Common use of Trading Services Clause in Contracts

Trading Services. During the Term, one of the Members (the “Trading Member”), which shall initially be PTS, acting itself or through one or more of its Affiliates, shall perform and be solely responsible for purchasing, selling, storing, transporting, marketing and transacting trades in ND Crude Oil, and entering into related agreements and conducting related activities, on behalf of the Company, subject to the terms contained in this Agreement (the “Trading Activities”). All Trading Activities in ND Crude Oil involving transportation by rail and requiring transloading shall be required to be transloaded at the New Town, North Dakota, facility owned by DPT or its affiliate unless otherwise agreed upon by the Members. Trading Activities may, without limitation, consist of physical and/or financial transactions, including hedging or other financial arrangements not involving the actual trading of any physical ND Crude Oil; provided, however, that such financial transactions must be entered into for risk management purposes and must not involve the assumption of any flat price risk. Counterparties to any individual transaction constituting a Trading Activity may be the Company, the Trading Member or an Affiliate of the Trading Member, as determined by the Trading Member in its sole discretion; provided, that any and all transactions constituting Trading Activities to which the Trading Member or an Affiliate of the Trading Member is a counterparty shall be segregated from, and not commingled with, other transactions and lines of business engaged in by the Trading Member and its Affiliates. The Trading Member shall be solely responsible for employing and compensating employees that execute transactions constituting Trading Activities and for providing office space and necessary information technology equipment for such employees to conduct the Trading Activities. The Trading Member shall be obligated to use commercially reasonable efforts, in the exercise of its reasonable judgment, to maximize the profitability to the Company of the Trading Activities, considered in the aggregate, over the Term, it being understood that (x) such commercially reasonable efforts shall not require the Trading Member to take any actions prohibited by this Agreement or to make any contributions or advances to the Company not required by this Agreement and (y) the Trading Member shall not be in violation of its obligations hereunder in the exercise of its judgment in connection with any individual trading transaction except as provided in Section 3.3(i).

Trading Services. During the Term, one of the Members (the “Trading Member”), which shall initially be PTS, acting itself or through one or more of its Affiliates, shall perform and be solely responsible for purchasing, selling, storing, transporting, marketing and transacting trades in ND Crude Oil, and entering into related agreements and conducting related activities, on behalf of the Company, subject to the terms contained in this Agreement (the “Trading Activities”). All Trading Activities in ND Crude Oil involving transportation by rail and requiring transloading shall be required to be transloaded at the New Town, North Dakota, facility owned by DPT or its affiliate Affiliate unless otherwise agreed upon by the Members. Trading Activities may, without limitation, consist of physical and/or financial transactions, including hedging or other financial arrangements not involving the actual trading of any physical ND Crude Oil; provided, however, that such financial transactions must be entered into for risk management purposes and must not involve the assumption of any flat price risk. Counterparties to any individual transaction constituting a Trading Activity may be the Company, the Trading Member or an Affiliate of the Trading Member, as determined by the Trading Member in its sole discretion; provided, that any and all transactions constituting Trading Activities to which the Trading Member or an Affiliate of the Trading Member is a counterparty shall be segregated from, and not commingled with, other transactions and lines of business engaged in by the Trading Member and its Affiliates. The Trading Member shall be solely responsible for employing and compensating employees that execute transactions constituting Trading Activities and for providing office space and necessary information technology equipment for such employees to conduct the Trading Activities. The Trading Member shall be obligated to use commercially reasonable efforts, in the exercise of its reasonable judgment, to maximize the profitability to the Company of the Trading Activities, considered in the aggregate, over the Term, it being understood that (x) such commercially reasonable efforts shall not require the Trading Member to take any actions prohibited by this Agreement or to make any contributions or advances to the Company not required by this Agreement and (y) the Trading Member shall not be in violation of its obligations hereunder in the exercise of its judgment in connection with any individual trading transaction except as provided in Section 3.3(i)7.8.

Trading Services. During the Term, one of the Members (the “Trading Member”), which shall initially be PTS, acting itself or through one or more of its Affiliates, shall perform and be solely responsible for purchasing, selling, storing, transporting, marketing and transacting trades in ND Crude Oil, and entering into related agreements and conducting related activities, on behalf of the Company, subject to the terms contained in this Agreement (the “Trading Activities”). All Trading Activities in ND Crude Oil involving transportation by rail and requiring transloading shall be required to be transloaded at the New Town, North Dakota, facility owned by DPT or its affiliate Dakota Plains Transport, Inc. unless otherwise agreed upon by the Members. Trading Activities may, without limitation, consist of physical and/or financial transactions, including hedging or other financial arrangements not involving the actual trading of any physical ND Crude Oil; provided, however, that such financial transactions must be entered into for risk management purposes and must not involve the assumption of any flat price risk. Counterparties to any individual transaction constituting a Trading Activity may be the Company, the Trading Member or an Affiliate of the Trading Member, as determined by the Trading Member in its sole discretion; provided, that any and all transactions constituting Trading Activities to which the Trading Member or an Affiliate of the Trading Member is a counterparty shall be segregated from, and not commingled with, other transactions and lines of business engaged in by the Trading Member and its Affiliates. The Trading Member shall be solely responsible for employing and compensating employees that execute transactions constituting Trading Activities and for providing office space and necessary information technology equipment for such employees to conduct the Trading Activities. The Trading Member shall be obligated to use commercially reasonable efforts, in the exercise of its reasonable judgment, to maximize the profitability to the Company of the Trading Activities, considered in the aggregate, over the Term, it being understood that (x) such commercially reasonable efforts shall not require the Trading Member to take any actions prohibited by this Agreement or to make any contributions or advances to the Company not required by this Agreement and (y) the Trading Member shall not be in violation of its obligations hereunder in the exercise of its judgment in connection with any individual trading transaction except as provided in Section 3.3(i).