Common use of Xxxxx Right of First Refusal: Prohibition on Transfer of Refinery Related Assets Clause in Contracts

Xxxxx Right of First Refusal: Prohibition on Transfer of Refinery Related Assets. (a) The Partnership Entities hereby grant to Xxxxx a right of first refusal on any proposed Transfer (other than a grant of a security interest to a bona fide third-party lender or a Transfer to another Partnership Group Member) of the Assets that serve the Xxxxx Entities’ refineries. (b) The Partnership Entities are prohibited from Transferring any of the Assets that serve the Xxxxx Entities’ refineries to a Partnership Group Member that is not a party to this Agreement. In the event the Partnership Entities wish to Transfer any of the Assets that serve the Xxxxx Entities’ refineries to a Partnership Group Member that is not a party to this Agreement, they shall first cause the proposed transferee Partnership Group Member to become a party to this Agreement. (c) The Parties acknowledge that all potential Transfers of Sale Assets pursuant to this Article V are subject to obtaining any and all required written consents of governmental authorities and other third parties and to the terms of all existing agreements in respect of the Sale Assets. (d) Notwithstanding anything in this Agreement to the contrary, as used in Article V, the definition of Assets shall not include the Tulsa Transferred Assets or the UNEV Pipeline, but shall expressly include the equity interests of UNEV Pipeline, LLC then owned directly or indirectly by the Partnership Entities.

Xxxxx Right of First Refusal: Prohibition on Transfer of Refinery Related Assets. (a) The Partnership Entities hereby grant to Xxxxx a right of first refusal on any proposed Transfer (other than a grant of a security interest to a bona fide third-party lender or a Transfer to another Partnership Group Member) of the Assets that serve the Xxxxx Entities’ refineries. (b) The Partnership Entities are prohibited from Transferring any of the Assets that serve the Xxxxx Entities’ refineries to a Partnership Group Member that is not a party to this Agreement. In the event the Partnership Entities wish to Transfer any of the Assets that serve the Xxxxx Entities’ refineries to a Partnership Group Member that is not a party to this Agreement, they shall first cause the proposed transferee Partnership Group Member to become a party to this Agreement. (c) The Parties acknowledge that all potential Transfers of Sale Assets pursuant to this Article V are subject to obtaining any and all required written consents of governmental authorities and other third parties and to the terms of all existing agreements in respect of the Sale Assets. (d) Notwithstanding anything in this Agreement to the contrary, as used in Article V, V the definition of Assets shall not include the Tulsa Transferred Assets or the UNEV Pipeline, but shall expressly include the equity interests of UNEV Pipeline, LLC then owned directly or indirectly by the Partnership EntitiesAssets.

Xxxxx Right of First Refusal: Prohibition on Transfer of Refinery Related Assets. (a) The Partnership Entities hereby grant to Xxxxx a right of first refusal on any proposed Transfer (other than a grant of a security interest to a bona fide third-party lender or a Transfer to another Partnership Group Member) of the Assets that serve the Xxxxx Entities’ refineries. (b) The Partnership Entities are prohibited from Transferring any of the Assets that serve the Xxxxx Entities’ refineries to a Partnership Group Member that is not a party to this Agreement. In the event the Partnership Entities wish to Transfer any of the Assets that serve the Xxxxx Entities’ refineries to a Partnership Group Member that is not a party to this Agreement, they shall first cause the proposed transferee Partnership Group Member to become a party to this Agreement. (c) The Parties acknowledge that all potential Transfers of Sale Assets pursuant to this Article V are subject to obtaining any and all required written consents of governmental authorities and other third parties and to the terms of all existing agreements in respect of the Sale Assets. (d) Notwithstanding anything in this Agreement to the contrary, as used in Article V, V the definition of Assets shall not include the Tulsa Transferred Assets or the UNEV Pipeline, but shall expressly include the equity interests of UNEV Pipeline, LLC then owned directly or indirectly by the Partnership Entities.