Buyer Adjustments. The Final Settlement Statement shall incorporate the following adjustments in favor of Buyer: (i) All proceeds received by Seller (net of applicable Taxes and royalties) after the Effective Time which are attributable, in accordance with GAAP, to production from the Assets during the period from and after the Effective Time; and (ii) All capital costs, expenses, and any Taxes attributable to the Assets for periods from and after the Effective Date until closing.
Appears in 6 contracts
Samples: Asset Purchase Agreement (Rio Vista Energy Partners Lp), Asset Purchase Agreement (Penn Octane Corp), Asset Purchase Agreement (Rio Vista Energy Partners Lp)
Buyer Adjustments. The Final Settlement Statement shall incorporate the following adjustments in favor of Buyer:
(i) All proceeds received by Seller (net of applicable Taxes and royalties) after the Effective Time which are attributable, in accordance with GAAP, to production from the Assets during the period from and after the Effective Time; and
(ii) All capital costs, expenses, and any Taxes attributable to the Assets for periods from and after the Effective Date until closing.
I. Paragraph 11.6 of the Agreement (as inserted by the First Amendment) provides as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Penn Octane Corp), Asset Purchase Agreement (Rio Vista Energy Partners Lp)
Buyer Adjustments. The Final Settlement Statement shall incorporate the following adjustments in favor of Buyer:
(i) All proceeds received by Seller (net of applicable Taxes and royalties) after the Effective Time which are attributable, in accordance with GAAP, to production from the Assets during the period from and after the Effective Time; and
(ii) All capital costs, expenses, and any Taxes allocable to Seller and that are attributable to the Assets for periods from and after prior to the Effective Date until closingDate.
(e) Paragraph 13.13 of the Agreement is deleted in its entirety and the following is substituted therefor:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Rio Vista Energy Partners Lp), Asset Purchase Agreement (Penn Octane Corp)
Buyer Adjustments. The Final Settlement Statement shall incorporate the following adjustments in favor of Buyer:
(i) All proceeds received by Seller Shareholders (net of applicable Taxes and royalties) after the Effective Time which are attributable, in accordance with GAAP, to production from the Oil and Gas Assets during the period from and after the Effective Time; and
(ii) All capital costs, expenses, and any Taxes attributable to the Oil and Gas Assets for periods from and after the Effective Date until closingClosing.
G. Paragraph 11.6 of the Agreement provides as follows:
Appears in 2 contracts
Samples: Membership Interest Purchase and Sale Agreement (Penn Octane Corp), Membership Interest Purchase and Sale Agreement (Rio Vista Energy Partners Lp)
Buyer Adjustments. The Final Settlement Statement shall incorporate the following adjustments in favor of Buyer:
(i) All proceeds received by Seller (net of applicable Taxes and royalties) after the Effective Time which are attributable, in accordance with GAAP, to production from the Assets during the period from and after the Effective Time; and
(ii) All capital costs, expenses, and any Taxes allocable to Seller and that are attributable to the Assets for periods from and after prior to the Effective Date until closingDate.
(g) Paragraph 11.6 of the Agreement is deleted in its entirety and the following is substituted therefor:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Rio Vista Energy Partners Lp), Asset Purchase Agreement (Penn Octane Corp)
Buyer Adjustments. The Final Settlement Statement shall incorporate the following adjustments in favor of Buyer:
(i) All proceeds received by Seller Shareholders (net of applicable Taxes and royalties) after the Effective Time which are attributable, in accordance with GAAP, to production from the Oil and Gas Assets during the period from and after the Effective Time; and
(ii) All capital costs, expenses, and any Taxes attributable to the Oil and Gas Assets for periods from and after the Effective Date until closingClosing.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Rio Vista Energy Partners Lp), Stock Purchase Agreement (Penn Octane Corp)