Intermediation Facility definition

Intermediation Facility means, as applicable,

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Intermediation Facility means any crude oil or other feedstock supply agreements, natural gas supply agreements, hydrogen supply agreements, or off-take agreements relating to intermediate or refined products, in each case entered into by one or more Restricted Subsidiaries (the “Intermediation Subsidiaries”) (and, if applicable, Guaranteed by the Borrower) with a counterparty for purposes of facilitating a customary intermediation arrangement, together with all related storage agreements, pipeline agreements, throughput and tankage or similar agreements, marketing and sales agreements, agency agreements, security agreements, account control agreements, other collateral documents and other ancillary agreements among such parties, in each case as any of the same may be extended, renewed, amended, supplemented, restated, amended and restated or otherwise modified from time to time, or refinanced and/or replaced with another Intermediation Facility from time to time and in whole or in part; provided, that (i) the terms of any Intermediation Facility shall (A) be not materially more disadvantageous to the Lenders, taken as a whole, as compared to the terms of the Existing Intermediation Documents in effect on the Closing Date, or (B) otherwise be on then market terms for intermediation facilities at the time of execution thereof, taken as a whole, as determined in good faith by an Authorized Person of the Borrower, (ii) such Intermediation Facility shall be in the ordinary course of business, consistent with past practices and not for speculative purposes and (iii) no Intermediation Facility shall provide for any Lien on any assets other than Intermediation Collateral owned by such Intermediation Subsidiaries.

Intermediation Facility means that certain Supply and Offtake Agreement, dated as of April 1, 2022, entered into by and among the Intermediator and certain of the Loan Parties (including any replacement or refinancing of thereof), as amended, modified or supplemented from time to time in accordance with the terms thereof and subject to and in accordance with the terms and conditions of an Acceptable Intermediation Order.

Examples of Intermediation Facility in a sentence

• No Intermediation Facility is secured by any Lien other than a Lien on Intermediation Collateral, and no event or condition has occurred which would, with the passage of time or the giving of notice or both, constitute an event of default under or permit the termination of, any Intermediation Facility, except to the extent such event of default or termination could not reasonably be expected to cause a Material Adverse Effect.

• If an “event of default”, termination event or similar or equivalent event has occurred and is continuing under any agreement governing Indebtedness in excess of $3,000,000 to which Parent or a Subsidiary, including Borrower, is a party with a third party or parties (other than any Intermediation Facility Documents).

• Each Loan Party will not, and will not permit any of its Restricted Subsidiaries to, enter into any crude oil or other feedstock supply agreements, natural gas supply agreements, hydrogen supply agreements, or off-take agreements relating to intermediate or refined products with a counterparty for purposes of facilitating an intermediation agreement other than an Intermediation Facility.

• If an “event of default”, termination event or similar or equivalent event has occurred and is continuing under any Intermediation Facility Documents.

• The Lien priorities provided in Section 2.01 shall not be altered or otherwise affected by any such amendment, modification, supplement, extension, repayment, reborrowing, increase, replacement, renewal, restructuring, application, reversal, restatement or refinancing of or waiver, consent or accommodation with respect to, any Intermediation Facility Obligations, or any portion thereof, to the extent in compliance with the terms of this Agreement.

More Definitions of Intermediation Facility

Intermediation Facility means the facility existing under the Intermediation Facility Agreement.

Intermediation Facility means the Refining Intermediation Facility, as amended, amended and restated, replaced, supplemented or otherwise modified from time to time, subject to an Intercreditor Agreement.

Intermediation Facility means, as applicable, (a) the ▇. ▇▇▇▇ Intermediation Agreement, (b) the MLC Intermediation Agreement, (c) any uncommitted revolving credit and/or letter of credit facility for Par Hawaii Refining, LLC, so long as the proceeds of which shall solely finance and provide credit support for the purchase of crude oil and pay fees and expenses in connection therewith, together with all related loan documents, security agreements, account control agreements, other collateral documents and ancillary agreements among the parties thereto in each case as any of the same may be extended, renewed, amended, supplemented, restated, amended and restated or otherwise modified from time to time, or refinanced and/or replaced with another Intermediation Facility from time to time and in whole or in part and (d) any crude oil or other feedstock supply agreements, natural gas supply agreements, hydrogen supply agreements, or off-take agreements relating to intermediate or refined products, in each case entered into by the Par Borrower or any of its Subsidiaries and an Intermediation Counterparty for purposes of facilitating a customary intermediation arrangement, together with all related storage agreements, marketing and sales agreements, agency agreements, security agreements, account control agreements, other collateral documents and other ancillary agreements among such parties, in each case as any of the same may be extended, renewed, amended, supplemented, restated, amended and restated or otherwise modified from time to time, or refinanced and/or replaced with another Intermediation Facility from time to time and in whole or in part; provided that (i) the terms of any Intermediation Facility described in this clause (d) shall be (A) on the then prevailing market terms or (B) not materially more disadvantageous to the Lenders, taken as a whole, as compared to the terms of the ▇. ▇▇▇▇ Intermediation Agreement or MLC Intermediation Agreement in effect on the date hereof, taken as a whole, in each case of clause (A) or (B), as determined in good faith by an Authorized Person of the Par Borrower, and (ii) no Intermediation Facility shall provide for any Lien on any assets other than Intermediation Collateral.

Intermediation Facility means (x) the Refining Intermediation Facility, (y) the Renewables Intermediation Facility, and (z) any other intermediation, monetization, supply and offtake or similar arrangement entered into by any Loan Party, that provides for the purchase and/or sale or the financing of any Loan Party of Intermediation Facility Priority Collateral, and the transactions contemplated thereby and entered into thereunder and in connection therewith, in each case, as amended, amended and restated, replaced, supplemented or otherwise modified from time to time, subject to an Intercreditor Agreement.

Intermediation Facility means the Intermediation ISDA 2002 agreement dated as of October 6, 2017 between the Corporation, Parkland Refining and a financial institution to fund a portion of the working capital requirements of the Burnaby Refinery operations acquired as part of the Chevron Acquisition, as amended as of March 2, 2018;

Intermediation Facility means the intermediation facility documented in that certain Sixth Amended and Restated Supply and Offtake Agreement, dated June 18, 2019 (as amended from time to time), by and among PESRM, ICBCS, and the other transaction parties thereto.

Intermediation Facility means the amended and restated Intermediation ISDA 2002 agreement dated as of December 14, 2019 between the Corporation, Parkland Refining and a financial institution to fund a portion of the working capital requirements of the Burnaby Refinery operations, as amended;