Material Assigned Contracts definition
Material Assigned Contracts means, to the extent that they relate to the Assets, the following: (a) any Assigned Contract that can reasonably be expected to result in aggregate payments by or revenues to the Sellers or Buyer with respect to the Assets of more than $200,000.00 during the current or any subsequent fiscal year (based solely on the terms thereof and without regard to any expected increase in volumes or revenues); (b) any Assigned Contract that provides for the purchase and sale, exchange, marketing, compression, gathering, transportation, processing or refining of Hydrocarbons, or similar Assigned Contracts (in each case) to which a Seller is a party (or to which any portion of the Assets is subject) with respect to Hydrocarbons from the Assets that is not terminable without penalty on ninety (90) days or less notice (including any Assigned Contract providing for volumetric or monetary commitments or indemnification therefor or for dedication of future production); (c) any Assigned Contract binding upon a Seller to sell, lease, farmout, or otherwise dispose of or encumber any interest in any of the Assets after the date hereof, other than conventional rights of reassignment arising in connection with a Seller’s surrender or release of any of the Assets (except where any such right of reassignment has been triggered prior to the Effective Date); (d) any Assigned Contracts that would obligate Buyer to drill additional wells or conduct other material development operations after the Closing; (e) any Assigned Contracts that constitute a non-competition agreement or any agreement that purports to restrict, limit, or prohibit the manner in which, or the locations in which, the Sellers conducts business, including areas of mutual interest; (f) any Assigned Contracts providing for any call upon, option to purchase, Preferential Right, Hard Consent or similar rights with respect to the Assets or to the production therefrom or the processing thereof, or is a dedication of production or otherwise requires production to be transported, processed, or sold in a particular fashion; (g) any Assigned Contract that constitutes a joint or unit operating agreement; (h) any Assigned Contract that constitutes a farmout agreement, partnership agreement, participation agreement, exploration agreement, development agreement, production sharing agreement, allocation agreement, seismic or geophysical agreement, balancing agreement, water rights agreement, unitization, pooling or drilling developme...
Material Assigned Contracts has the meaning set forth in Section 4.12.
Material Assigned Contracts shall have the meaning ascribed to such term in Section 6.9. 6.5(b). corporation.
Examples of Material Assigned Contracts in a sentence
Except as specifically designated to the contrary in Schedule 3.08(b), complete and correct copies of all Material Assigned Contracts listed in the Schedules, together with all modifications and amendments thereto, have been delivered to Purchaser.
Seller has made available, or will make available at least 20 days prior to the Closing Date, to Buyer copies of all Material Assigned Contracts.
Except as stated to the contrary in Schedule 3.19, materially complete and correct copies of all Material Assigned Contracts listed in the Schedules, together with all material modifications and amendments thereto, have been made available to Buyer.
Seller has received no notice that any party to any of the Material Assigned Contracts intends to cancel or terminate the agreements and to Seller’s Knowledge, there is no default or event that with notice and/or lapse of time would constitute a material default by any party to any of the Material Assigned Contracts.
Neither Seller nor, to Seller’s knowledge, any other Party to any of the Material Assigned Contracts is (with or without notice or lapse of time, or both) in breach or default in any material respect under any Material Assigned Contract and except where such breaches or defaults are capable of cure in accordance with the provisions of Section 365 of the Bankruptcy Code.
Subject to the consents listed on Schedule 4.11, Seller has the right to assign, transfer and convey to the Buyer the Material Assigned Contracts.
Neither Seller nor, to the knowledge of Seller, any other party to any of the Material Assigned Contracts is (with or without notice or lapse of time, or both) in breach or default in any material respect under any Material Assigned Contract, except where such breaches or defaults are capable of cure in accordance with the provisions of Section 365 of the Bankruptcy Code.
To the Knowledge of Seller, Seller is not in breach and no other party is in breach of any Material Assigned Contracts.
Schedule 4.11 is a complete list of all Material Assigned Contracts.
More Definitions of Material Assigned Contracts
Material Assigned Contracts means, to the extent that they relate to the Oil and Gas Assets, the following:
(i) any Assigned Contract or other Title Document that can reasonably be expected to result in aggregate payments by or revenues to Seller or Buyer with respect to the Oil and Gas Assets of more than two hundred thousand Canadian dollars (CAD$200,000) during the current or any subsequent fiscal year (based solely on the terms thereof and without regard to any expected increase in volumes or revenues);
(ii) any Marketing and Midstream Agreement that is not terminable without penalty on ninety days or less notice;
(iii) any Assigned Contract or other Title Document binding upon Seller to sell, lease, farmout, or otherwise dispose of or encumber any interest in any of the Oil and Gas Assets after the date hereof, other than conventional rights of reassignment arising in connection with Seller's surrender or release of any of the Oil and Gas Assets (except where any such right of reassignment has been triggered prior to the Effective Time);
(iv) any Assigned Contracts or other Title Document that would obligate Buyer to drill additional ▇▇▇▇▇ or conduct other material development operations after the Closing;
(v) any Assigned Contracts or other Title Document that constitute a non-competition agreement or any agreement that purports to restrict, limit, or prohibit the manner in which, or the locations in which, Seller conducts business, including areas of mutual interest;
(vi) any Assigned Contracts providing for any call upon, option to purchase, or similar rights with respect to the Oil and Gas Assets or to the production therefrom or the processing thereof, or is a dedication of production or otherwise requires production to be transported, processed, or sold in a particular fashion;
(vii) any Assigned Contract that constitutes a joint or unit operating agreement;
(viii) any Assigned Contract that constitutes a farmout agreement, partnership agreement, participation agreement, joint venture agreement, or similar Contract; and
(ix) any Assigned Contract or other Title Document between Seller and any of its Affiliates.
Material Assigned Contracts means, to the extent that they relate to the Assets, the following: (a) any Assigned Contract that can reasonably be expected to result in aggregate payments by or revenues to the Sellers or Buyer with respect to the Assets of more than
Material Assigned Contracts means, collectively, (i) all Assigned Contracts listed on Schedule 6.9 and (ii) all Assigned Contracts entered into after the date of this Agreement that would, if entered into on or prior to the date of the Agreement, be required to be listed in Schedule 6.9.
Material Assigned Contracts means, to the extent that they relate to the Assets, the following: (a) any Assigned Contract that can reasonably be expected to result in aggregate payments by or revenues to the Sellers or Buyer with respect to the Assets of more than $200,000.00 during the current or any subsequent fiscal year (based solely on the terms thereof and without regard to any expected increase in volumes or revenues); (b) any Assigned Contract that provides for the purchase and sale, exchange, marketing, compression, gathering, transportation, processing or refining of Hydrocarbons, or similar Assigned Contracts (in each case) to which a Seller is a party (or to which any portion of the Assets is subject) with respect to Hydrocarbons from the Assets that is not terminable without penalty on ninety (90) days or less notice (including any Assigned Contract providing for volumetric or monetary commitments or indemnification therefor or for dedication of future production); (c) any Assigned Contract binding upon a Seller to sell, lease, farmout, or otherwise dispose of or encumber any interest in any of the Assets after the date hereof, other than conventional rights of reassignment arising in connection with a Seller’s surrender or release of any of the Assets (except where any such right of reassignment has been triggered prior to the Effective Date); (d) any Assigned Contracts that would obligate Buyer to drill additional ▇▇▇▇▇ or conduct other material development operations after the Closing; (e) any Assigned Contracts that constitute a non-competition agreement or any agreement that purports to restrict, limit, or prohibit the manner in which, or the locations in which, the Sellers conducts business, including areas of mutual interest; (f) any Assigned Contracts providing for any call upon, option to purchase, Preferential Right, Hard Consent or similar rights with respect to the Assets or to the production therefrom or the processing thereof, or is a dedication of production or otherwise requires production to be transported, processed, or sold in a particular fashion; (g) any Assigned Contract that constitutes a joint or unit operating agreement; (h) any Assigned Contract that constitutes a farmout agreement, partnership agreement, participation agreement, exploration agreement, development agreement, production sharing agreement, allocation agreement, seismic or geophysical agreement, balancing agreement, water rights agreement, unitization, pooling or drilling developme...
Material Assigned Contracts means the PPAs, the O&M Agreement, the Gas Sales Contract, the Gas Transportation Agreements, the Steam Sale Agreement, and the Lease.