Common use of Allocation of Assets Clause in Contracts

Allocation of Assets. All Assets shall be sold, conveyed, assigned, transferred and delivered to, and purchased by, ▇▇▇▇▇ Tulsa except that the Assets identified on Schedule 2.1.18 (the “HEP Tulsa Assets”) shall be sold, conveyed, assigned, transferred and delivered to, and purchased by HEP Tulsa; provided, however, Assets may be sold, conveyed, assigned, transferred and delivered to Affiliates of Buyers if requested by the applicable Buyer. For avoidance of doubt, ▇▇▇▇▇ Tulsa shall have no obligation to purchase the HEP Tulsa Assets and HEP Tulsa shall have no obligation to purchase any Assets other than the HEP Tulsa Assets. Notwithstanding the foregoing, ▇▇▇▇▇ Tulsa and HEP Tulsa may in their discretion mutually agree to modify the allocation of Assets between them from time to time and at any time prior to the Closing upon written notice to the Seller so long as such reallocation does not adversely affect the Global CAA Consent Decree Modification.