Volume and Quality. The volume and quality of the Net Hydrocarbons shall be measured and determined at the Measurement Points pursuant to the procedures established by the Applicable Laws. Additionally, CNH may request measurement of the volume and quality of the Produced Hydrocarbons at the Well head, in separation batteries or at points along the Gathering and Storage systems, in which case the Contractor shall furnish and install the additional equipment necessary to conduct such measurements. All information relating to the measurement of the Hydrocarbons under this Contract shall be reported to CNH in accordance with the Applicable Laws.

Volume and Quality. Section 4.1. Seller shall sell to Buyer and Buyer shall purchase from Seller the Base Volume of Feedstock in approximately equal monthly volumes. Seller may sell and Buyer may purchase such volume of Feedstock in addition to the Base Volume as they may agree at the Feedstock price calculated according to the formula set forth in Section 7.1. Section 4.2. For planning purposes only: (a) at the end of every month, the Parties shall jointly develop a production plan for each of the next three months, based upon the Buyer’s requirements for Feedstock, the Seller’s ability to supply Feedstock and the capacity of the LVT Unit, and (b) as soon as practical after the Effective Date and before September 1 of each calendar year of the Term, the Parties shall jointly develop a production plan for each month of the following calendar year, based upon the Buyer’s requirements for Feedstock, the Seller’s ability to supply Feedstock and the capacity of the LVT Unit. Section 4.3. Buyer and Seller acknowledge that the production and use of Feedstock are parts of larger operations and agree to use commercially reasonable efforts to coordinate production schedules and lifting schedules of LVT Products to minimize impacts on each other’s operations. Section 4.4. The Feedstock purchased and sold pursuant to this Agreement shall have the technical properties specified in Exhibit 4.4 which is attached hereto and made a part hereof. Section 4.5. Seller acknowledges that Buyer’s requirements for any Feedstock are determined by Buyer’s customers’ needs. Seller agrees to use commercially reasonable efforts to accommodate Buyer’s requirements for revised Feedstock specifications within the generally accepted tolerances for each Feedstock. All costs and expenses resulting from changes in specifications as listed in Exhibit 4.4 will be paid by Buyer.

Volume and Quality. Any claim that Purchaser might have regarding this Agreement as to Product volume or quality shall be notified, pursuant to Section 21 hereof to Seller within three (3) Days from the delivery date, but in any case, prior to Product unloading by Purchaser at the Plant. Without prejudice to the above provided, Purchaser may notify by telephone any intended claim to be submitted, to the field operating agent appointed by Seller, so that Seller may timely take any action deemed proper, the above in the understanding that said notice by telephone shall be confirmed in writing, through telefax, courier or electronic mail. The field operating agents appointed by the parties shall try to mutually solve said claim. In the event claim is not solved by those agents, Purchaser shall confirm its claim to Seller within a ten (10) Day period following date when initial notice of claim had been delivered through telefax, courier or electronic mail by Purchaser to Seller.

Volume and Quality. Section 4.1. Seller shall make available to Buyer all of the volume of HDW Diesel that Seller is able to purchase and receive from Excel Paralubes pursuant to the May 12, 1995 Co-Products Sale and Purchase Agreement between Seller and Excel Paralubes. By way of illustration (and not for the purpose of establishing any minimum, maximum or typical volume of HDW Diesel that may be supplied hereunder), the volume of HDW Diesel Seller was able to purchase and receive from Excel Paralubes during 2006 and the first six months of 2007 was: Jan-06 64,868 Jul-06 54,940 Jan-07 59,394 Feb-06 4,289 Aug-06 59,264 Feb-07 47,018 Mar-06 489 Sep-06 53,164 Mar-07 66,336 Apr-06 53,940 Oct-06 49,581 Apr-07 53,270 May-06 61,215 Nov-06 55,014 May-07 53,902 Jun-06 56,277 Dec-06 39,276 Jun-07 43,738 Section 4.2. For planning purposes: (a) at the end of every month, the Buyer shall furnish the Seller with a good faith estimate of the total volumes of HDW Diesel which the Buyer will require during each month for the following three (3) months; (b) at or as soon as practical after the Effective Date and before September 1 of subsequent calendar year of the Term, the Buyer shall furnish the Seller with a good faith estimate of the total volumes of HDW Diesel which the Buyer will require during the succeeding calendar year; (c) at the end of every month, the Seller shall furnish the Buyer with a good faith estimate of the total volumes of HDW Diesel which the Seller expects to purchase and receive from Excel Paralubes during each month for the following three (3) months; and (d) at or as soon as practical after the Effective Date and before September 1 of subsequent calendar year of the Term, the Seller shall furnish the Buyer with a good faith estimate of the total volumes of HDW Diesel which the Seller expects to purchase and receive from Excel Paralubes during the succeeding calendar year. Section 4.3. The HDW Diesel shall meet the specifications established from time to time by Excel Paralubes. If Buyer requests a change in specifications, and if Excel Paralubes is willing to accommodate that request, the price of HDW Diesel sold hereunder shall be adjusted to include cost incurred due to the change. At the Effective Date, the specifications for HDW Diesel are as follows: PMCC, Flashpoint, degrees F * * D-86 90% Point, degrees F * * ASTM D1500 Color * * Section 4.4. From time to time, Buyer may request and Seller may supply Supplemental Volume having the same specifications as HDW ...

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Number and Qualification Prior to a public offering of Shares there may be a sole Trustee. Thereafter, the number of Trustees shall be determined by a written instrument signed by a majority of the Trustees then in office, provided that the number of Trustees shall be no less than two or more than nine. No reduction in the number of Trustees shall have the effect of removing any Trustee from office prior to the expiration of his term. An individual nominated as a Trustee shall be at least 21 years of age and not older than 80 years of age at the time of nomination and not under legal disability. Trustees need not own Shares and may succeed themselves in office.
Number and Qualifications The number of Managers of the Company shall not be less than three nor more than five, as may be determined by the Member from time to time, but no decrease in the number of Managers shall have the effect of shortening the term of any incumbent Manager.
Number, Tenure and Qualifications The number of managers of the Company shall be not less than one (1) nor more than ten (10), but may be increased by amendment of this LLC Agreement by the Members. Each manager shall hold office for the term of which he is elected or until his successor shall have been elected and qualifies for the office, whichever period is longer. Managers need not be residents of the state of formation nor need they be the holder of any Percentage Ownership of the Company.
Diversification and Qualification 6.1. The Adviser will ensure that the Fund will at all times invest money from the Contracts in such a manner as to ensure that the Contracts will be treated as variable annuity contracts under the Internal Revenue Code and the regulations issued thereunder. Without limiting the scope of the foregoing, the Fund will comply with Section 817(h) of the Internal Revenue Code and Treasury Regulation 1.817-5, as amended from time to time, relating to the diversification requirements for variable annuity, endowment, or life insurance contracts and any amendments or other modifications to such Section or Regulation. In the event of a breach of this Article VI by the Fund, it will take all reasonable steps: (a) to notify the Company of such breach; and (b) to adequately diversify the Fund so as to achieve compliance within the grace period afforded by Treasury Regulation 1.817-5. 6.2. The Fund represents that it is or will be qualified as a Regulated Investment Company under Subchapter M of the Internal Revenue Code, and that it will make every effort to maintain such qualification (under Subchapter M or any successor or similar provisions) and that it will notify the Company immediately upon having a reasonable basis for believing that it has ceased to so qualify or that it might not so qualify in the future. 6.3. The Company represents that the Contracts are currently, and at the time of issuance shall be, treated as life insurance or annuity insurance contracts, under applicable provisions of the Internal Revenue Code, and that it will make every effort to maintain such treatment, and that it will notify the Fund and the Distributor immediately upon having a reasonable basis for believing the Contracts have ceased to be so treated or that they might not be so treated in the future. The Company agrees that any prospectus offering a contract that is a "modified endowment contract" as that term is defined in Section 7702A of the Internal Revenue Code (or any successor or similar provision), shall identify such contract as a modified endowment contract.
Organization and Qualification The Company and each of the Subsidiaries is an entity duly incorporated or otherwise organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation or organization, with the requisite power and authority to own and use its properties and assets and to carry on its business as currently conducted. Neither the Company nor any Subsidiary is in violation nor default of any of the provisions of its respective certificate or articles of incorporation, bylaws or other organizational or charter documents. Each of the Company and the Subsidiaries is duly qualified to conduct business and is in good standing as a foreign corporation or other entity in each jurisdiction in which the nature of the business conducted or property owned by it makes such qualification necessary, except where the failure to be so qualified or in good standing, as the case may be, could not have or reasonably be expected to result in: (i) a material adverse effect on the legality, validity or enforceability of any Transaction Document, (ii) a material adverse effect on the results of operations, assets, business, prospects or condition (financial or otherwise) of the Company and the Subsidiaries, taken as a whole, or (iii) a material adverse effect on the Company’s ability to perform in any material respect on a timely basis its obligations under any Transaction Document (any of (i), (ii) or (iii), a “Material Adverse Effect”) and no Proceeding has been instituted in any such jurisdiction revoking, limiting or curtailing or seeking to revoke, limit or curtail such power and authority or qualification.
Formation and Qualification (a) Each Borrower is duly incorporated and in good standing under the laws of the state listed on Schedule 5.2(a) and is qualified to do business and is in good standing in the states listed on Schedule 5.2(a) which constitute all states in which qualification and good standing are necessary for such Borrower to conduct its business and own its property and where the failure to so qualify could reasonably be expected to have a Material Adverse Effect on such Borrower. Each Borrower has delivered to Agent true and complete copies of its certificate of incorporation and by-laws and will promptly notify Agent of any amendment or changes thereto. (b) The only Subsidiaries of each Borrower are listed on Schedule 5.2(b).
Due Organization and Qualification Borrower and each Subsidiary is a corporation duly existing and in good standing under the laws of its state of incorporation and qualified and licensed to do business in, and is in good standing in, any state in which the conduct of its business or its ownership of property requires that it be so qualified.
Organization and Qualifications Customer and each of its Subsidiaries (i) is a corporation duly organized, validly existing and in good standing under the laws of the jurisdiction of its incorporation, (ii) has the power and authority to own its properties and assets and to transact the businesses in which it presently is engaged and (iii) is duly qualified and is authorized to do business and is in good standing in each jurisdiction where it presently is engaged in business and is required to be so qualified.
Existence and Qualification The Contracting Party is an Oklahoma municipality, validly existing and in good standing under the laws of the State of Oklahoma, and the Contracting Party has all requisite power and authority to own, operate and lease its properties and to carry on its business as presently conducted.
Organization, Authority and Qualification (a) Parent is a corporation duly incorporated, validly existing and in good standing under the Laws of the State of Delaware and has all necessary corporate power and authority to (i) own, operate or lease the properties, rights and assets owned, operated or leased by it that are related to the Business (including the Purchased Assets or the Interests, as applicable) and to carry on the Business as it has been and is currently conducted, (ii) enter into, execute and deliver this Agreement and the Ancillary Agreements to which it is or will be a party, (iii) carry out its obligations hereunder and thereunder and (iv) consummate the transactions contemplated hereby and thereby. Parent is duly authorized, licensed or qualified to do business and is in good standing (or its local equivalent) under the Laws in each jurisdiction in which the properties, rights or assets owned or leased by it or the operation of the Business by it makes such authorization, licensing or qualification necessary, except to the extent that the failure to be so licensed, qualified or in good standing has not had and would not have a Seller Material Adverse Effect. Assuming the accuracy of Buyer’s representation in Section 4.10, the execution and delivery by Parent of this Agreement and the Ancillary Agreements to which it is or will be a party, the performance by Parent of its obligations hereunder and thereunder and the consummation by Parent of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate action on the part of Parent. This Agreement has been, and upon their execution each of the Ancillary Agreements to which Parent is a party will be, (i) duly and validly executed and delivered by Parent, and, (ii) assuming due authorization, execution and delivery by each of the other parties hereto and thereto (other than Affiliates of Parent), a legal, valid and binding obligation of Parent, enforceable against it in accordance with its terms, except as such enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar Laws affecting enforcement of creditors’ rights generally and by general principles of equity (whether applied in a proceeding at law or in equity) (the “Enforceability Exceptions”). (b) Each Seller has been duly incorporated or formed, is a validly existing legal entity and, where applicable, is in good standing (or its local equivalent) under the Laws of the jurisdiction of its incorporation or formation, and has all necessary corporate (or other) power and authority to (i) own, operate or lease the properties, rights and assets now owned, operated or leased by it that are related to the Business (including the Purchased Assets or the Interests, as applicable) and to carry on the Business as it has been and is currently conducted, (ii) enter into, execute and deliver this Agreement and the Ancillary Agreements to which it is or will be a party, (iii) carry out its obligations hereunder and thereunder and (iv) consummate the transactions contemplated hereby and thereby. Each Seller is duly authorized, licensed or qualified to do business and is in good standing (or its local equivalent) under the Laws in each jurisdiction in which the properties, rights or assets owned or leased by it or the operation of the Business by it makes such authorization, licensing or qualification necessary, except to the extent that the failure to be so licensed, qualified or in good standing has not had and would not have a Seller Material Adverse Effect. Each Seller is a wholly owned, direct or indirect, Subsidiary of Parent. The execution and delivery by each Seller of this Agreement and the Ancillary Agreements to which it is or will be a party, the performance by such Seller of its obligations hereunder and thereunder and the consummation by such Seller of the transactions contemplated hereby and thereby will be, when executed as provided in this Agreement, duly authorized by all requisite corporate (or other) action on the part of such Seller. This Agreement and each Ancillary Agreement to which a Seller is a party will be, when executed as provided in this Agreement, (i) duly and validly executed and delivered by such Seller and, (ii) assuming due authorization, execution and delivery by each of the other parties hereto and thereto (other than Parent or any Affiliates of Parent), a legal, valid and binding obligation of such Seller enforceable against it in accordance with its terms, except as such enforcement may be limited by the Enforceability Exceptions.

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