Project Operator is a special purpose vehicle
(a) Subject to paragraph (b), Project Operator must:
(i) be a special purpose vehicle established for the sole purpose of carrying on the Project and the business and activities contemplated by this agreement;
(ii) not carry on, or have previously carried on prior to the Signing Date, any other business or activity other than the Project or the business and activities contemplated by or reasonably incidental to this agreement;
(iii) own, or otherwise hold in its name, the Project, including all assets, legal rights and Authorisations reasonably required to carry on the Project; and
(iv) receive all revenue generated by, and other economic value associated with, the Project, including being the counterparty to all revenue contracts and other revenue arrangements in respect of the Project;
(v) not hold, acquire or create any Subsidiary without the Commonwealth’s prior written consent; and
(vi) without limiting clause 23.4 (“Change in Control”), as soon as practicable after the occurrence of the change:
(A) notify the Commonwealth of changes in the ownership of Project Operator since the assessment of the Tender; and
(B) provide to the Commonwealth updated group structuring diagrams since the assessment of the Tender.
(b) Despite paragraph (a), Project Operator may enter into a contract or other arrangement (including as part of a Wholesale Contract) with another person:
(i) for that person to be registered as “intermediary” (as defined in the NER) for Project Operator in respect of the Project (“Permitted Intermediary Contract”); or
(ii) to enter into a “reallocation” (as defined in the NER) involving that other person in respect of the Project, (“Permitted Arrangement”).
Project Operator. (i) agrees that the Commonwealth will require access to Settlements Ready Data relating to the Project [and the Associated Project (as applicable)] on a periodic basis; and [Note: bracketed wording to be included for all Hybrid Projects, except that the words “(as applicable)” are to be omitted for Assessed Hybrid Projects.] (ii) consents to the Commonwealth requesting that data from AEMO, and AEMO providing it to the Commonwealth.
Project Operator. The Parties mutually acknowledge and intend that the Project will be directly carried out by the Project Operator, and therefore, subject to Section 2.2 regarding certain several obligations of the Recipients, agree as follows:
(a) as between the Province and the Recipients, all obligations of the Recipients under this Agreement will be carried out by the Project Operator as agent for and on behalf of the Recipients, and the Province will look only to the Project Operator to carry out those obligations of the Recipients;
(b) the Province shall have no obligation to look beyond the Project Operator or to have regard to contractual arrangements among the AOSP Joint Venture or to communicate with the Recipients other than through the Project Operator as contemplated by Sections 7.5 and 7.6, except as specified in Section 7.5; and
(c) all payments of the Funding shall be made solely to the Project Operator on behalf of the Recipients. Shell Canada Energy represents and warrants to the Province that its execution of this Agreement has been duly authorized both in its own behalf and on behalf of and as agent for Chevron and Marathon.
Project Operator. GEMXX and MLJV shall co-manage project operations. Following the GEMXX buy-in, GEMXX and MLJV shall form a management committee to establish, in advance, exploration, mining and budget matters and plans. If MLJV and GEMXX cannot reach agreement on any aspect of these project management items or plans then a third party, agreeable to both MLJV and GEMXX, will be appointed to resolve the disagreement in accordance with mining industry standards or any special circumstances that may be encountered. MLJV and GEMXX will endeavor to use their best efforts, information and resources to work together and resolve any project-related disputes.
Project Operator. Siga will be the operator and manager of the project. Siga shall have full operating authority during its tenure on the property, and shall carry such insurance for its actions as is reasonable and customary, and in accordance with the laws of British Columbia. As operator, Siga will be responsible for bonds, fees and general costs for its operations, including any environmental liabilities incurred after the date of this Agreement.
Project Operator. Petroglyph Operating Company, Inc. is hereby designated as Project Operator, and by its signature hereto agrees and consents to accept the duties and obligations of Project Operator for the development and production of Project Substances as herein provided. Whenever reference is made herein to the Project Operator, such reference means the Project Operator acting in that capacity and not as an owner of interest in Project Substances, and the term "Working Interest Owner" when used herein shall include or refer to Project Operator as the owner of a Working Interest when such an interest is owned by it.
Project Operator. 4.1 CLM shall become the Operator of the project on the Property (the “Project”) on the Acceptance Date.
4.2 CLM shall keep Romios advised of all Mining Operations by submitting in writing to Romios: (i) quarterly progress reports in respect of Mining Operations commencing for the period ending June 1 of each year for the immediately preceding three (3) months to be delivered to Romios within fifteen (15) days following the end of the quarterly period (for the first Quarterly Report, by no later than June 16, 2019) which reports shall include all pertinent data including, without limitation, the status of the Work Program, a statement of Expenditures incurred, drill logs and assay results, survey results, geological and resource figures and production reports (a “Quarterly Report”); (ii) periodic summaries of data acquired as reasonably required by Romios; (iii) copies of all reports concerning Mining Operations; (iv) a detailed final report within thirty (30) days after completion of each Work Program which shall include comparisons between actual and budgeted Expenditures and a comparison between the objectives and results of the Work Program (the “Final Work Program Report”); and (v) reports of all significant assay results as soon as assay results are available. At all reasonable times CLM shall provide the representative of Romios access to and the right to copy all maps, drill logs, core tests, reports, surveys, assays, analyses, production reports, operations, technical, accounting and financial records and other information acquired in Mining Operations, subject to the terms and conditions of this Option Agreement.
4.3 CLM may at its sole discretion commence discussions, negotiations or consultations with any First Nation or other aboriginal peoples related to the Property or Mining Operations or the related rights and obligations hereunder or under Laws with respect to the Property or Mining Operations, including as to the nature, scope, direction and content of such discussions, negotiations or consultations. Romios shall be responsible for all payments to any First Nation or other aboriginal peoples related to the Property incurred prior to December 31, 2018. CLM shall be responsible for all payments to any First Nation or other aboriginal peoples related to the Property from January 1, 2019 during the term of this Option Agreement and after the exercise of the Option.
4.4 CLM shall conduct all Mining Operations in a good, workmanlike and effici...
Project Operator. PREMIER shall be the sole Project Operator of the Joint Venture during the initial period, the earn-in period, and so long as its interest is 50% or greater. Following the Premier earn-in, Premier and LKA shall form a management committee to establish, in advance, exploration, mining and budget matters and plans. If LKA and Premier can not reach agreement on any aspect of these project management items or plans then a third party, agreeable to both LKA and Premier, will be appointed to resolve the disagreement in accordance with mining industry standards or any special circumstances that may be encountered. LKA and Premier will endeavor to use their best efforts, information and resources to work together and resolve any project-related disputes.
Project Operator. The Parties shall use their reasonable endeavours to procure that the Participants appoint MPAL Old and/or, following the exercise of the Xxxxx Shoal Interests Option Deed, MPAL New, as the Operator of the Project. If MPAL Old or MPAL New (as applicable) is appointed by the Participants as the Operator:
(a) MPC shall enter into and perform, and the Parties shall procure that MPAL Old or MPAL New (as applicable) enters into and performs, its obligations under an Operating Services Agreement; and
(b) if MPAL New is elected as Operator, the Parties shall use their reasonable endeavours to procure that Xxxxxx, MPAL Old and MPAL New enter into such agreements as may be necessary or desirable to effect a novation or transfer of MPAL Old’s rights and obligations under the Technical Services Agreement to MPAL New. The Parties agree to undertake good faith negotiations in respect of service fees payable to MPC and the scope and standard of services to be provided by MPC and how such services may be procured through third parties, with consideration given to the manner in which the cost of such MPC services may be borne by the Participants.
