Trafigura Petroleum Colombia S Sample Clauses

Trafigura Petroleum Colombia S. A.S. (the Buyer) GeoPark Ltd. (the Guarantor) Amendment agreement No. 3 (the Agreement) Dated February 13, 2017 Between
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Trafigura Petroleum Colombia S. A.S. and (i)”.
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Trafigura Petroleum Colombia S. A.S., (i) any Investment Grade Person and (j) any additional Persons that have been approved in writing by the Administrative Agent and the Majority Revolving Credit Lenders, acting reasonably, at the time of the purchase of crude oil or other Hydrocarbons by such Person from any Credit Party; provided that the approval of the Administrative Agent and the Majority Revolving Credit Lenders shall not be required in connection with any Person (and such Person shall be deemed to constitute an “Eligible Buyer” hereunder) if the aggregate amount of all payments to be made pursuant any Offtake Agreement by all such Eligible Buyers during the 12 month period commencing on the date such Offtake Agreement is entered into does not exceed an amount equal to 5% of the aggregate purchase price paid to the Parent and its Restricted Subsidiaries from sales of Hydrocarbons in the twelve-month period ended on the last day of the month immediately preceding the month such Offtake Agreement is entered into; provided, further that any such Person shall cease to be an Eligible Buyer if:
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Trafigura Petroleum Colombia S. A.S., (i) any Investment Grade Person and
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Trafigura Petroleum Colombia S. A.S. (as the Buyer) and GEOPARK LTD. (as the Guarantor) Contents Clause Page 1 INTERPRETATION 3 2 THE COMMITMENT AND ADVANCES 5 3 PURPOSE 6 4 CONDITIONS PRECEDENT 6 5 UTILISATION 6 6 REIMBURSEMENT AND DEDUCTIONS 7 7 ILLEGALITY AND PREPAYMENT 8 8 DEFAULT INTEREST 10 9 CHANGES TO THE CALCULATION OF INTEREST 10 10 EFFECTS OF VOLUNTARY PREPAYMENT 10 11 FEES 11 12 BUYER PROTECTIONS 11 13 GUARANTEE 13 14 REPRESENTATIONS & WARRANTIES 15 15 UNDERTAKINGS 19 16 COVERAGE RATIOS 22 17 INFORMATION UNDERTAKINGS 23 18 EVENTS OF DEFAULT 25 19 PAYMENT MECHANICS 28 20 DISCLOSURE AND CONFIDENTIALITY 29 21 SET-OFF 30 22 NOTICES 30 23 CALCULATIONS AND CERTIFICATES 31 24 PARTIAL INVALIDITY 32 25 REMEDIES AND WAIVERS 32 26 COUNTERPARTS 32 27 CHANGES TO PARTIES 32 28 GOVERNING LAW 32 29 DISPUTE RESOLUTION AND JURISDICTION 32 30 WAIVER OF IMMUNITY 33 31 AGENT FOR SERVICE OF PROCESS 33 SCHEDULE 1 CONDITIONS PRECEDENT 34 SCHEDULE 2 DEFINITIONS 36 SCHEDULE 3 FORM OF UTILISATION REQUEST 44 SCHEDULE 4 FORM OF DELIVERY UNDERTAKING 45 SCHEDULE 5 PROMISSORY NOTE 47 EXECUTION PAGE 52 This prepayment agreement (the “Agreement”) is entered into on December 18, 2015 by:
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Trafigura Petroleum Colombia S. A.S. Xxxxxxx 00 X° 00-00, Xx. 000, Xxxxxx, Xxxxxxxx Tel. +00 0 000 00 00 Email address: Xxxxxxx.xxxxxxxx@xxxxxxxxx.xxx Attention: Xxxxxxx Xxxxxxxx The Seller: GeoPark Colombia S.A.S. Limited Xxxxx 00 X° 00 - 00. 0xx xxxxx Xxxxxx, Xxxxxxxx Tel. +00 0 000 0000 Email address: xxxxxxxx@xxx-xxxx.xxx Attention: Xxxxxx Xxxxxxx The Guarantor: GeoPark Ltd. Nuestra Xxxxxx xx xxx Xxxxxxx, 000, Xxx Xxxxxx, Xxxxxxxx, Xxxxx Tel: : +00 (0) 0000 0000 Email address: xxxxxxx@xxx-xxxx.xxx Attention: Xxxxx Xxxxxxx Xxxxxx Chiorrini
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Trafigura Petroleum Colombia S. A.S. pursuant to its business of [investment holding]; (iv)
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Trafigura Petroleum Colombia S. A.S. (the “Lender”/”Creditor”) or to whomever represents its rights and is authorized to receive the payment, on the due date of this note that is indicated in number 4 below (the “Due Date”) the amounts consigned in this instrument as principal that the Debtor has received by mutual commerce from the Lender to its entire satisfaction, with interest and the other sums of money mentioned in the present instrument, in accordance with the following terms:
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Trafigura Petroleum Colombia S. A.S. and/or their grantees, endorsees, and successors Reference: Instructions for filling in blank spaces in Promissory Note No. [•]. Dear Sirs:
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