Termination by NOC Clause Samples

Termination by NOC. (a) NOC may terminate this Contract: (i) by giving Contractor written notice if the last remaining Company (or its parent company that provides a guarantee), becomes bankrupt or be declared insolvent: or (ii) by giving Contractor three (3) months written notice if Contractor commits a breach of a material obligation of this Contract, including but not limited to: (i) Contractor knowingly submits a false statement to NOC which is of material consideration for the execution of this Contract; (ii) last remaining Company assigns any interest, right or obligation under this Contract contrary to the provisions of Article 28; or (iii) Contractor fails to comply with approved Development Plans, Work Programs or Budgets. For the avoidance of doubt, if Contractor fails substantially to achieve the Plateau Production Target or Plateau Production Period for reasons including inadequate investment and/or failure to observe and apply Best International Petroleum Industry Practices, NOC may consider this to be a failure within the context of this Article and exercise its rights under this Contract. (b) If Contractor has remedied its breach pursuant to Article 8.1(a) within the three (3) months’ notice period, NOC shall consider the notice as no longer being in effect. If NOC reasonably believes that Contractor is doing its best to remedy the breach and its efforts look promising, then NOC shall extend the notice period accordingly. (c) If NOC terminates this Contract in accordance with Article 8.1(a), Contractor shall: (i) forfeit all its future rights and interests under this Contract as from the date of termination; (ii) release NOC from any and all actions, claims, demands and proceedings that may arise out of such termination other than in respect of a dispute in relation to such termination; and (iii) pay NOC any unspent portion of the Minimum Expenditure Obligation. Otherwise, NOC shall be entitled to recover such balance from Contractor by any means it may deem appropriate. (d) If Petroleum Operations are suspended or substantially curtailed for a period exceeding twelve (12) consecutive Months due to Force Majeure, either NOC or Contractor may terminate this Contract after giving two (2) months written notice. Upon such termination, the provisions of Articles 8.1(c)(i) and 8.1(c)(ii) shall apply, and NOC shall compensate Contractor for accrued but unpaid Petroleum Costs, Supplementary Costs and Remuneration up to the date of termination. (e) If Contractor suspend...