Acquisitions within the Area of Interest Sample Clauses

Acquisitions within the Area of Interest. For a period of two years following the Closing, neither Kennecott nor any of its Affiliates shall acquire any interest in properties (including any mining claims) adverse to the Buyer within the Area of Interest described in the Venture Agreement, as such area currently exists. If any such acquisition in violation of the foregoing is made, upon demand, Kennecott will cause the quit claim of such interest as so acquired to an entity specified by the Buyer without cost to Buyer.
Sample 1
AutoNDA by SimpleDocs
Acquisitions within the Area of Interest. (i) If at any time from and after the Effective Date Magellan Mexico (or any affiliate thereof) acquires any interest in any real property (including concessions and surface rights) within the Area of Interest, Magellan shall promptly notify GMC, and such real property interest shall become a part of the Property under this Agreement (except for purposes of the representations and warranties under Article 4), and under the NSR Agreement. (ii) From and after the Effective Date through the end of the Development Period, neither GMC Mexico nor any affiliate thereof shall acquire any interest in any real property within the Area of Interest without the prior written consent of Magellan Mexico. If GMC Mexico receives such written consent and acquires such real property interest, then thereafter Magellan Mexico shall have a right of first refusal to acquire such interest as set forth in Exhibit C.
Sample 1
Acquisitions within the Area of Interest. 35 15. CONFIDENTIALITY 36
Sample 1
Acquisitions within the Area of Interest. 14.1 Acquisitions within the Area of Interest (a) The Operator, on behalf of the Parties and subject to the approval of the Technical Committee, may, from time to time, locate additional unpatented mining claims, apply for or acquire mineral rights, surface rights and/or ancillary rights, including water rights over areas that fall in whole or in part of the Area of Interest. (b) If, from time to time after the Effective Date, unpatented mining claims are located mineral rights, surface rights and/or ancillary rights, including water rights, are issued to or acquired by a Party or an Affiliate of a Party (the “Acquiring Party”) over areas that are in whole or in part within the Area of Interest (the “Additional Rights”), the Acquiring Party shall promptly provide written notice containing full particulars of the Additional Rights but only as to those areas or those parts of areas that actually fall within the Area of Interest, including the costs of acquisition (“Acquisition Costs”) which are to be estimated in such notice, to the Operator or the Technical Committee, as the case may be, and the other Party (the “Non-Acquiring Party”). (c) If, in respect of the Additional Rights referred to in the notice provided under Section 14.1(b), the Operator gives notice (the “Acquisition Notice”) to the Acquiring Party within 90 days following receipt of such notice from the Acquiring Party that the Operator requires that all of such Additional Rights or such of them as may be specified in the Acquisition Notice shall be included in the Mineral Rights, then the Acquiring Party shall thereafter hold such Additional Rights for the benefit of the Parties under the terms of this Agreement and such Additional Rights shall thereafter be included in, and form part of, the Mineral Rights for all purposes of this Agreement. The Operator shall concurrently provide a copy of the Acquisition Notice to the Non-Acquiring Party. (d) Upon compliance by the Acquiring Party with Section 14.1(c), the Operator shall reimburse the Acquiring Party (using funds contributed or to be contributed by the Parties) for the actual Acquisition Costs attributable to the relevant Additional Rights. The Acquisition Costs shall be included in the calculation of Option Expenditures, as applicable. (e) Subject to the Section 14.1(f), if an Acquiring Party gives a notice under Section 14.1(b) and the Operator does not respond with an Acquisition Notice within the 90 day period set out in Section 14.1(c)...
Sample 1
Acquisitions within the Area of Interest. From the Effective Date of this Agreement, and subsequently under the Mining Venture to be formed pursuant to this Agreement, the Parties agree that Section 2.5 shall apply to govern the acquisition or proposed acquisition of any property, right or interest acquired by the Parties or their affiliates within the Area of Interest described in Exhibit C. Uranerz agrees to bear eighty-one percent (81%) of the actual and documented costs of Sellers for those rights, properties and interests acquired by Sellers on or after June 1, 2007 and located within the Area of Interest that will be included as Properties subject to this Agreement.
Sample 1
Acquisitions within the Area of Interest. If either NPMC or USMX acquires any interest in any property or a right to acquire any property within the Area of Interest while this Agreement remains in effect, such interest automatically shall become subject to this Agreement, and the party acquiring such interest shall execute such instruments of conveyance or transfer as may be appropriate to make that interest a part of the Property subject to this Agreement.
Sample 1
Acquisitions within the Area of Interest. The Area of Interest is defined as all of the area located within 10km of the outer boundaries of Saskatchewan Mineral Claim #S-106843. Any acquisitions of property within this boundary by either the OWNER or the Company shall be considered subject to this agreement unless both parties agree in writing to exclude a specific parcel of property from this agreement.
Sample 1
AutoNDA by SimpleDocs
Acquisitions within the Area of Interest. General 13.1 Any interest or right to acquire any interest in real property within the Area of Interest, acquired prior to or during the term of this Agreement by or on behalf of a Participant or any Affiliate shall be subject to the terms and provisions of this Agreement.
Sample 1
Acquisitions within the Area of Interest 
Sample 1

Related to Acquisitions within the Area of Interest

  • Area of Interest At its option, either the Vendor, on the one hand, or Stone, on the other hand, may acquire any interest in real property wholly or partially situate within the Area of Interest, in its own name and on such terms and conditions as the acquirer (in its sole discretion) deems acceptable. Within fifteen (15) days after any such acquisition is consummated, the acquirer shall give notice thereof to Stone or the Vendor, as the case may be, and the notice shall be accompanied by copies of all instruments documenting the acquisition. The other party shall have a period of fifteen (15) days after its receipt of such notice and accompanying materials to make the interest in real property described therein part of the Properties and subject to this Agreement by giving the acquirer notice of its decision to do so. If the Vendor are the acquirer and Stone gives the Vendor the fifteen (15) days notice of Stone’s decision to make the interest in real property acquired by the Vendor part of the Properties and subject to this Agreement, then Stone’s notice to the Vendor of that decision shall be accompanied by payment to the Vendor of one hundred percent (100%) of the Vendor’ actual out-of-pocket cash acquisition costs and the payment by Stone to the Vendor shall constitute a Earning Cost. If the acquirer is Stone and the Vendor give Stone the fifteen (15) days notice of the Vendor’ decision to make the interest in real property acquired by Stone part of the Properties and subject to this Agreement, then the acquisition by Stone shall have been made at the sole cost and expense of Stone but all of Stone’s actual out-of-pocket cash acquisition costs shall constitute Earning Costs. No acquisition by either the Vendor or Stone pursuant to the provisions of this Section 15 shall operate to enlarge the Area of Interest, and all interests in real property so acquired. Any such acquisitions shall form part of the Property and be subject to the provisions of this Agreement. Stone’s obligations under this Section shall survive Stone’s exercise and closing of the option granted to Stone under Section 5.

  • Transactions with Interested Persons Unless prohibited by the charter ------------------------------------ documents of any Member and unless entered into in bad faith, no contract or transaction between the Company and one or more of its Managers or Members, or between the Company and any other corporation, partnership, association or other organization in which one or more of its Managers or Members have a financial interest or are directors, partners, Managers or officers, shall be voidable solely for this reason or solely because such Manager or Member was present or participated in the authorization of such contract or transaction if: (a) the material facts as to the relationship or interest of such Manager or Member and as to the contract or transaction were disclosed or known to the other Managers (if any) or Members and the contract or transaction was authorized by the disinterested Managers (if any) or Members; or (b) the contract or transaction was fair to the Company as of the time it was authorized, approved or ratified by the disinterested Managers (if any) or Members; and no Manager or Member interested in such contract or transaction, because of such interest, shall be considered to be in breach of this Agreement or liable to the Company, any Manager or Member, or any other person or organization for any loss or expense incurred by reason of such contract or transaction or shall be accountable for any gain or profit realized from such contract or transaction.

  • Transactions with Insiders So long as the Notes are outstanding without a majority of the Subscribers consent, the Company shall not, and shall cause each of its Subsidiaries not to, enter into, materially amend, materially modify or materially supplement, or permit any Subsidiary to enter into, materially amend, materially modify or materially supplement, any agreement, transaction, commitment, or arrangement relating to the sale, transfer or assignment of any of the Company’s tangible or intangible assets with any of its Insiders (as defined below)(or any persons who were Insiders at any time during the previous two (2) years), or any Affiliates (as defined below) thereof, or with any individual related by blood, marriage, or adoption to any such individual. “Affiliate” for purposes of this Section 9(t) means, with respect to any person or entity, another person or entity that, directly or indirectly, (i) has a ten percent (10%) or more equity interest in that person or entity, (ii) has ten percent (10%) or more common ownership with that person or entity, (iii) controls that person or entity, or (iv) shares common control with that person or entity. “Control” or “Controls” for purposes of the Transaction Documents means that a person or entity has the power, direct or indirect, to conduct or govern the policies of another person or entity. For purposes hereof, “Insiders” shall mean any officer, director or manager of the Company, including but not limited to the Company’s president, chief executive officer, chief financial officer and chief operations officer, and any of their affiliates or family members.

  • Transactions with Related Parties Borrower shall not purchase, acquire, or sell any equipment, other personal property, real property or services from or to any affiliate, except in the ordinary course of Borrower's business and upon fair and reasonable terms no less favorable than would be obtained by Borrower in a comparable arm's-length transaction with an unrelated Person.

  • Transactions with Certain Persons Except as set forth on Schedule --------------------------------- 5.22, no officer, director or employee of the Company, nor any member of any such person's immediate family, is presently a party to any transaction with the Company, including without limitation, any contract, agreement or other arrangement(1) providing for the furnishing of services by, (2) providing for the rental of real or personal property from, or (3) otherwise requiring payments to (other than for services as officers, directors or employees of the Company ) any such person or corporation, partnership, trust or other entity in which any such person has an interest as a shareholder, officer, director, trustee or partner.

  • Transactions with Related Persons Except as set forth on Schedule 4.21, no Target Entity nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target Entity, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target Entity), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Entity has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target Entity. The assets of the Target Entities do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities do not include any payable or other obligation or commitment to any Company Related Person.

  • Area of Concern Separation of xxxxxx and steps. Standard: So long as xxxxxx and steps do not separate an average of more than one (1) inch from the building, settling, heaving, and separation of such xxxxxx and steps is to be expected. Developer or Initial Purchaser must immediately seal cracks appearing with a waterproof substance.

  • Transactions with Affiliates and Insiders Enter into or permit to exist any transaction or series of transactions with any officer, director or Affiliate of such Person other than (a) advances of working capital to any Loan Party, (b) transfers of cash and assets to any Loan Party, (c) intercompany transactions expressly permitted by Section 8.02, Section 8.03, Section 8.04, Section 8.05 or Section 8.06, (d) normal and reasonable compensation and reimbursement of expenses of officers and directors in the ordinary course of business and (e) except as otherwise specifically limited in this Agreement, other transactions which are entered into in the ordinary course of such Person’s business on terms and conditions substantially as favorable to such Person as would be obtainable by it in a comparable arms-length transaction with a Person other than an officer, director or Affiliate.

  • Actions Without a Meeting Notwithstanding any provision contained in this Agreement, any action of the Board of Directors may be taken by written consent without a meeting. Any such action taken by the Board of Directors without a meeting shall be effective only if the written consent or consents are in writing, set forth the action so taken, and are signed by a majority of the Board of Directors.

  • Limitation on Transactions with Affiliates (a) The Company will not, and will not permit any Restricted Subsidiary to, directly or indirectly, enter into or conduct any transaction or series of related transactions (including the purchase, sale, lease or exchange of any property or the rendering of any service) with any Affiliate of the Company (an “Affiliate Transaction”) unless (i) the terms of such Affiliate Transaction are not materially less favorable to the Company or such Restricted Subsidiary, as the case may be, than those that could be obtained at the time in a transaction with a Person who is not such an Affiliate and (ii) if such Affiliate Transaction involves aggregate consideration in excess of $15.0 million, the terms of such Affiliate Transaction have been approved by a majority of the Disinterested Directors. For purposes of this Section 412(a), any Affiliate Transaction shall be deemed to have satisfied the requirements set forth in this Section 412(a) if (x) such Affiliate Transaction is approved by a majority of the Disinterested Directors or (y) in the event there are no Disinterested Directors, a fairness opinion is provided by a nationally recognized appraisal or investment banking firm with respect to such Affiliate Transaction. (b) The provisions of Section 412(a) will not apply to: (i) any Restricted Payment Transaction, (1) the entering into, maintaining or performance of any employment contract, collective bargaining agreement, benefit plan, program or arrangement, related trust agreement or any other similar arrangement for or with any employee, officer or director heretofore or hereafter entered into in the ordinary course of business, including vacation, health, insurance, deferred compensation, severance, retirement, savings or other similar plans, programs or arrangements, (2) the payment of compensation, performance of indemnification or contribution obligations, or any issuance, grant or award of stock, options, other equity-related interests or other securities, to employees, officers or directors in the ordinary course of business, (3) the payment of reasonable fees to directors of the Company or any of its Subsidiaries (as determined in good faith by the Company or such Subsidiary), (4) any transaction with an officer or director in the ordinary course of business not involving more than $100,000 in any one case, or (5) Management Advances and payments in respect thereof, (iii) any transaction with the Company, any Restricted Subsidiary, or any Receivables Entity, (iv) any transaction arising out of agreements or instruments in existence on the Issue Date, and any payments made pursuant thereto, (v) any transaction in the ordinary course of business on terms not materially less favorable to the Company or the relevant Restricted Subsidiary than those that could be obtained at the time in a transaction with a Person who is not an Affiliate of the Company, (vi) any transaction in the ordinary course of business, or approved by a majority of the Board of Directors, between the Company or any Restricted Subsidiary and any Affiliate of the Company controlled by the Company that is a joint venture or similar entity, and (vii) the Transactions, all transactions in connection therewith (including but not limited to the financing thereof), and all fees and expenses paid or payable in connection with the Transactions.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!