Common use of Obligations of the Parties Clause in Contracts

Obligations of the Parties. i) The Parties hereby agree to enter into this FIXED PRICE XXXXXXXXX CONTRACT. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein and, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available to the PRODUCER at the request of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform its obligations in terms of Schedule A and verify that the PRODUCER has met a minimum of ninety percent (90%) of the quantity of cattle which such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery Amount”) within the specified delivery period as per Schedule B. vi) Failure by the PRODUCER to meet the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. the PRODUCER being paid for the cattle delivered according to MEATCO’s weekly announced Producer Price instead of the price stipulated in terms of this Contract. vii) In case of cattle being delivered in excess of 100% of the agreed quantity, as per Schedule B of this contract: a) additional cattle delivered shall be purchased at MEATCO’s weekly announced Producer Price, at the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms and conditions to be agreed between the Parties.

Appears in 83 contracts

Samples: Fixed Price Slaughter Contract, Fixed Price Slaughter Contract, Fixed Price Slaughter Contract

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Obligations of the Parties. i) The Parties hereby agree to enter into this FIXED PRICE XXXXXXXXX CONTRACTCONTRACT subject to the terms and conditions set out herein. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein and, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available to the PRODUCER at the request of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform its obligations in terms of Schedule A and verify that the PRODUCER has met a minimum of ninety percent (90%) of the quantity of cattle which such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery Amount”) within the specified delivery period as per Schedule B. vi) The PRODUCER hereby commits to deliver to MEATCO the Minimum Cattle Delivery Amount as per the quantities specified in Schedule B. vii) Failure by the PRODUCER to meet the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. in the PRODUCER being paid for the cattle delivered according to MEATCOXXXXXX’s weekly announced Producer Price instead of the price stipulated in terms of this Contract. viib) In case A failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract for two consecutive months shall result in the immediate termination of this Contract by MEATCO. viii) Additional cattle being delivered in excess of 100% of the agreed quantity, as per Schedule B of this contract: a) additional cattle delivered Contract, shall be purchased at MEATCO’s weekly announced Producer Price, by MEATCO at the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms and conditions to be standard rates agreed between the PartiesParties in terms of this Contract.

Appears in 7 contracts

Samples: Fixed Price Slaughter Contract, Fixed Price Slaughter Contract, Fixed Price Slaughter Contract

Obligations of the Parties. i) The Parties hereby agree to enter into this FIXED PRICE XXXXXXXXX CONTRACTCattle Delivery Agreement subject to the terms and conditions set out herein. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein and, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available to the PRODUCER at the request of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform its obligations in terms of Schedule A and verify that the PRODUCER has met a minimum of ninety percent (90%) of as per the quantity of cattle stipulated in the Sales Advisee which such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery AmountQuantity”) within the specified delivery period as per Schedule B. vi) Failure by the PRODUCER to meet the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. the PRODUCER being paid for the cattle delivered according to MEATCO’s weekly announced Producer Price instead of the price stipulated in terms of this Contract. vii) In case of cattle being delivered in excess of 100% of the agreed quantity, as per Schedule B of this contract: a) additional cattle delivered shall be purchased at MEATCO’s weekly announced Producer Price, at the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms and conditions to be agreed between the Parties.

Appears in 4 contracts

Samples: Cattle Delivery Agreement, Cattle Delivery Agreement, Cattle Delivery Agreement

Obligations of the Parties. i) The Parties hereby agree to enter into this FIXED FEEDERS PRICE XXXXXXXXX CONTRACTCONTRACT subject to the terms and conditions set out herein. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein and, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available to the PRODUCER at the request of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform its obligations in terms of Schedule A and verify that the PRODUCER has met a minimum of ninety percent (90%) of the quantity of cattle which such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery AmountQuantity”) within the specified delivery period as per Schedule B. vi) In order to qualify for the preferential price in accordance with this Contract, the PRODUCER hereby commits to deliver to MEATCO the Minimum Cattle Delivery Quantity being eight (8) loads of cattle per year, translating to a minimum of two (2) loads per quarter [Q1: February to April; Q2: May to July; Q3: August to October; Q4: November to January], according to the agreed load sizes in Schedule B. vii) Failure by the PRODUCER to meet the Minimum Cattle Delivery AmountQuantity a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount Quantity as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. in the PRODUCER being paid for the cattle delivered according to MEATCOXXXXXX’s weekly announced Producer Price instead of the price stipulated in terms of this Contract. viib) In case A failure by the PRODUCER to deliver the Minimum Cattle Delivery Quantity as per this Contract for two consecutive months shall result in the immediate termination of this Contract by MEATCO. viii) Additional cattle being delivered in excess of 100% of the agreed quantity, as per Schedule B of this contract: a) additional cattle delivered Contract, shall equally be purchased at MEATCO’s weekly announced Producer Price, at by MEATCO according to the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms prices and conditions to be agreed between the Parties.specified in Schedule B.

Appears in 3 contracts

Samples: Feeders Price Slaughter Contract, Feeders Price Slaughter Contract, Feeders Price Slaughter Contract

Obligations of the Parties. i) The Parties hereby agree to enter into this FIXED PRICE XXXXXXXXX CONTRACTCONTRACT subject to the terms and conditions set out herein. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein and, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available to the PRODUCER at the request of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform its obligations in terms of Schedule A and verify that the PRODUCER has met a minimum of ninety percent (90%) of the quantity of cattle which such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery Amount”) within the specified delivery period as per Schedule B. vi) The PRODUCER hereby commits to deliver to MEATCO the Minimum Cattle Delivery Amount as per the quantities specified in Schedule B. vii) Failure by the PRODUCER to meet the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. in the PRODUCER being paid for the cattle delivered according to MEATCO’s weekly announced Producer Price instead of the price stipulated in terms of this Contract. viib) In case A failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract for two consecutive months shall result in the immediate termination of this Contract by MEATCO. viii) Additional cattle being delivered in excess of 100% of the agreed quantity, as per Schedule B of this contract: a) additional cattle delivered Contract, shall be purchased at MEATCO’s weekly announced Producer Price, by MEATCO at the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms and conditions to be standard rates agreed between the PartiesParties in terms of this Contract.

Appears in 3 contracts

Samples: Fixed Price Slaughter Contract, Fixed Price Slaughter Contract, Fixed Price Slaughter Contract

Obligations of the Parties. i) The Parties hereby agree to enter into this FEEDERS FIXED PRICE XXXXXXXXX CONTRACTCONTRACT subject to the terms and conditions set out herein. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein and, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available to the PRODUCER at the request of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform its obligations in terms of Schedule A and verify that the PRODUCER has met a minimum of ninety percent (90%) of the quantity of cattle which such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery Amount”) within the specified delivery period as per Schedule B. vi) The PRODUCER hereby commits to deliver to MEATCO the Minimum Cattle Delivery Amount as per the quantities specified in Schedule B. vii) Failure by the PRODUCER to meet the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. in the PRODUCER being paid for the cattle delivered according to MEATCO’s weekly announced Producer Price instead of the price stipulated in terms of this Contract. viib) In case A failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract for two consecutive months shall result in the immediate termination of this Contract by MEATCO. viii) Additional cattle being delivered in excess of 100% of the agreed quantity, as per Schedule B of this contract: a) additional cattle delivered Contract, shall be purchased at MEATCO’s weekly announced Producer Price, by MEATCO at the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms and conditions to be standard rates agreed between the PartiesParties in terms of this Contract.

Appears in 3 contracts

Samples: Fixed Price Contract, Slaughter Price Contract, Slaughter Price Contract

Obligations of the Parties. i) The Parties hereby agree to enter into this FIXED PRICE XXXXXXXXX CONTRACT. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein and, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available to the PRODUCER at the request of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform its obligations in terms of Schedule A and verify that the PRODUCER has met a minimum of ninety percent (90%) of the quantity of cattle which such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery Amount”) within the specified delivery period as per Schedule B. vi) Failure by the PRODUCER to meet the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. the PRODUCER being paid for the cattle delivered according to MEATCOXXXXXX’s weekly announced Producer Price instead of the price stipulated in terms of this Contract. vii) In case of cattle being delivered in excess of 100% of the agreed quantity, as per Schedule B of this contract: a) additional cattle delivered shall be purchased at MEATCO’s weekly announced Producer Price, at the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms and conditions to be agreed between the Parties.

Appears in 2 contracts

Samples: Fixed Price Slaughter Contract, Fixed Price Slaughter Contract

Obligations of the Parties. i) The Parties hereby agree to enter into this FIXED FEEDERS PRICE XXXXXXXXX CONTRACTCONTRACT subject to the terms and conditions set out herein. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein and, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available to the PRODUCER at the request of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform its obligations in terms of Schedule A and verify that the PRODUCER has met a minimum of ninety percent (90%) of the quantity of cattle which such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery Amount”) within the specified delivery period as per Schedule B. vi) The PRODUCER hereby commits to deliver to MEATCO the Minimum Cattle Delivery Amount as per the quantities specified in Schedule B. vii) Failure by the PRODUCER to meet the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. in the PRODUCER being paid for the cattle delivered according to MEATCO’s weekly announced Producer Price instead of the price stipulated in terms of this Contract. viib) In case A failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract for two consecutive months shall result in the immediate termination of this Contract by MEATCO. viii) Additional cattle being delivered in excess of 100% of the agreed quantity, as per Schedule B of this contract: a) additional cattle delivered Contract, shall be purchased at MEATCO’s weekly announced Producer Price, by MEATCO at the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms and conditions to be standard rates agreed between the PartiesParties in terms of this Contract.

Appears in 2 contracts

Samples: Feeders Slaughter Price Contract, Feeders Slaughter Price Contract

Obligations of the Parties. i) The Parties hereby agree to enter into this FIXED FEEDERS XXXXXXXXX PRICE XXXXXXXXX CONTRACTCONTRACT subject to the terms and conditions set out herein. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein and, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available to the PRODUCER at the request of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform its obligations in terms of Schedule A and verify that the PRODUCER has met a minimum of ninety percent (90%) of the quantity of cattle which such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery AmountQuantity”) within the specified delivery period as per Schedule B. vi) Failure by In order to qualify for the preferential price in accordance with this Contract, the PRODUCER hereby commits to meet deliver to MEATCO the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar Quantity being eight (N$2 000-00) per each head 8) loads of cattle not delivered per year, translating to a minimum of two (short of ninety percent (90%)); and ii. the PRODUCER being paid for the cattle delivered 2) loads per quarter, according to MEATCO’s weekly announced Producer Price instead of the price stipulated in terms of this Contract. vii) In case of cattle being delivered in excess of 100% of the agreed quantity, as per load sizes in Schedule B of this contract: a) additional cattle delivered shall be purchased at MEATCO’s weekly announced Producer Price, at the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms and conditions to be agreed between the Parties.B.

Appears in 1 contract

Samples: Feeders Slaughter Price Contract

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Obligations of the Parties. (a) The LESSEE shall regularly pay the rent reserved under this Deed and all the outgoings, and charges stipulated herein, within the time and in the manner, herein provided. (b) The LESSEE shall use the Demised Premises only for the business purpose and not for any other purposes whatsoever. (c) The LESSEE shall not make or carry out any additions and/or alterations of a structural nature in or to the Demised Premises without prior permission, in writing, of the LESSOR. The LESSEE shall however be at liberty to, at its own cost, install and remove at the time of handing over vacant charge of the Demised Premises to the LESSOR such office electric and communication appliances including in-house electricity generators, air conditioners, furnitures, fixtures and fittings and to carry out additional wiring, if necessary, and to install machines or equipment for office use and other such conveniences, as are reasonably required by the LESSEE and which will remain the property of the LESSEE and shall be removed by the LESSEE when vacating the Demised Premises on expiration or sooner determination of the lease. The LESSEE shall be permitted to install a Mini antenna on the terrace and/or roof of the Building. The LESSEE shall have the right to install conduit within the riser space of the Building for items including, but not limited to, cabling, wiring, fiber optics, electrical, , generator cabling etc. The LESSEE confirms that any telecommunication and fiber optic feed requirements that it may have shall be arranged by it at its own cost. The LESSOR shall provide to the LESSEE all necessary assistance for the above. On expiry of the term or earlier termination, the LESSEE has the right to remove all improvements installed by them and shall not be required to restore the Demised Premises to its original condition at the time of handover with reasonable wear and tear. While removing these improvements, if any damages are made to the Demised Premises, these shall be repaired by the LESSEE. (d) The LESSEE shall not store any hazardous or inflammable articles in the Demised Premises or in any proximity to the Demised Premises which could damage or harm persons or the LESSOR’s property. (e) The LESSOR, its authorized Agents and employees shall have the right to enter upon the Demised Premises for inspection and carrying out repairs at reasonable working hours in the day with prior written intimation to the LESSEE to enable the LESSEE or its representative to be present so as to afford such entry. A prior intimation of 48 hours shall suffice. (f) The LESSEE shall have unlimited access to the Demised Premises twenty four (24) hours per day and seven (7) days per week, three hundred and sixty five (365) days a year of operations and support services including electricity, water, power back up, security and lifts. (g) The LESSOR will provide a Cafeteria as a part of the Support Services. The applicable charges as per the existing tariff shall be borne by the Lessee. (h) The LESSEE shall be responsible for the cost of electricity, telecommunication, AC consumption costs, and water consumption charges and other utilities consumed on its Demised Premises and maintenance charges as stated above. Taxes like Service tax and VAT (if applicable) to be paid by the LESSEE in the future. All applicable taxes at the time of signing the Deed will be borne by the LESSOR. In addition, the LESSOR shall be responsible for all present and future municipal taxes, building insurance, etc with regard to the Demised Premises. (i) The Parties hereby agree LESSEE shall be provided with a proportional amount of building directory board space for the identification of their business to enter into this FIXED PRICE XXXXXXXXX CONTRACTthe amount of space leased in the building at no additional cost. LESSEE shall have full control over its signage on full floors that LESSEE occupies. ii(j) MEATCO undertakes The LESSOR shall undertake at its own cost to procure the cattle from the PRODUCER subject carry out any repairs to the terms Building and conditions set out herein and, additionally, in accordance with all equipment installed by the terms and conditions as set out LESSOR in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”Building without causing inconvenience to the LESSEE’s quiet enjoyment of the Demised Premises. iii(k) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available LESSOR agrees that the LESSEE shall have access to the PRODUCER building shafts and dedicated routes within those shafts for running its electrical cables, VSAT cables, telephone lines etc., at the request of the PRODUCER. iv) no additional cost. The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the shafts agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer LESSEE shall have dedicated fully enclosed steel trunking, accessible at each floor and with appropriate pull boxes throughout route from building supply points to the Demised Premises. The LESSOR shall provide additional rodent/ vermin protection as may be appropriate for eliminating migration between the floors or area compartments. (l) The LESSOR confirms that it has complied with all the applicable laws in force pertaining to the construction of the Demised Premises and appurtenant land and has procured all licenses and permissions as required from time to time with respect to the Demised Premises. The LESSOR shall not do any act, matter or thing which would or might constitute a breach of any orders, regulations and Byelaws (statutory or otherwise) made by MEATCO the Government or statutory authorities including the Municipal Corporation of Hyderabad from time to time and MEATCO in the event the LESSEE incurs any direct loss or actual damage (not being indirect or business loss or damage)by reason of any failure on the part of the LESSOR to procure the necessary approval or to comply with any law for construction of the Demised Premises, the LESSOR shall indemnify and compensate the LESSEE for such loss or damage, as the case may be. (m) The LESSOR warrants and represents that it has good title and is the absolute owner of the Demised Premises and it has the full right, absolute power and authority to deal with the property and to grant a lease, upon receiving a written consent from State Bank of Hyderabad, State Bank of India and Indian Overseas Bank (erstwhile Bharat Overseas Bank) in turn perform its obligations in respect of the Demised Premises upon such terms as it deems fit. The LESSOR has received the no objection letter dated 20 July 2006 from State Bank of Schedule A Hyderabad and verify no objection letter dated 3 May 2005 from Indian Overseas Bank (erstwhile Bharat Overseas Bank Limited) and no objection letter dated 4th May 2006 from State Bank of India and confirms, represents and warrants that the PRODUCER has met a minimum of ninety percent (90%) photocopies of the quantity letters provided to the LESSEE are true copies of cattle the original no objection letters dated 20 July 2006 and 3 May 2005 received from State Bank of Hyderabad and Bharat Overseas Bank Limited respectively. The LESSOR also warrants and represents that the Demised Premises is free from all legal encumbrances except the encumbrance stated above and the LESSOR has not entered into any similar agreement or arrangement with any person/persons for providing use and occupation of the Demised Premises to which such PRODUCER has committed the LESSEE is entitled to deliver under this Deed. The LESSOR shall indemnify and keep indemnified, the LESSEE, from and against all suits, proceedings, actions, claims, demands that may be made or filed against the LESSEE by any third party due to MEATCO any representations or warranties provided herein. The LESSOR further indemnifies and agrees to keep indemnified the LESSEE from and against all consequences, taxes, costs, charges and expenses, if any, imposed on the Demised Premises by any authority and/ or the State Bank of Hyderabad and/ or Bharat Overseas Bank Limited due to which the Demised Premises or any part thereof may be seized and if its use and occupation by the LESSEE may be jeopardized in any manner whatsoever. In the event of there being any defect or deficiency or inadequacy in the LESSOR’s right to execute this Deed, the LESSOR undertakes to indemnify the LESSEE against all consequences arising there from including damages, losses, costs or any other claims/ actions, or proceedings by others in respect of quiet and peaceful use, occupation and possession of the Demised Premises. (the “Minimum Cattle Delivery Amount”n) within the specified delivery period The Demised Premises will be offered ready for fit out on execution of this Deed as per mutually agreeable specifications which is included as Schedule B. vi) Failure by C and called “Landlord’s Base Building Specifications” per the PRODUCER to meet the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. the PRODUCER being paid for the cattle delivered according to MEATCO’s weekly announced Producer Price instead of the price stipulated in terms of this Contractspecifications discussed. vii) In case of cattle being delivered in excess of 100% of the agreed quantity, as per Schedule B of this contract: a) additional cattle delivered shall be purchased at MEATCO’s weekly announced Producer Price, at the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms and conditions to be agreed between the Parties.

Appears in 1 contract

Samples: Lease Agreement (Intelligroup Inc)

Obligations of the Parties. i) The Parties hereby agree to enter into this FIXED FEEDERS PRICE XXXXXXXXX CONTRACTCONTRACT subject to the terms and conditions set out herein. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein and, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available to the PRODUCER at the request of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform its obligations in terms of Schedule A and verify that the PRODUCER has met a minimum of ninety percent (90%) of the quantity of cattle which such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery Amount”) within the specified delivery period as per Schedule B. vi) The PRODUCER hereby commits to deliver to MEATCO the Minimum Cattle Delivery Amount as per the quantities specified in Schedule B. vii) Failure by the PRODUCER to meet the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. in the PRODUCER being paid for the cattle delivered according to MEATCOXXXXXX’s weekly announced Producer Price instead of the price stipulated in terms of this Contract. viib) In case A failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract for two consecutive months shall result in the immediate termination of this Contract by MEATCO. viii) Additional cattle being delivered in excess of 100% of the agreed quantity, as per Schedule B of this contract: a) additional cattle delivered Contract, shall be purchased at MEATCO’s weekly announced Producer Price, by MEATCO at the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms and conditions to be standard rates agreed between the PartiesParties in terms of this Contract.

Appears in 1 contract

Samples: Feeders Slaughter Price Contract

Obligations of the Parties. i) The Parties hereby agree MMU’s obligations During the Term, MMU shall, at its own costs and expenses, be responsible for the followings: To carry out the research and development works for this Project through its Masters postgraduate students (hereinafter referred to enter into this FIXED PRICE XXXXXXXXX CONTRACT. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein and, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat (“FAN MEAT”) regulations, which will be made available to the PRODUCER at the request of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by the Directorate of Veterinary Services (“DVSResearcher”), whereby the scope of works shall be mutually agreed between MMU and 123RF (hereinafter referred to as “Agreed Scope of Works”). The details of the Agreed Scope of Works are as set forth in Schedule A of this Agreement. Both Parties agree that the Agreed Scope of Works may be varied, amended or changed subject to mutual agreement at any time during the Term of this Agreement. The Agreed Scope of Works need to be carried out by the Researcher on confidential basis; To provide the Publicity Benefits (as defined and specified in Clause 9.3 herein) to 123RF at its own costs and expenses; To nominate the qualified, competent and appropriate candidates (which will have not been convicted for any criminal offences) to 123RF to be made available commissioned as the Researcher to perform the Agreed Scope of Works; If any of the Researcher involved in this Project for any reason ceases his/her studies with MMU during the term of this Agreement, MMU agrees that it shall promptly notify 123RF in writing. If 123RF requires that person to be replaced with a person of similar expertise without further compensation except for the Fund as defined in Clause 4.1 herein, 123RF agrees that MMU shall be given with a reasonable time to provide such replacement, if necessary. For the avoidance of doubt, in event where replacement is applicable, the payment obligation of 123RF pursuant to this Agreement shall be capped at the Fund as defined in Clause 4.1 herein; To disburse the Fund (as defined in Clause 4.1) to the PRODUCER at Researcher and ensure that the request Fund is only utilised for the purposes of carrying out the Agreed Scope of Works; To waive the Researcher’s applicable tuition fee payable to MMU; To actively supervise and monitor the progress of the PRODUCER, and warrants that the cattle delivered will Agreed Scope of Works to be compliant with export requirements and regulations and be fit for human consumption as determined performed by the DVS. vResearcher pursuant to this Agreement, including handling and administering all operational matters pertaining to the same; To procure the Researcher to execute a non-confidentiality agreement for the purpose of this Project. For the avoidance of doubt, the term of this non-confidentiality agreement shall continue to survive for a further period of five (5) In years upon the termination or expiration of this Agreement; To procure the Researcher to sign all documents reasonably necessary (in the format to be mutually agreed by both Parties for the Researcher to assign all his/her intellectual property rights embodied in the Deliverables to MMU and 123RF (including its successors and assignees), in the agreed portion as stated in this Agreement; To the best of its ability, ensuring the Researcher to respond in a timely manner all enquiries from 123RF in relation to the Deliverables; To procure the Researcher to provide bi-weekly reporting to 123RF on the progress of the Agreed Scope of Works; To handle and administer all operational matters and reasonable requests from the Researcher in order to qualify for allow the agreed upon price, the PRODUCER shall upon delivery of the cattle Researcher to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform carry out its obligations under this Agreement; To participate in terms of Schedule A various meetings in relation to any matters relating to this Agreement as may be requested by 123RF from time to time; To provide all assistance and verify that the PRODUCER has met support to 123RF for all matters as may be reasonably contemplated in this Agreement; and To respond in a minimum of ninety percent (90%) of the quantity of cattle which such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery Amount”) within the specified delivery period as per Schedule B. vi) Failure by the PRODUCER to meet the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. the PRODUCER being paid for the cattle delivered according to MEATCO’s weekly announced Producer Price instead of the price stipulated in terms of this Contracttimely manner all communications from 123RF. vii) In case of cattle being delivered in excess of 100% of the agreed quantity, as per Schedule B of this contract: a) additional cattle delivered shall be purchased at MEATCO’s weekly announced Producer Price, at the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject to terms and conditions to be agreed between the Parties.

Appears in 1 contract

Samples: Sponsored Research Agreement

Obligations of the Parties. i) The Parties hereby agree a. As of the Effective Date, Purchaser shall assume and agrees to enter into this FIXED PRICE XXXXXXXXX CONTRACT. ii) MEATCO undertakes to procure the cattle from the PRODUCER subject to the terms and conditions set out herein andperform, additionally, in accordance with all the terms and conditions as set out in the Pro Forma Sales Advice, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes to familiarize itself with pay for and comply with all MEATCO procedures the obligations and Farm Assured Namibian Meat liabilities (“FAN MEAT”express or implied) of Seller relating to the Property (i) of which Purchaser has knowledge and (ii) to the extent required by this Agreement or as set forth in the Official Records, the Associated Contracts, the Leases, or applicable laws or regulations, which will be made available including without limitation, obligations arising with respect to plugging, abandonment and clearing of all Wells, jackets, and/or platformx xxxofar and only insofar as such Wells, jackets and platforms xxx part of the Property. Except as provided in Section 7g, and except to the PRODUCER at extent of Seller's gross negligence or willful misconduct, Purchaser assumes the request risk of any change in the condition of the PRODUCERProperty from and after the Effective Date and there shall be no reduction in the Purchase Price due to such change in condition of the Property. iv) The PRODUCER undertakes to familiarize itself with all export requirementsb. As set forth generally in Section 1a, regulations Seller and requirements as determined by Purchaser acknowledge that certain of Seller's interests in facilities and production in the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request area of the PRODUCERfacilities and production which are part of the Property, including, without limitation, certain undivided interests in the TBPF, do not constitute a part of the Property ("Retained Interests"). Seller and warrants that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVSPurchaser acknowledge that, EXCEPT AS EXPRESSLY PROVIDED OTHERWISE HEREIN, SELLER RETAINS ALL LIABILITY FOR THE RETAINED INTERESTS, INCLUDING, WITHOUT LIMITATION, ALL LIABILITY FOR POLLUTION, ENVIRONMENTAL DAMAGE, NORM, INJURY OR DEATH OF ANY PERSONS OR DAMAGE, LOSS OR DESTRUCTION OF ANY PROPERTY (REAL OR PERSONAL) AND ANY AND ALL LIABILITY ASSOCIATED WITH THE PLUGGING AND ABANDONMENT OF FACILITIES, PIPELINES, WELLS AND PLATFORMS TO THE EXTXXX, BUT ONLY TO THE EXTENT, THAT THEY ARE PART OF THE RETAINED INTERESTS AND NOT EXPRESSLY PROVIDED OTHERWISE HEREIN AND SELLER SHALL INDEMNIFY AND SAVE PURCHASER, ITS DIRECTORS, OFFICERS, SHAREHOLDERS, EMPLOYEES, AGENTS AND ASSIGNS ("PURCHASER INDEMNIFIED PARTIES") HARMLESS FROM AND AGAINST ALL SUCH LIABILITIES INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEY'S FEES AND COURT COSTS, ASSOCIATED WITH THE RETAINED INTERESTS. v(i) In order to qualify Seller shall be responsible for the agreed upon price, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn perform its obligations in terms of Schedule A and verify that the PRODUCER has met a minimum of ninety eighty percent (9080%) of the quantity environmental, plugging and abandonment liabilities attributable to Seller's fifty-one and two tenths percent (51.2%) ownership of cattle the Steelhead Platform (which is part of the Retained Interests) and Purchaser shall be responsible for environmental, plugging and abandonment liabilities for the remainder of the Retained Interests. (ii) If and when Unocal should resign or be removed as Suboperator of the Steelhead Platform, then Purchaser agrees that upon written request from Seller and provided that, at the time of such PRODUCER request, Seller has committed an ownership interest in the Steelhead Platform, Purchaser shall take all reasonable and necessary action pursuant to deliver the applicable agreements and to MEATCO the extent Purchaser can do so without spending other than nominal sums of money (other than sums for which Seller agrees to reimburse Purchaser), to have Seller elected as successor Suboperator of the “Minimum Cattle Delivery Amount”Steelhead Platform. Purchaser's obligations with respect to having Seller elected successor of the Steelhead Platform are personal to Marathon Oil Company and shall vest only in those of Seller's successors and assigns which are affiliates or subsidiaries of Marathon Oil Company, or which acquire all or substantially all of the assets of Marathon Oil Company. (iii) Seller shall have full access to the Dolly Varden, King Salmon and Xxxxxxxx Xxxtforms and to the TBPF for future gas production activities from the Retained Interests. Seller shall have the right but not the obligation to take over Purchaser's rights and obligations for any slot and wellbore on any of those three platforms prior to final abandonment by Purchaser. Seller's acceptance of a Well and slot shall not relieve Purchaser of any environmental, plugging and abandonment obligations for the platform, facilities, pipelines, slots and Wells at the time of final abanxxxxxnt, but Seller, in turn, shall assume the environmental, plugging and abandonment liability for one of the Steelhead oil or water injection wells for each slot (and assoxxxxxd Well) which Seller takes over on the Dolly Varden, King Salmon and Xxxxxxxx Xxxtfoxxx. Seller shall reimburse Purchaser for Purchaser's working interest ownership share of any Grayling Gas Sands Well investments made by Purchaser after the Effective Date, for each Well taken over (but not to exceed five hundred thousand dollars ($500,000) for each Well) and shall bear the cost of subsequent facility modifications required by Seller to produce gas well gas from each Well. Purchaser shall not be obligated to maintain these platforms for Seller's future use. Seller shall have the right, but not the obligation, to assume Purchaser's interest and abandonment obligations in any of these platforms prior to Purchaser's committing to abandonment. d. Seller shall allow Purchaser to board and inspect the Spurr Platform at Purchaser's xxxe cost, risk and expense. Purchaser shall be responsible for all liabilities and damages associated with such visits. If, within five (5) years from the specified delivery period Closing Date, Purchaser elects to drill, redrill or recomplete a well, or establish any oil and gas production operations from the Spurr Platform, then Seller shxxx convey such platform to Purchaser at no additional cost to Purchaser subject to mutually agreeable terms, including a requirement that Purchaser shall assume Spurr Platform ownership (whxxx includes all environmental, plugging and abandonment liabilities associated with the Spurr Platform facilities, welxx xxd pipelines). Purchasex xxxerstands that the Spurr Platform is inactive and xxxl require expenditures to establish production. Seller shall not be obligated to maintain this platform for Purchaser's future use. Purchaser shall have the right, but not the obligation, to assume Seller's interest in the Spurr Platform at any time xxxxx to Seller's committing to abandonment thereof or sale to a third party. Seller shall allow Purchaser to board and inspect the Spark Platform at Purchaser's sole cost, risk and expense. Until the third anniversary of the Closing Date, Purchaser shall have the option to use the Spark Platform to drill, redrill or recomplete a well, or establish any oil and gas production operations. Subject to mutually agreeable terms, if Purchaser elects to exercise such option, Seller shall sell Seller's interest in the Spark Platform, including developed gas reserves and all other rights of Seller in the associated Leases, to Purchaser for ten million five hundred thousand dollars ($10,500,000) and Purchaser shall assume all obligations for the environmental, plugging and abandonment of the Spark Platform and its facilities, wells, and pipelines. If Purcxxxxx elects to purchase the Spark Platform during the option period, Seller shall thereafter exchange gas pursuant to the agreement described in Section 12e below. Seller shall not be obligated to maintain this platform for Purchaser's future use. If Purchaser does not exercise the foregoing option prior to the third anniversary of the Closing Date, then Purchaser shall have the right, but not the obligation, to assume Seller's interest in this platform prior to Seller's committing to abandonment. If Seller receives a bona fide offer from a third party to purchase the Spark Platform on or after the third anniversary of the Closing Date, Seller shall immediately notify Purchaser of such offer, and Purchaser will then have sixty (60) days in which to match such offer to purchase the Spark Platform pursuant to this Section 12d. Purchaser's failure to match the third party offer in a timely manner will be a waiver of the right of first refusal. The options to purchase the Spark and Spurr Platforms pursuant to thix Xxxtion 12d are personal to Forcenergy Inc and shall vest only in those of its successors and assigns which are affiliates or subsidiaries of Forcenergy, or which succeed to all or substantially all of the assets of Forcenergy Inc. e. Seller shall, at no additional cost to Purchaser, provide up to 20 BCF of Grayling Gas Sands ("GGS") gas to Purchaser at McArthur River Field, to be usex xxxx xor fuel gas in the oil operations at McArthur River and Trading Bay Xxxxxx. Seller and Purchaser shall enter into an agreement for the supply of this fuel gas in substantially the same form as per Schedule B. viExhibit "J" hereto. Seller shall exchange (swap) Failure up to 20 BCF of gas with Purchaser with no exchange fee charged by Seller and Seller will not incur any additional costs associated with this gas exchange. This exchange shall be governed by the PRODUCER applicable provisions of a separate agreement in substantially the same form as Exhibit "J" hereto. At Purchaser's election, Seller shall sell gas to Purchaser pursuant to the applicable provisions of a separate agreement in substantially the same form as Exhibit "J" hereto. f. If the owners of Cook Inlet, other than Seller, xx xot consent to Purchaser as having adequate financial responsibility to meet the Minimum Cattle Delivery Amountobligations of Seller under the Cook Inlet Funding Agreement xxx the Guaranty Agreement, Purchaser agrees to procure and maintain liability insurance, provided such insurance is obtainable at commercially reasonable rates, with financially reputable liability insurance providers, with such deductable and/or self insurance retention levels and in such policy amounts as is commercially reasonable and prudent in connection with the ownership of the Property. Such insurance shall extend to Purchaser's liabilities under the Cook Inlet Funding Agreement xxx the Guaranty Agreement. Such insurance shall designate Seller as an additional insured thereunder. a) Failure g. Seller shall take all necessary action on behalf of Purchaser to insure that Purchaser derives all benefit of Seller in that certain letter agreement dated January 29, 1996 between Seller and Unocal. h. If Purchaser is ever entitled, as a TBU working interest owner, to vote on the possible expansion of the Grayling Gas Sands WIPA, Purchaser will vote on such question as directed by the PRODUCER written instructions of Seller. If the Grayling Gas Sands WIPA should ever be expanded (horizontally or vertically), Purchaser shall execute the necessary State of Alaska forms to deliver effectuate record title transfer of its interests to Seller in the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging TBU Grayling Gas Sands in the PRODUCER expanded area. If Purchaser desires to drill a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%)); and ii. well which results in the PRODUCER being paid for the cattle delivered according to MEATCO’s weekly announced Producer Price instead expansion of the price stipulated in terms of this Contract. vii) In case of cattle being delivered in excess of 100% Grayling Gas Sands WIPA, Purchaser shall first consult with Seller and, if Seller approves such well, Seller shall reimburse Purchaser for Seller's share of the agreed quantity, as per Schedule B costs of this contract: a) additional cattle delivered shall be purchased at MEATCO’s weekly announced Producer Price, at such well simultaneously with Purchaser's assignment of record title in the sole discretion of MEATCO; and b) the cattle delivered above one hundred percent (100%) of the contract quantity shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject expanded Grayling Gas Sands WIPA to terms and conditions to be agreed between the PartiesSeller.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Forcenergy Inc)

Obligations of the Parties. i) The Parties hereby 2.1 For all US Government Contracts that the parties agree to enter into this FIXED PRICE XXXXXXXXX CONTRACTnovate, the parties shall perform their respective obligations under the Applicable FAR Regulations in order to consummate the novation of the US Government Contracts. ii) MEATCO undertakes to procure the cattle from the PRODUCER 2.2 Without limitation of and subject to the terms Applicable FAR Regulations: (a) the Seller shall begin discussions with the Responsible Contracting Officer (as defined in the Applicable FAR Regulations) 30 April 2015, and conditions set out herein andin doing so shall use its reasonable endeavours to identify any possible issues with, additionallyor objections to, the Transaction and/or the proposed novation of US Government Contracts that the Responsible Contracting Officer and/or US Government might raise; (b) the parties shall use their reasonable endeavours to negotiate, on or before 31 May 2015, documentation in Agreed Terms to be entered into as at the Closing Date providing for such sub-contracting arrangements as would customarily be used in a transaction such as the Transaction during the period between Closing and the novation of contracts (the “Interim Period”), or for the duration of any US Government Contracts for which novation does not occur, in accordance with all the terms Applicable FAR Regulations and conditions as set out consistent with the following principles: (i) during the Interim Period, or for the duration of the relevant contract in the Pro Forma Sales Adviceevent that the novation does not occur, excluding clause 14 thereof, annexed hereto as “Schedule A”. iii) The PRODUCER undertakes the Purchaser will perform the Seller’s obligations under the relevant US Government Contracts to familiarize itself with and comply with all MEATCO procedures and Farm Assured Namibian Meat the extent permissible under the Federal Acquisition Regulations (“FAN MEATFAR); (ii) regulationsduring the Interim Period, which will be made available to or for the PRODUCER at the request duration of the PRODUCER. iv) The PRODUCER undertakes to familiarize itself with all export requirements, regulations and requirements as determined by relevant contract in the Directorate of Veterinary Services (“DVS”), which will be made available to the PRODUCER at the request of the PRODUCER, and warrants event that the cattle delivered will be compliant with export requirements and regulations and be fit for human consumption as determined by the DVS. v) In order to qualify for the agreed upon pricenovation does not occur, the PRODUCER shall upon delivery of the cattle to MEATCO, complete and sign a Sales Advice form similar in form to Schedule A to be provided to the Producer by MEATCO and MEATCO shall in turn Seller will perform its obligations in terms of Schedule A and verify that under the PRODUCER has met a minimum of ninety percent (90%) of relevant US Government Contracts to the quantity of cattle which extent necessary to entitle it to payment from the US Government for the work performed under such PRODUCER has committed to deliver to MEATCO (the “Minimum Cattle Delivery Amount”) within the specified delivery period as per Schedule B. vi) Failure by the PRODUCER to meet the Minimum Cattle Delivery Amount a) Failure by the PRODUCER to deliver the Minimum Cattle Delivery Amount as per this Contract, shall result in: i. MEATCO charging the PRODUCER a penalty of Two Thousand Namibian Dollar (N$2 000-00) per each head of cattle not delivered (short of ninety percent (90%))contracts; and ii. (iii) any payments made by the PRODUCER being paid US Government during the Interim Period, or for the cattle delivered according to MEATCO’s weekly announced Producer Price instead duration of the price stipulated relevant contract in terms of this Contract. vii) In case of cattle being delivered the event that novation does not occur, in excess of 100% respect of the relevant contracts shall promptly be paid over by the Seller to the Purchaser; (c) the Seller shall seek US Government consent to the sub-contracting arrangements described in sub-paragraph (b) above on or before 30 June 2015, or as otherwise agreed quantitybetween the parties; (d) the parties shall prepare and provide (or cause to be prepared and provided) to the Responsible Contracting Officer (as defined in the Applicable FAR Regulations) for Novartis Vaccines and Diagnostics Inc., as per Schedule B promptly as practicable, and in any event within two months of this contractthe Closing Date, audited balance sheets of: a(i) additional cattle delivered shall be purchased at MEATCO’s weekly announced Producer Price, at Novartis Vaccines and Diagnostics Inc. as of immediately prior to Closing; (ii) Novartis Vaccines and Diagnostics Inc. as of immediately following Closing; (iii) the sole discretion Purchaser as of MEATCOimmediately prior to Closing; and b(iv) the cattle delivered above one hundred percent Purchaser as of immediately following the Closing; and (100%e) the parties shall provide the following information to the Responsible Contracting Officer: (i) all information required under 48 C.F.R. § 42.1204(e)-(f), including an opinion of legal counsel for the contract quantity transferor and transferee stating that the transfer was properly effected under Applicable Law and the effective date of transfer; and (ii) any other relevant information requested by the Responsible Contracting Officer. The provisions of Clause 4.2.4 shall be paid in accordance with MEATCO’s weekly announced Producer Price, subject apply mutatis mutandis to terms and conditions to be agreed between the Partiesthis Part 2 of Schedule 15.

Appears in 1 contract

Samples: Share and Business Sale Agreement (Novartis Ag)

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