Assignments and Consideration Clause Samples
The "Assignments and Consideration" clause defines the rules regarding the transfer of rights or obligations under a contract and the necessity of something of value exchanged between the parties. In practice, this clause typically restricts one party from assigning their contractual rights or duties to another party without prior written consent, and it confirms that each party is providing valid consideration—such as payment, services, or goods—to support the enforceability of the agreement. Its core function is to ensure that all parties are aware of and agree to any changes in who is responsible under the contract, while also confirming that the contract is legally binding due to the presence of consideration.
Assignments and Consideration. Closing shall occur on June 6th, 2007. At closing, TETON shall remit to the Assignor cash consideration equal to the number of net acres of leasehold assigned multiplied by $75.00 for a total consideration of $431,472.75 subject to adjustment for title defects as provided in Section 3.2. The Assignor shall assign to TETON one hundred percent (100%) of the Assignor’s interest, as to all depths, subject to the retained/reserved overriding royalty interest provided for herein, in the Kirkwood Leasehold. All assignments from the Assignor to TETON shall be on a form of assignment attached hereto as Exhibit 2. In addition, the Assignor shall deliver assignments of federal and state leases on the required forms. Once all assignments have been fully executed by the Parties, TETON shall be responsible for submitting all assignments to the proper agency for approval or to the proper county for recording. All reservations of overriding royalty, as stated above in Article 3.3, shall be expressly stated.
Assignments and Consideration. Closing shall occur on May 18th, 2007. At closing, TETON shall remit to the Assignors cash consideration equal to the number of net acres of leasehold assigned multiplied by $75.00 for a total consideration of $488,325.00, subject to adjustment for title defects as provided in Section 3.2. The Assignors shall advise TETON in writing prior to the date of closing the proportionate amount of such payment payable to Mélange, Tinker, and H▇▇▇▇▇, respectively. The Assignors shall assign to TETON one hundred percent (100%) of the Assignors’ interest, as to all depths, subject to the retained/reserved overriding royalty interests provided for herein, in the Current Leasehold. All assignments from the Assignors to TETON shall be on a form of assignment attached hereto as Exhibit 3. In addition, the Assignors shall deliver assignments of federal and state leases on the required forms. Once all assignments have been fully executed by the Parties, TETON shall be responsible for submitting all assignments to the proper agency for approval or to the proper county for recording. All reservations of overriding royalty, as stated above in Article 3.3, shall be expressly stated.
Assignments and Consideration. Closing shall occur on October 11, 2005. At Closing, AOGI shall remit to Tahosa et al (i) cash consideration equal to the number of net acres of leasehold assigned multiplied by $120.00 and (ii) 675,000 shares of AOGI stock. Notwithstanding the foregoing, in the event the number of net acres of Leasehold assigned exceeds 24,750 net acres the consideration for all of the excess Leasehold shall be equal to the consideration actually paid for the Leasehold by Tahosa et al plus actual acquisition costs (i.e. broker costs, title costs, recording fees, etc.). In the event the number of net acres of leasehold assigned is less than 24,750 net acres, the stock consideration provided for herein shall be reduced proportionately, although no fractional shares shall ever be delivered. Tahosa et al shall assign to AOGI all of Tahosa et al’s right, title and interest (but not its overriding royalty interest) in the Current Leasehold, subject to the overriding royalty interests described in Article 3.3 and the 25% leasehold interest (being the same 25% leasehold interest as is excluded in the definition of Current Leasehold, rather than an additional 25% interest) previously conveyed to E▇▇▇▇▇▇▇. All assignments from Tahosa et al to AOGI shall be on a form of assignment acceptable to all Parties. Once the assignments have been fully executed by the Parties, AOGI shall be responsible for submitting the assignments to the proper agency for approval or to the proper county for recording. The AOGI stock provided for hereunder shall be registered pursuant to the Registration Statement on Form S-3 filed by AOGI with the Securities and Exchange Commission on June 9, 2005. AOGI agrees that, commencing upon the closing of the transactions contemplated by this agreement, it will apply for listing approval from the American Stock Exchange of the aforementioned stock. Tahosa et al agree not to sell more than 25,000 shares of AOGI stock in any given trading day without the express written permission of AOGI.
Assignments and Consideration