Common use of Nomination Procedures Clause in Contracts

Nomination Procedures. Pursuant to the terms of this Agreement, the nomination procedures detailed in this Section will be utilized by Shipper with respect to Gathering of Gas hereunder. All nominations must be made by Shipper or Shipper’s designee Should Interconnecting Pipelines receiving Gas revise their nomination requirements in a manner that conflicts with the nomination procedures herein, the Parties agree to negotiate changes to the nomination procedures herein as are reasonably required. (a) Shipper’s nomination(s) shall be accepted and scheduled for delivery by Gatherer to the extent that (i) Gas is sufficient to support the nominations, (ii) Shipper has sufficient capacity in the Gathering System, as the case may be, allocated to Shipper pursuant to the terms and conditions of this Agreement, and (iii) the party receiving Gas at the Redelivery Points accepts Shipper’s nominations. Upon being scheduled for delivery, Gatherer’s dispatcher shall thereupon advise Shipper in writing, via fax, e-mail or web-based nomination process, of the quantity scheduled for Gathering (a “Scheduled Nomination”) and the reason for any failure to schedule any Gas nominated by Shipper. (b) The designated operator of each Receipt Point will provide Gatherer with the percentage of Gas attributable to each Shipper at each Receipt Point on the Gathering System. Gatherer will apply such percentages to determine Shipper’s volume in MMBtus of Gas received by Gatherer at the Receipt Point(s). Such percentages may be updated upon notice from the designated operator to Gatherer at any time (c) Each nomination shall be made in conformance with the North American Energy Standards Board timeline as follows, which may change from time to time (all timelines are stated in Central Time): Cycle I (Timely) 11:30 AM 9.00 AM Next Day Cycle 2 (Evening) 6:00 PM 9.00 AM Next Day Cycle 3 (Intra-day 1) 10:00 AM 5:00 PM Same Day Cycle 4 (Intra-day 2) 5:00 PM 9:00 PM Same Day (d) Shipper shall provide to Gatherer’s dispatcher in writing, via fax, e-mail, or web-based nomination process the actual daily nominations of the quantities to be delivered by Gatherer for Shipper’s account at each Redelivery Point in accordance with Gatherer’s requirements. Such nominations shall include the information requested by Gatherer, and Gatherer shall maintain a record of such nominations. By July 1, 2010, Gatherer shall incorporate a web-based electronic bulletin board nomination system which will allow Shipper nominations during each nomination cycle identified in Section 6.2 (c). From the Effective Date until such time that the web-based electronic bulletin board nomination system is fully operational, Gatherer will provide Shipper the opportunity to make nomination changes each cycle via e-mail or facsimile correspondence (e) Gatherer may, but is not obligated to, accept (i) any nomination which exceeds Shipper’s allocated capacity on the Gathering System, as the case may be, or (ii) any revisions to a prior nomination which result in an increase in quantities of Gas Shipper desires to deliver to a Redelivery Point which are not supported by increased deliveries of Gas to the Gathering System, as the case may be.

Nomination Procedures. Pursuant to the terms of this Agreement, the nomination procedures detailed in this Section will Each Nomination shall (x) be utilized prepared by Shipper with respect and submitted to Gathering of Gas hereunder. All nominations must be made by Shipper or Shipper’s designee Should Interconnecting Pipelines receiving Gas revise their nomination requirements Gatherer as soon as possible in a manner that conflicts with mutually agreed form and (y) contain customary information regarding the nomination procedures herein, applicable receipt and/or delivery of Shipper Crude Oil to or from the Parties agree to negotiate changes to the nomination procedures herein as are reasonably requiredGathering System. (ai) Shipper shall submit to Gatherer, either verbally or in writing and no later than 10:00 a.m. CCT of the 20th Day of each Month, Shipper’s nomination(s) shall be accepted and scheduled for delivery by Gatherer to the extent that (i) Gas is sufficient to support the nominations, (ii) Shipper has sufficient capacity in the Gathering System, as the case may be, allocated to Shipper pursuant to the terms and conditions of this Agreement, and (iii) the party receiving Gas at the Redelivery Points accepts Shipper’s nominations. Upon being scheduled for delivery, Gatherer’s dispatcher shall thereupon advise Shipper in writing, via fax, e-mail or web-based nomination process, best estimate of the quantity scheduled for Gathering (a “Scheduled Nomination”) and the reason for any failure Daily volume of Shipper Crude Oil that Shipper intends to schedule any Gas nominated by Shipper. (b) The designated operator of each Receipt Point will provide deliver to Gatherer with the percentage of Gas attributable to each Shipper at each Receipt Point on for the Gathering Systemfollowing Month (the “Delivery Quantities”). Such estimate shall be stated in Barrels per Day. (ii) On or before the 20th Day of each Month, Gatherer will, subject to Section 1.2(a)(v) of the Operating Terms below and the validation of Nominations by Downstream Facilities, notify Shipper of all non-confirmed or otherwise invalid Delivery Quantities for the following Month for each Receipt Point. Gatherer will apply provide Shipper with confirmation in writing of the confirmed Delivery Quantities. (iii) If Shipper desires to modify the Delivery Quantities for a Receipt Point for any time after Gatherer accepts and validates the Delivery Quantities, Shipper must notify Gatherer of such percentages modification at least two Days prior to determine Shipper’s volume in MMBtus the beginning of Gas received by any such modification of Delivery Quantities. Gatherer will notify Shipper as soon as practicable if such modified Delivery Quantities are non-confirmed or otherwise invalid. (iv) Shipper shall make any necessary arrangements to be able to deliver the Delivery Quantities to Gatherer at the Receipt Point(s). Such percentages may be updated upon notice from the designated operator to Gatherer at any timePoints. (c) Each nomination shall be made in conformance with the North American Energy Standards Board timeline as follows, which may change from time to time (all timelines are stated in Central Time): Cycle I (Timely) 11:30 AM 9.00 AM Next Day Cycle 2 (Evening) 6:00 PM 9.00 AM Next Day Cycle 3 (Intra-day 1) 10:00 AM 5:00 PM Same Day Cycle 4 (Intra-day 2) 5:00 PM 9:00 PM Same Day (dv) Shipper shall provide make any necessary arrangements for downstream transportation of Shipper Crude Oil from the Delivery Points to enable Gatherer to make deliveries to the applicable Downstream Facilities for the account of Shipper at such Delivery Points. Such arrangements shall include Shipper’s Nomination of the Delivery Quantities for transportation from the Delivery Points on the applicable Downstream Facilities. TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH TWO ASTERISKS (**). (vi) It is recognized that for a given Month, a Shipper Crude Oil imbalance between the Receipt Points and Delivery Points may exist. Gatherer shall calculate and track all imbalances and include same in its Monthly statement. The Parties agree to make a good faith effort to correct any actual Monthly imbalances by subsequent nominations and deliveries of Shipper Crude Oil during the remainder of the Month or the next Month, including the adjustments of receipts, deliveries and Nominations. (vii) No Delivery Quantities shall be considered or accepted if beyond the amount of Shipper Crude Oil which Shipper has readily accessible for delivery to Gatherer’s dispatcher . If Shipper is unable to deliver Shipper Crude Oil equal to its Delivery Quantities, its Delivery Quantities for the succeeding Month may be reduced by the amount of Delivery Quantities not utilized during the preceding Month if apportionment is necessary. (viii) Notwithstanding anything to the contrary herein (A) the Nominations made by Shipper shall, with respect to each Receipt Point and Delivery Point subject to such Nomination, be made at Daily rates that are reasonably even and constant, and (B) Shipper may not make any Nomination in writing, via fax, e-mail, or web-based nomination process the actual daily nominations excess of the quantities to be delivered by Gatherer applicable capacity constraints for Shipper’s account at each Redelivery any Delivery Point in accordance with Gatherer’s requirements. Such nominations shall include the information requested by Gatherer, and Gatherer shall maintain a record of such nominations. By July 1, 2010, Gatherer shall incorporate a web-based electronic bulletin board nomination system which will allow Shipper nominations during each nomination cycle identified in Section 6.2 (c). From the Effective Date until such time that the web-based electronic bulletin board nomination system is fully operational, Gatherer will provide Shipper the opportunity to make nomination changes each cycle via e-mail or facsimile correspondence (e) Gatherer may, but is not obligated to, accept (i) any nomination which exceeds Shipper’s allocated capacity on the Gathering System, as the case may be, or (ii) any revisions to a prior nomination which result in an increase in quantities of Gas Shipper desires to deliver to a Redelivery Point which are not supported by increased deliveries of Gas to the Gathering System, as the case may beReceipt Point.

Nomination Procedures. Pursuant to the terms of this Agreement, the nomination procedures detailed in this Section will Each Nomination shall (x) be utilized prepared by Shipper with respect and submitted to Gathering of Gas hereunder. All nominations must be made by Shipper or Shipper’s designee Should Interconnecting Pipelines receiving Gas revise their nomination requirements Gatherer as soon as possible in a manner that conflicts with mutually agreed form and (y) contain customary information regarding the nomination procedures herein, applicable receipt and/or delivery of Shipper Crude Oil to or from the Parties agree to negotiate changes to the nomination procedures herein as are reasonably requiredGathering System. (a) Shipper’s nomination(s) shall be accepted and scheduled for delivery by Gatherer to the extent that (i) Gas is sufficient Shipper shall submit to support the nominationsGatherer, (ii) Shipper has sufficient capacity either verbally or in the Gathering System, as the case may be, allocated to Shipper pursuant to the terms writing and conditions of this Agreement, and (iii) the party receiving Gas at the Redelivery Points accepts Shipper’s nominations. Upon being scheduled for delivery, Gatherer’s dispatcher shall thereupon advise Shipper in writing, via fax, e-mail or web-based nomination process, no later than 10:00 a.m. CCT of the quantity scheduled for Gathering (a “Scheduled Nomination”) and the reason for any failure to schedule any Gas nominated by Shipper. (b) The designated operator 20th Day of each Receipt Point will provide Month, ▇▇▇▇▇▇▇'s best estimate of the Daily volume of Shipper Crude Oil that Shipper intends to deliver to Gatherer with the percentage of Gas attributable to each Shipper at each Receipt Point on for the Gathering Systemfollowing Month (the "Delivery Quantities"). Such estimate shall be stated in Barrels per Day. (ii) On or before the 20th Day of each Month, Gatherer will, subject to Section 1.2(a)(v) of the Operating Terms below and the validation of Nominations by Downstream Facilities, notify Shipper of all non-confirmed or otherwise invalid Delivery Quantities for the following Month for each Receipt Point. Gatherer will apply provide Shipper with confirmation in writing of the confirmed Delivery Quantities. (iii) If Shipper desires to modify the Delivery Quantities for a Receipt Point for any time after ▇▇▇▇▇▇▇▇ accepts and validates the Delivery Quantities, Shipper must notify Gatherer of such percentages modification at least two Days prior to determine Shipper’s volume in MMBtus the beginning of Gas received by any such modification of Delivery Quantities. Gatherer will notify Shipper as soon as practicable if such modified Delivery Quantities are non-confirmed or otherwise invalid. (iv) Shipper shall make any necessary arrangements to be able to deliver the Delivery Quantities to Gatherer at the Receipt Point(s). Such percentages may be updated upon notice from the designated operator to Gatherer at any timePoints. (c) Each nomination shall be made in conformance with the North American Energy Standards Board timeline as follows, which may change from time to time (all timelines are stated in Central Time): Cycle I (Timely) 11:30 AM 9.00 AM Next Day Cycle 2 (Evening) 6:00 PM 9.00 AM Next Day Cycle 3 (Intra-day 1) 10:00 AM 5:00 PM Same Day Cycle 4 (Intra-day 2) 5:00 PM 9:00 PM Same Day (dv) Shipper shall provide make any necessary arrangements for downstream transportation of Shipper Crude Oil from the Delivery Points to enable Gatherer to make deliveries to the applicable Downstream Facilities for the account of Shipper at such Delivery Points. Such arrangements shall include ▇▇▇▇▇▇▇'s Nomination of the Delivery Quantities for transportation from the Delivery Points on the applicable Downstream Facilities. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED BY MEANS OF MARKING SUCH PORTIONS WITH BRACKETS (“[***]”) BECAUSE THE IDENTIFIED CONFIDENTIAL PORTIONS (I) ARE NOT MATERIAL AND (II) IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. (vi) It is recognized that for a given Month, a Shipper Crude Oil imbalance between the Receipt Points and Delivery Points may exist. ▇▇▇▇▇▇▇▇ shall calculate and track all imbalances and include same in its Monthly statement. The Parties agree to make a good faith effort to correct any actual Monthly imbalances by subsequent nominations and deliveries of Shipper Crude Oil during the remainder of the Month or the next Month, including the adjustments of receipts, deliveries and Nominations. (vii) No Delivery Quantities shall be considered or accepted if beyond the amount of Shipper Crude Oil which Shipper has readily accessible for delivery to Gatherer’s dispatcher . If Shipper is unable to deliver Shipper Crude Oil equal to its Delivery Quantities, its Delivery Quantities for the succeeding Month may be reduced by the amount of Delivery Quantities not utilized during the preceding Month if apportionment is necessary. (viii) Notwithstanding anything to the contrary herein (A) the Nominations made by Shipper shall, with respect to each Receipt Point and Delivery Point subject to such Nomination, be made at Daily rates that are reasonably even and constant, and (B) Shipper may not make any Nomination in writing, via fax, e-mail, or web-based nomination process the actual daily nominations excess of the quantities to be delivered by Gatherer applicable capacity constraints for Shipper’s account at each Redelivery any Delivery Point in accordance with Gatherer’s requirements. Such nominations shall include the information requested by Gatherer, and Gatherer shall maintain a record of such nominations. By July 1, 2010, Gatherer shall incorporate a web-based electronic bulletin board nomination system which will allow Shipper nominations during each nomination cycle identified in Section 6.2 (c). From the Effective Date until such time that the web-based electronic bulletin board nomination system is fully operational, Gatherer will provide Shipper the opportunity to make nomination changes each cycle via e-mail or facsimile correspondence (e) Gatherer may, but is not obligated to, accept (i) any nomination which exceeds Shipper’s allocated capacity on the Gathering System, as the case may be, or (ii) any revisions to a prior nomination which result in an increase in quantities of Gas Shipper desires to deliver to a Redelivery Point which are not supported by increased deliveries of Gas to the Gathering System, as the case may beReceipt Point.

Nomination Procedures. Pursuant to the terms of this Agreement, the nomination procedures detailed in this Section will be utilized by Shipper the Parties with respect to Gathering of Gas the Services provided hereunder. All nominations must be made by Shipper or Shipper’s designee Should Interconnecting Pipelines receiving designee. For the purposes of this Article 11, Shipper’s Gas revise their nomination requirements in a manner that conflicts with the nomination procedures herein, the Parties agree to negotiate changes to the nomination procedures herein as are reasonably requiredshall include Third Party Shipper Gas. (a) Shipper and Similarly Situated Shippers shall have priority service over all Other Shippers and Shipper’s nomination(sand Similarly Situated Shippers’ nominations to the Delivery Points shall be placed in advance of all Other Shippers. To the extent a Delivery Point does not have capacity for the cumulative volumes from Shipper and Other Shippers’ nominations, Gatherer will advise each Other Shipper to reduce its nominations to ensure that Shipper’s Gas and Similarly Situated Shippers’ Gas receive priority service. (b) Shipper’s nominations hereunder shall be accepted and scheduled for delivery by Gatherer to the extent that (i) Shipper’s Gas (including any Imbalance Gas) hereunder is sufficient to support the such nominations, (ii) Shipper has sufficient available capacity in the Gathering System, as the case may be, exists to provide Services with respect to such Gas (which capacity shall be allocated to Shipper pursuant to the terms and conditions of this Agreementin accordance with Section 2.6), and (iii) the party receiving Gas at the Redelivery Points each Delivery Point accepts Shipper’s nominations. Upon being scheduled for delivery, Gatherer’s dispatcher shall thereupon advise Shipper in writing, via fax, e-mail mail, or web-based nomination process, process of the quantity scheduled for Gathering Services hereunder (a “Scheduled Nomination”) and the reason for any failure to schedule any of Shipper’s Gas nominated by Shipper. (b) The designated operator of each Receipt Point will provide Gatherer with the percentage of Gas attributable to each Shipper at each Receipt Point on the Gathering System. Gatherer will apply such percentages to determine Shipper’s volume in MMBtus of Gas received by Gatherer at the Receipt Point(s). Such percentages may be updated upon notice from the designated operator to Gatherer at any time (c) Each nomination shall be made in conformance with the North American Energy Standards Board timeline as followsnominations timeline, which may change from time to time (all timelines are stated in Central Time): Cycle I (Timely) 11:30 AM 9.00 AM Next Day Cycle 2 (Evening) 6:00 PM 9.00 AM Next Day Cycle 3 (Intra-day 1) 10:00 AM 5:00 PM Same Day Cycle 4 (Intra-day 2) 5:00 PM 9:00 PM Same Daytime. (d) Shipper shall provide to Gatherer’s dispatcher in writing, via fax, e-mail, or web-based nomination process the actual daily nominations of the quantities to be delivered hereunder by Gatherer for Shipper’s account at each Redelivery Delivery Point in accordance with Gatherer’s requirements. Such nominations shall include the information requested by Gatherer, and Gatherer shall maintain a record of such nominations. By July 1, 2010, Gatherer shall incorporate a web-based electronic bulletin board nomination system which will allow Shipper nominations during each nomination cycle identified in Section 6.2 (c). From the Effective Date until such time that the web-based electronic bulletin board nomination system is fully operational, Gatherer will provide Shipper the opportunity to make nomination changes each cycle via e-mail or facsimile correspondence. (e) Gatherer may, but is not obligated to, accept (i) any nomination which exceeds shall have the right to refuse receipt of volumes of Shipper’s allocated Gas from Shipper to the extent they exceed Scheduled Nominations provided that Gatherer gives Shipper notice of such refusal. In that regard, Gatherer may require that Shipper cease or curtail deliveries of Shipper’s Gas to match production with Scheduled Nominations; provided, however, that to the extent available capacity on exists, Gatherer shall accept any increase in Shipper’s Scheduled Nominations made by Shipper or its designee to match the Gathering System, as the case may be, delivered Volumes to receive such Gas so that Shipper does not have to cease or curtail deliveries. (iif) Gatherer shall accept any revisions to a prior nomination Scheduled Nomination which result in an increase in quantities volume of Gas Shipper desires to deliver to a Redelivery the Delivery Point which are not that is supported by increased deliveries of Gas to corresponding increases in physical volume available at the Gathering System, as the case may beReceipt Point.