Common use of Right to Enter into a New Agreement Clause in Contracts

Right to Enter into a New Agreement. (a) In the event that HFRM provides prior written notice to HEP Operating of the desire of HFRM to extend this Agreement by written mutual agreement of the Parties pursuant to Section 7, the Parties shall negotiate in good faith to extend this Agreement by written mutual agreement, but, if such negotiations fail to produce a written mutual agreement for extension by a date six (6) months prior to the termination date, then HEP Operating shall have the right to negotiate to enter into one or more services agreements for HFRM’s Minimum Capacity Commitment for the Facility with one or more third parties to begin after the date of termination, provided, however, that until the end of one year following termination without renewal of this Agreement, HFRM will have the right to enter into a new services agreement with HEP Operating with respect to its Minimum Capacity Commitment on the date of termination on commercial terms that substantially match the terms upon which HEP Operating propose to enter into an agreement with a third party for similar services with respect to all or a material portion of such capacity of the Facility. In such circumstances, HEP Operating shall give HFRM forty-five (45) days prior written notice of any proposed new services agreement with a third party, and such notice shall inform HFRM of the fee schedules, tariffs, duration and any other material terms of the proposed third party agreement and HFRM shall have forty-five (45) days following receipt of such notice to agree to the terms specified in the notice or HFRM shall lose the rights specified by this Section 8(a) with respect to the capacity that is the subject of such notice.

Right to Enter into a New Agreement. (a) In the event that HFRM provides prior written notice the Refining Entity fails to HEP Operating of the desire of HFRM exercise its option to extend this Agreement by written mutual agreement of the Parties pursuant to Section 7for any Renewal Term, the Parties shall negotiate in good faith to extend this Agreement by written mutual agreement, but, if such negotiations fail to produce a written mutual agreement for extension by a date six (6) months prior to the termination date, then HEP Operating Logistics Entity shall have the right to negotiate to enter into one or more services new pipelines and tankage agreements for HFRM’s Minimum Capacity Commitment for the Facility with one or more third parties to begin after the date of termination, provided, however, provided that until during the end period from the date of one year following the Refining Entity’s failure to provide written notice pursuant to Section 4 to the date of termination without renewal of this Agreement, HFRM the Refining Entity will have the right to enter into a new services pipelines and tankage agreement with HEP Operating with respect to its Minimum Capacity Commitment on the date of termination Logistics Entity on commercial terms that substantially match the terms upon which HEP Operating propose the Logistics Entity proposes to enter into an agreement with a third party for similar services with respect to all or a material portion of such capacity of the FacilityPipelines and the Tankage. In such circumstances, HEP Operating the Logistics Entity shall give HFRM the Refining Entity forty-five (45) days prior written notice of any proposed new services pipelines and tankage agreement with a third party, and such notice shall inform HFRM the Refining Entity of the fee schedules, tariffs, duration and any other material terms of the proposed third party agreement and HFRM the Refining Entity shall have forty-five (45) days following receipt of such notice to agree to the terms specified in the notice or HFRM the Refining Entity shall lose the rights specified by this Section 8(a) 5 with respect to the capacity assets that is are the subject of such notice.

Right to Enter into a New Agreement. (a) In the event that HFRM provides the Hxxxx Entities provide prior written notice to HEP Operating the Partnership Entities of the desire of HFRM the Hxxxx Entities to extend this Agreement by written mutual agreement of the Parties pursuant to Section 7Parties, the Parties shall negotiate in good faith to extend this Agreement by written mutual agreement, but, if such negotiations fail to produce a written mutual agreement for extension by a date six (6) months prior to the termination date, then HEP Operating the Partnership Entities shall have the right to negotiate to enter into one or more services pipeline and tankage agreements for HFRM’s Minimum Capacity Commitment for the Facility with one or more third parties to begin after the date of termination, provided, however, provided that until the end of one year following termination without renewal of this Agreement, HFRM the Hxxxx Entities will have the right to enter into a new services pipelines and tankage agreement with HEP Operating with respect to its Minimum Capacity Commitment on the date of termination Partnership Entities on commercial terms that substantially match the terms upon which HEP Operating the Partnership Entities propose to enter into an agreement with a third party for similar services with respect to all or a material portion of such capacity of the FacilityDrop-Down Assets. In such circumstances, HEP Operating the Partnership Entities shall give HFRM the Hxxxx Entities forty-five (45) days prior written notice of any proposed new services pipelines and tankage agreement with a third party, and such notice shall inform HFRM the Hxxxx Entities of the fee schedules, tariffs, duration and any other material terms of the proposed third party agreement and HFRM the Hxxxx Entities shall have forty-five (45) days following receipt of such notice to agree to the terms specified in the notice or HFRM the Hxxxx Entities shall lose the rights specified by this Section 8(a7(a) with respect to the capacity assets that is are the subject of such notice.

Right to Enter into a New Agreement. (a) In the event that HFRM provides prior written notice to HEP Operating of the desire of HFRM to extend this Agreement by written mutual agreement of the Parties pursuant to Section 7Parties, the Parties shall negotiate in good faith to extend this Agreement by written mutual agreement, but, if such negotiations fail to produce a written mutual agreement for extension by a date six (6) months prior to the termination date, then HEP Operating shall have the right to negotiate to enter into one or more services pipeline and terminal agreements for HFRM’s Minimum Capacity Commitment for the Facility with one or more third parties to begin after the date of termination, provided, however, provided that until the end of one year following termination without renewal of this Agreement, HFRM will have the right to enter into a new services pipelines and terminals agreement with HEP Operating with respect to its Minimum Capacity Commitment on the date of termination on commercial terms that substantially match the terms upon which HEP Operating propose proposes to enter into an agreement with a third party for similar services with respect to all or a material portion of such capacity of the FacilityRefined Product Pipelines or Refined Product Terminals. In such circumstances, HEP Operating shall give HFRM forty-five (45) days prior written notice of any proposed new services pipelines and terminals agreement with a third party, and such notice shall inform HFRM of the fee schedules, tariffs, duration and any other material terms of the proposed third party agreement and HFRM shall have forty-five (45) days following receipt of such notice to agree to the terms specified in the notice or HFRM shall lose the rights specified by this Section 8(a7(a) with respect to the capacity assets that is are the subject of such notice.

Right to Enter into a New Agreement. (a) In the event that HFRM provides the Xxxxx Entities provide prior written notice to HEP Operating the Partnership Entities of the desire of HFRM the Xxxxx Entities to extend this Agreement by written mutual agreement of the Parties pursuant to Section 7Parties, the Parties shall negotiate in good faith to extend this Agreement by written mutual agreement, but, if such negotiations fail to produce a written mutual agreement for extension by a date six (6) months prior to the termination date, then HEP Operating the Partnership Entities shall have the right to negotiate to enter into one or more services pipeline and tankage agreements for HFRM’s Minimum Capacity Commitment for the Facility with one or more third parties to begin after the date of termination, provided, however, provided that until the end of one year following termination without renewal of this Agreement, HFRM the Xxxxx Entities will have the right to enter into a new services pipelines and tankage agreement with HEP Operating with respect to its Minimum Capacity Commitment on the date of termination Partnership Entities on commercial terms that substantially match the terms upon which HEP Operating the Partnership Entities propose to enter into an agreement with a third party for similar services with respect to all or a material portion of such capacity of the FacilityDrop-Down Assets. In such circumstances, HEP Operating the Partnership Entities shall give HFRM the Xxxxx Entities forty-five (45) days prior written notice of any proposed new services pipelines and tankage agreement with a third party, and such notice shall inform HFRM the Xxxxx Entities of the fee schedules, tariffs, duration and any other material terms of the proposed third party agreement and HFRM the Xxxxx Entities shall have forty-five (45) days following receipt of such notice to agree to the terms specified in the notice or HFRM the Xxxxx Entities shall lose the rights specified by this Section 8(a7(a) with respect to the capacity assets that is are the subject of such notice.

Right to Enter into a New Agreement. (a) In the event that HFRM provides the Xxxxx Entities provide prior written notice to HEP Operating the Partnership Entities of the desire of HFRM the Xxxxx Entities to extend this Agreement by written mutual agreement of the Parties pursuant to Section 7Parties, the Parties shall negotiate in good faith to extend this Agreement by written mutual agreement, but, if such negotiations fail to produce a written mutual agreement for extension by a date six (6) months prior to the termination date, then HEP Operating the Partnership Entities shall have the right to negotiate to enter into one or more services pipeline agreements for HFRM’s Minimum Capacity Commitment for the Facility with one or more third parties to begin after the date of termination, provided, however, provided that until the end of one year following termination without renewal of this Agreement, HFRM the Xxxxx Entities will have the right to enter into a new services pipelines agreement with HEP Operating with respect to its Minimum Capacity Commitment on the date of termination Partnership Entities on commercial terms that substantially match the terms upon which HEP Operating the Partnership Entities propose to enter into an agreement with a third party for similar services with respect to all or a material portion of such capacity of the FacilityIntermediate Product Pipelines. In such circumstances, HEP Operating the Partnership Entities shall give HFRM the Xxxxx Entities forty-five (45) days prior written notice of any proposed new services pipelines agreement with a third party, and such notice shall inform HFRM the Xxxxx Entities of the fee schedules, tariffs, duration and any other material terms of the proposed third party agreement and HFRM the Xxxxx Entities shall have forty-five (45) days following receipt of such notice to agree to the terms specified in the notice or HFRM the Xxxxx Entities shall lose the rights specified by this Section 8(a7(a) with respect to the capacity assets that is are the subject of such notice.

Right to Enter into a New Agreement. (a) In the event that HFRM provides the Xxxxx Entities provide prior written notice to HEP Operating the Partnership Entities of the desire of HFRM the Xxxxx Entities to extend this Agreement by written mutual agreement of the Parties pursuant to Section 7Parties, the Parties shall negotiate in good faith to extend this Agreement by written mutual agreement, but, if such negotiations fail to produce a written mutual agreement for extension by a date six (6) months prior to the termination date, then HEP Operating the Partnership Entities shall have the right to negotiate to enter into one or more services pipeline and terminal agreements for HFRM’s Minimum Capacity Commitment for the Facility with one or more third parties to begin after the date of termination, provided, however, provided that until the end of one year following termination without renewal of this Agreement, HFRM the Xxxxx Entities will have the right to enter into a new services pipelines and terminals agreement with HEP Operating with respect to its Minimum Capacity Commitment on the date of termination Partnership Entities on commercial terms that substantially match the terms upon which HEP Operating the Partnership Entities propose to enter into an agreement with a third party for similar services with respect to all or a material portion of such capacity of the FacilityRefined Product Pipelines or Refined Product Terminals. In such circumstances, HEP Operating the Partnership Entities shall give HFRM the Xxxxx Entities forty-five (45) days prior written notice of any proposed new services pipelines and terminals agreement with a third party, and such notice shall inform HFRM the Xxxxx Entities of the fee schedules, tariffs, duration and any other material terms of the proposed third party agreement and HFRM the Xxxxx Entities shall have forty-five (45) days following receipt of such notice to agree to the terms specified in the notice or HFRM the Xxxxx Entities shall lose the rights specified by this Section 8(a7(a) with respect to the capacity assets that is are the subject of such notice.

Right to Enter into a New Agreement. (a) In the event that HFRM provides prior written notice to HEP Operating of the desire of HFRM to extend this Agreement by written mutual agreement of the Parties pursuant to Section 7, the Parties shall negotiate in good faith to extend this Agreement by written mutual agreement, but, if such negotiations fail to produce a written mutual agreement for extension by a date six (6) months prior to the termination date, then HEP Operating shall have the right to negotiate to enter into one or more throughput or transportation services agreements for HFRM’s Minimum Capacity Commitment for the Facility Pipeline System with one or more third parties to begin after the date of termination, provided, however, that until the end of one year following termination without renewal of this Agreement, HFRM will have the right to enter into a new throughput or transportation services agreement with HEP Operating with respect to its Minimum Capacity Commitment on the date of termination on commercial terms that substantially match the terms upon which HEP Operating propose to enter into an agreement with a third party for similar services with respect to all or a material portion of such capacity of the FacilityPipeline System. In such circumstances, HEP Operating shall give HFRM forty-five (45) days prior written notice of any proposed new services pipelines throughput agreement with a third party, and such notice shall inform HFRM of the fee schedules, tariffs, duration and any other material terms of the proposed third party agreement and HFRM shall have forty-five (45) days following receipt of such notice to agree to the terms specified in the notice or HFRM shall lose the rights specified by this Section 8(a) with respect to the capacity that is the subject of such notice.