Vantage II definition
Examples of Vantage II in a sentence
There are no bankruptcy, reorganization or arrangement proceedings pending against, being contemplated by, or to the knowledge of Rice or the Vantage Midstream Entities, threatened against Rice, Vantage I, Vantage II or any of their respective Subsidiaries.
Rice will not acquire (i) any Oil and Gas Properties other than the Vantage Oil and Gas Properties or (ii) any entity holding any Oil and Gas Properties, directly or indirectly, other than Vantage I and Vantage II, the Vantage Midstream Entities and their respective Subsidiaries.
Effective immediately following the consummation of the transactions described in Section 2.2, each of Vantage I and Vantage II shall contribute their respective limited liability company interests in Vista Holdco to Vantage Investment I and Vantage Investment II, respectively.
KPMG LLP, who has certified certain financial statements of Vantage I, Vantage II, the Company and their respective consolidated subsidiaries, whose report appears in the most recent Preliminary Prospectus and who has delivered the initial letter referred to in Section 9(g) hereof, is an independent public accounting firm with respect to the Company and its consolidated subsidiaries as required by the Securities Act and the rules and regulations thereunder.
Effective immediately following the consummation of the transactions described in Section 2.1, each of VEA and Vista shall distribute their respective limited liability company interests in Vista Holdco to Vantage I and Vantage II, respectively.
Prior to the consummation of the Restructuring, each of Vantage I and Vantage II hereby agrees to cause the applicable Vantage Seller to perform all undertakings, obligations and required acts of such Vantage Seller hereunder and hereby absolutely, irrevocably, primarily and unconditionally guarantees the due, prompt and faithful performance of such undertakings, obligations and required acts by such Vantage Seller.
Each of (i) Quantum V Investment Partners and its Affiliates, (ii) Riverstone V Vantage II Holdings, L.P. and its Affiliates and (iii) LR-Vantage Holdings II, L.P., and its Affiliates constitutes a separate “Investor Group”.
Following the effectiveness of the merger in the preceding sentence, for the avoidance of doubt, Vantage Investment II may make any amendments and restatements or other modifications to the limited liability company agreement of Vantage II as Vantage Investment II desires in its sole discretion.
Notwithstanding anything to the contrary contained in this Agreement, each of the Vantage Sellers, Vantage I, Vantage II and the Company agree that neither it nor any of its Representatives or Affiliates shall have any rights or claims against any Financing Source in connection with or related to this Agreement, the Debt Financing or the transactions contemplated hereby or thereby.
When one or more Periodic Payments has not been paid in full within 10 days after its scheduled due date, payments will be applied first to the current Periodic Payment due, second to delinquent Periodic Payments in the order in which they became due, third to late charges, if any, fourth to any other amounts due under this Security Instrument, and then to reduce the principal balance of the Note.