SUMF Assets Sample Clauses

SUMF Assets. Subject to Article 8, Frontier Cheyenne shall be responsible for operating and maintaining the SUMF Assets, at its sole cost and expense, in accordance with Standard Operating Practice. Except for any capital improvement project proposed by Cheyenne Logistics under Article 6 or undertaken by Cheyenne Logistics under Article 5, Frontier Cheyenne shall be responsible for all costs and expenses of any capital improvements to, or acquisitions of additional, SUMF Assets.
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SUMF Assets. Subject to Article 8, Frontier El Dorado shall be responsible for operating and maintaining the SUMF Assets, at its sole cost and expense, in accordance with Standard Operating Practice. Except for any capital improvement project proposed by El Dorado Logistics under Article 6 or undertaken by El Dorado Logistics under Article 5, Frontier El Dorado shall be responsible for all costs and expenses of any capital improvements to, or acquisitions of additional, SUMF Assets.
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SUMF Assets. Subject to Article 8, Lion shall be responsible for operating and maintaining the SUMF Assets, at its sole cost and expense, in accordance with Standard Operating Practice. Except for any capital improvement project proposed by Delek Logistics under Article 6 or undertaken by Delek Logistics under Article 5, Lion shall be responsible for all costs and expenses of any capital improvements to, or acquisitions of additional, SUMF Assets. In the event Lion fails to promptly make or commence and diligently prosecute any repairs or replacements or maintenance required to be made by Lion to any SUMF Assets under this Agreement, Delek Logistics at its 9 option, after Lion’s failure to cure such default on or before 10 days after notice to Lion, may make the repairs or replacements and perform the maintenance for and on behalf of Lion, and may offset the cost thereof against the Annual Service Fee coming due; provided, however, that if Delek Logistics reasonably believes in good faith that such SUMF Asset cannot be repaired or replaced on commercially reasonable terms, Delek Logistics will be entitled to liquidated damages from Lion in an amount equal to any reductions in the Minimum Quarterly Throughput Payment (as defined in the Rail Offloading Agreement) pursuant to Section 9(b) of the Rail Offloading Agreement caused by the failure to repair or replace such SUMF Asset. Notwithstanding the foregoing, if an emergency exists, Delek Logistics may take reasonable steps to protect its property, and make the repairs and replacements and perform the maintenance for and on behalf of Lion without notice to Lion. 3.5
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SUMF Assets. Subject to Article 8, Delek Refining shall be responsible for operating and maintaining the SUMF Assets, at its sole cost and expense, in accordance with Standard Operating Practice. Except for any capital improvement project proposed by Delek Marketing under Article 6 or undertaken by Delek Marketing under Article 5, Delek Refining shall be responsible for all costs and expenses of any capital improvements to, or acquisitions of additional, SUMF Assets. In the event Delek Refining fails to promptly make or commence and diligently prosecute any repairs or replacements or maintenance required to be made by Delek Refining to any SUMF Assets under this Agreement, Delek Marketing at its option, after Delek Refining’s failure to cure such default on or before 10 days after notice to Delek Refining, may make the repairs or replacements and perform the maintenance for and on behalf of Delek Refining, and may offset the cost thereof against the Annual Service Fee coming due. Notwithstanding the foregoing, if an emergency exists, Delek Marketing may take reasonable steps to protect its property, and make the repairs and replacements and perform the maintenance for and on behalf of Delek Refining without notice to Delek Refining.
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SUMF Assets. Subject to Article 8, Delek Refining shall be responsible for operating and maintaining the SUMF Assets, at its sole cost and expense, in accordance with Standard Operating Practice. Except for any capital improvement project proposed by Delek Marketing under Article 6 or undertaken by Delek Marketing under Article 5, Delek Refining shall be responsible for all costs and expenses of any capital improvements to, or acquisitions of additional, SUMF Assets. In the event Delek Refining fails to promptly make or commence and diligently prosecute any repairs or replacements or maintenance required to be made by Delek Refining to any SUMF Assets under this Agreement, Delek Marketing at its option, after Delek Refining’s failure to cure such default on or before 10 days after notice to Delek Refining, may make the repairs or replacements and perform the maintenance for and on behalf of Delek Refining, and may offset the cost thereof against the Annual Service Fee coming due; provided, however, that if Delek Marketing reasonably believes in good faith that such SUMF Asset cannot be repaired or replaced on commercially reasonable terms, Delek Marketing will be entitled to liquidated damages from Delek Refining in an amount equal to any reduction in the Storage Fee in the Tankage (as defined in the Tankage Agreement) pursuant to Section 8(c) of the Tankage Agreement caused by the failure to repair or replace such SUMF Asset. Notwithstanding the foregoing, if an emergency exists, Delek Marketing may take reasonable steps to protect its property, and make the repairs and replacements and perform the maintenance for and on behalf of Delek Refining without notice to Delek Refining.
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SUMF Assets. Subject to Article 8, Lion shall be responsible for operating and maintaining the SUMF Assets, at its sole cost and expense, in accordance with Standard Operating Practice. Except for any capital improvement project proposed by Delek Logistics under Article 6 or undertaken by Delek Logistics under Article 5, Lion shall be responsible for all costs and expenses of any capital improvements to, or acquisitions of additional, SUMF Assets. In the event Lion fails to promptly make or commence and diligently prosecute any repairs or replacements or maintenance required to be made by Lion to any SUMF Assets under this Agreement, Delek Logistics at its option, after Lion’s failure to cure such default on or before 10 days after notice to Lion, may make the repairs or replacements and perform the maintenance for and on behalf of Lion, and may offset the cost thereof against the Annual Service Fee coming due. Notwithstanding the foregoing, if an emergency exists, Delek Logistics may take reasonable steps to protect its property, and make the repairs and replacements and perform the maintenance for and on behalf of Lion without notice to Lion.
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Related to SUMF Assets

  • Acquisition of Assets In the event the Company or any Subsidiary acquires any assets or other properties, such assets or properties shall constitute a part of the Collateral (as defined in the Security Agreement) and the Company shall take all action necessary to perfect the Purchasers’ security interest in such assets or properties pursuant to the Security Agreement.

  • Disposition of Assets To sell, exchange, lend, pledge, mortgage, hypothecate, write options on and lease any or all of the assets of the Trust;

  • Sales, Etc. of Assets Sell, lease, transfer or otherwise dispose of, or permit any of its Subsidiaries to sell, lease, transfer or otherwise dispose of, any assets, or grant any option or other right to purchase, lease or otherwise acquire any assets, except:

  • Disposition of Assets; Etc The Borrower will not, and will not permit any of its Subsidiaries to, sell, lease, license, transfer, assign or otherwise dispose of any of its business, assets, rights, revenues or property, real, personal or mixed, tangible or intangible, whether in one or a series of transactions, other than inventory sold in the ordinary course of business upon customary credit terms, sales of scrap or obsolete material or equipment, the lapse of intellectual property of the Borrower or any of its Subsidiaries that is no longer useful or material to their business and sales of fixed assets the proceeds of which are used to purchase other property of a similar nature of at least equivalent value within 180 days of such sale, provided, however, that this Section 6.09 shall not (a) prohibit any sale or other transfer of an interest in accounts or notes receivable to a Securitization Entity pursuant to Permitted Securitization Transactions if the aggregate outstanding principal amount of the Indebtedness under all Permitted Securitization Transactions does not exceed $250,000,000, (b) prohibit any sale or other transfer of any asset of the Borrower or any Subsidiary to the Borrower or any Subsidiary that is a Guarantor and (c) prohibit any such sale, lease, license, transfer, assignment or other disposition if the aggregate book value (disregarding any write-downs of such book value other than ordinary depreciation and amortization) of all of the business, assets, rights, revenues and property sold, leased, licensed, transferred, assigned or otherwise disposed of after the Effective Date and on or prior to such transaction date shall be less than 40% of the aggregate book value of the Consolidated Total Assets as of the end of the fiscal year immediately preceding such transaction and the aggregate amount of businesses, assets, rights, revenues and property sold, leased, licensed, transferred, assigned or otherwise disposed of after the Effective date and on or prior to such transaction date shall be responsible for less than 40% of the consolidated net sales or net income of the Borrower and its Subsidiaries for the fiscal year immediately preceding the date of such transaction, and if immediately after any such transaction, no Default shall exist or shall have occurred and be continuing.

  • Dispositions of Assets Until the first day after the Restriction Period, none of SpinCo or any member of the SpinCo Group shall sell, transfer, or otherwise dispose of or agree to dispose of assets (including, for such purpose, any shares of capital stock of a Subsidiary and any transaction treated for tax purposes as a sale, transfer or disposition) that, in the aggregate, constitute more than 60 percent of the gross assets of SpinCo, nor shall SpinCo or any member of the SpinCo Group sell, transfer, or otherwise dispose of or agree to dispose of assets (including, for such purpose, any shares of capital stock of a Subsidiary and any transaction treated for tax purposes as a sale, transfer or disposition) that, in the aggregate, constitute more than 60 percent of the consolidated gross assets of the SpinCo Group. The foregoing sentence shall not apply to sales, transfers, or dispositions of assets in the ordinary course of business. The percentages of gross assets or consolidated gross assets of SpinCo or the SpinCo Group, as the case may be, sold, transferred, or otherwise disposed of, shall be based on the fair market value of the gross assets of SpinCo and the members of the SpinCo Group as of the Distribution Date. For purposes of this Section 4(b)(v), a merger of SpinCo or one of its Subsidiaries with and into any Person shall constitute a disposition of all of the assets of SpinCo or such Subsidiary.

  • Dispositions of Assets or Subsidiaries Each of the Loan Parties shall not, and shall not permit any of its Subsidiaries to, sell, convey, assign, lease, abandon or otherwise transfer or dispose of, voluntarily or involuntarily, any of its properties or assets, tangible or intangible (including sale, assignment, discount or other disposition of accounts, contract rights, chattel paper, equipment or general intangibles with or without recourse or of capital stock, shares of beneficial interest, partnership interests or limited liability company interests of a Subsidiary of such Loan Party), except:

  • Contribution of Assets Subject to and upon the terms and conditions contained herein, on the Closing Date, Dentist shall convey, transfer, deliver and assign to Pentegra or any affiliate of Pentegra designated by Pentegra all of Dentist's right, title and interest in and to those certain assets described on EXHIBIT 1.1 attached hereto (individually, "Asset", and collectively "Assets"), free and clear of all obligations, security interests, claims, liens and encumbrances, except as specifically assumed, or taken subject to, by Pentegra pursuant to SECTION 1.3(b) hereof.

  • Distribution of Assets In case the Company shall declare or make any distribution of its assets (including cash) to holders of Common Stock as a partial liquidating dividend, by way of return of capital or otherwise, then, after the date of record for determining shareholders entitled to such distribution, but prior to the date of distribution, the holder of this Warrant shall be entitled upon exercise of this Warrant for the purchase of any or all of the shares of Common Stock subject hereto, to receive the amount of such assets which would have been payable to the holder had such holder been the holder of such shares of Common Stock on the record date for the determination of shareholders entitled to such distribution.

  • Custody of Assets Sub-Adviser shall at no time have the right to physically possess the assets of the Funds or have the assets registered in its own name or the name of its nominee, nor shall Sub-Adviser in any manner acquire or become possessed of any income, whether in kind or cash, or proceeds, whether in kind or cash, distributable by reason of selling, holding or controlling such assets of the Funds. In accordance with the preceding sentence, Sub-Adviser shall have no responsibility with respect to the collection of income, physical acquisition or the safekeeping of the assets of the Funds. All such duties of collection, physical acquisition and safekeeping shall be the sole obligation of the custodian.

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