FSDA JOA definition
FSDA JOA means the joint operating agreement to be entered into by Falcon and TB2 in respect of the South FSDA in accordance with the Amended JVSA. SPCF means the facility and infrastructure comprising the proposed gas processing and compression facility located adjacent to the SS2 wellpad to be developed to process gas within the North FSDA, South FSDA, Dev A++ Area and Dev B Area. SPCF Holding – Unitholders’ and Shareholders’ Deed means the ‘Unitholders’ and Shareholders’ Deed’ governing the SPCF (including any related documents under which. SPP means the Stuart Plateau Pipeline connecting the SPCF and the gas fields located within the North FSDA, South FSDA, Dev A++ Area and Dev B Area. Tax or Taxes means all forms of present and future taxes, goods and services tax, stamp duty, excise, imposts, deductions, charges, withholdings, rates, levies or other governmental impositions imposed, assessed or charged by any Government Agency, together with all interest, penalties, fines, expenses and other additional statutory charges relating to any of them, imposed or withheld by a Government Agency. TB1 means Tamboran (B1) Pty Ltd (ACN 662 327 237). TB2 means Tamboran (B2) Pty Ltd (ACN ▇▇▇ ▇▇▇ ▇▇▇). Transaction means: (a) the sale and purchase of the Assets for the Cash Consideration on the terms and conditions of this agreement; and (b) any other transaction contemplated in the Transaction Documents. Transaction Documents means: (a) this agreement; (b) the Transfer Documents; and (c) any other document the parties agree is a Transaction Document. Transfer means to sell, transfer, grant, farm-down, assign or otherwise dispose of (including by granting an encumbrance or similar). Transfer Documents means any documents necessary to transfer each Sale Interest from the Seller to the Buyer, including the instruments to transfer the Sale Interest to the Buyer, as required under the Petroleum Act and Petroleum Regulations. Warranty means any of the Buyer Warranty, Seller Warranty or Seller Guarantor Warranty and Warranties means all of them.
FSDA JOA means the joint operating agreement governing the North FSDA JV. North FSDA JV means the joint venture in respect of the North FSDA.
FSDA JOA means the joint operating agreement to be entered into by Falcon and TB2 in respect of the North FSDA in accordance with the Amended JVSA. Notice has the meaning given in clause 14.1. Notified Contact Details has the meaning given in clause 14.1. Origin means Origin Energy Limited and includes any of its subsidiaries (as applicable). Payment Date means (i) the date of Completion, in relation to the Cash Consideration paid under this agreement; and (ii) otherwise the date that is 1 Business Day after the date that the Seller Guarantor receives the funds in respect of the PIPE. Permitted Encumbrances means, with respect to the Assets: (a) rights reserved to or vested in any Government Agency by the terms of any instrument or grant of the Dev A++ RL or the C10 RL; (b) Taxes and royalties imposed by the government; and (c) the reservations, limitations, conditions and endorsements applicable to the Permits recorded in the register maintained by the Department that would have shown on a title search conducted 5 Business Days before the Execution Date; and (d) agreements recognised under the Native Title Act 1993 (Cth) which may affect land use right (any Indigenous Land Use Agreement registered under the Native Title Act 1993 (Cth)). Petroleum Act means the Petroleum Act 1984 (NT). Petroleum Information means all information available in respect of the Dev A++ JV, the Dev A++ RL, the C10 RL or the C10 JV in the possession or control of the Seller or its Affiliates, howsoever held or stored. Petroleum Regulations means Petroleum Regulations 2020 (NT). PIPE means the ‘private investment in public equity’ capital raising being undertaken by the Seller Guarantor on or about the week commencing May 12, 2025. Related Bodies Corporate has the meaning given to that term in the Corporations Act. Retained Obligations means all obligations and liabilities of the Seller under or in connection with the Dev A++ JOA or the Assumed Contracts to the extent that they accrue or relate to the period prior to Completion, notwithstanding that they may materialise on or after Completion. Royalty Agreement means each agreement, deed or arrangement under which a Seller Group Member is obliged to pay a royalty (or any other payment referable to the production of Petroleum from the area of the Dev A++ RL or C10 RL) and includes the ‘Royalty Deed (EP 76, EP 98, EP 117) – ▇▇▇▇ ▇▇▇▇▇▇’ entered into between the Seller Parent and ▇▇▇▇ ▇▇▇▇▇▇ Royalty, LP dated 18 September 2022. Sale Interest ...