Offtake Agreement. (See Attached)
Offtake Agreement if requested by the Agent, use its commercially reasonable best efforts to procure consent from Teck Cominco with respect to the assignment of the Offtake Agreement to the Finance Parties.
Offtake Agreement. The Parties shall cause the Operator, on behalf of the Joint Venture, to negotiate with KC in good faith and enter into the Offtake Agreement and KC agrees to negotiate in good faith with the Operator and enter into the Offtake Agreement.
Offtake Agreement. Within thirty (30) days of the date hereof, the Company shall deliver to Acquiror the Offtake Agreement duly executed by each of the parties thereto.
Offtake Agreement. The Borrower shall or shall cause any applicable Subsidiary to maintain the Offtake Agreement at all times during the term of this Agreement.
Offtake Agreement. Lion, XXXX and (by its acceptance hereof as indicated by its signature below) Xxxx agree that, unless Xxxxxxx Xxxxx otherwise agrees, and notwithstanding any provision to the contrary contained in the Offtake Agreement, the amount of the Receivable with respect to the April Shipment shall not be reduced by credit, debit, offset, recoupment, counterclaim or any other manner whatsoever, other than payment in cash held by the Collateral Agent as additional collateral hereunder or applied to the purchase price payable by XXXX to Saudi Arabian Oil Company under the Aramco Agreement.
Offtake Agreement. By reason of the fact that the Collateral consisting of rights under the Offtake Agreement secure Secured Obligations owing to the GS Related Parties but not Secured Obligations owing to Xxxx, the benefits of the Receivables arising under the Offtake Agreement shall (unless otherwise agreed by Xxxxxxx Sachs and Xxxx) be shared by them ratably in connection with the exercise of any remedies hereunder and under the Offtake Agreement by determining their respective ratable shares of such Receivables (calculated as if such Receivables did secure all of the Secured Obligations owing to them) and applying the share of the Proceeds of such Receivables allocable to the GS Related Parties under clause second of Section 9.2, it being acknowledged and agreed that Xxxx, as the Account Debtor with respect to such Receivables, may derive its corresponding benefit by exercising its right of set-off under the Offtake Agreement against an amount up to but not exceeding its ratable share (calculated as aforesaid) of such Receivables (calculated as aforesaid). If any Event of Default shall have occurred and be continuing, the Collateral Agent may apply the balance from the Collateral Account or instruct the bank at which the Collateral Account is maintained to pay the balance of the Collateral Account to or for the benefit of the Collateral Agent.
Offtake Agreement. Upon confirmation of quality of the Vanadium Product for the VBs (defined above) by StorEn acting reasonably, MCR and StorEn agree to enter into an offtake agreement in respect of prescribed Vanadium Product to be supplied to StorEn (Offtake Agreement) that will contain customary provisions including typical supply provisions, representations, warranties, covenants, indemnities, default provisions, rights of termination, record keeping requirements and provisions to address any conflict of interest. MCR and StorEn agree that the obligations to deliver and pay for Vanadium Product under the Offtake Agreement (and the remaining parts of this clause) will commence on satisfaction of customary conditions precedent in 2020 (or such later date as the parties may agree, including that MCR’s project has reached commercial production) and be drafted in long-form based on the principles outlined below:
Offtake Agreement. Agreements such as offtake agreements become of vital importance where a project is dependent on guaranteed offtake for its products3 because offtake agreements represent the source of revenue for the project. An Offtake agreement is a legal contract between two parties regarding specific amounts of goods to be delivered from one party to the other. It is usually used by energy producers like coal mines, power plants4 and also for extracting oil and gas. However, it has been used in some cases of toll transportation facilities, for example the Channel Tunnel.5 An offtake agreement may be made with a purchaser for the purchase of any output produced by the project, in order to divert market risk away from the project company and the lenders.6 In this agreement, the offtake purchaser has to pay for an amount of project service or procure a certain amount of project output over a given time. It therefore provides a secure supply of the required product for offtaker, and the ability to sell its products and secures the project payment stream for the project company. Types of Offtake Agreements: There are various forms, which offtake agreements can take:
2.1.1 Take or Pay Contract: A take or pay contract is a legal agreement between an offteker of a facility’s output and a project company, under which the offtaker agrees to take the project’s product or to make payments to the project company for its good or service to maintain its capacity to produce and deliver the good or service. Moreover, the offtake purchaser makes payments whether or not the good or service is generated at the purchaser’s request. Therefore, the buyer payment obligation for the capacity component is unconditional. 7 Under take-or-pay contracts, payments may be set to cover all fixed costs of the project, fixed operating costs and maintenance costs, debt service, after-tax equity return, or may cover only part of the project’s available capacity.8 It should be noted that, sometimes, these contracts are on a “hell-or-high water” basis9 where, the payment obligation exists even if the project company produces nothing or it is incapable of producing anything. Additionally, in the 1950s and 1960s,a number of so-called “promotional pipelines” were financed on the basis of take-or-pay contracts, which freed the gas purchasers from their obligations to pay in certain circumstances of force majeure.10
2.1.2 Take and Pay Contract: Sometimes, this is called a ‘take-if-offered’ contract. It is requi...
Offtake Agreement. The Offtake Agreement is for the supply and delivery of in total 100,000 metric tonnes of natural rutile concentrate (20,000 tonnes per annum) in the 5-year contract period. The consideration shall be based on the market price for 95% natural rutile concentrate, adjusted for actual TiO₂ content. The offtake under the Offtake Agreement will start on the date of the first delivery of rutile to Iwatani. The Offtake Agreement has a duration of 5 years, possibility for renewals for 3- year periods unless terminated by either party. The agreement is inter alia subject to certain conditions precedent that must be satisfied by 31 March 2023. Xxxxxxxx Platou Securities AS and SpareBank 1 Markets AS act as Financial Advisors to the Company in relation to the Engebø Project Financing. For further information, please contact CEO Xxxx Xxxxxx, telephone +00 000 00 000 or CFO Xxxxxxxxx Xxxxxx, telephone + 00 000 00 000. Oslo, 2 June 2022 Nordic Mining ASA This information is considered to be inside information pursuant to the EU Market Abuse Regulation and is subject to the disclosure requirements pursuant to Section 5-12 the Norwegian Securities Trading Act.
