Seller’s One Time Election to Re-Acquire Leasehold Interests Sample Clauses

Seller’s One Time Election to Re-Acquire Leasehold Interests. If Carrizo commences drilling three Carry Xxxxx before the end of the Drilling Period, Carrizo shall so notify Seller within 20 days after drilling operations cease on the third Carry Well (“Carrizo’s Carry Well Notice”). Upon such notice, Seller shall have the option to re-acquire an undivided 1/3rd working interest in the Leases [excluding Leases or portion of Leases that are: (a) included within a Retained Tract (as defined in Section 4.1) for any well that is not a Carry Well, or (b) included within a drilling and spacing unit acre unit for a Carry Well]. In order to exercise Seller’s option, Seller must perform the following actions within 30 calendar days after Seller receives Carrizo’s Carry Well Notice: (1) give Carrizo written notice of Seller’s election to acquire said undivided 1/3 working interest; and (2) pay to Carrizo 1/3rd of the total amount that Carrizo paid to Seller to buy Seller’s interest in the Leases under Article I above, plus 1/3 of any amount that Carrizo has paid to renew, extend or replace the Leases during the Drilling Period. If Seller timely exercises its option under this Section 4.4, then Carrizo shall assign to Seller a 1/3rd undivided interest in the Leases [excluding Leases or portion of Leases that are: (a) included within a Retained Tract (as defined in Section 4.1) for any well that is not a Carry Well, or (b) included within a drilling and spacing unit for a Carry Well] by assignment substantially in the form attached hereto as Appendix 2. Said interest shall be liable for its pro rata share of costs and expenses other than the costs carried by Carrizo through the tanks as provided in Section 4.3 above. If Seller does not timely exercise its option under this Section 4.4, then Seller shall be deemed to have relinquished its rights and options under this Section 4.4 to re-acquire interests in the Leases.
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Related to Seller’s One Time Election to Re-Acquire Leasehold Interests

  • Merger Sale Conveyance and Lease Section 10.01. Issuer May Consolidate on Certain Terms 44 Section 10.02. Issuer Successor to Be Substituted 44 Section 10.03. Guarantor May Consolidate on Certain Terms 44 Section 10.04. Guarantor Successor to Be Substituted 45 Section 10.05. Assumption by Guarantor 45

  • Merger, Sale, Conveyance or Lease In case of (a) any share exchange, merger or similar transaction of the Company with or into another person or entity (other than a share exchange, merger or similar transaction in which the Company is the acquiring or surviving corporation) or (b) the sale, exchange, lease, transfer or other disposition of all or substantially all of the properties and assets of the Company as an entirety (in any such case, a “Reorganization Event”), then, as a condition of such Reorganization Event, lawful provisions shall be made, and duly executed documents evidencing the same from the Company’s successor shall be delivered to the holders of the Warrants, so that such successor shall succeed to and be substituted for the Company, and assume all the Company’s obligations under, this Agreement and the Warrants. The Company shall thereupon be relieved of any further obligation hereunder or under the Warrants, and the Company as the predecessor corporation may thereupon or at any time thereafter be dissolved, wound up or liquidated. Such successor or assuming entity thereupon may cause to be signed, and may issue either in its own name or in the name of the Company, any or all of the Warrants issuable hereunder which heretofore shall not have been signed by the Company, and may execute and deliver securities in its own name, in fulfillment of its obligations to deliver Warrant Debt Securities upon exercise of the Warrants. All the Warrants so issued shall in all respects have the same legal rank and benefit under this Agreement as the Warrants theretofore or thereafter issued in accordance with the terms of this Agreement as though all of such Warrants had been issued at the date of the execution hereof. In any case of any such Reorganization Event, such changes in phraseology and form (but not in substance) may be made in the Warrants thereafter to be issued as may be appropriate. The Warrant Agent may receive a written opinion of legal counsel as conclusive evidence that any such Reorganization Event complies with the provisions of this Section 3.4.

  • CONSOLIDATION, MERGER, CONVEYANCE, TRANSFER OR LEASE SECTION 8.1. Company May Consolidate, Etc.,

  • Consolidation Merger Sale Conveyance and Lease SECTION 10.01. Company May Consolidate, etc.,

  • Post-Closing Deliveries (a) The Borrower hereby agrees to deliver, or cause to be delivered, to the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent, the items described on Schedule 5.15 hereof on or before the dates specified with respect to such items, or such later dates as may be agreed to by, or as may be waived by, the Administrative Agent in its sole discretion.

  • Seller Closing Deliveries No later than 1 Business Day prior to the Closing Date, Seller shall deliver to Escrow Agent, each of the following items:

  • Seller’s Closing Deliveries At the Closing, Seller shall deliver or cause to be delivered the following:

  • Release of Pre-Closing Claims (a) Except as provided in Section 3.1(c), effective as of the IPO Closing Date, TODCO does hereby, for itself and each other member of the TODCO Group, their respective Affiliates, successors and assigns, and all Persons who at any time prior to the IPO Closing Date have been stockholders, directors, officers, agents or employees of any member of the TODCO Group (in each case, in their respective capacities as such), remise, release and forever discharge Transocean, each member of the Transocean Group and their respective Affiliates, successors and assigns, and all stockholders, directors, officers, agents or employees of any member of the Transocean Group (in each case, in their respective capacities as such), and their respective heirs, executors, administrators, successors and assigns, from any and all Liabilities whatsoever to TODCO and each other member of the TODCO Group, whether at law or in equity (including any right of contribution), whether arising under any contract or agreement, by operation of law or otherwise, existing or arising from any acts or events occurring or failing to occur or alleged to have occurred or to have failed to occur or any conditions existing or alleged to have existed on or before the IPO Closing Date, including in connection with the transactions and all other activities to implement any Prior Transfers, the Separation, the IPO and any Distribution.

  • Seller’s Closing Deliverables At or prior to the Closing, Seller shall deliver, or cause to be delivered, to Buyer each of the following:

  • Seller’s Deliveries at Closing At the Closing, Seller will deliver or cause to be delivered to Buyer:

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