Common use of Breach of Representations, Warranties or Covenants Clause in Contracts

Breach of Representations, Warranties or Covenants. then TransGlobe shall reimburse VAALCO (or, at VAALCO’s direction, AcquireCo) for all reasonable and documented out-of- pocket expenses (up to an aggregate maximum of $2,000,000) incurred by VAALCO and AcquireCo subsequent to May 16, 2022 and prior to the termination of this Agreement in connection with the entering into of this Agreement, the Arrangement, and the carrying out of any and all acts contemplated hereunder, including reasonable fees and expenses of counsel, financial advisors, accountants and consultants incurred by VAALCO and AcquireCo, by wire transfer in immediately available funds (i) if TransGlobe terminates the Agreement, concurrently with such termination and (ii) if VAALCO terminates this Agreement, within two Business Days following such termination; provided that in no event shall TransGlobe be required to pay under Section 7.3, on the one hand, and this Section 7.4(b), on the other hand, in aggregate, an amount in excess of the TransGlobe Termination Fee.

Appears in 1 contract

Samples: Arrangement Agreement (Transglobe Energy Corp)

AutoNDA by SimpleDocs

Breach of Representations, Warranties or Covenants. then TransGlobe shall reimburse VAALCO (or, at VAALCO’s direction, AcquireCo) for all reasonable and documented out-of- of-pocket expenses (up to an aggregate maximum of $2,000,000) incurred by VAALCO and AcquireCo subsequent to May 16, 2022 and prior to the termination of this Agreement in connection with the entering into of this Agreement, the Arrangement, and the carrying out of any and all acts contemplated hereunder, including reasonable fees and expenses of counsel, financial advisors, accountants and consultants incurred by VAALCO and AcquireCo, by wire transfer in immediately available funds (i) if TransGlobe terminates the Agreement, concurrently with such termination and (ii) if VAALCO terminates this Agreement, within two Business Days following such termination; provided that in no event shall TransGlobe be required to pay under Section 7.3, on the one hand, and this Section 7.4(b), on the other hand, in aggregate, an amount in excess of the TransGlobe Termination Fee.

Appears in 1 contract

Samples: Arrangement Agreement (Vaalco Energy Inc /De/)

Breach of Representations, Warranties or Covenants. then TransGlobe shall reimburse VAALCO (or, at VAALCO’s direction, AcquireCo) shall reimburse TransGlobe for all reasonable and documented out-of- pocket expenses (up to an aggregate maximum of $2,000,000) incurred by VAALCO and AcquireCo TransGlobe subsequent to May 16, 2022 and prior to the termination of this Agreement in connection with the entering into of this Agreement, the Arrangement, and the carrying out of any and all acts contemplated hereunder, including reasonable fees and expenses of counsel, financial advisors, accountants and consultants incurred by VAALCO and AcquireCoTransGlobe, by wire transfer in immediately available funds (i) if TransGlobe VAALCO terminates the Agreement, concurrently with such termination and (ii) if VAALCO TransGlobe terminates this Agreement, within two Business Days following such termination; provided that in no event shall TransGlobe VAALCO or AcquireCo be required to pay under Section 7.3, on the one hand, and this Section 7.4(b7.4(c), on the other hand, in aggregate, an amount in excess of the TransGlobe VAALCO Termination Fee.

Appears in 1 contract

Samples: Arrangement Agreement (Transglobe Energy Corp)

AutoNDA by SimpleDocs

Breach of Representations, Warranties or Covenants. then TransGlobe shall reimburse VAALCO (or, at VAALCO’s direction, AcquireCo) shall reimburse TransGlobe for all reasonable and documented out-of- of-pocket expenses (up to an aggregate maximum of $2,000,000) incurred by VAALCO and AcquireCo TransGlobe subsequent to May 16, 2022 and prior to the termination of this Agreement in connection with the entering into of this Agreement, the Arrangement, and the carrying out of any and all acts contemplated hereunder, including reasonable fees and expenses of counsel, financial advisors, accountants and consultants incurred by VAALCO and AcquireCoTransGlobe, by wire transfer in immediately available funds (i) if TransGlobe VAALCO terminates the Agreement, concurrently with such termination and (ii) if VAALCO TransGlobe terminates this Agreement, within two Business Days following such termination; provided that in no event shall TransGlobe VAALCO or AcquireCo be required to pay under Section 7.3, on the one hand, and this Section 7.4(b7.4(c), on the other hand, in aggregate, an amount in excess of the TransGlobe VAALCO Termination Fee.

Appears in 1 contract

Samples: Arrangement Agreement (Vaalco Energy Inc /De/)

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