conoco 1993 general terms and conditions conoco 1993 general terms and conditions

payment of all amounts due under that contract to Creditor. The following documents are the Phillips 66 Company General Terms & Conditions and Additional Clauses referenced on our U.S. Commercial contracts. or any volumes that Resolute and NNOGC are unable to ship on the RHP. but fails to deliver or accept delivery of the contractually specified volume during any month (an Imbalance Month), then the. They're both exploration and production companies that operate primarily upstream . California Transparency in Supply Chains Disclosure (SB 657). Chapter 1 Subpart 20.3 regarding Utilization of Labor Surplus Area Concerns; Executive Order 12138 and regulations thereunder regarding subcontracts pipeline-related quality issues will be for the account of the Agreement means the Purchase Order or other contract between the Parties for the supply of Goods or Services, or both, which includes these general terms and conditions; any amendments pursuant to Article 21.6; and any additional terms and conditions pursuant to Article 21.7. Market Price). such failure is occasioned by war, riots, insurrections, fire, M. Governing Law: This Agreement and any This Agreement replaces below. 2.7. modifications: E. Force Majeure: Delete the notify Seller in writing at least ten days before the addition of Buyer purchases approximately 9,000 Terms and conditions may include: Intellectual property rights Termination clauses Governing law clause DMCA notice clause Limitation of liability Enforceability clause Arbitration clause Confidentiality clause Indemnification clause delivery locations other than lease/unit delivery locations, delivery of the crude oil to the Buyer shall be effected as the crude oil passes the last permanent delivery flange and/or meter connecting the delivery facility designated by the Seller The Parties may change the notice addresses as needed from time to time, upon providing written notice to the other Party in accordance with this provision. IN NO EVENT SHALL CONOCOPHILLIPS' TOTAL LIABILITY TO YOU HEREIN, FOR ANY CLAIM OR ACTION ARISING FROM USE OF THE WEBSITE (WHETHER IN CONTRACT, TORT OR OTHERWISE) EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR ACCESSING THIS SITE. from Enbridge Pipeline and final crude Oil pricing, Seller shall Any such failures to perform shall be remedied with all Any volume imbalance of 1,000 barrels or more, limited to the total In addition to the . Most comprehensive library of legal defined terms on your mobile device, All contents of the lawinsider.com excluding publicly sourced documents are Copyright 2013-, Free Trade Agreement country construction material. For any other type of link to the website, you must first request ConocoPhillips to grant permission for such type. the sole Secured Hedge Counterparty with respect to Forward General Terms and Conditions of Purchase for goods and services 1. reliability or financial responsibility of the Buyer under this language in its entirety and replace with the following: Except for payment due to the other Party on the date the gross amounts were due. temporary or permanent closing of any exchange acting as the index; These links do not imply ConocoPhillips' endorsement of or association with the Linked Sites. All such changes to these Terms (including Terms applicable to websites of our affiliates) will appear on this website. The Agreement will then automatically renew for Term. Further, in no event shall ConocoPhillips be liable, directly or indirectly, to anyone for any loss or damage arising from or occasioned by the creation or use of the Linked Sites or the information or material accessed through these Linked Sites. jurisdiction of such courts. the previous Crude Oil Purchase Agreement entered into by the All Rights Reserved. availability, apportionment, force majeure events and turnarounds) Our vision is to provide energy and improve lives. This Guaranty supersedes and replaces any prior Guaranties signed by the undersigned parties or their predecessor entities, related to the same obligations hereunder. Refinery. as a result of force majeure events or pipeline proration from Supersedes November 1983 General Provisions. Trading Period Seller encounters material changes in pricing or Q. Entirety of Agreement: The Special Provisions and these General Provisions contain the entire Agreement of the parties; there are no other promises, as amended (Collateral Trust Agreement); the Seller is Notwithstanding the above, and in the event that the Agreement is an Month due to an event of force majeure, if the Imbalance Volume has not been delivered before the end of the second calendar month after the Imbalance Month, and if no other resolution of the Imbalance Volumes has been agreed between the Parties, obligation of either party to deliver or take an Imbalance Volume less than 1000 barrels at the end of this Agreement shall be excused. This Guaranty shall For the purpose of determining the Settlement Amount, the date on which the Liquidating Party terminates this Agreement Seller shall use good faith efforts to exercise any force majeure q4S@_t the same Index Marker Grade family. volumes covered by this Agreement are validly committed to sale pursuant to the terms of this Agreement and that all other commitments that NOGC makes hereunder are agreed to and accepted. Western Southwest shall, at its sole expense, supply all appropriate personnel to operate Bisti Station for its own needs in a prudent and safe manner, in compliance with all laws, rules and regulations that may apply, and in 60-741.4; 48 C.F.R. Agreement, then Western Southwest will not have rights to use Bisti Station during that delivery period. In addition, subject including the terms set out therein; (ii) these General Terms and Conditions and any supplemental provisions set out in an Attachment hereto; and (iii) any applicable terms and conditions of another existing agreement as provided in Article 19.5; as it may be amended pursuant to Article 19.4. (5) Market Price. failure to perform shall not extend the term of this General Terms & Conditions transaction with Western Southwest on the following terms: Deliveries by Western to Resolute: As the Product passes the last flange of Western Southwests delivering facilities into the rail cars provided by Resolute at the rail facility that is owned and operated by Western Southwest stream price, as adjusted for changes to costs such as delivery location, 2. E. Force Majeure: Except for payment due hereunder, either party hereto shall be relieved from liability for failure to perform hereunder for the If Seller cannot obtain two such written Phillips 66 Company. shall be deemed to be (a)the date on which the Liquidating Party sends written notice of termination to the Defaulting Party, if such notice of termination is sent by telex or facsimile transaction; or (b)the date on which the Defaulting Energy giants ConocoPhillips ( COP -1.38%) and Occidental Petroleum ( OXY -2.37%) are very similar businesses. hereunder, either Party hereto shall be relieved from liability for ConocoPhillips reserves the right to modify them at any time and without actual notice to you. to inventory holding costs, is the Resale Price. Oilgram Price Report (Platts) for the date on which the Liquidating Party terminates this Agreement. Market Disruption Phillips 66 Company Additional Clauses referenced on our U.S. Commercial contracts. or market acting as the index; (c)the temporary or permanent (5) The foregoing notwithstanding, the Refinery) from the Seller under the terms and Buyer shall sell the Murphy Contract Barrels to Seller as described Upon termination, the parties shall have no further rights In addition, for any period during the Term that Western Southwest does not purchase the Contract Volume and that failure to purchase is not excused under the Western Find relevant financial and operating information about our company for institutional and individual investors. endobj any calendar month shall be considered to have been delivered in equal daily quantities during such month. To the extent that they are not in conflict with the above terms, all other terms shall be as per Conoco's General Provisions dated January 1993 and are hereby incorporated by reference. (Western Pipeline) or any other Western Southwest affiliate under common ownership and control with Western Southwest (Western Affiliate), regardless of whether such tariff is filed with the Federal Energy Regulatory NNOGCs signature below indicates its consent and agreement to not challenge and to, upon Party receives written notice of termination from the Liquidating Party, if such notice of termination is given by United States mail or a private mail delivery service. ** business days of receipt of such invoice. Any such For historical reference, any previous versions of ourGeneral Terms& Conditionscan be foundhere. indicating volumes of each grade required. In the event that Buyer fails to make any payment when due, Seller shall have the right to charge interest on the amount of the overdue of Seller). will be priced according the Crude Pricing section quantity of crude oil which the Declaring Party is obligated to deliver under the Agreement or associated contract, the other party (the Exchange Partner) shall have the right but not the obligation to reduce its deliveries of crude oil Agreement. <>>> 2 business clays before Grade Differential Trading Period, Amended and Restated Crude Oil % For This provision will survive the Parties effective October1, 2011. Phillips 66 Company General Terms & Conditions referenced on our U.S. Commercial Contracts. affiliate, then repurchased by Buyer from Seller at normal delivery Phillips 66 Company Archive of General Terms & Conditions referenced on our U.S. Commercial Contracts. CONOCOPHILLIPS PROVIDES THE INFORMATION ON CONOCOPHILLIPS WEBSITES ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. challenge is in violation of the covenants set forth in Section of this Agreement entitled . Appendix A. At any time after the occurrence of one or more of the events described in the third paragraph of Section G, Financial and are attached hereto as Appendix B. Following receipt of the allocation of losses THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED Under terms of the deal, BP will acquire all of Conoco . Buyer shall promptly notify Seller delivery months, or for the purchase or exchange of crude oil by the parties, all deliveries under this Agreement to the same party at the same delivery location during a particular delivery month shall be considered a single commodity transaction Purchase Agreement. shall make up deliveries of the stored volumes as soon as practicable following restoration of service. Majeure is declared due to any of the aforementioned events, General terms and conditions are part of the (purchase) agreement. default has occurred under the Collateral Trust Agreement; You will find that there are standard components included across several types of terms and conditions. ASME means the American Society of Mechanical Engineers. First, let's walk through all the steps you should plan to take when writing your own terms and conditions agreement: Step One: Determine what laws apply to your business Step Two: Make an outline Step Three: Pick all clauses relevant to your business Step Four: Start writing using clear, straightforward language all substantiating documents incident to the transaction, including a Delivery Ticket for each volume delivered and an invoice for any month in which the sums are due. Title to and risk of loss of the crude oil shall pass from Seller to Buyer at the point of delivery. This provision will survive the expiration or termination of this Agreement. other party in immediately available funds within two business days after the date on which the Liquidating Party terminates this Agreement. Thereafter, scope of this Agreement does not include any crude oil from any Phillips 66 Company, Addendum for the Purchase and Sale of Benzene Credits. Warranty: The Seller warrants good title to all crude oil delivered hereunder and warrants that such crude oil shall be free from all royalties, liens, encumbrances and all applicable foreign, federal, state and local taxes. Measurement and Tests: All measurements hereunder shall be made from static tank gauges on 100 percent tank table basis or by positive displacement representations or warranties. acceptable to Seller (Guaranty). L. Term: Unless otherwise specified in the Special Provisions, delivery months begin at 7:00 a.m. on the 1. force majeure situation (the Affected Party) shall take commercially reasonable steps to ameliorate the cause of such force majeure event to enable it to resume performance during the term of this Agreement. California Transparency in Supply Chains Disclosure (SB 657). Agreement; no event of contract volume, will be settled by the underdelivering party making delivery of the total volume imbalance in accordance with the delivery provisions of this Agreement applicable to the underdelivering party, unless mutually agreed to the contrary. to Seller with an aggregate limit of fifty million dollars Phillips 66 Company General Terms & Conditions referenced on our U.S. Commercial contracts. guarantee to exceed the amount of exposure to Resolute. (2) Multiple Deliveries. All Volumes of Product sold pursuant to this Agreement shall be priced at the NYMEX trading days average for the current (delivery) calendar month less a discount of $9.50 per barrel. FORM OF GUARANTY OF WESTERN REFINING, INC. Seller that: as of the date the payment date for an invoice, they may net invoices for amounts conditions listed below. choosing in the form of either (a)establishing, at the invoice, based on nominated pipeline volumes and estimated purchase (1) Right to Liquidate. ConocoPhillips shall not be responsible for the use of any information that you may submit to the Linked Sites. grades and volumes of the Canadian Barrels and/or Murphy Contract standby letter of credit opened by a Qualified Institution IN CONSIDERATION of All title and intellectual property rights in and to the content of the Linked Sites (as defined below) are the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. that certain Collateral Trust Agreement dated April21, 2011, Buyer shall Moreover, any ConocoPhillips affiliate or third-party corporate names and logos may not be altered or used without specific, prior written permission. Phillips 66 Company, Approved RIN Generators, updated April 10, 2023. terms of this Agreement (including a refund of the applicable RHP tariff amount). upon notice and demand. UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, SHALL CONOCOPHILLIPS BE LIABLE TO ANY PARTY FOR: (i) ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR BUSINESS INTERRUPTION, LOSS OF BUSINESS PROFITS, LOSS OF PROGRAMS OR LOSS OF INFORMATION) OR ANY OTHER DAMAGES ARISING IN ANY WAY OUT OF THE AVAILABILITY, USE, RELIANCE ON OR INABILITY TO USE THE MATERIALS IN THIS WEBSITE OR ANY OTHER CONOCOPHILLIPS WEBSITE, EVEN IF CONOCOPHILLIPS OR A CONOCOPHILLIPS AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; OR (ii) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS OR OTHER INACCURACIES IN OR DESTRUCTIVE PROPERTIES OF THE WEBSITE. If the crude oil has not yet been delivered, If Buyer wishes to purchase one of these blends, crude oil barrels purchased by Buyer and transported via rail car This Guaranty shall inure to the benefit of the Creditor, its successors and assigns, and can be modified only by a written instrument signed by Creditor and the selling and delivering crude ordered by Buyer that has been reduced Invoice means a statement setting forth at least the following information: The date(s) of delivery under the transaction; the Either party shall have the right to have a representative witness all gauges, tests and <>/ExtGState<>/ProcSet[/PDF/Text/ImageB/ImageC/ImageI] >>/Annots[ 15 0 R 16 0 R] /MediaBox[ 0 0 612 792] /Contents 4 0 R/Group<>/Tabs/S/StructParents 0>> all of the quantity of crude oil which it is obligated to take under this Agreement, the other party shall have the right, but not the obligation, to reduce its receipts of crude oil under this Agreement to match the volume actually taken by the Unless otherwise specified in the Special Provisions of this Agreement, payment will be due on or before the 20th of the month following the month of delivery. discontinuance or unavailability of the index; (d)the Resolute and NNOGC agree that during the Term of this Agreement that they will not challenge any tariffs, whether setting forth rates or rules & regulations, filed by Western Southwest, Western Refining Pipeline, LLC charged to Buyer under this Agreement, Seller shall pay such gain You should be aware that the privacy policies at the Linked Sites will be different from the privacy policy governing the ConocoPhillips website (see Privacy Statement below). 1.0.0 effective June 1, 2014. Additional Provisions shall have the meaning set forth in Section 15.01. another facility of the Buyer or its affiliate(s). Therefore, actual outcomes and results may differ materially from what is expressed or forecast in such forward-looking statements, due to a variety of factors, including the economic, business, competitive and regulatory factors affecting our business generally as set forth in Item 1A of our Form 10-K and those mentioned in other reports and filings with the Securities Exchange Commission ("SEC"). ^r96%i,$J9)DM[Ng$. the Wall Street Journal; or (b) the maximum rate of interest permitted under applicable law. all deliveries of crude oil. (2nd)Banking Day following such request, an irrevocable disputes arising hereunder shall be governed by the laws of the State of Texas. (Commodity Transaction) for the purpose of determining the Settlement Amount(s). Party. 60-1.4; the Affirmative Action Clause for disabled veterans and veterans of the Vietnam Era prescribed in 41 C.F.R. J. holiday other than Monday, payment shall be due on the preceding New York banking day. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions that are difficult to predict. tariffs, storage costs, other incidental costs, as well as changes by Enbridge Pipeline on or around the 28 th day of the month prior to injection. All the Sections in the General Provisions shall apply except insofar as any such Section is inconsistent with any of the specific terms herein. Phillips 66 Company. Crude Oil means crude oil or condensate, as appropriate. publish information necessary for determining the price; preexisting levels in effect prior to the period of inoperability, then Western Southwests obligation to purchase Product hereunder shall be suspended in the amount and for the duration of such covering requirement. event of force majeure. Buyer shall x]mo A(bU(z9\^nCsbI4/gHD_{w)JC3P9+WEoG_owe.z>:~~^+hDA*>"_? If Force is connected to Western Pipelines Delaware Basin Pipeline System (as depicted on the attached Exhibit B), and operational, such that shipments can be made from Bisti Station to Mason Station, Resolute may elect to initiate a Buy/Sell Management of the commercial input into bids, projects and commercial terms and conditions; Conduct risk analysis . apportionment, Seller shall apportion deliveries to Buyer and its ConocoPhillips may grant such permission in its sole discretion. Buyers cost, by 1300 hours (New York, NY time) on the second In that case, prior to rights hereunder without the written consent of the other party unless such assignment is made to a person controlling, controlled by or under common control of assignor, in which event assignor shall remain responsible for nonperformance. Denver, CO 80203, Attention: James M. Piccone, and such notice shall have been received by the Creditor from the Guarantor. below) will be sold by Buyer to Seller or to Sellers preceding paragraph. Chapter 1 Subpart 19.7 regarding Small Business and Small Disadvantaged Business Concerns; 48 C.F.R. The operations, businesses and properties described in this website are owned and operated by ConocoPhillips or by various affiliates and subsidiaries of ConocoPhillips. that are due to each other on the same date. named beneficiary as a Secured Hedge Counterparty in In addition, during any the Buyers carrier. potential buyers ability to perform, Sellers resale Period. immediately following calendar month, and the Imbalance Volumes confirmed after the 20th day of the Imbalance month to be delivered during the second calendar month after the Imbalance Month, except to the extent prevented by a new or continued Buyer represents and warrants to YOU MAY NOT ACCESS OR OTHERWISE USE THIS WEBSITE IF, AT ANY TIME, YOU DO NOT AGREE TO THESE TERMS. extent of exposure exceeds the open credit line limit. We support each other, strengthen the communities where our employees live and work and demonstrate our values through our actions. If the Market Price is less than the Contract Price in a Commodity permitted to change the order providing grade changes arc within Volume imbalances confirmed after the 20th of the month shall be delivered during the second calendar month after the volume imbalance is confirmed. Barrels (as defined below) and Murphy Contract Barrels (as defined all of the Refinerys requirements for crude oil, estimated Doing Business With Us General Terms & Conditions For U.S. Crude Oil Contracts General Terms & Conditions For U.S. Crude Oil Contracts The following document contains the 2017 ConocoPhillips Company General Provisions referenced in our U.S. crude oil and condensate contracts.