Common use of All Provisions in Effect Clause in Contracts

All Provisions in Effect. During any Designation Period, all provisions of this Agreement, as amended or adjusted by this Section 22, shall be in full force and effect with respect to the Intermediary and the Intermediary Materials as if the Intermediary were Party hereto in place of DKTS, subject however to the following: (i) If, at any time, the Intermediary elects for any reason to make any payment to Logistics in respect of any amount owing by the Company to Logistics hereunder, such payment shall not constitute, and shall not be deemed to result in, the assumption by the Intermediary of any payment or other obligations of the Company under this Agreement; (ii) in no event shall the Intermediary have any responsibility for the operations or maintenance of the Tankage and the Terminal or the handling of any Materials held in or transported through the Tankage and the Terminal or otherwise be deemed to have assumed any non-monetary obligations of DKTS for such operations, maintenance or handling under this Agreement, all of which responsibilities and obligations shall remain exclusively responsibilities and obligations of Logistics and DKTS, subject to any allocation of such responsibilities and obligations between such parties in accordance with the terms of this Agreement; (iii) DKTS shall remain solely liable for, and the Intermediary shall have no liability or obligation for, (1) meeting any Minimum Throughput Commitment under Section 2(b), (2) any Shortfall Payments under Section 2(e), (3) any amounts payable under Section 2 (h), (4) any Deficiency Payments under Section 9 (other than with respect to Throughput Fees for Actual Throughput of Intermediary Materials to the extent due under Section 2(c)), or (5) any payment obligations in connection with a Capacity Resolution under Section 10(c), and Logistics shall invoice DKTS directly for such amounts or obligations; (iv) without limiting the foregoing, the following rights and benefits will run in favor of the Intermediary: (i) any rights with respect to custody and title to the Intermediary Materials subject to this Agreement, (ii) any obligations of Logistics with respect to the condition and maintenance of Tankage and the Terminal, (iii) any inspection and access rights and (iv) any rights relating to measurements and volume determinations, in all cases regardless of whether any specific provision in this Agreements makes any reference to DKTS’ assignee or the assignability of the right or benefit provided for in such provision; (v) during the Designation Period, the Intermediary and its successors and assigns shall be included as additional insured parties and loss payees with respect to the Materials under all insurance policies required to be maintained by Logistics under Section 15 and endorsements confirming the foregoing shall be provided to the Intermediary from time to time prior to the expiration or termination of the Designation Period upon the Intermediary’s reasonable request; (vi) during the Designation Period, DKTS shall not agree to any waivers or consents hereunder, or amendments or modifications hereto, in each case, that would reasonably be expected to materially adversely affect the Intermediary’s rights hereunder, without the prior express written agreement or consent of the Intermediary; and (vii) to confirm its ownership of and rights with respect to all Materials in the Tankage and the Terminal, Logistics and DKTS agree that during the Designation Period (1) the Intermediary is authorized and entitled to file, and maintain against each of such parties protective UCC filings (including making such amendments thereto as the Intermediary deems necessary) showing the Intermediary as owner of all Intermediary Materials from time to time located in the Tankage and the Terminal and (2) they shall execute such other documents and instruments (in form and substance reasonably satisfactory to the Intermediary) and take such further actions as the Intermediary may reasonably request, including the execution and filing in the relevant real estate records of memoranda of access or similar documents.

All Provisions in Effect. During any Designation Period, all provisions of this Agreement, as amended or adjusted by this Section 22Article 28, shall be in full force and effect with respect to the Intermediary and the Intermediary Materials as if the Intermediary were Party hereto in place of DKTSthe Company, subject however to the following: (ia) If, at any time, the Intermediary elects for any reason to make any payment to Logistics the Partnership Parties in respect of any amount owing by the Company Customer to Logistics the Partnership Parties hereunder, such payment shall not constitute, and shall not be deemed to result in, the assumption by the Intermediary of any payment or other obligations of the Company Customer under this Agreement; (iib) in no event shall the Intermediary have any responsibility for the operations or maintenance of the Tankage and Pipelines or the Terminal Storage Facilities or the handling of any Materials Crude Oil or Products held in or transported through the Tankage and Pipelines or the Terminal Storage Facilities or otherwise be deemed to have assumed any non-monetary obligations of DKTS the Company for such operations, maintenance or handling under this Agreement, all of which responsibilities and obligations shall remain exclusively responsibilities and obligations of Logistics the Partnership Parties and DKTSthe Company, subject to any allocation of such responsibilities and obligations between such parties in accordance with the terms of this Agreement; (iiic) DKTS the Company shall remain solely liable for, and the Intermediary shall have no liability or obligation for, (1) meeting any Minimum Throughput Commitment under Section 2(b)4.1, (2) any Shortfall Payments under Section 2(e)4.3, (3) any amounts fees payable under Section 2 4.5(a) or Section 4.5(b) (hother than Throughput Fees for Actual Shipments of Intermediary Materials to the extent due under Section 4.2), (4) any Deficiency Payments under Section 9 (other than with respect to Throughput Fees for Actual Throughput of Intermediary Materials to the extent due under Section 2(c))4.6, or (5) any payment obligations in connection with a Capacity Resolution under Section 10(c)6.3, and Logistics the Partnership Parties shall invoice DKTS the Company directly for such amounts or obligations; (ivd) without limiting the foregoing, the following rights and benefits will run in favor of the Intermediary: (i) any rights with respect to custody and title to the Intermediary Materials subject to this Agreement, (ii) any obligations of Logistics the Partnership Parties with respect to the condition and maintenance of Tankage the Pipeline and the TerminalStorage Facilities, (iii) any inspection and access rights and (iv) any rights relating to measurements and volume determinations, in all cases regardless of whether any specific provision in this Agreements makes any reference to DKTS’ the Company’s assignee or the assignability of the right or benefit provided for in such provision; (ve) in no event shall Intermediary have any of the rights or obligations of the Company provided in Section 4.5(a)(i), Section 4.5(b)(i), Section 6.2, Section 6.3, Section 12.4, Article 15, Article 16 and Article 22; (f) during the Designation Period, the Intermediary and its successors and assigns shall be included as additional insured parties and loss payees with respect to the Materials under all insurance policies required to be maintained by Logistics the Partnership Parties under Section 15 12.1 above and endorsements confirming the foregoing shall be provided to the Intermediary from time to time prior to the expiration or termination of the Designation Period Expiration Date upon the Intermediary’s reasonable request; (vig) during the Designation Period, DKTS the Company shall not agree to any waivers or consents hereunder, or amendments or modifications hereto, in each case, that would reasonably be expected to materially adversely affect the Intermediary’s rights hereunder, without the prior express written agreement or consent of the Intermediary; and (viih) to confirm its ownership of and rights with respect to all Materials in on the Tankage Pipelines or at the Storage Facilities, the Partnership Parties and the Terminal, Logistics and DKTS Company agree that during the Designation Period (1) the Intermediary is authorized and entitled to file, and maintain against each of such parties protective UCC filings (including making such amendments thereto as the Intermediary deems necessary) showing the Intermediary as owner of all Intermediary Materials from time to time located in on the Tankage and Pipelines or at the Terminal Storage Facilities and (2) they shall execute such other documents and instruments (in form and substance reasonably satisfactory to the Intermediary) and take such further actions as the Intermediary may reasonably request, including the execution and filing in the relevant real estate records of memoranda of access or similar documents.