Throughput Agreement. Administrative Agent recognizes and confirms that the Throughput Agreement, and the rights and interests of Xxxxx thereunder, shall in no way be restricted, limited or otherwise affected by this Agreement, the Xxxxx Mortgage, the Senior Mortgages, any Future Senior Mortgage, the Security Instruments or any liens or security interests thereof; provided, however, that, Xxxxx agrees that nothing in the Throughput 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, ____________________ obligations under the Throughput Agreement and shall have executed an “SNDA” as defined in, and in accordance with, Article 6 of the Xxxxx 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 Xxxxx of a purchase option under the Throughput Agreement or otherwise. Xxxxx shall not amend, modify or supplement the Throughput Agreement without the prior written consent of the Majority Banks (as defined in the Credit Agreement); provided, that, such amendments, modifications or supplements may be made without the consent of the Majority Banks if such amendments, modifications or supplements (i) individually or in the aggregate, are not materially adverse to the rights of the Administrative Agent or the Financial Institutions, and (ii) individually or in the aggregate, do not materially decrease the economic benefit that ____________________ would have otherwise received pursuant to such agreement. Administrative Agent, both for itself and for any Purchaser, further agrees that upon any Foreclosure Event, the Throughput Agreement shall not be terminated or affected thereby, nor shall Holly’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 Throughput Agreement (or any other rights of Xxxxx under the Throughput Agreement) be affected or disturbed because of the Foreclosure Event, but rather the Throughput Agreement shall continue in full force and effect as direct obligations between the Purchaser and Xxxxx, upon all of the terms, covenants and conditions set forth in the Throughput Agreement. Neither Administrative Agent nor any Purchaser shall claim, or seek adjudication, that the Throughput Agre...
Throughput Agreement. Subject to Section 11.20, that certain ____________________ dated as of ____________________, 201__, by and between ____________________ and ____________________, as such agreement has been amended to date or may be amended, amended and restated, replaced, or otherwise modified at any time in the future.
Throughput Agreement. SemCrude and SGLP are executing and delivering the throughput agreement attached hereto as Exhibit F (the “New Throughput Agreement”).
Throughput Agreement. The Operator shall offer to enter into a Throughput Agreement with each Throughputter. Such Throughput Agreement shall permit each Throughputter to have recourse to binding arbitration and shall, with the consent of the Throughputter(s), be amended accordingly to fully reflect this clause 9. For the avoidance of doubt, any such arbitrator or arbitration panel may make a determination as to the appropriateness of any rate of return or future capital expenditure and may apply a substitute rate of return or future capital expenditure as the arbitrator or arbitration panel thinks fit. Service Change Procedure Either Party may, upon notice to the other Party, make changes to or under this Agreement which: are permitted under the terms of this Agreement; have no material impact upon the provision of the Services in accordance with this Agreement and have no material adverse effect on the Operator; or are reasonably necessary from time to time in order to comply with: a Change in Law (subject to the provisions of clause 11 (Specific Change of Law)); or
Throughput Agreement. The Operator shall offer to enter into a Throughput Agreement with each Throughputter. Such Throughput Agreement shall permit each Throughputter to have recourse to binding arbitration and shall, with the consent of the Throughputter(s), be amended accordingly to fully reflect this clause 9. For the avoidance of doubt, any such arbitrator or arbitration panel may make a determination as to the appropriateness of any rate of return or future capital expenditure and may apply a substitute rate of return or future capital expenditure as the arbitrator or arbitration panel thinks fit.
Throughput Agreement. Subject to Section 11.21, that certain Pipeline Throughput Agreement dated as of ______, 2009, by and between Navajo Refining and HEP Operating, as such agreement has been amended to date or may be amended, amended and restated, replaced or otherwise modified at any time in the future.
Throughput Agreement. Buyer and Seller shall enter into the Throughput Agreement on or prior to Closing.
Throughput Agreement. Subject to Section 11.20, that certain Tankage, Loading Rack and Crude Oil Receiving Throughput Agreement (Cheyenne) dated effective as of November 1, 2011, by and between Frontier Refining and Grantor, as such agreement has been amended to date or may be amended, amended and restated, replaced, or otherwise modified at any time in the future.
Throughput Agreement. Notwithstanding the fact that Mortgagee is not a party to the Throughput Agreement in effect as of the date of this Mortgage, for purposes of this Mortgage, by its acceptance hereof, Mortgagee agrees to be bound by the terms of the Throughput Agreement to which Frontier Refining is bound. By accepting this Mortgage Mortgagee acknowledges, that (i) Frontier Refining is a wholly-owned subsidiary of Mortgagee, and (ii) the Throughput Agreement governs the operation of the Assets that constitute a portion of the collateral under this Mortgage, and, as a result, Mortgagee will receive substantial benefit in connection with the Throughput Agreement. WITNESS THE EXECUTION HEREOF as of the date first above written. GRANTOR: CHEYENNE LOGISTICS LLC, a Delaware limited liability company By: /s/ Xxxxxxx X. Xxxx Xxxxxxx X. Xxxx, Vice President and Treasurer EMPLOYER IDENTIFICATION NUMBER OF GRANTOR: 00-0000000 ORGANIZATIONAL NUMBER OF GRANTOR: 5032255 THE STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on January , 2012, by Xxxxxxx X. Xxxx, Vice President and Treasurer of Cheyenne Logistics LLC, a Delaware limited liability company, on behalf of said limited liability company. Notary Public, State of Texas My Commission Expires: EXHIBIT A ASSETS
Throughput Agreement. At the Closing, Buyer and Seller shall execute and deliver a Throughput Agreement substantially in the form attached hereto as Exhibit F (the "Throughput Agreement"). The Throughput Agreement shall provide for usage by the BP Group of the Twin Cities Terminal.
