Common use of Operational Services Clause in Contracts

Operational Services. General Note: Not all of the following Operational Services apply with respect to each Asset. Rather, the Seconded Employees working at a specific location shall only be required to provide those Operational Services applicable to the Assets at such location. List of Operational Services Operation of the Assets in accordance with prudent industry practice and the directions for product and feedstock movements given by GP (or, where customary practice dictates, customers of the Partnership, in which case such directions shall be deemed for purposes of this Agreement to have come from GP, acting for and on behalf of the Partnership), including but not limited to operation of the pump stations and other facilities within such operating parameters and specifications as may be in accordance with sound engineering and operating practices and applicable laws, operation of meter stations, including calibration of measurement and product analysis equipment, operation of booster pumps, providing custody measurement as required and the coordination of product and feedstock movements as directed. Operation of truck rack loading and unloading, including blending operations, management of computer loading systems and processing of delivery tickets. Operation of vapor recovery systems, to include emission monitoring requirements. Operation of wastewater treatment systems and/or oil water separator systems (in compliance with all applicable hazardous waste handling procedures). Provision of communications, inspection, surveillance, flow control, corrosion control and monitoring. Establishment of and compliance with safety, health, environmental, training, emergency response, spill response and other programs in connection with the operation of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and consistent with past practice (subject to changes required by changes in law and/or the adoption of new policies and procedures). Maintenance of instrument systems required for performance of pipeline monitoring and control services, product analysis and measurements in accordance with applicable requirements and generally accepted industry practices. Providing scheduling services for all products shipped into and delivered out of the Assets, with appropriate consultation and coordination with affected refineries, third-party pipelines, third-party off-line delivery and shipper personnel, and control room personnel. Coordination of all inventory management activities and assistance in the development and implementation of inventory control policies and guidelines regarding the Assets. Determining net volume received and delivered by utilizing measurement facilities installed, operated and maintained in accordance with the latest edition of the American Petroleum Institute Manual of Petroleum Measurement Standards and standard industry practices, and reconciliation of book inventory with actual inventory. Provision of sufficient on-the-job and outside training to employees and contractors operating and maintaining the Assets for the operation of the Assets in a safe and efficient manner in accordance with the applicable Partnership policies and procedures and applicable governmental rules, regulations and laws. Preparation, filing and renewal, as applicable and, to the extent not performed under the Omnibus Agreement, of all operating licenses and/or permits as directed by GP. Emergency response services, including but not limited to closing pipeline valves in connection with a response to any emergency involving the Assets. Laboratory and analytical services including but not limited to product quality and assurance analysis. Additive procurement services and inventory management of additive inventories (except to the extent any additives are procured and/or managed by customers of the Partnership, in which case the services hereunder shall consist of appropriate coordination with such customers). Security services, including but not limited to controlling access to the Assets and (except to the extent such activities are customarily conducted by customers of the Partnership) negotiation, execution and management of access agreements. Maintenance and repair of the Assets, including but not limited to pipeline repairs, terminal repairs, aerial pipeline patrols, population density counts, right-of-way maintenance (including but not limited to filling of washes, mowing weeds and brush, repairing fences, erection and maintenance of fences, barricades or other suitable protection to protect the Assets and associated equipment from damage due to mowers, trucks or other vehicles, flagging and identification of pipelines in the event of excavation in the vicinity of the pipelines by the Operators or third parties), in each case, within such maintenance/repair parameters and specifications as may be in accordance with sound engineering and maintenance practices and applicable laws. Implementation and administration of a preventative maintenance program for the Assets, including, without limitation, periodic testing, adjustment and maintenance of the Assets, meter station and valve inspections and meter proving maintenance, in each case in accordance with prudent maintenance practices and applicable laws. Implementation and administration of a tank maintenance and integrity program for the Assets, including, without limitation, periodic testing, maintenance, repair and/or replacement in each case in accordance with prudent maintenance practices and applicable laws. Inspection services for monitoring work performed by others in the vicinity of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and that a prudent provider of maintenance services would maintain regarding the Assets. Reconstruction, reconditioning, overhaul and/or replacement of the Assets, as appropriate. Technical services for trouble-shooting problems, improving the Assets performance, upgrading the Assets, repairing the Assets and/or meeting regulatory or safety requirements. Maintaining compliance with all applicable federal, state and local environmental, health and safety laws including but not limited to conducting all environmental investigation and remediation activities, as required by federal, state and local environmental laws and prudent business practices. Facilitating the acquisition of all materials (including spare parts inventories), equipment, services, supplies and labor necessary for the maintenance and repair of the Assets. Except to the extent provided under the Omnibus Agreement, performing all planning, design and engineering functions related to the maintenance and repair of the Assets including but not limited to selecting and overseeing contractors and material suppliers for such activities. Preparing excavation plans for pipeline right-of-way work, and advising the Partnership of any right-of-way work which could threaten the integrity of the Partnership’s pipelines. Construction, reconstruction, reconditioning, overhaul and replacement of the Assets, including but not limited to engineering, procurement, construction and project performance testing and services relating thereto. Related functions include: • Oversight and management services as may be necessary in connection with these activities. • Planning, design and engineering functions related to the activities. • Procurement of all materials, equipment, services, supplies and labor necessary for and related to the activities. Preparation and/or assistance in the preparation of capital project (AFE) documents for approval by the Partnership. Routine maintenance, repairs and inspections of the tanks and other facilities at the St. Xxxxxxx Terminal and Houston Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Corpus Christi East Terminal and Corpus Xxxxxxx Xxxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the XxXxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Meraux Terminal and the Three Rivers Terminal. Together with such other routine maintenance and operational services as GP may require in connection with the ownership and operation of the Assets consistent with the Operators’ past practices at the Assets.

Appears in 1 contract

Samples: Valero Energy Partners Lp

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Operational Services. General Note: Not all of the following Operational Services apply with respect to each Asset. Rather, the Seconded Employees working at a specific location shall only be required to provide those Operational Services applicable to the Assets at such location. List of Operational Services Operation of the Assets in accordance with prudent industry practice and the directions for product and feedstock movements given by GP (or, where customary practice dictates, customers of the Partnership, in which case such directions shall be deemed for purposes of this Agreement to have come from GP, acting for and on behalf of the Partnership), including but not limited to operation of the pump stations and other facilities within such operating parameters and specifications as may be in accordance with sound engineering and operating practices and applicable laws, operation of meter stations, including calibration of measurement and product analysis equipment, operation of booster pumps, providing custody measurement as required and the coordination of product and feedstock movements as directed. Operation of truck rack loading and unloading, including blending operations, management of computer loading systems and processing of delivery tickets. Operation of vapor recovery systems, to include emission monitoring requirements. Operation of wastewater treatment systems and/or oil water separator systems (in compliance with all applicable hazardous waste handling procedures). Provision of communications, inspection, surveillance, flow control, corrosion control and monitoring. Establishment of and compliance with safety, health, environmental, training, emergency response, spill response and other programs in connection with the operation of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and consistent with past practice (subject to changes required by changes in law and/or the adoption of new policies and procedures). Maintenance of instrument systems required for performance of pipeline monitoring and control services, product analysis and measurements in accordance with applicable requirements and generally accepted industry practices. Providing scheduling services for all products shipped into and delivered out of the Assets, with appropriate consultation and coordination with affected refineries, third-party pipelines, third-party off-line delivery and shipper personnel, and control room personnel. Coordination of all inventory management activities and assistance in the development and implementation of inventory control policies and guidelines regarding the Assets. Determining net volume received and delivered by utilizing measurement facilities installed, operated and maintained in accordance with the latest edition of the American Petroleum Institute Manual of Petroleum Measurement Standards and standard industry practices, and reconciliation of book inventory with actual inventory. Provision of sufficient on-the-job and outside training to employees and contractors operating and maintaining the Assets for the operation of the Assets in a safe and efficient manner in accordance with the applicable Partnership policies and procedures and applicable governmental rules, regulations and laws. Preparation, filing and renewal, as applicable and, to the extent not performed under the Omnibus Agreement, of all operating licenses and/or permits as directed by GP. Emergency response services, including but not limited to closing pipeline valves in connection with a response to any emergency involving the Assets. Laboratory and analytical services including but not limited to product quality and assurance analysis. Additive procurement services and inventory management of additive inventories (except to the extent any additives are procured and/or managed by customers of the Partnership, in which case the services hereunder shall consist of appropriate coordination with such customers). Security services, including but not limited to controlling access to the Assets and (except to the extent such activities are customarily conducted by customers of the Partnership) negotiation, execution and management of access agreements. Maintenance and repair of the Assets, including but not limited to pipeline repairs, terminal repairs, aerial pipeline patrols, population density counts, right-of-way maintenance (including but not limited to filling of washes, mowing weeds and brush, repairing fences, erection and maintenance of fences, barricades or other suitable protection to protect the Assets and associated equipment from damage due to mowers, trucks or other vehicles, flagging and identification of pipelines in the event of excavation in the vicinity of the pipelines by the Operators or third parties), in each case, within such maintenance/repair parameters and specifications as may be in accordance with sound engineering and maintenance practices and applicable laws. Implementation and administration of a preventative maintenance program for the Assets, including, without limitation, periodic testing, adjustment and maintenance of the Assets, meter station and valve inspections and meter proving maintenance, in each case in accordance with prudent maintenance practices and applicable laws. Implementation and administration of a tank maintenance and integrity program for the Assets, including, without limitation, periodic testing, maintenance, repair and/or replacement in each case in accordance with prudent maintenance practices and applicable laws. Inspection services for monitoring work performed by others in the vicinity of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and that a prudent provider of maintenance services would maintain regarding the Assets. Reconstruction, reconditioning, overhaul and/or replacement of the Assets, as appropriate. Technical services for trouble-shooting problems, improving the Assets Assets’ performance, upgrading the Assets, repairing the Assets and/or meeting regulatory or safety requirements. Maintaining compliance with all applicable federal, state and local environmental, health and safety laws including but not limited to conducting all environmental investigation and remediation activities, as required by federal, state and local environmental laws and prudent business practices. Facilitating the acquisition of all materials (including spare parts inventories), equipment, services, supplies and labor necessary for the maintenance and repair of the Assets. Except to the extent provided under the Omnibus Agreement, performing all planning, design and engineering functions related to the maintenance and repair of the Assets including but not limited to selecting and overseeing contractors and material suppliers for such activities. Preparing excavation plans for pipeline right-of-way work, and advising the Partnership of any right-of-way work which could threaten the integrity of the Partnership’s pipelines. Construction, reconstruction, reconditioning, overhaul and replacement of the Assets, including but not limited to engineering, procurement, construction and project performance testing and services relating thereto. Related functions include: • Oversight and management services as may be necessary in connection with these activities. • Planning, design and engineering functions related to the activities. • Procurement of all materials, equipment, services, supplies and labor necessary for and related to the activities. Preparation and/or assistance in the preparation of capital project (AFE) documents for approval by the Partnership. Routine maintenance, repairs and inspections of the tanks and other facilities at the St. Xxxxxxx Terminal and Terminal, the Houston Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Corpus Christi East Terminal and Terminal, the Corpus Xxxxxxx Xxxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the XxXxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Meraux Terminal, the Three Rivers Terminal and the Three Rivers Port Xxxxxx Terminal. Together with such other routine maintenance and operational services as GP may require in connection with the ownership and operation of the Assets consistent with the Operators’ past practices at the Assets.

Appears in 1 contract

Samples: Valero Energy Partners Lp

Operational Services. General Note: Not all of the following Operational Services apply with respect to each Asset. Rather, the Seconded Employees working at a specific location shall only be required to provide those Operational Services applicable to the Assets at such location. List of Operational Services Operation of the Assets in accordance with prudent industry practice and the directions for product and feedstock movements given by GP (or, where customary practice dictates, customers of the Partnership, in which case such directions shall be deemed for purposes of this Agreement to have come from GP, acting for and on behalf of the Partnership), including but not limited to operation of the pump stations and other facilities within such operating parameters and specifications as may be in accordance with sound engineering and operating practices and applicable laws, operation of meter stations, including calibration of measurement and product analysis equipment, operation of booster pumps, providing custody measurement as required and the coordination of product and feedstock movements as directed. Operation of truck rack loading and unloading, including blending operations, management of computer loading systems and processing of delivery tickets. Operation of vapor recovery systems, to include emission monitoring requirements. Operation of wastewater treatment systems and/or oil water separator systems (in compliance with all applicable hazardous waste handling procedures). Provision of communications, inspection, surveillance, flow control, corrosion control control, and monitoring. Establishment of and compliance with safety, health, environmental, training, emergency response, spill response and other programs in connection with the operation of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and consistent with past practice (subject to changes required by changes in law and/or the adoption of new policies and procedures). Maintenance of instrument systems required for performance of pipeline monitoring and control services, product analysis analysis, and measurements in accordance with applicable requirements and generally accepted industry practices. Providing scheduling services for all products shipped into and delivered out of the Assets, with appropriate consultation and coordination with affected refineries, third-party pipelines, third-party off-line delivery and shipper personnel, and control room personnel. Coordination of all inventory management activities and assistance in the development and implementation of inventory control policies and guidelines regarding the Assets. Determining net volume received and delivered by utilizing measurement facilities installed, operated and maintained in accordance with the latest edition of the American Petroleum Institute Manual of Petroleum Measurement Standards and standard industry practices, and reconciliation of book inventory with actual inventory. Provision of sufficient on-the-job and outside training to employees and contractors operating and maintaining the Assets for the operation of the Assets in a safe and efficient manner in accordance with the applicable Partnership policies and procedures and applicable governmental rules, regulations and laws. Preparation, filing and renewal, as applicable and, to the extent not performed under the Omnibus Agreement, of all operating licenses and/or permits as directed by GP. Emergency response services, including but not limited to closing pipeline valves in connection with a response to any emergency involving the Assets. Laboratory and analytical services including but not limited to product quality and assurance analysis. Additive procurement services and inventory management of additive inventories (except to the extent any additives are procured and/or managed by customers of the Partnership, in which case the services hereunder shall consist of appropriate coordination with such customers). Security services, including but not limited to controlling access to the Assets and (except to the extent such activities are customarily conducted by customers of the Partnership) negotiation, execution and management of access agreements. Maintenance and repair of the Assets, including but not limited to pipeline repairs, terminal repairs, aerial pipeline patrols, population density counts, right-of-way maintenance (including but not limited to filling of washes, mowing weeds and brush, repairing fences, erection and maintenance of fences, barricades or other suitable protection to protect the Assets and associated equipment from damage due to mowers, trucks or other vehicles, flagging and identification of pipelines in the event of excavation in the vicinity of the pipelines by the Operators or third parties), in each case, within such maintenance/repair parameters and specifications as may be in accordance with sound engineering and maintenance practices and applicable laws. Implementation and administration of a preventative maintenance program for the Assets, including, without limitation, periodic testing, adjustment and maintenance of the Assets, meter station and valve inspections and meter proving maintenance, in each case in accordance with prudent maintenance practices and applicable laws. Implementation and administration of a tank maintenance and integrity program for the Assets, including, without limitation, periodic testing, maintenance, repair and/or replacement in each case in accordance with prudent maintenance practices and applicable laws. Inspection services for monitoring work performed by others in the vicinity of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and that a prudent provider of maintenance services would maintain regarding the Assets. Reconstruction, reconditioning, overhaul and/or replacement of the Assets, as appropriate. Technical services for trouble-shooting problems, improving the Assets performance, upgrading the Assets, repairing the Assets and/or meeting regulatory or safety requirements. Maintaining compliance with all applicable federal, state and local environmental, health and safety laws including but not limited to conducting all environmental investigation and remediation activities, as required by federal, state and local environmental laws and prudent business practices. Facilitating the acquisition of all materials (including spare parts inventories), equipment, services, supplies and labor necessary for the maintenance and repair of the Assets. Except to the extent provided under the Omnibus Agreement, performing all planning, design and engineering functions related to the maintenance and repair of the Assets including but not limited to selecting and overseeing contractors and material suppliers for such activities. Preparing excavation plans for pipeline right-of-way work, and advising the Partnership of any right-of-way work which could threaten the integrity of the Partnership’s pipelines. Construction, reconstruction, reconditioning, overhaul and replacement of the Assets, including but not limited to engineering, procurement, construction and project performance testing and services relating thereto. Related functions include: • Oversight and management services as may be necessary in connection with these activitiesactivities . • Planning, design and engineering functions related to the activities. • Procurement of all materials, equipment, services, supplies and labor necessary for and related to the activities. Preparation and/or assistance in the preparation of capital project (AFE) documents for approval by the Partnership. Routine maintenance, repairs and inspections of the tanks and other facilities at the St. Xxxxxxx Terminal and Houston Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Corpus Christi East Terminal and Corpus Xxxxxxx Xxxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the XxXxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Meraux Terminal and the Three Rivers Terminal. Together with such other routine maintenance and operational services as GP may require in connection with the ownership and operation of the Assets consistent with the Operators’ past practices at the Assets.

Appears in 1 contract

Samples: Services and Secondment Agreement (Valero Energy Partners Lp)

Operational Services. General Note: Not all of the following Operational Services apply with respect to each Asset. Rather, the Seconded Employees working at a specific location shall only be required to provide those Operational Services applicable to the Assets at such location. List of Operational Services Operation of the Assets in accordance with prudent industry practice and the directions for product and feedstock movements given by GP (or, where customary practice dictates, customers of the Partnership, in which case such directions shall be deemed for purposes of this Agreement to have come from GP, acting for and on behalf of the Partnership), including but not limited to operation of the pump stations and other facilities within such operating parameters and specifications as may be in accordance with sound engineering and operating practices and applicable laws, operation of meter stations, including calibration of measurement and product analysis equipment, operation of booster pumps, providing custody measurement as required and the coordination of product and feedstock movements as directed. Operation of truck rack loading and unloading, including blending operations, management of computer loading systems and processing of delivery tickets. Operation of vapor recovery systems, to include emission monitoring requirements. Operation of wastewater treatment systems and/or oil water separator systems (in compliance with all applicable hazardous waste handling procedures). Provision of communications, inspection, surveillance, flow control, corrosion control and monitoring. Establishment of and compliance with safety, health, environmental, training, emergency response, spill response and other programs in connection with the operation of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and consistent with past practice (subject to changes required by changes in law and/or the adoption of new policies and procedures). Maintenance of instrument systems required for performance of pipeline monitoring and control services, product analysis and measurements in accordance with applicable requirements and generally accepted industry practices. Providing scheduling services for all products shipped into and delivered out of the Assets, with appropriate consultation and coordination with affected refineries, third-party pipelines, third-party off-line delivery and shipper personnel, and control room personnel. Coordination of all inventory management activities and assistance in the development and implementation of inventory control policies and guidelines regarding the Assets. Determining net volume received and delivered by utilizing measurement facilities installed, operated and maintained in accordance with the latest edition of the American Petroleum Institute Manual of Petroleum Measurement Standards and standard industry practices, and reconciliation of book inventory with actual inventory. Provision of sufficient on-the-job and outside training to employees and contractors operating and maintaining the Assets for the operation of the Assets in a safe and efficient manner in accordance with the applicable Partnership policies and procedures and applicable governmental rules, regulations and laws. Preparation, filing and renewal, as applicable and, to the extent not performed under the Omnibus Agreement, of all operating licenses and/or permits as directed by GP. Emergency response services, including but not limited to closing pipeline valves in connection with a response to any emergency involving the Assets. Laboratory and analytical services including but not limited to product quality and assurance analysis. Additive procurement services and inventory management of additive inventories (except to the extent any additives are procured and/or managed by customers of the Partnership, in which case the services hereunder shall consist of appropriate coordination with such customers). Security services, including but not limited to controlling access to the Assets and (except to the extent such activities are customarily conducted by customers of the Partnership) negotiation, execution and management of access agreements. Maintenance and repair of the Assets, including but not limited to pipeline repairs, terminal repairs, aerial pipeline patrols, population density counts, right-of-way maintenance (including but not limited to filling of washes, mowing weeds and brush, repairing fences, erection and maintenance of fences, barricades or other suitable protection to protect the Assets and associated equipment from damage due to mowers, trucks or other vehicles, flagging and identification of pipelines in the event of excavation in the vicinity of the pipelines by the Operators or third parties), in each case, within such maintenance/repair parameters and specifications as may be in accordance with sound engineering and maintenance practices and applicable laws. Implementation and administration of a preventative maintenance program for the Assets, including, without limitation, periodic testing, adjustment and maintenance of the Assets, meter station and valve inspections and meter proving maintenance, in each case in accordance with prudent maintenance practices and applicable laws. Implementation and administration of a tank maintenance and integrity program for the Assets, including, without limitation, periodic testing, maintenance, repair and/or replacement in each case in accordance with prudent maintenance practices and applicable laws. Inspection services for monitoring work performed by others in the vicinity of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and that a prudent provider of maintenance services would maintain regarding the Assets. Reconstruction, reconditioning, overhaul and/or replacement of the Assets, as appropriate. Technical services for trouble-shooting problems, improving the Assets performance, upgrading the Assets, repairing the Assets and/or meeting regulatory or safety requirements. Maintaining compliance with all applicable federal, state and local environmental, health and safety laws including but not limited to conducting all environmental investigation and remediation activities, as required by federal, state and local environmental laws and prudent business practices. Facilitating the acquisition of all materials (including spare parts inventories), equipment, services, supplies and labor necessary for the maintenance and repair of the Assets. Except to the extent provided under the Omnibus Agreement, performing all planning, design and engineering functions related to the maintenance and repair of the Assets including but not limited to selecting and overseeing contractors and material suppliers for such activities. Preparing excavation plans for pipeline right-of-way work, and advising the Partnership of any right-of-way work which could threaten the integrity of the Partnership’s pipelines. Construction, reconstruction, reconditioning, overhaul and replacement of the Assets, including but not limited to engineering, procurement, construction and project performance testing and services relating thereto. Related functions include: • Oversight and management services as may be necessary in connection with these activities. • Planning, design and engineering functions related to the activities. • Procurement of all materials, equipment, services, supplies and labor necessary for and related to the activities. Preparation and/or assistance in the preparation of capital project (AFE) documents for approval by the Partnership. Routine maintenance, repairs and inspections of the tanks and other facilities at the St. Xxxxxxx Terminal and Houston Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Corpus Christi East Terminal and Corpus Xxxxxxx Xxxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the XxXxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Meraux Terminal and the Three Rivers Terminal. Together with such other routine maintenance and operational services as GP may require in connection with the ownership and operation of the Assets consistent with the Operators’ past practices at the Assets.

Appears in 1 contract

Samples: Services and Secondment Agreement (Valero Energy Partners Lp)

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Operational Services. General Note: Not all of the following Operational Services apply with respect to each Asset. Rather, the Seconded Employees working at a specific location shall only be required to provide those Operational Services applicable to the Assets at such location. List of Operational Services Operation of the Assets in accordance with prudent industry practice and the directions for product and feedstock movements given by GP (or, where customary practice dictates, customers of the Partnership, in which case such directions shall be deemed for purposes of this Agreement to have come from GP, acting for and on behalf of the Partnership), including but not limited to operation of the pump stations and other facilities within such operating parameters and specifications as may be in accordance with sound engineering and operating practices and applicable laws, operation of meter stations, including calibration of measurement and product analysis equipment, operation of booster pumps, providing custody measurement as required and the coordination of product and feedstock movements as directed. Operation of truck rack loading and unloading, including blending operations, management of computer loading systems and processing of delivery tickets. Operation of vapor recovery systems, to include emission monitoring requirements. Operation of wastewater treatment systems and/or oil water separator systems (in compliance with all applicable hazardous waste handling procedures). Provision of communications, inspection, surveillance, flow control, corrosion control control, and monitoring. Establishment of and compliance with safety, health, environmental, training, emergency response, spill response and other programs in connection with the operation of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and consistent with past practice (subject to changes required by changes in law and/or the adoption of new policies and procedures). Maintenance of instrument systems required for performance of pipeline monitoring and control services, product analysis analysis, and measurements in accordance with applicable requirements and generally accepted industry practices. Providing scheduling services for all products shipped into and delivered out of the Assets, with appropriate consultation and coordination with affected refineries, third-party pipelines, third-party off-line delivery and shipper personnel, and control room personnel. Coordination of all inventory management activities and assistance in the development and implementation of inventory control policies and guidelines regarding the Assets. Determining net volume received and delivered by utilizing measurement facilities installed, operated and maintained in accordance with the latest edition of the American Petroleum Institute Manual of Petroleum Measurement Standards and standard industry practices, and reconciliation of book inventory with actual inventory. Provision of sufficient on-the-job and outside training to employees and contractors operating and maintaining the Assets for the operation of the Assets in a safe and efficient manner in accordance with the applicable Partnership policies and procedures and applicable governmental rules, regulations and laws. Preparation, filing and renewal, as applicable and, to the extent not performed under the Omnibus Agreement, of all operating licenses and/or permits as directed by GP. Emergency response services, including but not limited to closing pipeline valves in connection with a response to any emergency involving the Assets. Laboratory and analytical services including but not limited to product quality and assurance analysis. Additive procurement services and inventory management of additive inventories (except to the extent any additives are procured and/or managed by customers of the Partnership, in which case the services hereunder shall consist of appropriate coordination with such customers). Security services, including but not limited to controlling access to the Assets and (except to the extent such activities are customarily conducted by customers of the Partnership) negotiation, execution and management of access agreements. Maintenance and repair of the Assets, including but not limited to pipeline repairs, terminal repairs, aerial pipeline patrols, population density counts, right-of-way maintenance (including but not limited to filling of washes, mowing weeds and brush, repairing fences, erection and maintenance of fences, barricades or other suitable protection to protect the Assets and associated equipment from damage due to mowers, trucks or other vehicles, flagging and identification of pipelines in the event of excavation in the vicinity of the pipelines by the Operators or third parties), in each case, within such maintenance/repair parameters and specifications as may be in accordance with sound engineering and maintenance practices and applicable laws. Implementation and administration of a preventative maintenance program for the Assets, including, without limitation, periodic testing, adjustment and maintenance of the Assets, meter station and valve inspections and meter proving maintenance, in each case in accordance with prudent maintenance practices and applicable laws. Implementation and administration of a tank maintenance and integrity program for the Assets, including, without limitation, periodic testing, maintenance, repair and/or replacement in each case in accordance with prudent maintenance practices and applicable laws. Inspection services for monitoring work performed by others in the vicinity of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and that a prudent provider of maintenance services would maintain regarding the Assets. Reconstruction, reconditioning, overhaul and/or replacement of the Assets, as appropriate. Technical services for trouble-shooting problems, improving the Assets performance, upgrading the Assets, repairing the Assets and/or meeting regulatory or safety requirements. Maintaining compliance with all applicable federal, state and local environmental, health and safety laws including but not limited to conducting all environmental investigation and remediation activities, as required by federal, state and local environmental laws and prudent business practices. Facilitating the acquisition of all materials (including spare parts inventories), equipment, services, supplies and labor necessary for the maintenance and repair of the Assets. Except to the extent provided under the Omnibus Agreement, performing all planning, design and engineering functions related to the maintenance and repair of the Assets including but not limited to selecting and overseeing contractors and material suppliers for such activities. Preparing excavation plans for pipeline right-of-way work, and advising the Partnership of any right-of-way work which could threaten the integrity of the Partnership’s pipelines. Construction, reconstruction, reconditioning, overhaul and replacement of the Assets, including but not limited to engineering, procurement, construction and project performance testing and services relating thereto. Related functions include: • Oversight and management services as may be necessary in connection with these activitiesactivities . • Planning, design and engineering functions related to the activities. • Procurement of all materials, equipment, services, supplies and labor necessary for and related to the activities. Preparation and/or assistance in the preparation of capital project (AFE) documents for approval by the Partnership. Routine maintenance, repairs and inspections of the tanks and other facilities at the St. Xxxxxxx Terminal and Houston Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Corpus Christi East Terminal and Corpus Xxxxxxx Xxxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the XxXxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Meraux Terminal and the Three Rivers Terminal. Together with such other routine maintenance and operational services as GP may require in connection with the ownership and operation of the Assets consistent with the Operators’ past practices at the Assets. Exhibit C Form of Cover Page for Amendment and Restatement of Exhibits to Amended and Restated Services and Secondment Agreement An Amended and Restated Services and Secondment Agreement was executed as of March 1, 2015 (the “Amended and Restated Services and Secondment Agreement”), among Valero Services, Inc., a Delaware corporation, Valero Refining Company-Tennessee, L.L.C., a Delaware limited liability company, Valero Refining-Texas, L.P., a Texas limited partnership, and Valero Energy Partners GP LLC, a Delaware limited liability company. Capitalized terms not otherwise defined in this document shall have the terms set forth in the Amended and Restated Services and Secondment Agreement. The Parties agree that, as of the date hereof, the Exhibits are hereby amended and restated in their entirety to be as attached hereto. Pursuant to Section 6.18 of the Amended and Restated Services and Secondment Agreement, such amended and restated Exhibits shall replace the prior Exhibits as of the date hereof and shall be incorporated by reference into the Amended and Restated Services and Secondment Agreement for all purposes. As amended hereby, the Amended and Restated Services and Secondment Agreement is hereby ratified and affirmed and shall continue in full force and effect. [Include the following paragraph if new Operators are to be added] By its execution hereof, [_________________], a [__________________] (“New Operator”), has agreed to be bound to all of the terms and provisions hereof governing Operators, with respect to those Assets for which it is listed as the Operator in the attached Exhibit A. From and after the date hereof, the terms “Operator,” “Operators,” “Party” and “Parties” in the Amended and Restated Services and Secondment Agreement shall be deemed to include New Operator for all purposes. [Remainder of page intentionally left blank.]

Appears in 1 contract

Samples: Services and Secondment Agreement (Valero Energy Partners Lp)

Operational Services. General Note: Not all of the following Operational Services apply with respect to each Asset. Rather, the Seconded Employees working at a specific location shall only be required to provide those Operational Services applicable to the Assets at such location. List of Operational Services Operation of the Assets in accordance with prudent industry practice and the directions for product and feedstock movements given by GP (or, where customary practice dictates, customers of the Partnership, in which case such directions shall be deemed for purposes of this Agreement to have come from GP, acting for and on behalf of the Partnership), including but not limited to operation of the pump stations and other facilities within such operating parameters and specifications as may be in accordance with sound engineering and operating practices and applicable laws, operation of meter stations, including calibration of measurement and product analysis equipment, operation of booster pumps, providing custody measurement as required and the coordination of product and feedstock movements as directed. Operation of truck rack loading and unloading, including blending operations, management of computer loading systems and processing of delivery tickets. Operation of vapor recovery systems, to include emission monitoring requirements. Operation of wastewater treatment systems and/or oil water separator systems (in compliance with all applicable hazardous waste handling procedures). Provision of communications, inspection, surveillance, flow control, corrosion control and monitoring. Establishment of and compliance with safety, health, environmental, training, emergency response, spill response and other programs in connection with the operation of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and consistent with past practice (subject to changes required by changes in law and/or the adoption of new policies and procedures). Maintenance of instrument systems required for performance of pipeline monitoring and control services, product analysis and measurements in accordance with applicable requirements and generally accepted industry practices. Providing scheduling services for all products shipped into and delivered out of the Assets, with appropriate consultation and coordination with affected refineries, third-party pipelines, third-party off-line delivery and shipper personnel, and control room personnel. Coordination of all inventory management activities and assistance in the development and implementation of inventory control policies and guidelines regarding the Assets. Determining net volume received and delivered by utilizing measurement facilities installed, operated and maintained in accordance with the latest edition of the American Petroleum Institute Manual of Petroleum Measurement Standards and standard industry practices, and reconciliation of book inventory with actual inventory. Provision of sufficient on-the-job and outside training to employees and contractors operating and maintaining the Assets for the operation of the Assets in a safe and efficient manner in accordance with the applicable Partnership policies and procedures and applicable governmental rules, regulations and laws. Preparation, filing and renewal, as applicable and, to the extent not performed under the Omnibus Agreement, of all operating licenses and/or permits as directed by GP. Emergency response services, including but not limited to closing pipeline valves in connection with a response to any emergency involving the Assets. Laboratory and analytical services including but not limited to product quality and assurance analysis. Additive procurement services and inventory management of additive inventories (except to the extent any additives are procured and/or managed by customers of the Partnership, in which case the services hereunder shall consist of appropriate coordination with such customers). Security services, including but not limited to controlling access to the Assets and (except to the extent such activities are customarily conducted by customers of the Partnership) negotiation, execution and management of access agreements. Maintenance and repair of the Assets, including but not limited to pipeline repairs, terminal repairs, aerial pipeline patrols, population density counts, right-of-way maintenance (including but not limited to filling of washes, mowing weeds and brush, repairing fences, erection and maintenance of fences, barricades or other suitable protection to protect the Assets and associated equipment from damage due to mowers, trucks or other vehicles, flagging and identification of pipelines in the event of excavation in the vicinity of the pipelines by the Operators or third parties), in each case, within such maintenance/repair parameters and specifications as may be in accordance with sound engineering and maintenance practices and applicable laws. Implementation and administration of a preventative maintenance program for the Assets, including, without limitation, periodic testing, adjustment and maintenance of the Assets, meter station and valve inspections and meter proving maintenance, in each case in accordance with prudent maintenance practices and applicable laws. Implementation and administration of a tank maintenance and integrity program for the Assets, including, without limitation, periodic testing, maintenance, repair and/or replacement in each case in accordance with prudent maintenance practices and applicable laws. Inspection services for monitoring work performed by others in the vicinity of the Assets. Preparation and retention of appropriate records and logs as required by applicable laws and that a prudent provider of maintenance services would maintain regarding the Assets. Reconstruction, reconditioning, overhaul and/or replacement of the Assets, as appropriate. Technical services for trouble-shooting problems, improving the Assets performance, upgrading the Assets, repairing the Assets and/or meeting regulatory or safety requirements. Maintaining compliance with all applicable federal, state and local environmental, health and safety laws including but not limited to conducting all environmental investigation and remediation activities, as required by federal, state and local environmental laws and prudent business practices. Facilitating the acquisition of all materials (including spare parts inventories), equipment, services, supplies and labor necessary for the maintenance and repair of the Assets. Except to the extent provided under the Omnibus Agreement, performing all planning, design and engineering functions related to the maintenance and repair of the Assets including but not limited to selecting and overseeing contractors and material suppliers for such activities. Preparing excavation plans for pipeline right-of-way work, and advising the Partnership of any right-of-way work which could threaten the integrity of the Partnership’s pipelines. Construction, reconstruction, reconditioning, overhaul and replacement of the Assets, including but not limited to engineering, procurement, construction and project performance testing and services relating thereto. Related functions include: • Oversight and management services as may be necessary in connection with these activities. • Planning, design and engineering functions related to the activities. • Procurement of all materials, equipment, services, supplies and labor necessary for and related to the activities. Preparation and/or assistance in the preparation of capital project (AFE) documents for approval by the Partnership. Routine maintenance, repairs and inspections of the tanks and other facilities at the St. Xxxxxxx Terminal and Houston Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Corpus Christi East Terminal and Corpus Xxxxxxx Xxxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the XxXxx Terminal. Routine maintenance, repairs and inspections of the tanks and other facilities at the Meraux Terminal and the Three Rivers Terminal. Together with such other routine maintenance and operational services as GP may require in connection with the ownership and operation of the Assets consistent with the Operators’ past practices at the Assets.

Appears in 1 contract

Samples: Valero Energy Partners Lp

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