NAESB Purchase Agreement definition

NAESB Purchase Agreement means the NAESB form gas purchase agreement, together with the special provisions and any confirmations provided thereunder and including the NGAS Options and Forward Sales Agreement, by and between DPI, on behalf of itself and the other DPI Producers, and SES, in substantially the form of Exhibit I. The NAESB Purchase Agreement will be effective as of the Effective Date, but to the extent Closing occurs on a date that is other than the first of a calendar month, then the Gathering Fees thereunder shall be prorated for the month in which Closing occurs, any volumes delivered by DPI during the remainder of the calendar month in which Closing occurs shall be deemed gathered (not purchased) by SES thereunder, and the purchase of volumes of gas thereunder shall commence on the first day of the calendar month immediately following the month in which closing occurs.
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NAESB Purchase Agreement shall have the meaning attributed to it in the Asset Purchase Agreement.
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NAESB Purchase Agreement is defined in the recitals.
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Examples of NAESB Purchase Agreement in a sentence

  • No later than thirty (30) days after the end of each calendar Year, Gathering System Owners shall determine the total capital costs paid by Gathering System Owners in the prior calendar Year that were made upon a direct request by the Seller or its Affiliates under the NAESB Purchase Agreement or necessary for the Gathering System Owners to meet their obligations under the Applicable Agreements (“Annual Capital Costs”).

  • The NAESB Purchase Agreement shall provide for a corresponding increase in the monthly Gathering Fee and monthly Operating Fee (and or a monthly Capital Fee) thereunder.

  • Any reference to the “Gathering Fees” in the NAESB Purchase Agreement shall be deemed to refer to the Gathering Fees (as modified by the Second Amendment to this Agreement) as if such fees had been effective as of April 1, 2011 (it being understood that NPC shall receive the corresponding benefit under the NAESB Purchase Agreement from such Gathering Fees being effective as of April 1, 2011).

  • To the extent any Additional Capital Costs are paid between the date of this Agreement and the Closing, then the above-described amendments to this Agreement relating to the Gathering Fees under the SES Gathering Agreement shall correspondingly result in a similar increase in the Gathering Fees under the NAESB Purchase Agreement.

  • Except as otherwise contemplated in Exhibit G to the NAESB Purchase Agreement, no amendment, supplement, modification or termination of this Agreement shall be binding unless executed in writing by the Party to be bound thereby.

  • At Closing, Sellers shall have entered into fixed price forward sales commitments with SES as the counterparty (the “Forward Sales Agreements”) in accordance with the NAESB Purchase Agreement.

  • All efforts shall be made to complete investigations within 45 days of receipt of the complaint or on identification of the fraud.

  • Sellers, Buyer and the Guarantors shall comply and perform, or cause to be complied with and performed, all of their respective covenants and agreements pertaining to the NGAS Options and the Xxx Xxx ROFR set forth in Schedules G of the NAESB Purchase Agreement and Schedule H attached hereto, respectively.

  • The NAESB Purchase Agreement shall provide for the dedication of the DPI Producers’ natural gas production derived from their respective oil, gas and mineral interests in the geographic region serviced by the Gathering System, as the same may be extended or enlarged from time to time, and such dedication shall be expressly intended to be covenants running with the land.

  • New NGAS Gathering and DPI shall grant to SES the NGAS Options on the terms and conditions set forth in the NAESB Purchase Agreement.


More Definitions of NAESB Purchase Agreement

NAESB Purchase Agreement shall have the meaning attributed to it in the Asset Purchase Agreement. “Net Profits” means, with respect to a Solely Owned Segment, the excess, if any (as calculated in good faith by the SOS Owners, each as of 11:59 p.m. Eastern Time, on December 31 with respect to such Calendar Year), following the Net Profits Trigger Date of the applicable Net Profits Proceeds over the applicable Net Profits Costs attributable to such Solely Owned Segment. “Net Profits Costs” means, with respect to a Solely Owned Segment, all costs, expenses, taxes, assessments, and liabilities of any kind whatsoever, paid by an SOS Owner in respect of such Solely Owned Segment, including, without limitation, any costs, expenses taxes, assessments, or liabilities relating to acquisition, construction, installation, ownership, use, expansion, extension, operation, maintenance, repair, replacement, marketing, abandonment or other disposition of the Solely Owned Segment, whether required under Applicable Law, under contract, under this Agreement or otherwise, including, without limitation, internal and personnel costs or expenses incurred by the SOS Owners related to any of the same. To the extent that the SOS Owners, in good faith, believe that the Net Profits Costs for the current or the next Calendar Year are expected to exceed the Net Profits Proceeds due to the need for repairs, maintenance, abandonment or compliance with Applicable Law, then such SOS Owners may include in the calculation of Net Profits Costs for the current Calendar Year certain reserves calculated as an estimate of the amount by which such Net Profits Costs are expected to exceed such Net Profits Proceeds. “Net Profits Interest” means, with respect to a Solely Owned Segment or NNG SOS Segments, a contractual net profits interest equal to an amount, expressed as a percentage of the Net Profits, if any, of such
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Related to NAESB Purchase Agreement

  • hire-purchase agreement means an agreement, other than a conditional sale agreement, under which—

  • Note Purchase Agreement means the Note Purchase Agreement, dated as of the Issuance Date, among the Company, the Subordination Agent, the Escrow Agent, the Paying Agent, and the Pass Through Trustee under each Pass Through Trust Agreement providing for, among other things, the issuance and sale of certain equipment notes, as the same may be amended, supplemented or otherwise modified from time to time in accordance with its terms.

  • Unit Purchase Agreement means the Common Unit and Class B Unit Purchase Agreement, dated as of December 1, 2006, among the Partnership and the purchasers named therein.

  • Stock Purchase Agreement means the agreement between the Company and a Purchaser who acquires Shares under the Plan that contains the terms, conditions and restrictions pertaining to the acquisition of such Shares.

  • Series B Purchase Agreement means the Series B Preferred Stock Purchase Agreement with respect to the purchase and sale of shares of the Company’s Series B Preferred Stock, dated as of the date hereof, by and among the Company and the Series B Investors, as it may be amended from time to time.

  • Loan Purchase Agreement The Loan Purchase Agreement described in the Recitals to this Agreement, which Loan Purchase Agreement incorporates the terms of the Aurora Loan Services Seller Guide, as the same may be amended from time to time.

  • Original Purchase Agreement has the meaning set forth in the recitals to this Agreement.

  • Aircraft Purchase Agreement Has the meaning specified in the NPA.

  • Share Purchase Agreement has the meaning set forth in the Recitals.

  • Additional Purchase Agreement means each Additional Purchase Agreement (including the related Additional Xxxx of Sale, the related Blanket Endorsement and any attachments thereto), substantially in the form of Attachment C hereto (of which these Master Terms form a part by reference, provided that in the event of a substitution, the form will be modified accordingly), to be executed by SLM ECFC, Funding and the Interim Eligible Lender Trustee for the benefit of Funding, which certifies that the representations and warranties made by SLM ECFC as set forth in Sections 5(A) and (B) of these Master Terms are true and correct as of the related Purchase Date.

  • Master Purchase Agreement means the master purchase agreement between the Holder and the Corporation dated as of January 30, 2023;

  • Lease-purchase agreement means an agreement for the use of personal property by an individual for personal, family or household purposes, for an initial period of four months or less, that is automatically renewable with each payment after the ini- tial period, but does not obligate or require the consumer to continue leasing or using the property beyond the initial period, and that permits the consumer to become the owner of the property.

  • Series A Purchase Agreement means the Series A Preferred Unit Purchase Agreement, dated as of June 20, 2017, by and among the Partnership and the Series A Purchasers thereunder, as may be amended from time to time.

  • Note Purchase Agreements means (i) that certain Note Purchase Agreement, dated as of April 16, 2014 among the Parent, the Borrower, and the purchasers party thereto, (ii) that certain Note Purchase Agreement, dated as of December 18, 2014 among the Parent, the Borrower, and the purchasers party thereto, and (iii) that certain Note Purchase Agreement, dated as of June 13, 2018, among the Parent, the Borrower, and the purchasers party thereto, in each case as amended from time to time.

  • Purchase Agreement shall have the meaning set forth in the preamble.

  • Receivables Purchase Agreement means the receivables purchase agreement, dated as of the Closing Date, between AHFC and the Seller, as amended or supplemented from time to time.

  • Stock Purchase Agreements the meaning set forth in the recitals to this Agreement.

  • Sale and Purchase Agreement means all the agreements entered into from time to time (whether before, on or after the date of this Agreement) by the Borrower for the sale of the Units and shall include any one or more or all of the Sale and Purchase Agreements.

  • Rental-purchase agreement means an agreement for the use of personal property by a lessee primarily for personal, family, or household purposes, for an initial period of 4 months or less that is automatically renewable with each payment after the initial period and that permits the lessee to become the owner of the property. Rental-purchase agreements shall not include any of the following:

  • Purchase Agreement Assignment means that certain Purchase Agreement Assignment [NW 1997 J], dated as of March 18, 1998, between Lessee and Lessor, as the same may be amended, supplemented or modified from time to time, with a form of Consent and Agreement to be executed by the Manufacturer attached thereto.

  • Asset Purchase Agreement has the meaning set forth in the Recitals.

  • Purchase Agreements has the meaning set forth in the Recitals.

  • Equity Purchase Agreement has the meaning set forth in the recitals.

  • Securities Purchase Agreement shall have the meaning set forth in the recitals hereto.

  • Bond Purchase Agreement means a Bond Purchase Agreement, dated as of the sale of the Series 2019 Bonds, entered into by and between KUB and the Underwriter, in substantially the form of the document attached hereto as Exhibit A, subject to such changes as permitted by Section 9 hereof, as approved by the President and Chief Executive Officer of KUB, consistent with the terms of this resolution;

  • Power Purchase Agreement or "PPA"" shall mean this Power Purchase Agreement including its recitals and Schedules, amended or modified from time to time in accordance with the terms hereof.