Common use of Failure to Meet Specifications Clause in Contracts

Failure to Meet Specifications. Notwithstanding anything in this Section 9(c) to the contrary, if Gatherer determines at any time that acceptance of Producers’ Gas or MV Mitigation Gas (even if blended as contemplated below in this Section 9(c)) does not meet any of the quality specifications in Section 9(a) (as revised in accordance with Section 9(b)) is not operationally feasible or would result in a material damage or harm to the applicable Xxxxxxx Gathering System, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, to refuse to accept such nonconforming Producers Gas or MV Mitigation Gas, as the case may be, until Gatherer no longer believes that there is a risk of material damage or harm to the applicable Xxxxxxx Gathering System. If Producers’ Gas or MV Mitigation Gas delivered hereunder fails to meet any of the quality specifications above, Gatherer will blend, where feasible and when permitted by the applicable Xxxxxxx Receiving Transporter, such nonconforming Producers’ Gas or MV Mitigation Gas with other Producers’ Gas or MV Mitigation Gas gathered on that Xxxxxxx Gathering System to cause such nonconforming Producers’ Gas or MV Mitigation Gas to meet the Gas quality specifications hereunder and of the applicable Xxxxxxx Receiving Transporter. Producers shall reimburse Gatherer for their prorata share of the direct costs incurred by Gatherer to blend such nonconforming Producers’ Gas or MV Mitigation Gas. If Gatherer determines at any time that the continued acceptance of such blended nonconforming Producers’ Gas or MV Mitigation Gas is not operationally feasible or would result in any material damage or harm to the applicable Xxxxxxx Gathering System, Gatherer may Notify Producers that it intends to discontinue blending and accepting such nonconforming Producers’ Gas or MV Mitigation Gas. If Gatherer provides such Notice to Producers that it intends not to accept nonconforming Gas or to discontinue blending Producers’ Gas or MV Mitigation Gas, Gatherer will work with Producers to determine the best method of treating such nonconforming Producers’ Gas or MV Mitigation Gas. Within 30 Days of the date on which Gatherer provides Notice to Producers that it will discontinue accepting or blending Producers’ Gas or MV Mitigation Gas as provided above. Gatherer shall prepare and provide to Producers an estimate of the costs to install the equipment and other facilities necessary to treat such nonconforming Producers’ Gas or MV Mitigation Gas on such Xxxxxxx Gathering System and a proposed treating fee based on such costs and other relevant factors customarily included in the determination of such a treating fee. The Parties will use good faith efforts to reach an agreement regarding a treating fee within 30 Days following the provision of such information. If such an agreement is reached, then Gatherer (at its cost) shall install and construct such facilities as soon as commercially practicable. Subject to the first sentence of this Section 9(c), during the notification process, the determination of the treating fee and the installation of the facilities, Gatherer shall continue to receive, accept and blend nonconforming Producers’ Gas and MV Mitigation Gas. Notwithstanding the foregoing, if the applicable Xxxxxxx Receiving Transporter refuses to accept such blended nonconforming Producers’ Gas or MV Mitigation Gas at any time, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, to refuse to accept such nonconforming Producers’ Gas or MV Mitigation Gas for so long as such Xxxxxxx Receiving Transporter refuses to accept such nonconforming Producers’ Gas or MV Mitigation Gas.

Failure to Meet Specifications. Notwithstanding anything in this Section 9(c) to the contrary, if Gatherer determines at any time that acceptance of Producers’ Gas or MV Mitigation Gas (even if blended as contemplated below in this Section 9(c)) does not meet any of the quality specifications in Section 9(a) of this Exhibit A (as revised in accordance with Section 9(b)) of this Exhibit A) is not operationally feasible or and would result in a material damage or harm to the applicable Xxxxxxx Springridge Gathering System, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, to refuse to accept such nonconforming Producers Gas or MV Mitigation Gas, as the case may be, until Gatherer no longer believes that there is a risk of material damage or harm to the applicable Xxxxxxx Springridge Gathering System. If Producers’ Gas or MV Mitigation Gas delivered hereunder fails to meet any of the quality specifications above, Gatherer will blend, where feasible and when permitted by the applicable Xxxxxxx Springridge Receiving Transporter, such nonconforming Producers’ Gas or MV Mitigation Gas with other Producers’ Gas or MV Mitigation Gas gathered on that Xxxxxxx Springridge Gathering System to cause such nonconforming Producers’ Gas or MV Mitigation Gas to meet the Gas quality specifications hereunder and of the applicable Xxxxxxx Springridge Receiving Transporter. Producers shall reimburse Gatherer for their prorata share of the direct costs incurred by Gatherer to blend such nonconforming Producers’ Gas or MV Mitigation Gas. If Gatherer determines at any time that the continued acceptance of such blended nonconforming Producers’ Gas or MV Mitigation Gas is not operationally feasible or would result in any material damage or harm to the applicable Xxxxxxx Springridge Gathering System, Gatherer may Notify notify Producers that it intends to discontinue blending and accepting such nonconforming Producers’ Gas or MV Mitigation Gas. If Gatherer provides such Notice to Producers that it intends not to accept nonconforming Gas or to discontinue blending Producers’ Gas or MV Mitigation Gas, Gatherer will work with Producers to determine the best method of treating such nonconforming Producers’ Gas or MV Mitigation Gas. Within 30 Days of the date on which Gatherer provides Notice to Producers that it will discontinue accepting or blending Producers’ Gas or MV Mitigation Gas as provided above. Gatherer shall prepare and provide to Producers an estimate of the costs to install the equipment and other facilities necessary to treat such nonconforming Producers’ Gas or MV Mitigation Gas on such Xxxxxxx Springridge Gathering System and a proposed treating fee based on such costs and other relevant factors customarily included in the determination of such a treating fee. The Parties will use good faith efforts to reach an agreement regarding a treating fee within 30 Days following the provision of such information. If such an agreement is reached, then Gatherer (at its cost) shall install and construct such facilities as soon as commercially practicable. Subject to the first sentence of this Section 9(c), during the notification process, the determination of the treating fee and the installation of the facilities, Gatherer shall continue to receive, accept and blend nonconforming Producers’ Gas and MV Mitigation Gas. Notwithstanding the foregoing, if the applicable Xxxxxxx Springridge Receiving Transporter refuses to accept such blended nonconforming Producers’ Gas or MV Mitigation Gas at any time, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, to refuse to accept such nonconforming Producers’ Gas or MV Mitigation Gas for so long as such Xxxxxxx Springridge Receiving Transporter refuses to accept such nonconforming Producers’ Gas or MV Mitigation Gas. Producers shall have the right to treat Producers’ Gas at the wellhead. Producers shall also have the right to aggregate Producers’ Gas solely for the purpose of treating at a central point prior to delivery to the Springridge Gathering System.

Failure to Meet Specifications. Notwithstanding anything in this Section 9(c8(c) to the contrary, if Gatherer determines at any time that acceptance of Producers’ Gas or MV Mitigation Gas (even if blended as contemplated below in this Section 9(c8(c)) does not meet any of the quality specifications in Section 9(a8(a) (as revised in accordance with Section 9(b8(b)) is not operationally feasible or would result in a material damage or harm to the applicable Xxxxxxx PRP Gathering System, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, to refuse to accept such nonconforming Producers Gas or MV Mitigation Gas, as the case may be, until Gatherer no longer believes that there is a risk of material damage or harm to the applicable Xxxxxxx PRP Gathering System. If Producers’ Gas or MV Mitigation Gas delivered hereunder fails to meet any of the quality specifications above, Gatherer will blend, where feasible and when permitted by the applicable Xxxxxxx PRP Receiving Transporter, such nonconforming Producers’ Gas or MV Mitigation Gas with other Producers’ Gas or MV Mitigation Gas gathered on that Xxxxxxx PRP Gathering System to cause such nonconforming Producers’ Gas or MV Mitigation Gas to meet the Gas quality specifications hereunder and of the applicable Xxxxxxx PRP Receiving Transporter. Producers shall reimburse Gatherer for their prorata share of the direct costs incurred by Gatherer to blend such nonconforming Producers’ Gas or MV Mitigation Gas. If Gatherer determines at any time that the continued acceptance of such blended nonconforming Producers’ Gas or MV Mitigation Gas is not operationally feasible or would result in any material damage or harm to the applicable Xxxxxxx PRP Gathering System, Gatherer may Notify Producers that it intends to discontinue blending and accepting such nonconforming Producers’ Gas or MV Mitigation Gas. If Gatherer provides such Notice to Producers that it intends not to accept nonconforming Gas or to discontinue blending Producers’ Gas or MV Mitigation Gas, Gatherer will work with Producers to determine the best method of treating such nonconforming Producers’ Gas or MV Mitigation Gas. Within 30 Days of the date on which Gatherer provides Notice to Producers that it will discontinue accepting or blending Producers’ Gas or MV Mitigation Gas as provided above, Gatherer shall prepare and provide to Producers an estimate of the costs to install equipment or facilities necessary to treat such nonconforming Producers’ Gas on such PRP Gathering System. Gatherer shall prepare and provide to Producers an estimate of the costs to install the equipment and other facilities necessary to treat such nonconforming Producers’ Gas or MV Mitigation Gas on such Xxxxxxx PRP Gathering System and a proposed treating fee based on such costs and other relevant factors customarily included in the determination of such a treating fee. The Parties will use good faith efforts to reach an agreement regarding a treating fee within 30 Days following the provision of such information. If such an agreement is reached, then Gatherer (at its cost) shall install and construct such facilities as soon as commercially practicable. Subject to the first sentence of this Section 9(c8(c), during the notification process, the determination of the treating fee and the installation of the facilities, Gatherer shall continue to receive, accept and blend nonconforming Producers’ Gas and MV Mitigation Gas. Notwithstanding the foregoing, if the applicable Xxxxxxx PRP Receiving Transporter refuses to accept such blended nonconforming Producers’ Gas or MV Mitigation Gas at any time, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, to refuse to accept such nonconforming Producers’ Gas or MV Mitigation Gas for so long as such Xxxxxxx PRP Receiving Transporter refuses to accept such nonconforming Producers’ Gas or MV Mitigation Gas.

Failure to Meet Specifications. Notwithstanding anything in this Section 9(c8(c) to the contrary, if Gatherer determines at any time that acceptance of Producers’ Gas or MV Mitigation Gas (even if blended as contemplated below in this Section 9(c8(c)) does not meet any of the quality specifications in Section 9(a8(a) (as revised in accordance with Section 9(b8(b)) is not operationally feasible or would result in a material damage or harm to the applicable Xxxxxxx Midcon Gathering System, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, to refuse to accept such nonconforming Producers Gas or MV Mitigation Gas, as the case may be, until Gatherer no longer believes that there is a risk of material damage or harm to the applicable Xxxxxxx Midcon Gathering System. If Producers’ Gas or MV Mitigation Gas delivered hereunder fails to meet any of the quality specifications above, Gatherer will blend, where feasible and when permitted by the applicable Xxxxxxx Midcon Receiving Transporter, such nonconforming Producers’ Gas or MV Mitigation Gas with other Producers’ Gas or MV Mitigation Gas gathered on that Xxxxxxx Midcon Gathering System to cause such nonconforming Producers’ Gas or MV Mitigation Gas to meet the Gas quality specifications hereunder and of the applicable Xxxxxxx Midcon Receiving Transporter. Producers shall reimburse Gatherer for their prorata share of the direct costs incurred by Gatherer to blend such nonconforming Producers’ Gas or MV Mitigation Gas. If Gatherer determines at any time that the continued acceptance of such blended nonconforming Producers’ Gas or MV Mitigation Gas is not operationally feasible or would result in any material damage or harm to the applicable Xxxxxxx Midcon Gathering System, Gatherer may Notify Producers that it intends to discontinue blending and accepting such nonconforming Producers’ Gas or MV Mitigation Gas. If Gatherer provides such Notice to Producers that it intends not to accept nonconforming Gas or to discontinue blending Producers’ Gas or MV Mitigation Gas, Gatherer will work with Producers to determine the best method of treating such nonconforming Producers’ Gas or MV Mitigation Gas. Within 30 Days of the date on which Gatherer provides Notice to Producers that it will discontinue accepting or blending Producers’ Gas or MV Mitigation Gas as provided above, Gatherer shall prepare and provide to Producers’ an estimate of the costs to install equipment or facilities necessary to treat such nonconforming Producers’ Gas or MV Mitigation Gas on such Midcon Gathering System. Gatherer shall prepare and provide to Producers an estimate of the costs to install the equipment and other facilities necessary to treat such nonconforming Producers’ Gas or MV Mitigation Gas on such Xxxxxxx Midcon Gathering System and a proposed treating fee based on such costs and other relevant factors customarily included in the determination of such a treating fee. The Parties will use good faith efforts to reach an agreement regarding a treating fee within 30 Days following the provision of such information. If such an agreement is reached, then Gatherer (at its cost) shall install and construct such facilities as soon as commercially practicable. Subject to the first sentence of this Section 9(c8(c), during the notification process, the determination of the treating fee and the installation of the facilities, Gatherer shall continue to receive, accept and blend nonconforming Producers’ Gas and MV Mitigation Gas. Notwithstanding the foregoing, if the applicable Xxxxxxx Midcon Receiving Transporter refuses to accept such blended nonconforming Producers’ Gas or MV Mitigation Gas at any time, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, to refuse to accept such nonconforming Producers’ Gas or MV Mitigation Gas for so long as such Xxxxxxx Midcon Receiving Transporter refuses to accept such nonconforming Producers’ Gas or MV Mitigation Gas.

Failure to Meet Specifications. Notwithstanding anything in this Section 9(c) to If the contrary, if Gatherer determines weighted average quality of all Gas and Liquid Condensate Tendered by Shipper cumulatively at all Receipt Points on an Individual System fails at any time to conform to the applicable specifications, then Gatherer will have the right to immediately discontinue receipt of non-conforming Gas and Liquid Condensate at the applicable Receipt Points in an amount sufficient to cause the weighted average quality of all Gas and Liquid Condensate Tendered by Shipper cumulatively at all Receipt Points to meet the applicable specifications. Gatherer shall (a) use commercially reasonable efforts to blend and commingle such non-conforming Gas and Liquid Condensate with other Gas and Liquid Condensate in such Individual System so that acceptance it meets the applicable quality specifications and (b) if such Gas and Liquid Condensate cannot be brought into compliance with such blending, continue to accept and re-deliver such Gas and Liquid Condensate to the Delivery Points that will accept such non-conforming Gas and Liquid Condensate as long as (i) no harm is done to the applicable Individual System and/or any Downstream Pipeline, or any portion thereof, (ii) no harm is done to other shippers or their Gas and Liquid Condensate, and (iii) other shippers are not prevented from nominating all of Producers’ their Gas or MV Mitigation and Liquid Condensate to their preferred Delivery Point. Notwithstanding the foregoing, Shipper will undertake commercially reasonable efforts to eliminate the cause of such non-conformance as soon as reasonably practicable. However, notwithstanding anything to the contrary herein, in the event that (A)(1) Gas (even if blended as contemplated below in this Section 9(c)) and/or Liquid Condensate delivered by Shipper to Gatherer at any Receipt Point on an Individual System does not meet any of the applicable quality specifications specifications, and (2) Gatherer is unable to blend such Gas and/or Liquid Condensate with other Gas and/or Liquid Condensate in Section 9(a) (as revised such Individual System in accordance with this Section 9(b)6.2 so that it meets the applicable quality specifications, or (B) Liquid Condensate delivered by Shipper to Gatherer at any Receipt Point on an Individual System has a density that is not operationally feasible or would result in a material damage or harm to within the applicable Xxxxxxx Gathering Systemrange specified on Exhibit L, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, right to refuse to accept such nonconforming Producers Gas or MV Mitigation Gas, as the case may be, until Gatherer no longer believes that there is a risk of material damage or harm to the applicable Xxxxxxx Gathering System. If Producers’ Gas or MV Mitigation Gas delivered hereunder fails to meet any of the quality specifications above, Gatherer will blend, where feasible and when permitted by the applicable Xxxxxxx Receiving Transporter, such nonconforming Producers’ Gas or MV Mitigation Gas with other Producers’ Gas or MV Mitigation Gas gathered on that Xxxxxxx Gathering System to cause such nonconforming Producers’ Gas or MV Mitigation Gas to meet the Gas quality specifications hereunder and of the applicable Xxxxxxx Receiving Transporter. Producers shall reimburse Gatherer for their prorata share of the direct costs incurred by Gatherer to blend such nonconforming Producers’ Gas or MV Mitigation Gas. If Gatherer determines at any time that the continued acceptance receipt of such blended nonconforming Producers’ non-conforming Gas or MV Mitigation Gas is not operationally feasible or would result in any material damage or harm to the applicable Xxxxxxx Gathering System, Gatherer may Notify Producers that it intends to discontinue blending and accepting such nonconforming Producers’ Gas or MV Mitigation Gas. If Gatherer provides such Notice to Producers that it intends not to accept nonconforming Gas or to discontinue blending Producers’ Gas or MV Mitigation Gas, Gatherer will work with Producers to determine the best method of treating such nonconforming Producers’ Gas or MV Mitigation Gas. Within 30 Days of the date on which Gatherer provides Notice to Producers that it will discontinue accepting or blending Producers’ Gas or MV Mitigation Gas as provided above. Gatherer shall prepare and provide to Producers an estimate of the costs to install the equipment and other facilities necessary to treat such nonconforming Producers’ Gas or MV Mitigation Gas on such Xxxxxxx Gathering System and a proposed treating fee based on such costs and other relevant factors customarily included in the determination of such a treating fee. The Parties will use good faith efforts to reach an agreement regarding a treating fee within 30 Days following the provision of such information. If such an agreement is reached, then Gatherer (at its cost) shall install and construct such facilities as soon as commercially practicable. Subject to the first sentence of this Section 9(c), during the notification process, the determination of the treating fee and the installation of the facilities, Gatherer shall continue to receive, accept and blend nonconforming Producers’ Gas and MV Mitigation Gas. Notwithstanding the foregoing, if the applicable Xxxxxxx Receiving Transporter refuses to accept such blended nonconforming Producers’ Gas or MV Mitigation Gas at any time, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, to refuse to accept such nonconforming Producers’ Gas or MV Mitigation Gas for so long as such Xxxxxxx Receiving Transporter refuses to accept such nonconforming Producers’ Gas or MV Mitigation Gasand/or Liquid Condensate.

Failure to Meet Specifications. Notwithstanding anything in this Section 9(c) to If the contrary, if Gatherer determines Gas delivered at any time that acceptance of Producers’ Gas or MV Mitigation Gas (even if blended as contemplated below in this Section 9(c)) does not meet any of the quality specifications in Section 9(a) (as revised in accordance with Section 9(b)) is not operationally feasible or would result in a material damage or harm to the applicable Xxxxxxx Gathering System, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, to refuse to accept such nonconforming Producers Gas or MV Mitigation Gas, as the case may be, until Gatherer no longer believes that there is a risk of material damage or harm to the applicable Xxxxxxx Gathering System. If Producers’ Gas or MV Mitigation Gas delivered hereunder Receipt Point fails to meet any of the Quality Specifications stated herein (such Gas, “Non-Conforming Gas”), then CREH will as promptly as practicable notify the Company. If acceptance and processing by the Company of such Non-Conforming Gas will not require, as reasonably determined in good faith by the Company, any changes to the Gas Processing Facility’s configuration in order (i) to prevent damage to the Gas Processing Facility or (ii) for the Company to achieve the quality specifications aboveof applicable Pipelines and purchasers of Plant Products, Gatherer including the applicable quality specifications set forth on Exhibit A, the Company shall receive and process such Gas at the Gas Processing Facility in accordance with this Agreement. In the event the Company reasonably determines in good faith that acceptance and processing of such Non-Conforming Gas will blend, where feasible and when permitted require capital expenditures by the Company in order to effect changes to the Gas Processing Facility’s configuration in order (i) to prevent damage to the Gas Processing Facility or (ii) for the Company to achieve quality specifications of applicable Xxxxxxx Receiving TransporterPipelines and purchasers of Plant Products, including the applicable quality specifications set forth on Exhibit A, the Company shall provide written notice to CREH of such nonconforming Producers’ determination, and (a) CREH may elect to treat such Gas to conform to the applicable Quality Specifications at its own cost by providing written notice to the Company or (b) if CREH has not yet provided written notice of its election to treat Gas or MV Mitigation is otherwise unable to treat such Gas with other Producers’ pursuant to preceding clause (a), the Company may effect changes to the Gas or MV Mitigation Gas gathered Processing Facility’s configuration such that the Company is able to achieve quality specifications of applicable Pipelines and purchasers of Plant Products, including the applicable quality specifications set forth on that Xxxxxxx Gathering System to cause Exhibit A, notwithstanding such nonconforming Producers’ Gas or MV Mitigation failure of the Gas to meet the Gas quality specifications hereunder and of the applicable Xxxxxxx Receiving Transporter. Producers shall reimburse Gatherer for their prorata share of the direct costs incurred by Gatherer to blend such nonconforming Producers’ Gas or MV Mitigation GasQuality Specifications. If Gatherer determines at any time that neither CREH elects to treat the continued acceptance of such blended nonconforming Producers’ Non-Conforming Gas or MV Mitigation Gas is not operationally feasible or would result in any material damage or harm nor the Company elects to effect changes to the applicable Xxxxxxx Gathering SystemGas Processing Facility’s configuration, Gatherer may Notify Producers that it intends in each case, pursuant to discontinue blending and accepting such nonconforming Producers’ Gas or MV Mitigation Gas. If Gatherer provides such Notice to Producers that it intends not to accept nonconforming Gas or to discontinue blending Producers’ Gas or MV Mitigation Gas, Gatherer will work with Producers to determine the best method of treating such nonconforming Producers’ Gas or MV Mitigation Gas. Within 30 Days of the date on which Gatherer provides Notice to Producers that it will discontinue accepting or blending Producers’ Gas or MV Mitigation Gas as provided above. Gatherer shall prepare and provide to Producers an estimate of the costs to install the equipment and other facilities necessary to treat such nonconforming Producers’ Gas or MV Mitigation Gas on such Xxxxxxx Gathering System and a proposed treating fee based on such costs and other relevant factors customarily included in the determination of such a treating fee. The Parties will use good faith efforts to reach an agreement regarding a treating fee within 30 Days following the provision of such information. If such an agreement is reachedpreceding sentence, then Gatherer (at its cost) shall install and construct such facilities as soon as commercially practicable. Subject to the first sentence of this Section 9(c), during the notification process, the determination of the treating fee and the installation of the facilities, Gatherer shall continue to receive, accept and blend nonconforming Producers’ Gas and MV Mitigation Gas. Notwithstanding the foregoing, if the applicable Xxxxxxx Receiving Transporter refuses to accept such blended nonconforming Producers’ Gas or MV Mitigation Gas at any time, then Gatherer shall have the right, at its option and effective immediately upon Notice to Producers, to Company may refuse to accept such nonconforming Producers’ Gas or MV Mitigation and, if such refusal continues for a period longer than one Month, the Company may terminate this Agreement as to the affected Gas by giving written notice of termination to CREH. Acceptance by the Company of Non-Conforming Gas shall not constitute a waiver by the Company in regard to Gas delivered under this Agreement in the future. Nor shall the Company’s acceptance of Non-Conforming Gas without the Company’s express written waiver constitute a waiver of any claim for so long as damage resulting from delivery of Gas not meeting such Xxxxxxx Receiving Transporter refuses to accept such nonconforming Producers’ Gas or MV Mitigation GasQuality Specifications.