Specialty Grades. From time to time, PBF may desire to make or MSCG may desire to sell a customized product that is not included in the grades of Products encompassed in Schedule 1 (a “Specialty Grade”). In this circumstance, the Parties shall negotiate in good faith to agree to the terms under which such Specialty Grade would be produced, priced and delivered and in the absence of an agreement as to such terms, no production or sale of a Specialty Grade shall occur.
Specialty Grades. From time to time, DCRC may desire to make or MSCG may desire to sell a customized product that is not included in the grades of Products encompassed in Schedule 1 (a “Specialty Grade”). In this circumstance, the Parties shall negotiate in good faith to agree to the terms under which such Specialty Grade would be produced, priced and delivered and in the absence of an agreement as to such terms, no production or sale of a Specialty Grade shall occur.
Specialty Grades. (i) In the event that (y) any estimate or forecast supplied by Lafarge to the Company pursuant to Section 5.1 or Section 5.2 of this Agreement indicates that Lafarge’s purchases of any single Specialty Grade for any future twelve (12) month period will in the aggregate equal or exceed ten percent (10%) of the total amount of Qualified PBL (measured in msf) that Lafarge will purchase from the Company during such twelve (12) month period, or (z) Lafarge’s actual purchases of any single Specialty Grade in any prior twelve (12) month period in the aggregate equal or exceed ten percent (10%) of the total amount of Qualified PBL (measured in msf) purchased by Lafarge during such prior twelve (12) month period, a new Benchmark Price reasonably reflecting the cost and economics, as measured from the economics being achieved by the Company immediately prior to production of such Specialty Grade, of producing such Specialty Grade shall be calculated and set for such Specialty Grade and shall be reflected in Schedule 8.1(a). The foregoing notwithstanding, a Benchmark Price for a Specialty Grade shall be set only once pursuant to this Section 4.1(d) and shall not be subject to subsequent change or recalculation pursuant to this Section 4.1(d).
(ii) The Parties shall attempt to agree upon new Benchmark Prices to be determined pursuant to this Section 4.1(d). In the event that the Parties cannot so agree, any such dispute shall be resolved in accordance with the procedures set forth in Section 3.6.
(iii) Until such time as a Benchmark Price for a Specialty Grade is set pursuant to this Section 4.1(d), there shall be no Benchmark Price for such Specialty Grade.
