AUGUST 1, 2010.
OTHER SPECIAL PROVISIONS:
PLEASE REFER TO CONTRACT NUMBER BRRY1403TE ON ALL CORRESPONDENCE INCLUDING
STATEMENTS AND WIRE TRANSFERS
GENERAL TERMS:
CONOCO'S GENERAL PROVISIONS FOR DOMESTIC CRUDE OIL AGREEMENTS DATED JANUARY 1,
1993 ARE INCORPORATED HEREIN BY REFERENCE AND MADE PART OF THIS AGREEMENT.
IN
THE EVENT OF A CONFLICT BETWEEN THESE GENERAL TERMS AND CONDITIONS AND THE
SPECIFIC TERMS AND CONDITIONS OF THE AGREEMENT, THE SPECIFIC TERMS AND
CONDITIONS SHALL GOVERN.
PAYMENT TERMS:
IN CONSIDERATION FOR THE MUTUAL EFFICIENCIES ARISING FROM NET SETTLEMENT, UNLESS
OTHERWISE SPECIFIED, THE PARTIES WILL USE THE FOLLOWING PROCEDURE, EXCEPT AS TO
CONTRACTS FOR THE DELIVERY OF CRUDE OIL AND/OR CONDENSATE DELIVERED BY
TANKER(S) AND CONTRACTS SECURED BY PREPAYMENT AND/OR DOCUMENTARY LETTER(S) OF
CREDIT, WHICH SHALL BE EXCLUDED FROM THIS CLAUSE AND PAID ACCORDING TO THE
PROVISIONS OF THE APPLICABLE CONTRACTS BETWEEN THE PARTIES.
THE PARTIES SHALL
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CONTINUE TO ISSUE INVOICES.
IN ACCORDANCE WITH CONTRACT TERMS,
IN THE NORMAL
COURSE OF BUSINESS. ON OR BEFORE THE 20TH CALENDAR DAY (OR THE PRECEDING
BUSINESS DAY,
IF THE 20TH IS NOT A BUSINESS DAY) OF THE MONTH FOLLOWING THE
MONTH DURING WHICH DELIVERIES OCCUR PURSUANT TO TERMS OF CONTRACTS BETWEEN THE
PARTIES, THE PARTIES WILL COMMUNICATE AND CONFIRM THE INVOICED AMOUNTS TO BE
INCLUDED IN THE NET PAYMENT (OR NET SETTLEMENT) OF ACCOUNTS.
ANY REMAINING
BALANCE SHALL BE PAID BY THE PARTY OWING SUCH AMOUNT TO THE OTHER PARTY ON THE
DATE THE GROSS AMOUNTS ARE DUE PER THE CONTRACTS.
TITLE TRANSFER:
BY TRANSFER FROM DELIVERING PARTY'S TO RECEIVING PARTY'S ACCOUNT AT THE
LOCATION(S) DESCRIBED HEREIN, AT WHICH POINT(S) TITLE SHALL PASS AS EVIDENCED BY
RUN TICKETS/ALLOCATION STATEMENTS ISSUED BY THE CARRIER(S) INVOLVED.
FINAL AGREEMENT:
THIS CONTRACT, INCLUDING THE ABOVE REFERENCED GENERAL TERMS COMPRISES THE ENTIRE
AGREEMENT BETWEEN THE PARTIES AND MERGES AND SUPERSEDES ALL PRIOR
REPRESENTATIONS AND UNDERSTANDINGS BETWEEN THE PARTIES HERETO COVERING THE
SUBJECT MATTER HEREOF.
ASSIGNMENT CLAUSE:
NEITHER PARTY SHALL ASSIGN THIS AGREEMENT WITHOUT THE PRIOR WRITTEN CONSENT OF
THE OTHER.
NOTWITHSTANDING THE FOREGOING, EXXONMOBIL OIL CORPORATION SHALL HAVE
THE RIGHT TO ASSIGN THIS AGREEMENT TO AN AFFILIATE WITHOUT WRITTEN CONSENT, BY
PROVIDING WRITTEN NOTICE TO THE OTHER PARTY.
DOCUMENTATION INSTRUCTIONS:
THIS DOCUMENT EVIDENCES OUR UNDERSTANDING OF THE ENTIRE AGREEMENT AND SHALL
CONSTITUTE THE FORMAL CONTRACT. PLEASE CONFIRM BY IMMEDIATE FAX TO THE
EXXONMOBIL CONTRACT ADMINISTRATOR THAT THE ABOVE IS IN ACCORDANCE WITH YOUR
UNDERSTANDING.
ABSENT WRITTEN NOTICE OF OBJECTION, WE ASSUME YOUR AGREEMENT TO
THESE TERMS AND CONDITIONS.
YOUR RESPONSE SHOULD REFLECT THE APPROPRIATE PARTY
IN YOUR ORGANIZATION WHO HAS THE AUTHORITY TO ENTER INTO THIS AGREEMENT.
***
INVOICES TO EXXONMOBIL SHOULD BE MAILED OR FAXED AS FOLLOWS:
EXXONMOBIL OIL CORPORATION
~~~
* * *
EXXONMOBIL CONTRACT ADMINISTRATOR:
~~~
EXCEPT AS NOTED ABOVE, ALL OTHER PROVISIONS FOR THE AGREEMENT REMAIN UNCHANGED.
PLEASE ACKNOWLEDGE RECEIPT OF THIS CONFIRMATION BY RETURN FAX TO ~~~.
ABSENT
WRITTEN
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NOTICE OF OBJECTION, WE ASSUME YOUR ACCEPTANCE OF THESE TERMS AND CONDITIONS.
SIGNATURE: ~~~
DATE: 10/05/2010
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