SEP I definition

SEP I has the meaning ascribed to such term in the preamble.
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SEP I shall have the meaning assigned to it in the introductory paragraph of this Agreement.
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SEP I means Xxxxxxx Energy Partners I, LP, a Delaware limited partnership.
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Examples of SEP I in a sentence

  • To SEP I’s knowledge, the estimates of future capital expenditures and other future exploration and development costs supplied by SEP I to the Reservoir Engineers were prepared in good faith by the management of SOG.

  • SEP I formed SEP Holdings III, LLC (“SEP III”) under the terms of the Delaware Limited Liability Company Act and holds beneficially and of record all the membership interests in SEP III (the “Contributed Interests”).

  • If any provision of the Agreement is rendered or declared illegal or unenforceable by reason of any existing or subsequently enacted legislation or by decree of a court of last resort, the Company and SEP I shall promptly meet and negotiate substitute provisions for those rendered or declared illegal or unenforceable, but all of the remaining provisions of this Agreement shall remain in full force and effect.

  • The execution and delivery by SEP I of this Agreement, the consummation of the transactions contemplated hereby and the performance of all of the terms and conditions hereof to be performed by SEP I has been duly authorized and approved by all requisite limited partnership action on the part of SEP I.

  • SEP I is an “accredited investor” as defined in Rule 501 of Regulation D under the Securities Act of 1933, as amended (the “Securities Act”), including as amended by the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and related interpretations of the Securities and Exchange Commission, and has substantial experience in analyzing and investing in entities like the Company and is capable of evaluating the merits and risks of its investment in the Company.

  • SEP I understands and agrees that the Equity Consideration is not being offered in a manner involving a public offering under, or in a distribution in violation of, the Securities Act or any state or other securities laws.

  • The Company shall not, and shall not permit SEP III, to make any claim or demand, or commence any action asserting any claim or demand, including any claim for indemnification, against SEP I, or any other Person released pursuant to Section 6.12(b), with respect to any Damages released pursuant to Section 6.12(b).

  • SEP I desires to contribute all the membership interests of SEP III to the Company pursuant to the terms of this Agreement in return for the Aggregate Consideration in a transaction described in Section 351 of the Code.

  • The execution and delivery by SEP I of each of the Ancillary Agreements to which it will be a party, the consummation of the transactions contemplated thereby and the performance of all of the terms and conditions thereof to be performed by it have been duly authorized and approved by all requisite limited partnership action on the part of SEP I.

  • SEP I has made available to the Company or the Company’s counsel for review SEP I’s and its subsidiaries’ suspense register(s) with respect to the Oil and Gas Properties listing all amounts held in suspense by SEP I and its subsidiaries with respect to the Oil and Gas Properties.

Related to SEP I

  • Electric distribution company (EDC) means any electric utility subject to the jurisdiction of the Commission.

  • Distribution Company means a distribution company as defined in Section 1 of Chapter 164 of the Massachusetts General Laws.3

  • OP Unit Economic Balance has the meaning set forth in Section 6.03(c) hereof.

  • B.E.P.D. means an entity certified as a Business enterprise owned or operated by people with disabilities as defined in MCC Section 2-92-586.

  • L1. L2 etc means First or second Lowest Offer etc."L1. L2 etc" means First or second Lowest Offer etc. "LC" means Letter of Credit"LC" means Letter of Credit

  • Class I renewable energy means electric energy produced from

  • Class II renewable energy means electric energy produced at a

  • H1, H2 etc means First Highest, Second Highest Offers etc. in Disposal Tenders means

  • Community Contribution Company means a corporation formed under the laws of British Columbia that includes in its articles the following statement:

  • Defined Contribution Dollar Limitation means, for any Limitation Year, $46,000, as adjusted for increases in the cost-of-living under Code section 415(d). If a short Limitation Year is created because of a Plan amendment changing the Limitation Year to a different 12-consecutive month period, the Defined Contribution Dollar Limitation for the short Limitation Year will not exceed the amount determined in the preceding sentence multiplied by a fraction, the numerator of which is the number of months in the short Limitation Year and the denominator of which is 12.

  • Contribution Rate means, in a reserve study as described in RCW 64.34.380, the amount contributed to the reserve account so that the association will have cash reserves to pay major maintenance, repair, or replacement costs without the need of a special assessment.

  • Catch-Up Contribution means an Elective Deferral made to the Plan by a Catch-Up Eligible Participant that, during any taxable year of such Participant, exceeds one of the following:

  • Delayed contribution payment means an amount paid by an employee for purchase of current service. The amount shall be determined using the same formula in KRS 61.5525, and the payment shall not be picked up by the employer. A delayed contribution payment shall be deposited to the member's account and considered as accumulated contributions of the individual member. In determining payments under this subsection, the formula found in this subsection shall prevail over the one found in KRS 212.434;

  • Group I The pool of Mortgage Loans identified in the related Schedules of Mortgage Loans as having been assigned to Group I, including any Qualified Replacement Mortgages delivered in replacement thereof and each Subsequent Mortgage Loan delivered to the Trust for inclusion therein.

  • NI 51-102 means National Instrument 51-102 – Continuous Disclosure Obligations;

  • Group III All applicants for employment who have had two (2) or more years' experience in the trade, are residents of the geographical area constituting the normal construction labor market area, and who have been employed in the normal construction labor market area for at least six (6) months in the last two and one-half (2½) years in the geographical area covered by the collective bargaining agreement.

  • CRR II means Regulation (EU) 2019/876 of the European Parliament and of the Council of 20 May 2019 amending Regulation (EU) No 575/2013 as regards the leverage ratio, the net stable funding ratio, requirements for own funds and eligible liabilities, counterparty credit risk, market risk, exposures to central counterparties, exposures to collective investment undertakings, large exposures, reporting and disclosure requirements, and Regulation (EU) No 648/2012.

  • Group II The pool of Mortgage Loans identified in the related Schedules of Mortgage Loans as having been assigned to Group II, including any Qualified Replacement Mortgages delivered in replacement thereof and each Subsequent Mortgage Loan delivered to the Trust for inclusion therein.

  • Partnership Unit Economic Balance means (i) the Capital Account balance of the General Partner plus the amount of the General Partner’s share of any Partner Minimum Gain or Partnership Minimum Gain, in each case to the extent attributable to the General Partner’s Partnership Units divided by (ii) the number of the General Partner’s Partnership Units.

  • Defined Contribution Plan A retirement plan which provides for an individual account for each participant and for benefits based solely on the amount contributed to the participant's account, and any income, expenses, gains and losses, and any forfeitures of accounts of other participants which the plan may allocate to such participant's account. The Advisory Committee must treat all defined contribution plans (whether or not terminated) maintained by the Employer as a single plan. Solely for purposes of the limitations of Part 2 of this Article III, the Advisory Committee will treat employee contributions made to a defined benefit plan maintained by the Employer as a separate defined contribution plan. The Advisory Committee also will treat as a defined contribution plan an individual medical account (as defined in Code Section 415(l)(2)) included as part of a defined benefit plan maintained by the Employer and, for taxable years ending after December 31, 1985, a welfare benefit fund under Code Section 419(e) maintained by the Employer to the extent there are post-retirement medical benefits allocated to the separate account of a key employee (as defined in Code Section 419A(d)(3)).

  • Contribution Date has the meaning set forth in Section 4.3 hereof.

  • Defined Contribution Plan Fraction means a fraction, the numerator of which is the sum of the annual additions to a Participant’s accounts under all Defined Contribution Plans maintained by one or more Affiliated Companies, and the denominator of which is the sum of the lesser of (i) or (ii) for such Plan Year and for each prior Plan Year of Service with one or more Related Companies, where (i) is the product of 1.25 multiplied by the dollar limitation in effect under Section 415(c)(1)(A) of the Code for the Plan Year (determined without regard to Section 415(c)(6) of the Code), and (ii) is the product of 1.4 multiplied by the amount which may be taken into account under Section 415(c)(1)(B) of the Code (or Section 415(c)(7) of the Code, if applicable) with respect to the Participant for the Plan Year. Solely for purposes of this definition, contributions made directly by an Employee to a Defined Benefit Plan which maintains a qualified cost-of-living arrangement as such term is defined in Section 415(k)(2) shall be treated as Annual Additions. Notwithstanding the foregoing, the numerator of the Defined Contribution Plan Fraction shall be adjusted pursuant to Treasury Regulations 1.415-7(d)(1) and Questions T-6 and T-7 of Internal Revenue Service Notice 83-10.

  • Local Distribution Company or “LDC” means a Person licensed by the OEB as a “Distributor” in connection with a Distribution System.

  • Cash Contribution refers to a direct payment of Contribution in Canadian currency.

  • Defined Contribution Fraction means a fraction, the numerator of which is the sum of the Annual Additions to the Participant's Account under all the defined contribution plans (whether or not terminated) maintained by the Employer for the current and all prior Limitation Years (including the Annual Additions attributable to the Participant's nondeductible Voluntary Contributions to all defined benefit plans, whether or not terminated, maintained by the Employer and the Annual Additions attributable to all welfare benefit funds, as defined in section 419(e) of the Code, and individual medical benefit accounts as defined in section 415(l)(2) of the Code, and simplified employee pensions, maintained by the Employer) and the denominator of which is the sum of the Maximum Aggregate Amounts for the current and all prior Limitation Years of Service with the Employer (regardless of whether a defined contribution plan was maintained by the Employer). The Maximum Aggregate Amount in any Limitation Year is the lesser of one hundred twenty-five percent (125%) of the dollar limitation in effect under section 415(c)(1)(A) of the Code or thirty-five percent (35%) of the Participant's Compensation for such year. If the Employee was a Participant as of the end of the first day of the first Limitation Year beginning after December 31, 1986, in one or more defined contribution plans maintained by the Employer which were in existence on May 6, 1986, the numerator of this fraction will be adjusted if the sum of this fraction and the Defined Benefit Fraction would otherwise exceed one (1.0) under the terms of this Plan. Under the adjustment, an amount equal to the product of (A) the excess of the sum of the fractions over one (1.0) times (B) the denominator of this fraction, will be permanently subtracted from the numerator of this fraction. The adjustment is calculated as of the end of the last Limitation Year beginning before January 1, 1987, and disregarding any changes in the terms and conditions of the Plan made after May 5, 1986, but using the section 415 limitation applicable to the first Limitation Year beginning on or after January 1, 1987. The Annual Additions for any Limitation Year beginning before January 1, 1987 shall not be recomputed to treat all Employee contributions as Annual Additions.

  • Common Unit Economic Balance means (i) the Capital Account balance of the General Partner, plus the amount of the General Partner’s share of any Partner Minimum Gain or Partnership Minimum Gain, in either case to the extent attributable to the General Partner’s ownership of Partnership Common Units and computed on a hypothetical basis after taking into account all allocations through the date on which any allocation is made under Section 6.2.D hereof, divided by (ii) the number of the General Partner’s Partnership Common Units.