Common use of Title, Risk of Loss and Custody Clause in Contracts

Title, Risk of Loss and Custody. (a) Title to and risk of loss of the Crude Oil shall pass from Xxxx to the Company at the Crude Delivery Point. The Company shall assume custody of the Crude Oil as it passes the Crude Delivery Point. (b) During the time any Crude Oil or Products is held in any Storage Facilities, the Company, in its capacity as operator of the Storage Facilities and pursuant to the Storage Facilities Agreement, shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws, pertaining to the possession, handling, use and processing of such Crude Oil or Products and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom except to the extent such Liabilities are caused by or attributable to any of the matters for which Xxxx is indemnifying the Company pursuant to Article 20. (c) At and after transfer of any Crude Oil at the Crude Delivery Point, the Company shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws pertaining to the possession, handling, use and processing of such Crude Oil and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom. (d) Notwithstanding anything to the contrary herein, Xxxx and the Company agree that the Company shall have an insurable interest in Crude Oil that is subject to a Procurement Contract and that the Company may, at its election and with prior notice to Xxxx, endeavor to insure the Crude Oil. If pursuant to the terms of this Agreement, the Company bears the loss of any Crude Oil, then (subject to any other setoff or netting rights Xxxx may have hereunder) any insurance payment to Xxxx made to cover same shall be promptly paid over by Xxxx to the Company.

Title, Risk of Loss and Custody. (a) Title to and risk of loss of the Crude Oil shall pass from the Company to Xxxx at the Crude Intake Point. Xxxx shall retain title to and risk of loss of such Crude Oil during the time such Crude Oil is held in any Storage Facilities. Title to and risk of loss of the Crude Oil shall pass from Xxxx to the Company at the Crude Delivery Point. The Company shall assume custody of the Crude Oil as it passes the Crude Delivery Point. (b) During the time any Crude Oil or Products is are held in any Storage Facilities, the Company, in its capacity as operator of the Storage Facilities and pursuant to the Storage Facilities Agreement, shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws, pertaining to the possession, handling, use and processing of such Crude Oil or Products and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom except to the extent such Liabilities are caused by or attributable to any of the matters for which Xxxx is indemnifying the Company pursuant to Article 2021. (c) At and after transfer of any Crude Oil at the Crude Delivery Point, the Company and its Affiliates shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws pertaining to the possession, handling, use and processing of such Crude Oil and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom. (d) Notwithstanding anything to To the contrary herein, Xxxx and extent the Company agree that the Company shall have an insurable interest in wishes to sell any Crude Oil that is subject to a Procurement Contract and that the Company may, at its election and with prior notice to Xxxx, endeavor to insure the Crude Oil. If pursuant to the terms of this Agreementany third party, the Company bears acknowledges that it shall not have the loss of any Crude Oil, then (subject authority to any other setoff or netting rights Xxxx may have hereunder) any insurance payment agree to Xxxx made to cover same shall be promptly paid over by Xxxx to the Companysuch sale without Aron’s prior written consent.

Title, Risk of Loss and Custody. (a) Title to and risk of loss of the Crude Oil shall pass from the Company to Xxxx at the Crude Intake Point. Xxxx shall retain title to and risk of loss of such Crude Oil during the time such Crude Oil is held in any Included Locations. Title to and risk of loss of the Crude Oil shall pass from Xxxx to the Company at the Crude Delivery Point. The Company shall assume custody of the Crude Oil as it passes the Crude Delivery Point. (b) During the time any Crude Oil or Products is are held in any Storage Facilities, the Company, in its capacity as operator of the Storage Facilities and pursuant to the Storage Facilities Agreement, shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws, pertaining to the possession, handling, use and processing of such Crude Oil or Products and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom except to the extent such Liabilities are caused by or attributable to any of the matters for which Xxxx is indemnifying the Company pursuant to Article 2021. (c) At and after transfer of any Crude Oil at the Crude Delivery Point, the Company and its Affiliates shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws pertaining to the possession, handling, use and processing of such Crude Oil and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom. (d) Notwithstanding anything to To the contrary herein, Xxxx and extent the Company agree that the Company shall have an insurable interest in wishes to sell any Crude Oil that is subject to a Procurement Contract and that the Company may, at its election and with prior notice to Xxxx, endeavor to insure the Crude Oil. If pursuant to the terms of this Agreementany third party, the Company bears acknowledges that it shall not have the loss of any Crude Oil, then (subject authority to any other setoff or netting rights Xxxx may have hereunder) any insurance payment agree to Xxxx made to cover same shall be promptly paid over by Xxxx to the Companysuch sale without Aron’s prior written consent.

Title, Risk of Loss and Custody. (a) Title to and risk of loss of the Crude Oil shall pass from Xxxx Axxx to the Company at the Crude Delivery Point. The Company shall assume custody of the Crude Oil as it passes the Crude Delivery Point. (b) During the time any Crude Oil or Products is held in any Storage Facilities, the Company, in its capacity as operator of the Storage Facilities and pursuant to the Storage Facilities Agreement, shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws, pertaining to the possession, handling, use and processing of such Crude Oil or Products and shall indemnify and hold harmless XxxxAxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom except to the extent such Liabilities are caused by or attributable to any of the matters for which Xxxx Axxx is indemnifying the Company pursuant to Article 20. (c) At and after transfer of any Crude Oil at the Crude Delivery Point, the Company shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws pertaining to the possession, handling, use and processing of such Crude Oil and shall indemnify and hold harmless XxxxAxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom. (d) Notwithstanding anything to the contrary herein, Xxxx Axxx and the Company agree that the Company shall have an insurable interest in Crude Oil that is subject to a Procurement Contract and that the Company may, at its election and with prior notice to XxxxAxxx, endeavor to insure the Crude Oil. If pursuant to the terms of this Agreement, the Company bears the loss of any Crude Oil, then (subject to any other setoff or netting rights Xxxx Axxx may have hereunder) any insurance payment to Xxxx Axxx made to cover same shall be promptly paid over by Xxxx Axxx to the Company.

Title, Risk of Loss and Custody. (a) Title to and risk of loss of the Crude Oil shall pass from Xxxx to the Company at the Crude Delivery Point. The Company shall assume custody of the Crude Oil as it passes the Crude Delivery Point. (b) During the time any Crude Oil or Products is held in any Storage Facilities, the CompanyCompany or XXXX, in its capacity as operator of the Storage Facilities and pursuant to the Storage Facilities Agreement, shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws, pertaining to the possession, handling, use and processing of such Crude Oil or Products and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom from failure by the Company or XXXX to so comply, except to the extent such Liabilities are caused by or attributable to any of the matters for which Xxxx is indemnifying the Company pursuant to Article 20. (c) At and after transfer of any Crude Oil at the Crude Delivery PointPoint from Xxxx to the Company pursuant to Section 5.6(a) above, the Company shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws pertaining to the possession, handling, use and processing of such Crude Oil and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefromfrom failure by the Company to so comply. (d) Notwithstanding anything to the contrary herein, Xxxx and the Company and XXXX agree that the Company and XXXX shall have an insurable interest in Crude Oil that is subject to a Procurement Contract or as otherwise subject to this Agreement, and that the Company or XXXX may, at its election and with prior notice to Xxxx, endeavor to insure the Crude Oil. If pursuant to the terms of this Agreement, the Company bears the loss of any Crude Oilor XXXX has fully compensated Xxxx therefor as required hereunder, then (subject to any other setoff or netting rights Xxxx may have hereunder) any insurance payment to Xxxx made to cover the same shall be promptly paid over by Xxxx to the CompanyCompany or XXXX.

Title, Risk of Loss and Custody. (a) Title to and risk of loss of the Crude Oil held in the Crude Storage Tanks shall pass from Xxxx to the Company at the Crude Delivery Point. The Company shall assume custody of the Crude Oil as it passes the Crude Delivery Point; provided that prior to such delivery the Company shall have custody of such Crude Oil in accordance with Section 5.6(b) below. (b) During the time any Crude Oil or Products is held in any Storage Facilities, the CompanyCompany or XXXX, in its capacity as operator of the Storage Facilities and pursuant to the Storage Facilities Agreement, shall be solely responsible for compliance (or causing applicable third parties other than Xxxx to comply) with all Applicable Laws, including all Environmental Laws, pertaining to the possession, handling, use and processing of such Crude Oil or Products and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom from failure by the Company or XXXX to so comply (or to cause such compliance), except to the extent such Liabilities are caused by or attributable to any of the matters for which Xxxx is indemnifying the Company pursuant to Article 20Section 21.1. (c) At and after transfer of any Crude Oil at the Crude Delivery PointPoint from Xxxx to the Company pursuant to Section 5.6(a) above, the Company shall be solely responsible for compliance (or causing applicable third parties other than Xxxx to comply) with all Applicable Laws, including all Environmental Laws pertaining to the possession, handling, use and processing of such Crude Oil and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefromfrom failure by the Company to so comply. (d) Notwithstanding anything to the contrary herein, Xxxx and the Company and XXXX agree that the Company and XXXX shall have an insurable interest in Crude Oil that is subject to a Procurement Contract or as otherwise subject to this Agreement, and that the Company or XXXX may, at its election and with prior notice to Xxxx, endeavor to insure the Crude Oil. If pursuant to the terms of this Agreement, the Company bears the loss of any Crude Oilor XXXX has fully compensated Xxxx therefor as required hereunder, then (subject to any other setoff or netting rights Xxxx may have hereunder) any insurance payment to Xxxx made to cover the same shall be promptly paid over by Xxxx to the CompanyCompany or XXXX. (e) Without limiting any of obligations hereunder of the Company or XXXX to cause any actions by third parties, it is acknowledged that in determining how to comply with such obligations, the Company and XXXX may use such contractual or other arrangements as they deem necessary or appropriate.

Title, Risk of Loss and Custody. (a) Title to and risk of loss of the Crude Oil shall pass from Xxxx to the Company at the Crude Delivery Point. The Company shall assume custody of the Crude Oil as it passes the Crude Delivery Point. (b) During the time any Crude Oil or Products is held in any the Crude Storage FacilitiesTanks, the Company, in its capacity as operator of the Crude Storage Facilities Tanks and pursuant to the Storage Facilities Agreement, shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws, pertaining to the possession, handling, use and processing of such Crude Oil or Products and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom except to the extent such Liabilities are caused by or attributable to any of the matters for which Xxxx is indemnifying the Company pursuant to Article 20. (c) At and after transfer of any Crude Oil at the Crude Delivery Point, the Company shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws pertaining to the possession, handling, use and processing of such Crude Oil and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom. (d) Notwithstanding anything to the contrary herein, Xxxx and the Company agree that the Company shall have an insurable interest in Crude Oil that is subject to a Procurement Contract and that the Company may, at its election and with prior notice to Xxxx, endeavor to insure the Crude Oil. If pursuant to the terms of this Agreement, the Company bears the loss of any Crude Oil, then (subject to any other setoff or netting rights Xxxx may have hereunder) any insurance payment to Xxxx made to cover same shall be promptly paid over by Xxxx to the Company.

Title, Risk of Loss and Custody. NY2- 672959 PORTIONS OF THIS EXHIBIT DENOTED WITH THREE ASTERISKS (***) HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. (a) Title to and risk of loss of the Crude Oil shall pass from Xxxx to the Company at the Crude Delivery Point. The Company shall assume custody of the Crude Oil as it passes the Crude Delivery Point. (b) During the time any Crude Oil or Products is held in any the Crude Storage FacilitiesTanks, the Company, in its capacity as operator of the Crude Storage Facilities Tanks and pursuant to the Storage Facilities Agreement, shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws, pertaining to the possession, handling, use and processing of such Crude Oil or Products and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom except to the extent such Liabilities are caused by or attributable to any of the matters for which Xxxx is indemnifying the Company pursuant to Article 20. (c) At and after transfer of any Crude Oil at the Crude Delivery Point, the Company shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws Law pertaining to the possession, handling, use and processing of such Crude Oil and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom. (d) Notwithstanding anything to the contrary herein, Xxxx and the Company agree that the Company shall have an insurable interest in Crude Oil that is subject to a Procurement Contract and that the Company may, at its election and with prior notice to Xxxx, endeavor to insure the Crude Oil. If pursuant to the terms of this Agreement, the Company bears the loss of any Crude Oil, then (subject to any other setoff or netting rights Xxxx may have hereunder) any insurance payment to Xxxx made to cover same shall be promptly paid over by Xxxx to the Company.

Title, Risk of Loss and Custody. (a) Title to and risk of loss of the Crude Oil shall pass from Xxxx to the Company at the Crude Delivery Point. The Company shall assume custody of the Crude Oil as it passes the Crude Delivery Point. (b) During the time any Crude Oil or Products is held in any the Crude Storage FacilitiesTanks, the Company, in its capacity as operator of the Crude Storage Facilities Tanks and pursuant to the Storage Facilities Agreement, shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws, pertaining to the possession, handling, use and processing of such Crude Oil or Products and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom except to the extent such Liabilities are caused by or attributable to any of the matters for which Xxxx is indemnifying the Company pursuant to Article 20. (c) At and after transfer of any Crude Oil at the Crude Delivery Point, the Company shall be solely responsible for compliance with all Applicable Laws, including all Environmental Laws Law pertaining to the possession, handling, use and processing of such Crude Oil and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom. (d) Notwithstanding anything to the contrary herein, Xxxx and the Company agree that the Company shall have an insurable interest in Crude Oil that is subject to a Procurement Contract and that the Company may, at its election and with prior notice to Xxxx, endeavor to insure the Crude Oil. If pursuant to the terms of this Agreement, the Company bears the loss of any Crude Oil, then (subject to any other setoff or netting rights Xxxx may have hereunder) any insurance payment to Xxxx made to cover same shall be promptly paid over by Xxxx to the Company.

Title, Risk of Loss and Custody. (a) Title to and risk of loss of the Crude Oil shall pass from Xxxx to the Company at the Crude Delivery Point. The Company shall assume custody of the Crude Oil as it passes the Crude Delivery Point. (b) During the time any Crude Oil or Products is held in any Storage Facilities, the CompanyCompany or XXXX, in its capacity as operator of the Storage Facilities and pursuant to the Storage Facilities Agreement, shall be solely responsible for compliance (or causing applicable third parties other than Xxxx to comply) with all Applicable Laws, including all Environmental Laws, pertaining to the possession, handling, use and processing of such Crude Oil or Products and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom from failure by the Company or XXXX to so comply (or to cause such compliance), except to the extent such Liabilities are caused by or attributable to any of the matters for which Xxxx is indemnifying the Company pursuant to Article 20. (c) At and after transfer of any Crude Oil at the Crude Delivery PointPoint from Xxxx to the Company pursuant to Section 5.6(a) above, the Company shall be solely responsible for compliance (or causing applicable third parties other than Xxxx to comply) with all Applicable Laws, including all Environmental Laws pertaining to the possession, handling, use and processing of such Crude Oil and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefromfrom failure by the Company to so comply. (d) Notwithstanding anything to the contrary herein, Xxxx and the Company and XXXX agree that the Company and XXXX shall have an insurable interest in Crude Oil that is subject to a Procurement Contract or as otherwise subject to this Agreement, and that the Company or XXXX may, at its election and with prior notice to Xxxx, endeavor to insure the Crude Oil. If pursuant to the terms of this Agreement, the Company bears the loss of any Crude Oilor XXXX has fully compensated Xxxx therefor as required hereunder, then (subject to any other setoff or netting rights Xxxx may have hereunder) any insurance payment to Xxxx made to cover the same shall be promptly paid over by Xxxx to the CompanyCompany or XXXX. (e) Without limiting any of obligations hereunder of the Company or XXXX to cause any actions by third parties, it is acknowledged that in determining how to comply with such obligations, the Company and XXXX may use such contractual or other arrangements as they deem necessary or appropriate.

Title, Risk of Loss and Custody. (a) Title to and risk of loss of the Crude Oil held in the Crude Storage Tanks shall pass from Xxxx to the Company at the Crude Delivery Point. The Company shall assume custody of the Crude Oil as it passes the Crude Delivery Point; provided that prior to such delivery the Company shall have custody of such Crude Oil in accordance with Section 5.6(b) below. (b) During the time any Crude Oil or Products is held in any Storage Facilities, the CompanyCompany or XXXX, in its capacity as operator of the Storage Facilities and pursuant to the Storage Facilities Agreement, shall be solely responsible for compliance (or causing applicable third parties other than Xxxx to comply) with all Applicable Laws, including all Environmental Laws, pertaining to the possession, handling, use and processing of such Crude Oil or Products and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefrom from failure by the Company or XXXX to so comply (or to cause such compliance), except to the extent such Liabilities are caused by or attributable to any of the matters for which Xxxx is indemnifying the Company pursuant to Article 2021.1. (c) At and after transfer of any Crude Oil at the Crude Delivery PointPoint from Xxxx to the Company pursuant to Section 5.6(a) above, the Company shall be solely responsible for compliance (or causing applicable third parties other than Xxxx to comply) with all Applicable Laws, including all Environmental Laws pertaining to the possession, handling, use and processing of such Crude Oil and shall indemnify and hold harmless Xxxx, its Affiliates and their agents, representatives, contractors, employees, directors and officers, for all Liabilities directly or indirectly arising therefromfrom failure by the Company to so comply. (d) Notwithstanding anything to the contrary herein, Xxxx and the Company and XXXX agree that the Company and XXXX shall have an insurable interest in Crude Oil that is subject to a Procurement Contract or as otherwise subject to this Agreement, and that the Company or XXXX may, at its election and with prior notice to Xxxx, endeavor to insure the Crude Oil. If pursuant to the terms of this Agreement, the Company bears the loss of any Crude Oilor XXXX has fully compensated Xxxx therefor as required hereunder, then (subject to any other setoff or netting rights Xxxx may have hereunder) any insurance NOTE: A request for confidential treatment has been made with respect to portions of the following document that are marked [*CONFIDENTIAL*]. The redacted portions have been filed separately with the SEC. payment to Xxxx made to cover the same shall be promptly paid over by Xxxx to the CompanyCompany or XXXX. (e) Without limiting any of obligations hereunder of the Company or XXXX to cause any actions by third parties, it is acknowledged that in determining how to comply with such obligations, the Company and XXXX may use such contractual or other arrangements as they deem necessary or appropriate.