EXPLOITATION PHASE Clause Samples
EXPLOITATION PHASE. 7.1 Within 2 (TWO) months of taking a Decision to Mine, the Participants shall decide whether to form a new legal entity to conduct Mining , and on failure to reach such an agreement, the Joint Venture will continue to operate in accordance with the terms and conditions set out hereunder.
7.2 The Participants shall procure at the commencement of the Exploitation Phase (or earlier if necessary), that an HDP Participant is introduced into the Joint Venture having a Participation Interest sufficient to satisfy the requirements of the MPRDA and the Charter; provided that by the commencement of Commercial Production the HDP Participant shall have a Participation Interest of at least 26% (TWENTY SIX PERCENT). The identity of the HDP Participant shall require the prior written approval of both Participants which approvals shall not be unreasonably withheld. CIS/AAP/669 Page 48 1256/AAP/KJW 26/04/2004
7.3 The balance of the Participation Interest after the introduction of the HDP Participant shall be divided between PPL and Plateau based on their respective contribution values as determined in the Bankable Feasibility Study. The value of the PPL Rights (“the PPL Value”) will be equal to the Net Present Value (“NPV”) of exploiting the PPL Rights as a stand alone Mining operation by applying an agreed discount rate. The discount rate for the farms Drenthe 778 L.R. and Overysel 815 L.R. shall be equal. If the Parties are unable to agree a discount rate for Witrivier 778 L.R. or if the inclusion thereof does not add value to the Joint Venture Project that property shall no longer form part of the Joint Venture. The value of the Plateau Rights (“the Plateau Value”) will be equal to the aggregate of all Exploration Expenditure incurred by Plateau up to the commencement of the Exploitation Phase and the Net Present Value (“NPV”) of exploiting the Plateau Rights as a stand alone Mining operation by applying an agreed discount rate.
7.4 Should the PPL Value and the Plateau Value differ then in the event that the Plateau Value is greater than the PPL Value, then PPL’s initial Participation Interest in the Exploitation Phase shall be reduced proportionately and PPL shall have the election to :
7.4.1 remain at its reduced Participation Interest (subject to dilution (as determined in accordance with 7.8) in the event that it elects to have a CIS/AAP/669 Page 49 1256/AAP/KJW 26/04/2004 Non-Contributory Participation Interest in accordance with 7.5 or is deemed to have so electe...
EXPLOITATION PHASE. 7.1 Should the Participants pursuant to a Bankable Feasibility Study, decide to proceed to the Exploitation Phase of the Joint Venture Project, the Participants shall decide whether to form a new legal entity to conduct exploitation, and on failure to reach such an agreement, the Joint Venture will continue to operate in accordance with the terms and conditions set out hereunder.
7.2 During the Exploitation Phase all Capital Expenditure and Operating Expenditure requirements of the Joint Venture Project shall be funded by the Participants in accordance with their respective Participation Interests in the Joint Venture from time to time.
7.3 In regard to management of the cash of the Joint Venture during the Exploitation Phase:
7.3.1 all of the Proceeds and all the other revenue of the Joint Venture derived from the sale of anything else by or on behalf of the Participants as a result of the holding of their Participation Interests in the Joint Venture, or any insurance proceeds as a result of a claim for loss of Profits, will be paid into a bank account in the name of the Joint Venture;
7.3.2 Operating Expenditure and Capital Expenditure of the Joint Venture shall be paid for by the Manager out of the bank account referred to in 7.3.1;
7.3.3 the Manager shall retain sufficient funds in the said bank account to fund working capital of the Joint Venture required for Operating Expenditure and Capital Expenditure of the Joint Venture in an amount to be determined by the Manager, which amount may be varied by the Management Committee at any time;
7.3.4 the Participants will maintain the Profit distribution policy whereby, subject to the making of appropriate specific reservations, the portion of annual Profit to be distributed and the portion thereof to be retained, will be commensurate with the maintaining of a sound financial position of the Joint Venture.
7.4 It is recorded that all liabilities and obligations of the Joint Venture shall be borne by the Participants in accordance with their respective Participation Interests in the Joint Venture from time to time.
7.5 All Capital Expenditure and Operating Expenditure will only be incurred in terms of a Budget and/or the Manager's schedule of authority. The Management Committee shall be required to approve Budgets, cash flow forecasts and cash call procedures.
7.6 Should a community trust or similar such entity be established by the Participants in relation to the Joint Venture Project during the Exploitation ...
EXPLOITATION PHASE. During the Exploitation Phase costs of permanent employees engaged in the execution of Petroleum Operations, particularly salaries, benefits, contributions and expatriation costs, shall be recovered by the Operator through flat fees determined on a man-per-day basis for the applicable categories of personnel. After their approval by the Operating Committee, the flat fees shall be charged to the Joint Account. To readjust the costs actually incurred, each Party may ask the Operating Committee to update these flat fees.
EXPLOITATION PHASE. 4.1. The parties will collaborate with respect to identification and exploitation of world-wide industrial needs for nanotechnology applications and to jointly respond to such needs with regard to mutually beneficial research, product development, product commercialization and education as provided herein (the "Exploitation Phase").
4.2. The Exploitation Phase shall include, without limitation, the following activities, subject to the terms and conditions provided in this Agreement:
(i) Continued joint nanotechnology research and product development, including experimentation of mono and multilayers on flexible substrates;
(ii) Exclusive for NWPC exploitation and commercialization of the Nanotechnology related to the DTLF method described in Exhibit;
(iii) Joint education, training and collaboration on publishable research;
(iv) Exchange of scientists;
(v) Execution of research topics of broad and specific industrial interest; and
(vi) Benchmarking in the field of advanced nanotechnologies;