Acquisition of Option Acreage Sample Clauses

Acquisition of Option Acreage. (a) If, after the date hereof, an Atlas Person, directly or indirectly, acquires or seeks to acquire any additional acreage within the AMI that is not required to complete a Drilling Unit, then subject to the last sentence of this Section 6.3(a), Atlas (i) will in the case of any acquisition that has already taken place and (ii) may in the case of proposed acquisition promptly provide written notice to Reliance of such acquisition or proposed acquisition, as applicable, including the material terms and conditions of such acquisition (the “Acquisition Notice”). Within 15 days after such Acquisition Notice is delivered to Reliance, Reliance will have the option to acquire all, but not less than all, of its Participating Interest Share of such “non-unit” acreage (the “Option Acreage”) on the same terms and conditions on which the Atlas Person acquired or has proposed to acquire the Option Acreage by providing written notice of such election to Atlas. If Reliance fails to exercise its option within such 15-day period, Reliance shall be deemed to have made an election not to participate. Notwithstanding the foregoing, if an Atlas Person acquires additional acreage in the AMI within six months after the end of a Cure Period (as defined in the Purchase Agreement) for a Title Defect (as defined in the Purchase Agreement) that such Atlas Person intends to assign to Reliance as Substitute Acreage pursuant to Section 11.4(a)(iii) of the Purchase Agreement with respect to such Title Defect acreage, then such acquired acreage shall not be subject to the requirements hereof and shall not be treated as Option Acreage; provided, however, that any such acreage that is not assigned to Reliance pursuant to Section 11.4(a)(iii) of the Purchase Agreement by the Substitution Date applicable to such Title Defect shall then become treated as Option Acreage and become subject to the requirements hereof relating to Option Acreage.
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Acquisition of Option Acreage. (a) If, during the period commencing as of the Distribution Date and ending on fifth (5th) anniversary of the Distribution Date, any CRC Person, directly or indirectly, acquires any AMI Interest, then CRC will provide written notice to OPC of such acquisition, including the acquisition price and other material terms and conditions of such acquisition (the “Acquisition Notice”) within thirty (30) days following the date such CRC Person consummates such acquisition. An Acquisition Notice shall be provided for each transaction pursuant to which one or more AMI Interests is directly or indirectly acquired by any CRC Person during such five (5) year period. OPC will have the option (each an “Option”) to acquire an undivided 51% interest in the AMI Interest(s) covered by each Acquisition Notice on the same terms and conditions on which the CRC Person acquired such AMI Interest (provided, the acquisition price to be paid to CRC by OPC shall be determined in accordance with Section 2.1(d)) by providing written notice of such election to CRC at any time within the one (1) year period following OPC’s receipt of such Acquisition Notice (the “Election Period”). If as to any Acquisition Notice OPC fails to exercise the Option within the Election Period applicable to such Acquisition Notice, OPC shall be deemed to have made an election not to exercise the Option and not to acquire an undivided interest in such AMI Interest.
Acquisition of Option Acreage. (a) If, after the date hereof, any ZaZa Person, directly or indirectly, acquires or seeks to acquire any additional acreage (by lease or otherwise) outside of the EOG AMI but within the Option Area (other than any Additional Interests), then such ZaZa Person (i) will in the case of any acquisition that has already taken place and (ii) may in the case of any proposed acquisition promptly provide written notice (the “OA Acquisition Notice”) to Quantum of such acquisition or proposed acquisition, as applicable, including the material terms and conditions of such acquisition and a description of the interest in Leases that is being or has been acquired (the “Option Acreage”). With respect to any indirect acquisition of Option Acreage, the “actual acquisition costs” for the Option Acreage, which will be included in the Acquisition Costs to be paid by Quantum, will be the value reasonably allocated to such Option Acreage by the ZaZa Person in such acquisition or, if no such allocation was made, the fair market value of the Option Acreage as determined by the Parties in good faith.

Related to Acquisition of Option Acreage

  • Limited Condition Acquisition For purposes of (i) determining compliance with any ratio or test (including, without limitation, the Total Net Leverage Ratio and the amount available under the Available Amount), (ii) determining compliance with representations, warranties, defaults or events of default or (iii) testing availability under the baskets (including, without limitation, baskets measured as a percentage of total assets), in each case, in connection with a Limited Condition Acquisition permitted under this Agreement, at the option of the Borrower (the Borrower’s election to exercise such option in connection with any Limited Condition Acquisition, a “LCA Election”), the date of determination of whether any such action is permitted hereunder shall be deemed to be the date the definitive agreements for such Limited Condition Acquisition are entered into (the “LCA Test Date”), and, compliance with such ratio, test or basket shall be determined after giving Pro Forma Effect to such Limited Condition Acquisition and the other transactions to be entered into in connection therewith (including any incurrence of Debt and the use of proceeds thereof) as if they occurred at the beginning of the most recent Test Period ending prior to the LCA Test Date. If the Borrower has made a LCA Election, then in connection with any subsequent calculation of any ratio, test or basket on or following the relevant LCA Test Date and prior to the earlier of (i) the date on which such Limited Condition Acquisition is consummated or (ii) the date that the definitive agreement for such Limited Condition Acquisition expires or is terminated without the consummation of such Limited Condition Acquisition, any such ratio, test or basket shall be required to be calculated on a Pro Forma Basis both (1) assuming such Limited Condition Acquisition and other transactions in connection therewith (including any incurrence of Debt and the use of proceeds thereof) have been consummated until such time as the applicable Limited Condition Acquisition has actually closed or the definitive agreement with respect thereto has expired or been terminated and (2) assuming such Limited Condition Acquisition and other transactions in connection therewith (including any incurrence of Debt and the use of proceeds thereof) have not been consummated.

  • Treatment of Warrant Upon Acquisition of Company (a) For the purpose of this Warrant, “Acquisition” means any transaction or series of related transactions involving: (i) the sale, lease, exclusive license, or other disposition of all or substantially all of the assets of the Company (ii) any merger or consolidation of the Company into or with another person or entity (other than a merger or consolidation effected exclusively to change the Company’s domicile), or any other corporate reorganization, in which the stockholders of the Company in their capacity as such immediately prior to such merger, consolidation or reorganization, own less than a majority of the Company’s (or the surviving or successor entity’s) outstanding voting power immediately after such merger, consolidation or reorganization; or (iii) any sale or other transfer by the stockholders of the Company of shares representing at least a majority of the Company’s then-total outstanding combined voting power.

  • Subsequent Acquisition of Shares Any Equity Securities of PubCo acquired subsequent to the Effective Date by a Holder shall be subject to the terms and conditions of this Investor Rights Agreement and such shares shall be considered to be “Registrable Securities” as such term is used in this Investor Rights Agreement.

  • Treatment of Options and Convertible Securities In case the Company at any time or from time to time after the date hereof shall issue, sell, grant or assume any Options or Convertible Securities (both as defined below), then, and in each such case, the maximum number of Additional Shares of Common Stock (as set forth in the instrument relating thereto, without regard to any provisions contained therein for a subsequent adjustment of such number the purpose of which is to protect against dilution) at any time issuable upon the exercise of such Options or, in the case of Convertible Securities and Options therefor, the conversion or exchange of such Convertible Securities, shall be deemed to be Additional Shares of Common Stock issued as of the time of such issue, sale, grant or assumption; PROVIDED, HOWEVER, that such Additional Shares of Common Stock shall not be deemed to have been issued unless the consideration per share (determined pursuant to Section 3.e hereof) of such shares would be less than the greater of the Current Market Price or the Warrant Price in effect on the date of and immediately prior to such issue, sale, grant or assumption, as the case may be; and PROVIDED, FURTHER, that in any such case in which Additional Shares of Common Stock are deemed to be issued:

  • Consolidation Merger Sale Conveyance and Lease SECTION 10.01. Company May Consolidate, etc.,

  • Limited Condition Acquisitions Notwithstanding anything in this Agreement or any Loan Document to the contrary, when calculating any applicable ratio or any basket based on Consolidated EBITDA or total assets, or determining other compliance with this Agreement (including the determination of compliance with any provision of this Agreement which requires that no Default or Event of Default has occurred, is continuing or would result therefrom, but excluding Section 4.02 to the extent set forth therein) in connection with a Specified Transaction undertaken in connection with the consummation of a Limited Condition Acquisition, the date of determination of such ratio or any basket based on Consolidated EBITDA or total assets, and determination of whether any Default or Event of Default has occurred, is continuing or would result therefrom or other applicable covenant shall, at the option of the Borrower (the Borrower’s election to exercise such option in connection with any Limited Condition Acquisition, an “LCA Election”), be deemed to be the date the definitive agreements for such Limited Condition Acquisition are entered into (the “LCA Test Date”) and if, after such ratios and other provisions are measured on a Pro Forma Basis after giving effect to such Limited Condition Acquisition and the other Specified Transactions to be entered into in connection therewith (including any incurrence of Indebtedness and the use of proceeds thereof) as if they occurred at the beginning of the applicable Test Period ending prior to the LCA Test Date, the Borrower could have taken such action on the relevant LCA Test Date in compliance with such ratios and provisions, such provisions shall be deemed to have been complied with; provided that no such acquisition shall constitute a Limited Condition Acquisition unless the Payment Conditions are satisfied on a Pro Forma Basis on the applicable LCA Test Date. For the avoidance of doubt, (x) if any of such ratios are exceeded as a result of fluctuations in such ratio (including due to fluctuations in Consolidated EBITDA of the Borrower and its Subsidiaries) at or prior to the consummation of the relevant Limited Condition Acquisition, such ratios and other provisions will not be deemed to have been exceeded as a result of such fluctuations solely for purposes of determining whether the Limited Condition Acquisition is permitted hereunder and (y) such ratios and other provisions shall not be tested at the time of consummation of such Limited Condition Acquisition or related Specified Transactions. If the Borrower has made an LCA Election for any Limited Condition Acquisition, then in connection with any subsequent calculation of any ratio or basket availability with respect to any other Specified Transaction on or following the relevant LCA Test Date and prior to the earlier of the date on which such Limited Condition Acquisition is consummated or the date that the definitive agreement for such Limited Condition Transaction is terminated or expires without consummation of such Limited Condition Acquisition, any such ratio or basket shall be calculated on a Pro Forma Basis assuming such Limited Condition Acquisition and other transactions in connection therewith (including any incurrence of Indebtedness and the use of proceeds thereof) have been consummated.

  • Grant of Option; Conditions Tenant shall have the right (the “Extension Option”) to extend the Term for one (1) additional period of five (5) years beginning on the day immediately following the expiration date of the Lease and ending on the fifth anniversary of such expiration date (the “Extension Term”), if:

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