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Home My WebLink AboutPMLP - Plains Marketing, L.P. - 2011-11-16 PLAINS -- MA.RUTING, L.P. Crude Oil Purchase Contract CONTRACT NO. 8152-1001 November 16, 2011 This contract by and between Huntington Beach Fire Dept. ("HUNTINGTON"),with an address of 2000 Main St., Huntington Beach CA 92648 and Plains Marketing, L.P., ("PMLP"), covering the sale and delivery by Huntington and the purchase and receipt by PMLP of the hereinafter specified ail is entered into in accordance with the following terms and conditions: 1. TERM: The Primary Term shall be a period of one month from December 01, 2011 to January 01, 2012.The Term shall be automatically extended for a Secondary Term month to month thereafter unless notice of non-renewal is given by either party hereto upon not less than thirty (30) days advance written notice to the other party. 2. QUALITY AND Huntington Beach crude oil. CRUDE TYPE: 3. QUANTITY: Approximately 25 barrels per day. 4. DELIVERY: Into Trucks. 5. PRICE: For the crude oil sold and delivered hereunder, PMLP agrees to pay a price per barrel equal to PLAINS MARKETING LP HUNTINGTON BEACH Crude Oil Posting,API gravity, less $-1.92. For pricing purposes, deliveries will be calculated on equal daily quantities. 6. PAYMENT: Payment shall be made by check on or about the twentieth (20th) day of the month following the month of delivery. PMLP's General Provisions dated February 01, 2001 are incorporated herein by reference and made a part hereof. To the extent of any conflict between the provisions herein and the General Provisions, the provisions herein shall govern. If Division Orders have been issued to HUNTINGTON by PMLP and executed by HUNTINGTON covering the wells on Exhibit"A", the Division Orders are incorporated herein and made a part hereof. The provisions of this Agreement, including but not limited to those relating to term, rights of termination, price and otherwise, shall be applicable and govern, notwithstanding any provision in the Division Orders to the contrary. All invoices and notices given pursuant to this agreement shall be in writing, telex or faxed/emailed and shall be deemed delivered when received by the other party at the address specified below: Notices and all other correspondence to PMLP shall be mailed or faxed/emailed as follows: Plains Marketing, L.P. 3600 Bowman Court Bakersfield, CA 93308 Phone: 661-336-7941 Fax/email. 661-336-7949 Plains Marketing GP Inc., General Partner 3600 Bowman Ct. Bakersfield,CA 93308 On Phone 661/336-7940 10M Fax 661/336-7949 -t PLAINS knim MA.RUTING, L.P. Contract#8152-1001 Page 2 Invoices shall be mailed or faxed/emailed to PMLP as follows: Plains Marketing, L.P. 333 Clay Street Suite 1600 Houston, Texas 77002 Phone: (713)646-4100 Fax/email: (713)646-4114 Notices and all other correspondence to HUNTINGTON shall be mailed or faxed/emailed as follows: Huntington Beach Fire Dept, 2000 Main Street Huntington Beach, CA 92648 Phone:(714)536 5564 Fax/email:(714)374 1561 BUYER SELLER Plains Marketing, L.P. By Plains Marketing GP Inc. Huntington Beach Fire Dept. Its General Partner Agr d to and accepted this 5�;, day of Agreed to and a cepted this i Rtr, day of NOVEMBE 2011. i By: By: VINe— Name: Edward G McCur Name: r Wilson Title: Senior Crude Oil epr sentative Title: f City Manager Agreed to and accepted this 18th day of NOVEMBER 2011 1 By. Name: Patrick McIntosh Title: Fire Chief tac APPROVED AS TO-FORM Log No.:5784 JENNIFER McGRATH,CityAitoruey Deputy ity By Plains Marketinn GP Inc., General Partner 3600 Bowman Ct. 02 Bakersfield, CA 93308 M Phone 661/336-7940 01 Fax 661/336-7949 Exhibit"A" Effective 12/01/11 HUNTINGTON BEACH FIRE DEPT, Plains Marketing L.P. Partner Contract8152-1001 Plains Contract#8152-1001 Applicable Price Premium or Fuel PM Lease Lease Operator County/Parish State Price Code Method Deduct Adiustment Gravit State Lease HUNTINGTON BEACH FIRE 141705 MILEY KETT DEPARTMENT ORANGE CA P1013 EDQ $1.75 9.50% Delivered CA (*) P1008 PLAINS MARKETING L.P.-MIEDWAY SUNSET HEAVY Note: Fuel surcharge is subject to change and will be reflected by actual charge from trucking company. IDT x x-AINS MARKETING, L.P. Contract#8152-1001 Page 2 Invoices shall be mailed or faxed/emailed to PMLP as follows: Plains Marketing, L.P. 333 Clay Street Suite 1600 Houston, Texas 77002 Phone: (713) 646-4100 Fax/email: (713) 646-4114 Notices and all other correspondence to HUNTINGTON shall be mailed or faxed/emailed as follows: Huntington Beach Fire Dept. 2000 Main Street Huntington Beach, CA 92648 Phone:(714) 536 5564 Fax/email:(714) 374 1551 BUYER SELLER Plains Marketing, L.P. By Plains Marketing GP Inc. Huntington Beach Fire Dept. Its General Partner Agre@d to and accepted this day of Agreed to and accepted this day of By: By: Name: Edward G McCur Name: Title: Senior Crude Oil epr sentative Title: `� Agreed to and accepted this day of By: Name: Title: tac Log No.:5784 Plains Marketing GP Inc., General Partner 3600 Bowman Ct. 11 Bakersfield, CA 93308 ? Phone 661/336-7940 ='_ Fax 661/336-7949 Exhibit"A" Effective 12/02/11 HUNTINGTON BEACH FIRE DEPT, Plains Marketing L.P. Partner Contract8152-1001 Plains Contract#8152-1001 Applicable Price Premium or Fuel PM Lease Lease Operator County/Parish State Price Code Method (Deduct), Adiustment Gravity State Lease HUNTINGTON BEACH FIRE 141705 MILEY KETT DEPARTMENT ORANGE CA P1013 EDQ $1.75 9.50% Delivered CA (*}P1008 PLAINS MARKETING L.P.-MIEDWAY SUNSET HEAVY Note: Fuel surcharge is subject to change and will be reflected by actual charge from trucking company. PLAINS MARKETING, L. P. By Plains Marketing GP inc, Its General Partner GENERAL PROVISIONS/OIL PURCHASE CONTRACT I PAYMENT:As soon as possible after the close of each calendar month during which deliveries are made, Seller shall invoice Buyer for the crude oil delivered. Unless otherwise provided herein,payment for the oil purchased hereunder shall be made by the twentieth (20th) of the month following the month of delivery, subject to timely receipt by Buyer of invoice and written confirmation of invoiced quantity from the receiving facility. If the payment date falls on a Saturday or Non-Friday bank holiday, payment will be due on the next succeeding work day. All deliveries hereunder shall be deemed a single on-going transaction. 11 SET-OFFS: In the event either party shall fail to make timely delivery of any crude oil and/or condensate or other applicable products due and owing to the other party, or in the event that either party shall fail to make timely payment of any monies due and owing to the party, the other party may set off any deliveries or payments due under this or any other agreement between the parties. "Party"for the purposes of this paragraph shall include for each party its affiliates (including, but not limited to, both parent and subsidiary companies). It is the intent of the parties to this contract to treat each party hereto and its respective affiliates (including, but not limited to, both parent and subsidiary corporate entities)as a single legal entity for the purposes of set-off regarding debts and claims. iII RIGHT TO AUDIT: in the event the price of the crude oil or condensate sold hereunder is based on an average acquisition cost, Seller agrees to maintain and retain all pertinent books, records and documents relating to the transactions hereunder for a period of not less than two(2)years following termination of this agreement, and Buyer or its duly authorized representatives shall have access to such records, and the right to audit the same, at all reasonable times during the existence of this Contract, and for such two (2) year period following its termination. IV MEASUREMENTS AND TEST: Quantities of oil delivered hereunder shall be determined from tank gauges on 100%tank table basis or by the use of mutually acceptable automatic measuring equipment.Volume and gravity of said quantities shall be corrected for temperature to 60 deg; Fahrenheit in accordance with the latest A.S.T.M.-I.P. Petroleum Measurement Tables.The oil delivered hereunder shall be merchantable and acceptable to the carriers involved but not to exceed one percent(1%)S&W. Full deduction shall be made for all S&W content as determined by tests conducted according to the latest A.S.T.M. standard method. in effect.Tests for quality shall be made at regular Intervals by Seller In accordance with recognized procedures. Each party shall have the right to have a representative or independent inspector (which cost shall be shared equally between the parties hereto)present to witness all gauges, tests and measurements. V WARRANTY: Seller warrants title,free and clear of all taxes, liens and encumbrances which are customarily paid by Seller prior to delivery, to the oil sold and delivered hereunder and warrants that said oil has been produced,handled and transported to the delivery point hereunder in accordance with the laws, rules and regulations of all local,state or federal authorities having jurisdiction thereof. In this regard, Seller agrees to provide Buyer with-any transaction documentation requested. VI FORCE MAJEUR: Continued performance by either party of any obligation except as to payment due hereunder, may be suspended immediately to the extent caused or contributed to by acts of God, fire, labor or trade disturbance, war,civil commotion or act of the public enemy, unavailability of transportation, storage, manufacturing,refining or distributing facilities,compliance in good faith with any applicable foreign or domestic regulation or order,whether or not it later proves to be invalid,or any cause beyond the reasonable control of either Buyer or Seller whether similar or dissimilar to the enumeration contained herein, except inability to discharge financial obligations when due.The party suspending performance under this clause shall give prompt notice and shall use all commerciably reasonable efforts to cure promptly the cause for such suspension. Upon cessation of the cause for suspension, performance shall resume(or commence) immediately. However, if any given Force Majeure condition continues beyond ninety(90)days, the party not claiming said condition shall have the option of terminating this contract upon the giving of written notice thereof to the other party. Vll TITLE AND RISK OF LOSS: Title and risk of loss to crude oil delivered into storage, tankers,barges, tank trucks, and/or pipeline facilities shall pass to Buyer as the crude oil enters the intake pipes of such equipment of the receiving facility, or is in-line transferred. VII ENTIRETY OF AGREEMENT,MODIFICATION,WAIVER,AND ASSiGNMENT:This Contract and 1 amendments constitute the entire understanding of the parties relating to the sale of the crude oil specified herein.There shall be no modification or amendment of this Contract except by writing, signed by both parties hereto.Waiver of performance of any obligations by either party of default by the other hereunder shall not operate as a waiver of performance of any other obligation or a future waiver of the same obligation or a waiver of any future default. Neither party shall assign this Contract to a person or firm except upon written consent of the other party, such consent, however, shall not be unreasonably withheld.This Contract shall be binding upon and inure to the benefit of the successors and assigns of the parties hereto. IX EQUAL DAILY DELIVERIES: Except for delivery by truck tanker,for the purpose of invoicing, any crude oil delivered hereunder shall be deemed to have been delivered in equal daily quantities during the calendar month in which deliveries occur. X CHOICE OF LAW:This Contract shall be constructed in accordance with, and governed by, the law of, and Buyer and Seller consent to the jurisdiction of the courts of, the State of Texas. XI DEFAULT: In the event Seller shall fail to make timely deliveries due Buyer under this Contract,or if Seiler is otherwise in default hereunder, Buyer may, on written notice to Seller terminate this contract or suspend performance of all obligations hereunder during default. XII NOTICE:Any notice required or permitted hereunder shall be deemed given when deposited in the U.S. Mail as registered or certified mail, return receipt requested, postage prepaid, and addressed to the party to whom the notice Is being given at the address set forth on the first page hereof(or such other address as is provided by written notice in accordance with this provision). During the term of this Contract Seller herein agrees to notify Buyer immediately In writing upon Seller's corporate reorganization, merger,or acquisition by another, or any other similar corporate structural change. Revised:2/1/01 n:lljdl general provisions 311s RECEIVED N�;__'V 2 2 2011 PLAIN,I S FIRE DEPARTMENT MARKETING, L.P. Crude Oil Purchase Contract CONTRACT NO. 8152-1001 November 16, 2011 This contract by and between Huntington Beach Fire Dept. ("HUNTINGTON"), with an address of 2000 Main St., Huntington Beach CA 92648 and Plains Marketing, L.P., ("PMLP"), covering the sale and delivery by Huntington and the purchase and receipt by PMLP of the hereinafter specified oil is entered into in accordance with the following terms and conditions: 1. TERM: The Primary Term shall be a period of one month from December 01, 2011 to January 01, 2012. The Term shall be automatically extended for a Secondary Term month to month thereafter unless notice of non-renewal is given by either party hereto upon not less than thirty(30) days advance written notice to the other party. 2. QUALITY AND Huntington Beach crude oil. CRUDE TYPE: g 3. QUANTITY: Approximately 25 barrels per day. 4. DELIVERY: Into.Trucks. . 5. PRICE: For the crude oil sold and delivered hereunder, PMLP agrees to pay a price per barrel equal to PLAINS MARKETING LP HUNTINGTON BEACH Crude Oil Posting, API gravity, less $-1.92. For pricing purposes, deliveries will be calculated on equal daily quantities. 6. PAYMENT: Payment shall be made by check on or about the twentieth (20th) day of the month following the month of delivery. PMLP's General Provisions dated February 01, 2001 are incorporated herein by reference and made a part hereof. To the extent of any conflict between the provisions herein and the General Provisions, the provisions herein shall govern. If Division Orders have been issued to HUNTINGTON by PMLP and executed by HUNTINGTON covering the wells on Exhibit"A", the Division Orders are incorporated herein and made a part hereof. The provisions of this Agreement, including but not limited to those relating to term, rights of termination, price and otherwise, shall be applicable and govern, notwithstanding any provision in the Division Orders to the contrary. All invoices and notices given pursuant to this agreement shall be in writing, telex or faxed/emailed and shall be deemed delivered when received by the other party at the address specified below: Notices and all other correspondence to PMLP shall be mailed or faxed/emailed as follows: Plains Marketing, L.P. 3600 Bowman Court Bakersfield, CA 93308 Phone: 661-336-7941 Fax/email: 661-336-7949 Plains Marketing, GP Inc., General Partner 3600 Bowman Ct. Bakersfield, CA 93308 M Phone 661/336-7940 IN Fax 661/336-7949