstanding any other provision of this Agreement or any Specified Transaction, upon the occurrence and continuance of an Event of Default with respect to a Party (such Party referred to as the “Defaulting Party”), or upon the occurrence and continuance of an Additional Termination Event with respect to the Affected Party, the other Party in each case (the “Performing Party”) may, in its sole discretion, in addition to all other remedies available to it and without incurring any Liabilities, do any or all of the following: 18.3.1 suspend its performance under this Agreement, including any Product sale, purchase, receipt, delivery or payment obligations, upon written notice to the Defaulting Party or Affected Party; 18.3.2 declare all or any portion of the Defaulting Party’s or Affected Party’s, as applicable, obligations under this Agreement to be forthwith due and payable, all without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or Affected Party, as applicable; 18.3.3 upon written notice to the Defaulting Party or the Affected Party, specify a date (the “Early Termination Date”) on which to terminate this Agreement; 18.3.4 terminate all other Transaction Documents and all other agreements that may then be outstanding between the Parties that relate specifically to this Agreement; 18.3.5 close out any Specified Transactions pursuant to Section 18.4; 18.3.6 determine the Settlement Amount pursuant to Section 18.5; 18.3.7 determine the Termination Amount as provided in Section 18.6; and 18.3.8 exercise any rights and remedies provided or available to the Performing Party under this Agreement or at law or equity, including such remedies as provided for under the UCC.

Remedies Generally. Notwithstanding any other provision of this Agreement Agreement, any Guaranty or any Specified TransactionAgreement, upon the occurrence and continuance of an Event of Default with respect to a Party or such Party’s Guarantor (such Party referred to as the “Defaulting Party”), or upon the occurrence and continuance of an Additional Termination Event with respect to the Affected Party, the other Party (in each case (case, the “Performing Party”) may, may in its sole discretion, in addition to all other remedies available to it and without incurring any LiabilitiesLiabilities (for any costs arising from delay or otherwise) to the Affected Party or the Defaulting Party, as the case may be, do any or all of the following: 18.3.1 18.4.1 suspend its performance under this Agreement, including any Product Crude Oil sale, purchase, receipt, delivery or payment obligations, upon written notice to the Defaulting Party or Affected Party; 18.3.2 18.4.2 accelerate the Payment Date with respect to all Delivered Volumes that have not yet been paid for to such day; 18.4.3 declare all or any portion of the Defaulting Party’s or Affected Party’s, as applicable, obligations under this Agreement to be forthwith due and payable, all without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or Affected Party, as applicable; 18.3.3 18.4.4 upon written notice to the Defaulting Party or the Affected Party, specify a date (the “Early Termination Date”) on which to terminate this AgreementAgreement in accordance with Section 11, subject to MSCG’s rights under Section 18.6 if MSCG is the Performing Party; 18.3.4 18.4.5 terminate all other Transaction Documents and all other agreements that may then be outstanding between the Parties that relate specifically to this Agreement; 18.3.5 18.4.6 close out any Specified Transactions Agreements pursuant to Section 18.418.7; 18.3.6 determine the Settlement Amount pursuant to Section 18.5; 18.3.7 18.4.7 determine the Termination Amount due the Performing Party upon early termination as provided in Section 18.618.8; and 18.3.8 18.4.8 exercise any rights and remedies provided or available to the Performing Party under this Agreement or at law or equity, including such remedies as provided for under the UCC.

Remedies Generally. Notwithstanding any other provision of this Agreement or any Specified Transaction, upon the occurrence and continuance of an Event of Default with respect to a Party (such Party referred to as the “Defaulting Party”), or upon the occurrence and continuance of an Additional Termination Event with respect to the Affected Party, the other Party in each case (the “Performing Party”) may, in its sole discretion, in addition to all other remedies available to it and without incurring any Liabilities, do any or all of the following: 18.3.1 suspend its performance under this Agreement, including any Product sale, purchase, receipt, delivery or payment obligations, upon written notice to the Defaulting Party or Affected Party; 18.3.2 declare all or any portion of the Defaulting Party’s or Affected Party’s, as applicable, obligations under this Agreement to be forthwith due and payable, all without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or Affected Party, as applicable; 18.3.3 upon written notice to the Defaulting Party or the Affected Party, specify a date (the “Early Termination Date”) on which to terminate this Agreement; 18.3.4 terminate all other Transaction Documents and all other agreements that may then be outstanding between the Parties that relate specifically to this Agreement; 18.3.5 close out any Specified Transactions pursuant to Section 18.4; ; 18.3.6 determine the Settlement Amount pursuant to Section 18.5; 18.3.7 determine the Termination Amount as provided in Section 18.6; and 18.3.8 exercise any rights and remedies provided or available to the Performing Party under this Agreement or at law or equity, including such remedies as provided for under the UCC.

Remedies Generally. Notwithstanding any other provision of this Agreement Agreement, any Guaranty or any Specified TransactionAgreement, upon the occurrence and continuance of an Event of Default with respect to a Party or such Party’s Guarantor (such Party referred to as the “Defaulting Party”), or upon the occurrence and continuance of an Additional Termination Event with respect to the Affected Party, the other Party (in each case (case, the “Performing Party”) may, may in its sole discretion, in addition to all other remedies available to it and without incurring any LiabilitiesLiabilities (for any costs arising from delay or otherwise) to the Affected Party or the Defaulting Party, as the case may be, do any or all of the following: 18.3.1 18.4.1 suspend its performance under this Agreement, including any Product sale, purchase, receipt, delivery or payment obligations, upon written notice to the Defaulting Party or Affected Party; 18.3.2 18.4.2 declare all or any portion of the Defaulting Party’s or Affected Party’s, as applicable, obligations under this Agreement to be forthwith due and payable, all without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or Affected Party, as applicable; 18.3.3 18.4.3 upon written notice to the Defaulting Party or the Affected Party, specify a date (the “Early Termination Date”) on which to terminate this AgreementAgreement in accordance with Section 11, subject to MSCG’s rights under Section 18.6 if MSCG is the Performing Party; 18.3.4 18.4.4 terminate all other Transaction Documents and all other agreements that may then be outstanding between the Parties that relate specifically to this Agreement; 18.3.5 18.4.5 close out any Specified Transactions Agreements pursuant to Section 18.418.7; 18.3.6 determine 18.4.6 suspend performance under or terminate the Settlement Amount pursuant Payment Direction Agreement upon notification to Section 18.5SMT in accordance with the terms of the Payment Direction Agreement, provided that MSCG shall be obligated to make all payments to SMT in respect of all Light Finished Products delivered to MSCG prior to SMT’s receipt of such notice; 18.3.7 18.4.7 determine the Termination Amount due the Performing Party upon early termination as provided in Section 18.618.8; and 18.3.8 18.4.8 exercise any rights and remedies provided or available to the Performing Party under this Agreement or at law or equity, including such remedies as provided for under the UCC.

Remedies Generally. Notwithstanding any other provision of this Agreement Agreement, any Guaranty or any Specified TransactionAgreement, upon the occurrence and continuance of an Event of Default with respect to a Party or such Party’s Guarantor (such Party referred to as the “Defaulting Party”), or upon the occurrence and continuance of an Additional Termination Event with respect to the Affected Party, the other Party (in each case (case, the “Performing Party”) may, may in its sole discretion, in addition to all other remedies available to it and without incurring any LiabilitiesLiabilities (for any costs arising from delay or otherwise) to the Affected Party or the Defaulting Party, as the case may be, do any or all of the following: 18.3.1 18.4.1 suspend its performance under this Agreement, including any Product sale, purchase, receipt, delivery or payment obligations, upon written notice to the Defaulting Party or Affected Party; 18.3.2 18.4.2 declare all or any portion of the Defaulting Party’s or Affected Party’s, as applicable, obligations under this Agreement to be forthwith due and payable, all without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or Affected Party, as applicable; 18.3.3 18.4.3 upon written notice to the Defaulting Party or the Affected Party, specify a date (the “Early Termination Date”) on which to terminate this AgreementAgreement in accordance with Section 11, subject to MSCG’s rights under Section 18.6 if MSCG is the Performing Party; 18.3.4 18.4.4 terminate all other Transaction Documents and all other agreements that may then be outstanding between the Parties that relate specifically to this Agreement; 18.3.5 18.4.5 close out any Specified Transactions Agreements pursuant to Section 18.418.8; 18.3.6 determine 18.4.6 suspend performance under or terminate the Settlement Amount pursuant Payment Direction Agreement upon notification to Section 18.5SMT in accordance with the terms of the Payment Direction Agreement, provided that MSCG shall be obligated to make all payments to SMT in respect of all Light Finished Products delivered to MSCG prior to SMT’s receipt of such notice; 18.3.7 18.4.7 determine the Termination Amount due the Performing Party upon early termination as provided in Section 18.618.9; and 18.3.8 18.4.8 exercise any rights and remedies provided or available to the Performing Party under this Agreement or at law or equity, including such remedies as provided for under the UCC.

Remedies Generally. Notwithstanding any other provision of this Agreement or any Specified Transaction, upon the occurrence and continuance of an Event of Default with respect to a Party (such Party referred to as the “Defaulting Party”), or upon the occurrence and continuance of an Additional Termination Event with respect to the Affected Party, the other Party in each case (the “Performing Party”) may, in its sole discretion, in addition to all other remedies available to it and without incurring any Liabilities, do any or all of the following: 18.3.1 suspend its performance under this Agreement and the Commodity Forward Agreement, including any Product sale, purchase, receipt, delivery or payment obligations, upon written notice to the Defaulting Party or Affected PartyParty (except that in the case of any Event of Default under Section 18.1.4, all such performance under this Agreement and the Commodity Forward Agreement shall automatically and without any such notice be suspended); 18.3.2 declare all or any portion of the Defaulting Party’s or Affected Party’s, as applicable, obligations under this Agreement (including without limitation any Specified Early Termination Fee or Early Termination Fee) and the Commodity Forward Agreement to be forthwith due and payable, all without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or Affected Party, as applicableapplicable (except that in the case of any Event of Default under Section 18.1.4, all such obligations shall automatically and without any such declaration become forthwith due and payable); 18.3.3 upon written notice to the Defaulting Party or the Affected Party, specify a date (the “Early Termination Date”) on which to terminate this Agreement;Agreement (except that in the case of any Event of Default under Section 18.1.4, this Agreement and the Commodity Forward Agreement shall automatically and without any such notice be terminated); ny-1739899 18.3.4 terminate all other Transaction Documents and all other agreements that may then be outstanding between the Parties that relate specifically to this Agreement; 18.3.5 close out any Specified Transactions pursuant to Section 18.4; 18.3.6 determine the Settlement Amount pursuant to Section 18.5; 18.3.7 determine the Termination Amount as provided in Section 18.6; and 18.3.8 exercise any rights and remedies provided or available to the Performing Party under this Agreement or at law or equity, including such remedies as provided for under the UCC.

Remedies Generally. Notwithstanding any other provision of this Agreement or any Specified Transaction, upon the occurrence and continuance of an Event of Default with respect to a Party (such defaulting Party referred to as (which shall, for the avoidance of doubt, be all Transaction Entities, collectively, if any Transaction Entity is the defaulting Party), the “Defaulting Party”), or upon the occurrence and continuance of an Additional Termination Event with respect to the Affected Party, the other Performing Party in each case (the “Performing Party”) may, in its sole discretion, in addition to all other remedies available to it and without incurring any Liabilities, do any or all of the following: 18.3.1 suspend its performance under this AgreementAgreement and the Forward Contract, including any Product sale, purchase, receipt, delivery or payment obligations, upon written notice to the Defaulting Party or Affected PartyParty (except that in the case of any Event of Default under Section 18.1.4, all such performance under this Agreement and the Forward Contract shall automatically and without any such notice be suspended); 18.3.2 declare all or any portion of the Defaulting Party’s or Affected Party’s, as applicable, obligations under this Agreement (including without limitation any Specified Early Expiration Fee) and the Forward Contract to be forthwith due and payable, all without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or Affected Party, as applicableapplicable (except that in the case of any Event of Default under Section 18.1.4, all such obligations shall automatically and without any such declaration become forthwith due and payable); 18.3.3 upon written notice to the Defaulting Party or the Affected Party, specify a date (the “Early Termination Date”), upon which (i) on which to terminate all of the Defaulting Party’s or the Affected Party’s obligations under this Agreement, the other Transaction Documents and the Forward Contract shall become due and payable (without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or the Affected Party, as applicable) and (ii) this Agreement, the Forward Contract and all of the other Safe Harbor Agreements shall automatically terminate and shall be liquidated as provided under this Agreement (except that (a) in the event that Xxxx has is the Performing Party, the Safe Harbor Agreements shall be deemed to not have terminated in full until Xxxx shall have disposed of all Xxxx Inventory in connection herewith and therewith and (b) in the case of any Event of Default under Section 18.1.4, (x) this Agreement and the Forward Contract shall automatically and without any such notice be terminated, (y) all such obligations shall automatically and without any such notice become forthwith due and payable and (z) an Early Termination Date shall be deemed to automatically occur on the date of occurrence of such Event of Default); 18.3.4 terminate all other Transaction Documents and any or all other agreements that may then be outstanding between the Parties that relate specifically to this Agreement; ; 18.3.5 close out any Specified Transactions pursuant to Section 18.4; ; 18.3.6 determine the Settlement Amount pursuant to Section 18.5; 18.3.7 determine the Termination Amount as provided in Section 18.6; and 18.3.8 exercise any rights and remedies provided or available to the Performing Party under this Agreement or at law or equity, including such remedies as provided for under the UCC.

Remedies Generally. Notwithstanding any other provision of this Agreement Agreement, any Guaranty or any Specified TransactionAgreement, upon the occurrence and continuance of an Event of Default with respect to a Party or any of such Party’s Guarantors (such Party referred to as the “Defaulting Party”), or upon the occurrence and continuance of an Additional Termination Event with respect to the Affected Party, the other Party (in each case (case, the “Performing Party”) may, may in its sole discretion, in addition to all other remedies available to it and without incurring any LiabilitiesLiabilities (for any costs arising from delay or otherwise) to the Affected Party or the Defaulting Party, as the case may be, do any or all of the following: 18.3.1 18.4.1 suspend its performance under this Agreement, including any Product Crude Oil sale, purchase, receipt, delivery or payment obligations, upon written notice to the Defaulting Party or Affected Party; 18.3.2 18.4.2 accelerate the Payment Date with respect to all Delivered Volumes that have not yet been paid for; 18.4.3 declare all or any portion of the Defaulting Party’s or Affected Party’s, as applicable, ’s obligations under this Agreement to be forthwith due and payable, all without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or Affected Party, as applicable; 18.3.3 18.4.4 upon written notice to the Defaulting Party or the Affected Party, specify a date (the “Early Termination Date”) on which to terminate this AgreementAgreement in accordance with Section 11, subject to MSCG’s rights under Section 18.6 if MSCG is the Performing Party; 18.3.4 18.4.5 terminate all other Transaction Documents and all other agreements that may then be outstanding between the Parties that relate specifically to this Agreement; 18.3.5 18.4.6 close out any Specified Transactions Agreements pursuant to Section 18.418.7; 18.3.6 determine the Settlement Amount pursuant to Section 18.5; 18.3.7 18.4.7 determine the Termination Amount due the Performing Party upon early termination as provided in Section 18.618.8; and 18.3.8 18.4.8 exercise any rights and remedies provided or available to the Performing Party under this Agreement or at law or equity, including such remedies as provided for under the UCC.

Remedies Generally. Notwithstanding any other provision of this Agreement or any Specified Transaction, upon the occurrence and continuance of an Event of Default with respect to a Party (such defaulting Party referred to as (which shall, for the avoidance of doubt, be all Transaction Entities, collectively, if any Transaction Entity is the defaulting Party), the “Defaulting Party”), or upon the occurrence and continuance of an Additional Termination Event with respect to the Affected Party, the other Performing Party in each case (the “Performing Party”) may, in its sole discretion, in addition to all other remedies available to it and without incurring any Liabilities, do any or all of the following: 18.3.1 suspend its performance under this AgreementAgreement and the Forward Contract, including any Product sale, purchase, receipt, delivery or payment obligations, upon written notice to the Defaulting Party or Affected PartyParty (except that in the case of any Event of Default under Section 18.1.4, all such performance under this Agreement and the Forward Contract shall automatically and without any such notice be suspended); 18.3.2 declare all or any portion of the Defaulting Party’s or Affected Party’s, as applicable, obligations under this Agreement (including without limitation any Specified Early Expiration Fee) and the Forward Contract to be forthwith due and payable, all without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or Affected Party, as applicableapplicable (except that in the case of any Event of Default under Section 18.1.4, all such obligations shall automatically and without any such declaration become forthwith due and payable); 18.3.3 upon written notice to the Defaulting Party or the Affected Party, specify a date (the “Early Termination Date”), upon which (i) on which to terminate all of the Defaulting Party’s or the Affected Party’s obligations under this Agreement, the other Transaction Documents and the Forward Contract shall become due and payable (without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or the Affected Party, as applicable) and (ii) this Agreement, the Forward Contract and all of the other Safe Harbor Agreements shall automatically terminate and shall be liquidated as provided under this Agreement (except that (a) in the event that Aron has is the Performing Party, the Safe Harbor Agreements shall be deemed to not have terminated in full until Aron shall have disposed of all Aron Inventory in connection herewith and therewith and (b) in the case of any Event of Default under Section 18.1.4, (x) this Agreement and the Forward Contract shall automatically and without any such notice be terminated, (y) all such obligations shall automatically and without any such notice become forthwith due and payable and (z) an Early Termination Date shall be deemed to automatically occur on the date of occurrence of such Event of Default); 18.3.4 terminate all other Transaction Documents and any or all other agreements that may then be outstanding between the Parties that relate specifically to this Agreement; ; 18.3.5 close out any Specified Transactions pursuant to Section 18.4; ; 18.3.6 determine the Settlement Amount pursuant to Section 18.5; 18.3.7 determine the Termination Amount as provided in Section 18.6; and 18.3.8 exercise any rights and remedies provided or available to the Performing Party under this Agreement or at law or equity, including such remedies as provided for under the UCC.

Remedies Generally. Notwithstanding any other provision of this Agreement or any Specified Transaction, upon the occurrence and continuance of an Event of Default with respect to a Party (such Party referred to as the “Defaulting Party”), or upon the occurrence and continuance of an Additional Termination Event with respect to the Affected Party, the other Party in each case (the “Performing Party”) may, in its sole discretion, in addition to all other remedies available to it and without incurring any Liabilities, do any or all of the following: 18.3.1 suspend its performance under this Agreement and the Commodity Forward Agreement, including any Product sale, purchase, receipt, delivery or payment obligations, upon written notice to the Defaulting Party or Affected PartyParty (except that in the case of any Event of Default under Section 18.1.4, all such performance under this Agreement and the Commodity Forward Agreement shall automatically and without any such notice be suspended); 18.3.2 declare all or any portion of the Defaulting Party’s or Affected Party’s, as applicable, obligations under this Agreement (including without limitation any Specified Early Termination Fee or Early Termination Fee) and the Commodity Forward Agreement to be forthwith due and payable, all without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or Affected Party, as applicableapplicable (except that in the case of any Event of Default under Section 18.1.4, all such obligations shall automatically and without any such declaration become forthwith due and payable); 18.3.3 upon written notice to the Defaulting Party or the Affected Party, specify a date (the “Early Termination Date”) on which to terminate this AgreementAgreement (except that in the case of any Event of Default under Section 18.1.4, this Agreement and the Commodity Forward Agreement shall automatically and without any such notice be terminated); 18.3.4 terminate all other Transaction Documents and all other agreements that may then be outstanding between the Parties that relate specifically to this Agreement; 18.3.5 close out any Specified Transactions pursuant to Section 18.4; 18.3.6 determine the Settlement Amount pursuant to Section 18.5; 18.3.7 determine the Termination Amount as provided in Section 18.6; andand ny-1664023 18.3.8 exercise any rights and remedies provided or available to the Performing Party under this Agreement or at law or equity, including such remedies as provided for under the UCC.

Remedies Generally. Notwithstanding any other provision of this Agreement Agreement, any Guaranty or any Specified TransactionAgreement, upon the occurrence and continuance of an Event of Default with respect to a Party or such Party’s Guarantor (such Party referred to as the “Defaulting Party”), or upon the occurrence and continuance of an Additional Termination Event with respect to the Affected Party, the other Party (in each case (case, the “Performing Party”) may, may in its sole discretion, in addition to all other remedies available to it and without incurring any LiabilitiesLiabilities (for any costs arising from delay or otherwise) to the Affected Party or the Defaulting Party, as the case may be, do any or all of the following: 18.3.1 18.4.1 suspend its performance under this Agreement, including any Product sale, purchase, receipt, delivery or payment obligations, upon written notice to the Defaulting Party or Affected Party; 18.3.2 18.4.2 declare all or any portion of the Defaulting Party’s or Affected Party’s, as applicable, obligations under this Agreement to be forthwith due and payable, all without presentment, demand, protest or further notice of any kind, all of which are expressly waived by the Defaulting Party or Affected Party, as applicable; 18.3.3 18.4.3 upon written notice to the Defaulting Party or the Affected Party, specify a date (the “Early Termination Date”) on which to terminate this AgreementAgreement in accordance with Section 11, subject to MSCG’s rights under Section 18.6 if MSCG is the Performing Party; 18.3.4 18.4.4 terminate all other Transaction Documents and all other agreements that may then be outstanding between the Parties that relate specifically to this Agreement; 18.3.5 18.4.5 close out any Specified Transactions Agreements pursuant to Section 18.418.8; 18.3.6 determine 18.4.6 suspend performance under or terminate the Settlement Amount pursuant Payment Direction Agreement upon notification to Section 18.5SMT in accordance with the terms of the Payment Direction Agreement, provided that MSCG shall be obligated to make all payments to SMT in respect of all Light Finished Products delivered to MSCG prior to SMT’s receipt of such notice; 18.3.7 18.4.7 determine the Termination Amount due the Performing Party upon early termination as provided in Section 18.618.9; and 18.3.8 18.4.8 exercise any rights and remedies provided or available to the Performing Party under this Agreement or at law or equity; provided that, including such remedies as provided for under the UCCavoidance of doubt, (i) if either PBFH or PRC is the Defaulting Party, then both PBFH and PRC shall be deemed to be Defaulting Parties, and (ii) if either PBFH or PRC is the Affected Party, then both PBFH and PRC shall be deemed to be Affected Parties.