Common use of Additional Agreements Regarding Indemnification Clause in Contracts

Additional Agreements Regarding Indemnification. 35 Section 9.5 Waiver of Other Representations 35 Section 9.6 Consideration Adjustment 36 Section 9.7 Exclusive Remedy 36 ARTICLE X TERMINATION Section 10.1 Termination 36 Section 10.2 Effect of Termination 37 ARTICLE XI MISCELLANEOUS Section 11.1 Notices 37 Section 11.2 Assignment 38 Section 11.3 Rights of Third Parties 38 Section 11.4 Expense 38 Section 11.5 Counterparts 38 Section 11.6 Entire Agreement 38 Section 11.7 Disclosure Schedules 38 Section 11.8 Amendments 39 Section 11.9 Publicity 39 Section 11.10 Severability 39 Section 11.11 Governing Law; Jurisdiction 39 Section 11.12 Action by the Partnership 40 Exhibits Exhibit A - Form of Second Amended and Restated Omnibus Agreement Exhibit B - Form of Second Amended and Restated Operation and Management Services and Secondment Agreement Exhibit C - Form of Storage and Terminaling Services Agreement Exhibit D - Description of Toledo Tank Farm Assets Disclosure Schedules Schedule 1.1(i) - Partnership Knowledge Schedule 1.1(ii) - PBF Energy Knowledge Schedule 1.1(iii) - Permitted Liens Schedule 3.3 - PBF Approvals Schedule 3.5 - PBF Energy Brokers’ Fees Schedule 4.7 - Material Contracts Schedule 4.10 - Litigation Schedule 4.11 - Taxes Schedule 4.12 - Environmental Matters Schedule 4.14 - Insurance Schedule 5.3 - Partnership Approvals Schedule 5.5 - Partnership Brokers’ Fees Schedule 6.1 - Conduct of Business Schedule 6.10 - Easements CONTRIBUTION AGREEMENT THIS CONTRIBUTION AGREEMENT, dated as of December 2, 2014 (this “Agreement”), is entered into by and between PBF Energy Company LLC, a limited liability company formed under the Laws of the State of Delaware (“PBF Energy”), and PBF Logistics LP, a limited partnership organized under the Laws of the State of Delaware (the “Partnership”).