Common use of TLO Assignment to Third Party Clause in Contracts

TLO Assignment to Third Party. TLO shall not assign its rights or obligations under this Agreement without Customer’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that (i) TLO may assign this Agreement without Customer’s consent in connection with a sale by TLO of the Terminal so long as the transferee: (A) agrees to assume all of TLO’s obligations under this Agreement; (B) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by TLO in its reasonable judgment; and (C) is not a competitor of Customer; and (ii) TLO shall be permitted to make a collateral assignment of this Agreement solely to secure working capital financing for TLO.

Appears in 9 contracts

Samples: Terminalling Services Agreement, Rail Terminalling Services Agreement, Rail Terminalling Services Agreement (Andeavor)

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TLO Assignment to Third Party. TLO shall not assign its rights or obligations under this Agreement without CustomerTRMC’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that (i) TLO may assign this Agreement without CustomerTRMC’s consent in connection with a sale by TLO of the Terminal one or more of its Terminals so long as the transferee: (A) agrees to assume all of TLO’s obligations under this AgreementAgreement with respect to the associated Terminal(s); (B) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by TLO in its reasonable judgment; and (C) is not a competitor of CustomerTRMC; and (ii) TLO shall be permitted to make a collateral assignment of this Agreement solely to secure working capital financing for TLO.

Appears in 5 contracts

Samples: Master Terminalling Services Agreement, Master Terminalling Services Agreement (Tesoro Logistics Lp), Master Terminalling Services Agreement (Tesoro Corp /New/)

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TLO Assignment to Third Party. TLO shall not assign its rights or obligations under this Agreement without Customer’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that (i) TLO may assign this Agreement without Customer’s consent in connection with a sale by TLO of the Terminal Terminals so long as the transferee: (A) agrees to assume all of TLO’s obligations under this Agreement; (B) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by TLO in its reasonable judgment; and (C) is not a competitor of Customer; and (ii) TLO shall be permitted to make a collateral assignment of this Agreement solely to secure working capital financing for TLO.

Appears in 2 contracts

Samples: Terminalling Services Agreement (Tesoro Logistics Lp), Terminalling Services Agreement (Tesoro Corp /New/)

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