Common use of Elimination of Minority Interest Clause in Contracts

Elimination of Minority Interest. (a) A Reduced Participant whose Recalculated Participating Interest becomes less than ten percent (10%) shall be deemed to have withdrawn from the Business and shall relinquish its entire Participating Interest free and clear of any Encumbrances arising by, through or under the Reduced Participant, except any such Encumbrances listed in PARAGRAPH 1.1 OF EXHIBIT A or to which the Participants have agreed. Such relinquished Participating Interest shall be deemed to have accrued automatically to the other Participant. The Reduced Participant's Capital Account shall be transferred to the remaining Participant. The Reduced Participant shall have the right to receive ten percent (10%) of Net Proceeds, if any, to a maximum amount of seventy percent (70%) of the Reduced Participant's Equity Account balance as of the effective date of the withdrawal. Upon receipt of such amount, and subject to SECTION 6.4, the Reduced Participant shall thereafter have no further right, title, or interest in the Assets or under this Agreement, and the tax partnership established by EXHIBIT C shall dissolve pursuant to PARAGRAPH 4.2 OF EXHIBIT C. In such event, the Reduced Participant shall execute and deliver an appropriate conveyance of all of its right, title and interest in the Assets to the remaining Participant.

Elimination of Minority Interest. (a) A Reduced Participant whose Recalculated Participating Interest becomes less than ten five percent (105%) shall be deemed to have withdrawn from the Business and shall relinquish its entire Participating Interest free and clear of any Encumbrances arising by, through or under the Reduced Participant, except any such Encumbrances listed in PARAGRAPH Paragraph 1.1 OF EXHIBIT of Exhibit A or to which the Participants have agreed. Such relinquished Participating Interest shall be deemed to have accrued automatically to the other Participant. The Reduced Participant's ’s Capital Account shall be transferred to the remaining Participant. The Reduced Participant shall have the right to receive ten five percent (105%) of Net Proceeds, if any, to a maximum amount of seventy fifty percent (7050%) of the Reduced Participant's ’s Equity Account balance as of the effective date of the withdrawal. Upon receipt of such amount, and subject to SECTION Section 6,3(b) and Section 6.4, the Reduced Participant shall thereafter have no further right, title, or interest in the Assets or under this Agreement, and the tax partnership established by EXHIBIT C shall dissolve pursuant to PARAGRAPH 4.2 OF EXHIBIT C. . In such event, the Reduced Participant shall execute and deliver an appropriate conveyance of all of its right, title and interest in the Assets to the remaining Participant.

Elimination of Minority Interest. (a) A Reduced Participant whose Recalculated Participating Interest becomes less than ten percent (10%) due to elections made pursuant to Section 9.5 to contribute less to an adopted Program and Budget than the percentage equal to its Participating Interest, or to contribute nothing to an adopted Program and Budget shall be deemed to have withdrawn from the Business and shall relinquish its entire Participating Interest free and clear of any Encumbrances arising by, through or under the Reduced Participant, except any such Encumbrances listed in PARAGRAPH Paragraph 1.1 OF EXHIBIT of Exhibit A or to which the Participants have agreedagreed in writing. Such relinquished Participating Interest shall be deemed to have accrued automatically to the other Participant. The Reduced Participant's ’s Capital Account shall be transferred to the remaining Participant. The Reduced Participant shall have the right to receive ten five percent (10%) of Net Proceeds, if any, to a maximum amount of seventy 100 percent (70%) of the Reduced Participant's ’s Equity Account balance as of the effective date of the withdrawal. Upon receipt of such amount, and subject to SECTION Section 6.4, the Reduced Participant shall thereafter have no further right, title, or interest in the Assets or under this Agreement, and the tax partnership established by EXHIBIT Exhibit C shall dissolve pursuant to PARAGRAPH 4.2 OF EXHIBIT C. In such event, the Reduced Participant shall execute and deliver an appropriate conveyance of all of its right, title and interest in the Assets to the remaining Participant.Paragraph 4.2

Elimination of Minority Interest. (a) A At such time as a Reduced Participant whose Participant’s Recalculated Participating Interest becomes less than drops to ten percent (10%) or less, the Participants hereby agree that with no further action being required on the part of either Participant, (i) the Reduced Participant shall be automatically deemed to have withdrawn from the Business Venture and shall relinquish its entire Participating Interest free and clear of any Encumbrances arising by, through or under the Reduced Participant, except any such Encumbrances listed in PARAGRAPH Paragraphs 1.1 OF EXHIBIT A of Exhibit A-1 or Exhibit A-2 or to which the Participants have agreed. Such agreed (ii) such relinquished Participating Interest shall be deemed to have accrued automatically to the other Participant. The Reduced Participant's Capital Account shall be transferred to the remaining Participant. The Reduced Participant shall have the right to receive ten percent and (10%iii) of Net Proceeds, if any, to a maximum amount of seventy percent (70%) of the Reduced Participant's Equity Account balance ’s Recalculated Participating Interest shall automatically be converted to a one percent (1%) gross royalty on future production from the Properties as of the effective date of the withdrawalcalculated in accordance with Exhibit E (“Gross Royalty”). Upon receipt of In such amountevent, and (x) subject to SECTION 6.4Section 6.4 , the Reduced Participant shall thereafter have no further right, title, or interest in the Assets or under this Agreement, and (y) the tax partnership established by EXHIBIT Exhibit C shall dissolve pursuant to PARAGRAPH Paragraph 4.2 OF EXHIBIT C. In such event, of Exhibit C and (z) the Reduced Participant shall execute and deliver an appropriate conveyance of all of its right, title and interest in the Assets to the remaining ParticipantParticipant or its assigns as identified at such time.

Elimination of Minority Interest. (a) A Reduced Participant whose Recalculated Participating Interest becomes less than ten percent (10%) shall be deemed to have withdrawn from the Business and shall relinquish its entire Participating Interest free and clear of any Encumbrances arising by, through or under the Reduced Participant, except any such Encumbrances listed in PARAGRAPH Paragraph 1.1 OF EXHIBIT of Exhibit A or to which the Participants have agreed. Such relinquished Participating Interest shall be deemed to have accrued automatically to the other Participant. The Reduced Participant's Capital Account shall be transferred to the remaining Participant. The Reduced Participant shall thereafter have the right to receive ten two percent (102%) of Net ProceedsReturns, if any, to a maximum amount of seventy one hundred percent (70100%) of the Reduced Participant's Equity Account balance as of the effective date of the withdrawal; provided, further, in the event Products become subject to a government royalty that is equal to or greater than four percent (4%) of Net Returns; then, the Net Returns payable under this Subsection 6.3(a) shall be reduced from two percent (2%) to one percent (1%). Upon receipt of such amount, and subject to SECTION Section 6.4, the Reduced Participant shall thereafter have no further right, title, or interest in the Assets or under this Agreement, and the tax partnership established by EXHIBIT Exhibit C shall dissolve pursuant to PARAGRAPH Paragraph 4.2 OF EXHIBIT of Exhibit C. In such event, the Reduced Participant shall execute and deliver an appropriate conveyance of all of its right, title and interest in the Assets to the remaining Participant.