Common use of Buyer's Commitment Clause in Contracts

Buyer's Commitment. Subject to the terms and conditions of this Agreement: (a) except for Carbon Dioxide recycled at the McElmo Creek Field, the Ratherford Field, and the Aneth Field during the Project(s), each Day during the Term Buyer shall purchase and receive all of its daily Carbon Dioxide requirements for the Project, up to the DCQ and any Excess Volumes Seller has agreed to supply, from Seller; and (b) each Day during the Term Buyer shall purchase from Seller, and receive at the Delivery Point, the volume nominated by Buyer in accordance with Article 5.1 and any Excess Volumes requested by Buyer and agreed to by Seller in accordance with Article 3.1; and (c) during each Month of the Term, if Buyer does not purchase at least (**) percent ((**)%) of the MCQ for such Month ((**)% of the MCQ being the “Take or Pay Quantity”), then Buyer shall pay Seller for the volume difference between the Take or Pay Quantity and the volume actually purchased (such difference is hereinafter referred to as “Make-Up Volume”) at the price applicable for such Month. Subject to the terms and conditions herein, Buyer shall have the right to take delivery of Make-Up Volumes for which it has made payment under this Article 2.2(c), provided that (i) Buyer has purchased and received 100% of the ACQ for the Contract Year in which such Make-Up Volume was incurred and (ii) all such Make-Up Volumes are delivered during the Term and (iii) Seller, in its sole judgment, has sufficient volumes to provide Make-Up Volume to Buyer on the Day(s) on which Buyer requests delivery. Promptly after written request from Buyer to Seller for delivery of Make-Up Volumes, Buyer and Seller shall cooperate and use reasonable commercial efforts to schedule delivery of Make-Up Volumes. Seller shall never be obligated to provide any volume that exceeds the DCQ for a Day. It is recognized that Make-Up Volumes result from Buyer’s Take or Pay obligation under this Agreement, and that upon termination or cancellation of this Agreement for any reason, Seller shall have no obligation to provide any Make-Up Volume to Buyer. The Take or Pay Quantity for each Month shall be reduced proportionally to the extent that (i) Seller does not deliver amounts nominated by Buyer, up to the DCQ, in such Month for any reason other than suspension due to Buyer’s default as provided in Articles 5.4 and 5.5; (ii) Seller delivers Off-Specification Carbon Dioxide that is refused by Buyer as provided in Article 11.3; (iii) Seller or Buyer has planned maintenance, as described in Article 11.20, that results in a reduction of the DCQ during such Month and; (iv) either Party’s performance is suspended due to an event of Force Majeure.

Buyer's Commitment. Subject to the terms and conditions of this Agreement: (a) except for Carbon Dioxide recycled at the McElmo Creek Field, the Ratherford Field, and the Aneth Field during the Project(s), each Day during the Term Buyer shall purchase and receive all of its daily Carbon Dioxide requirements for the Project, up to the DCQ and any Excess Volumes Seller has agreed to supply, from Seller; and (b) each Day during the Term Buyer shall purchase from Seller, and receive at the Delivery Point, the volume nominated by Buyer in accordance with Article 5.1 and any Excess Volumes requested by Buyer and agreed to by Seller in accordance with Article 3.1; and (c) during each Month of the Term, if Buyer does not purchase at least (**) eighty percent ((**)80%) of the MCQ for such Month ((**)80% of the MCQ being the “Take or Pay Quantity”), then Buyer shall pay Seller for the volume difference between the Take or Pay Quantity and the volume actually purchased (such difference is hereinafter referred to as “Make-Up Volume”) at the price applicable for such Month. Subject to the terms and conditions herein, Buyer shall have the right to take delivery of Make-Up Volumes for which it has made payment under this Article 2.2(c), provided that (i) Buyer has purchased and received 100% of the ACQ for the Contract Year in which such Make-Up Volume was incurred and (ii) all such Make-Up Volumes are delivered during the Term and (iii) Seller, in its sole judgment, has sufficient volumes to provide Make-Up Volume to Buyer on the Day(s) on which Buyer requests delivery. Promptly after written request from Buyer to Seller for delivery of Make-Up Volumes, Buyer and Seller shall cooperate and use reasonable commercial efforts to schedule delivery of Make-Up Volumes. Seller shall never be obligated to provide any volume that exceeds the DCQ for a Day. It is recognized that Make-Up Volumes result from Buyer’s Take or Pay obligation under this Agreement, and that upon termination or cancellation of this Agreement for any reason, Seller shall have no obligation to provide any Make-Up Volume to Buyer. The Take or Pay Quantity for each Month shall be reduced proportionally to the extent that (i) Seller does not deliver amounts nominated by Buyer, up to the DCQ, in such Month for any reason other than suspension due to Buyer’s default as provided in Articles 5.4 and 5.5; (ii) Seller delivers Off-Specification Carbon Dioxide that is refused by Buyer as provided in Article 11.3; (iii) Seller or Buyer has planned maintenance, as described in Article 11.20, that results in a reduction of the DCQ during such Month and; (iv) either Party’s performance is suspended due to an event of Force Majeure.