Non-consenting working interest owner means a working interest owner who does not enter into an agreement with Ascent pertaining to the operation of the Pointer N CRC JF Unit. At the time of this order, there are no non-consenting working interest owners identified by Ascent.
Consenting Party means a Party who agrees to participate in and pay its share of the cost of an Exclusive Operation.
First Amendment Closing Date has the meaning assigned to such term in the First Amendment.
Third Amendment Closing Date has the meaning assigned to such term in the Third Amendment.
Second Amendment Closing Date has the meaning assigned to such term in the Second Amendment.
Required Consenting Noteholders means, as of the relevant date, the Consenting Noteholders then holding greater than fifty and one-tenth percent (50.1%) of the aggregate outstanding principal amount of Senior Notes Claims that are held by all Consenting Noteholders subject to the Restructuring Supporting Agreement as of such date.
Fourth Amendment Closing Date the date on which all the conditions precedent set forth in Section 3 of the Fourth Amendment shall be satisfied or waived.
Consenting working interest owner means any working interest owner who enters into an agreement with SWN pertaining to the operation of the Posey B Unit.
Seller's Closing Certificate means the certificate of Seller in the form of Exhibit C attached hereto.
Settling Parties means, collectively, Plaintiffs, all Settlement Class Members, and Defendants.
Non-Consenting Bank means any Bank that does not approve any consent, waiver or amendment that (a) requires the approval of each Bank or each affected Banks in accordance with the terms of Section 10.05 and (b) has been approved by the Required Banks.
Financing Parties means Parties financing the Project, pursuant to Financing Documents.
Buyer Closing Certificate has the meaning set forth in Section 7.03(d).
Seller Closing Certificate has the meaning set forth in Section 7.02(d).
Non-Consenting Lenders has the meaning specified in Section 3.07(d).
Amendment Closing Date means the first date that all the conditions precedent set forth in this Amendment are satisfied or waived in accordance herewith.
Draft Closing Statement means a draft closing statement, prepared by Seller, as of the close of business of the third (3rd) business day preceding the Closing Date setting forth an estimated calculation of both the Purchase Price and the Estimated Payment Amount.
Pre-Closing Statement has the meaning set forth in Section 2.4(a).
Closing Press Release has the meaning set forth in Section 5.4(b).
Non-Consenting Lender means any Lender that does not approve any consent, waiver or amendment that (a) requires the approval of all Lenders or all affected Lenders in accordance with the terms of Section 11.01 and (b) has been approved by the Required Lenders.
Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.
Buyer Representatives shall have the meaning set forth in Section 6.4(a).
Seller’s Representatives means Seller’s accountants, employees, counsel, environmental consultants, financial advisors, and other representatives.
Seller’s Closing Documents as defined in Section 3.2(a).
Seller Representatives has the meaning set forth in Section 5.8(a).
Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.