EXHIBIT 10.12.3
AMENDMENT TO METHANOL PURCHASE AGREEMENT
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THIS AMENDMENT TO METHANOL PURCHASE AGREEMENT, is made and entered into as
of the 26/th/ day of January, 2000 by and between XXXXXX CHEMICAL, INC., a
Delaware corporation ("BCI") and XXXXXX CHEMICALS AND PLASTICS OPERATING LIMITED
PARTNERSHIP, a Delaware limited partnership ("BCP").
WITNESSETH:
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WHEREAS, BCP and Xxxxxx, Inc. entered into a Methanol Purchase Agreement
dated November 30, 1987 for a term ending November 30, 2002; and
WHEREAS, effective January 1, 1996, Xxxxxx, Inc. assigned to BCI, and BCI
assumed from Xxxxxx, Inc., all of Xxxxxx, Inc.'s right, title and interest in
and to the Methanol Purchase Agreement; and
WHEREAS, pursuant to an Option Agreement entered into as of December 23,
1998, BCI has the right and option to extend the term of the Methanol Purchase
Agreement for one (1) additional year ending November 30, 2003; and
WHEREAS, BCI is constructing a new formaldehyde plant (the "New
Formaldehyde Plant") on land purchased from BCP in Ascension Parish; and
WHEREAS, BCP and BCI wish to provide for the delivery of methanol under the
Methanol Purchase Agreement to the New Formaldehyde Plant by pipeline.
NOW, THEREFORE, BCP and BCI agree that the Methanol Purchase Agreement
shall be amended by renumbering the existing text of Paragraph 4, Orders and
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Delivery, as subparagraph 4(a) and adding the following text as new
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subparagraph 4(b).
(b) In the case of deliveries of methanol to the New Formaldehyde
Plant, delivery shall be by pipeline. The pipeline shall be paid
for and owned by BCI. It shall be installed according to those
reasonable design and construction methods specified by BCP, at
the approximate location shown on the drawing attached hereto as
Exhibit A. BCI shall perform repairs and maintenance to the
pipeline from the Point of Transfer identified on Exhibit A
Methanol delivered by pipeline shall be measured by a meter which
BCI shall install at the New Formaldehyde Plant. BCI will have a
mutually agreeable independent contractor calibrate, prove and
seal the meter upon its initial installation and placement into
service and provide documentation of such calibration to BCP.
The meter shall be recalibrated quarterly in accordance with the
recommendations of the manufacturer. BCP shall be given
reasonable notice of and the right to observe the calibration of
the meter. If during calibration any meter is found to be
inaccurate by more than one percent (1%), the parties shall
agree on an appropriate adjustment to be made to xxxxxxxx for
the period from the previous calibration. If the parties are
unable to agree upon an appropriate adjustment, the readings for
the last half of the period since the prior calibration shall be
adjusted by the amount of the inaccuracy.
Except as amended above, all other terms of the Methanol Purchase Agreement
shall remain and continue in force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed
by their duly authorized officers as of the day and year first above written.
XXXXXX CHEMICAL, INC. XXXXXX CHEMICALS AND PLASTICS
OPERATING LIMITED PARTNERSHIP
BY: BCP Management, Inc., General Partner
By: /s/ Xxxxxxx Xxxxx By: /s/ Xxxxx X. Xxxxxxx
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Title: President & CEO Title: Exec V.P. - COO
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