Minimum Requirement. (i) The Purchase Price has been determined based on the volume and quality of (A) the LPG inventory comprising the Assets to be transferred to Buyer at the Closing and (B) the LPG in the storage operated by the Companies, being no less than the minimum levels and standards for LPG inventory set forth on Schedule 6.3(e)(i) (the "Minimum Requirement"). (ii) To determine whether the Minimum Requirement is satisfied, Seller and Buyer shall cause the procedures described in Schedule 6.3(e)(i) to be implemented within or by the periods of time indicated in such Schedule 6.3(e)(i). If pursuant to Schedule 6.3(e)(i) it is determined that the Minimum Requirement was not satisfied as of the Closing Effective Time, then Seller shall pay to Buyer the Deficiency Amount as described in and determined pursuant to such Schedule 6.3(e)(i), such payment to be made by Seller to Buyer within five Business Days of such determination. If pursuant to Schedule 6.3(e)(i) it is determined that the Minimum Requirement was exceeded as of the Closing Effective Time, then Buyer shall pay to Seller the Excess Amount as described in and determined pursuant to such Schedule 6.3(e)(i), such payment to be made by Buyer to Seller within five Business Days of such determination.
Appears in 2 contracts
Sources: Purchase and Sale Agreement (Rio Vista Energy Partners Lp), Purchase and Sale Agreement (Penn Octane Corp)
Minimum Requirement. (i) The Purchase Price has been determined based on the volume and quality of (A) the LPG inventory comprising the Assets to be transferred to Buyer at the Closing Brownsville Terminal Site and (B) the LPG in the storage operated by Seller, or its Affiliates at its Matamoros Terminal Site or the Companiesrespective Pipeline Assets between Matamoros, being Mexico and the Brownsville Terminal Site. Such LPG inventory should be no less than the minimum levels and standards for LPG inventory as set forth on Schedule 6.3(e)(i6.3(d)(i) (the "βMinimum Requirement"β).
(ii) To determine whether the Minimum Requirement is satisfied, Seller and Buyer shall cause the procedures described in Schedule 6.3(e)(i6.3(d)(i) to be implemented within or by the periods of time indicated in such Schedule 6.3(e)(i6.3(d)(i). If pursuant to Schedule 6.3(e)(i6.3(d)(i) it is determined that the Minimum Requirement was not satisfied as of the Closing Effective Time, then Seller shall pay to Buyer the Deficiency Amount as described in and determined pursuant to such Schedule 6.3(e)(i6.3(d)(i), such payment to be made by Seller to Buyer within five (5) Business Days of such determination. If pursuant to Schedule 6.3(e)(i6.3(d)(i) it is determined that the Minimum Requirement was exceeded as of the Closing Effective Time, then Buyer shall pay to Seller the Excess Amount as described in and determined pursuant to such Schedule 6.3(e)(i6.3(d)(i), such payment to be made by Buyer to Seller within five (5) Business Days of such determination.
Appears in 2 contracts
Sources: Purchase and Sale Agreement (Rio Vista Energy Partners Lp), Purchase and Sale Agreement (Penn Octane Corp)