Applicable AMI Acreage Clause Samples

Applicable AMI Acreage. For the purposes of the Parties’ respective rights and obligations under this Agreement: (a) If an Atlas Person acquires any additional acreage that lies partially within and partially outside of the AMI, all such additional acreage shall be deemed to be within the AMI and the relevant Participating Interest Share shall cover all depths acquired by Atlas with respect to the applicable acquisitions; provided, however, that, except as set forth in Section 6.4(b), the rights and obligations set forth in Section 6.2 and Section 6.3 will not apply to acquisitions of acreage by an Atlas Person that occur as a result of an Atlas Business Transaction. (b) Notwithstanding the proviso in Section 6.4(a), if, after the Effective Date, an Atlas Person acquires any acreage in the AMI (i) directly or indirectly as a result of a consolidation, amalgamation, merger or other business combination, or through the acquisition of stock or equity interests or (ii) by acquiring all or substantially all of the assets of a third party unaffiliated with Atlas Parent, Atlas Energy, Reliance Parent, Reliance and any of their respective Affiliates (each of the transactions described in clauses (i) and (ii), an “Atlas Business Transaction”), and if: (A) the aggregate consideration in the Atlas Business Transaction exceeds $500 million, and acreage within the AMI represents 50% or more of the total value of the acquired equity or assets (or, in the case of a consolidation, amalgamation, merger or other business combination, 50% or more of the total value of such third party) at the time of such acquisition; or (B) the aggregate consideration in the Atlas Business Transaction is $500 million or less, and acreage within the AMI represents 33% or more of the total value of the acquired equity or assets (or, in the case of a consolidation, amalgamation, merger or other business combination, 33% or more of the total value of such third party) at the time of such acquisition; then, in each of cases (A) and (B), such acreage within the AMI acquired as a result of the Atlas Business Transaction shall be treated as Option Acreage, and the Atlas Person shall be obligated to provide Reliance with the option to acquire all, but not less than all, of its Participating Interest Share of such acreage on the same terms and conditions on which the Atlas Person acquired such acreage, with the price based on the value reasonably allocated to such acreage by such Atlas Person in such acquisition and otherwi...