ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) TRMC shall not assign any of its rights or obligations under this Agreement without TLO’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that TRMC may assign this Agreement without TLO’s consent in connection with a sale by TRMC of the SLC Refinery so long as the transferee: (i) agrees to assume all of TRMC’s obligations under this Agreement and (ii) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by TRMC in its reasonable judgment.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) Tesoro shall not assign all of its obligations hereunder without TLO’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however; that Tesoro may assign this Agreement, without TLO’s consent, in connection with a sale by Tesoro of a Refinery associated with one of TLO’s Terminals so long as the transferee: (i) agrees to assume all of Tesoro’s obligations under this Agreement with respect to the associated Terminal(s); and (ii) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by Tesoro in its reasonable judgment.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) Delek Refining shall not assign its obligations hereunder without Delek-Big Sandy’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however that (i) Delek Refining may assign this Agreement without Delek-Big Sandy’s consent in connection with a sale by Delek Refining of all or substantially all of the Refinery, including by merger, equity sale, asset sale or otherwise, so long as the transferee: (1) agrees to assume all of Delek Refining’s obligations under this Agreement and (2) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by Delek Refining in its reasonable judgment; and (ii) Delek Refining shall be permitted to make a collateral assignment of this Agreement solely to secure financing for Delek US and its Affiliates.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) Tesoro shall not assign all of its obligations hereunder or under a Terminal Service Order without TLO’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however; that Tesoro may assign this Agreement or any Terminal Service Order, without TLO’s consent, in connection with a sale by Tesoro of a Refinery associated with one of TLO’s Terminals so long as the transferee: (i) agrees to assume all of Tesoro’s obligations under this Agreement and any Terminal Service Order with respect to the associated Terminal(s); and (ii) is financially and operationally capable of fulfilling the terms of this Agreement and any Terminal Service Order, which determination shall be made by Tesoro in its reasonable judgment.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) As of the Execution Date, the General Partner shall assign all of its rights and obligations under this Agreement to the Partnership. The Partnership shall immediately assign its rights and obligations hereunder to TLO. Upon such assignment to TLO, TLO shall have all of the respective rights and obligations set forth herein during the Term.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) Neither the Logistics Group nor the Tesoro Group may assign this Agreement without the prior written consent of the other Party; provided, however, that either Party may subcontract any of the Services or Tesoro Services provided hereunder so long as such Services or Tesoro Services continue to be provided in a manner consistent with past practices and industry standards and in accordance with Section 6(e) above. Notwithstanding the foregoing, the Logistics Group shall be permitted to make a collateral assignment of this Agreement solely to secure working capital financing for TLO. This Agreement shall be binding upon and inure to the benefit of the Parties hereto and their respective successors and permitted assigns.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) No Party may assign this Agreement without the prior written consent of the other Parties; provided, however, that any Party may subcontract any of the Services provided hereunder so long as such Services continue to be provided in a manner consistent with past practices and industry standards and in accordance with Section 7 above. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and permitted assigns.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) TRMC shall not assign any of its rights or obligations under this Agreement or any Purchase Order without TLO’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however: that TRMC may assign this Agreement or any Purchase Order without TLO’s consent in connection with a sale by TRMC of the Mandan Refinery so long as the transferee: (i) agrees to assume all of TRMC’s obligations under this Agreement and any applicable Purchase Order and (ii) is financially and operationally capable of fulfilling the terms of this Agreement and any applicable Purchase Order, which determination shall be made by TRMC in its reasonable judgment.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. 33.1 WNR shall not assign any of its obligations hereunder without WRT’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however; that WNR may assign this Agreement, without WRT’s consent, (a) to an affiliate; provided such assignment shall not relieve WNR of its obligations under this Agreement and (b) in connection with a sale by WNR of a Refinery associated with one of TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH TWO ASTERISKS (**). WRT’s Terminals so long as the transferee: (i) agrees to assume all of WNR’s obligations under this Agreement with respect to the associated Terminal(s); and (ii) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by WRT in its reasonable judgment.
ASSIGNMENT; PARTNERSHIP CHANGE OF CONTROL. (a) Assignment by PBF Holding. Except as set forth in this Section 21(a), PBF Holding shall not assign its rights or obligations hereunder without TVPC’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that (i) PBF Holding may assign this Agreement without TVPC’s consent in connection with a sale by PBF Holding of its inventory of Crude Oil, or all or substantially all of the Refinery, including by merger, equity sale, asset sale or otherwise, so long as the transferee: (A) agrees to assume all of PBF Holding’s obligations under this Agreement; and (B) is financially and operationally capable of fulfilling the terms of this Agreement, which determination shall be made by PBF Holding in its reasonable judgment; and (ii) PBF Holding shall be permitted to make a collateral assignment of this Agreement solely to secure financing for itself or any of its Affiliates.
