Qualifying VPP definition
Qualifying VPP means (a) each VPP existing on the Closing Date and (b) any VPP granted by a Group Member or Group Members (the “VPP Seller”) to the purchaser of the VPP (the “VPP Buyer”); provided that (i) during a Borrowing Base Trigger Period, no portion of the working or other interests in oil and gas properties burdened by the VPP (the “VPP Properties”) constitute Collateral, (ii) the consideration for such VPP consists only of cash or cash equivalents, (iii) any obligation of any Group Member to purchase the VPP Buyer’s share of production is at a fair market index price in effect from time to time (adjusted for shrinkage and transportation costs, as applicable), (iv) any Liens securing the VPP or any related obligations of the VPP Seller to the VPP Buyer are limited to the VPP Seller’s retained interests in the VPP Properties and the production therefrom and its rights, titles and interests related thereto, and (v) no Default or Event of Default shall have occurred and be continuing at the time of the grant of the VPP or shall result therefrom.
Qualifying VPP one or more volumetric production payment transactions (each a “VPP”) pursuant to which (a) a Group Member or Group Members (the “VPP Seller”) conveys (the “VPP Conveyance”) a term overriding royalty out of the working or other interests in certain oil and gas properties (which do not constitute Collateral) (the “VPP Properties”) to the purchaser of the VPP (the “VPP Buyer”) for consideration consisting of cash and (b) a Responsible Officer of the Company delivers to Administrative Agent a certificate certifying that, upon consummation of the proposed VPP, the VPP will satisfy all conditions necessary to constitute a Qualifying VPP, and which may contain any of the following provisions: (i) the VPP Seller or another Group Member enters into a Purchase and Sale Agreement (the “VPP PSA”), containing certain representations, warranties and covenants relating to the VPP and VPP Properties and a restriction on further assignments of the VPP Properties, (ii) the VPP Seller or another Group Member enters into a VPP Gas Purchase Contract with the VPP Buyer (the “VPP Gas Purchase Contract”) to purchase the VPP Buyer’s share of production at or near the wellhead at an index price (adjusted for shrinkage and transportation costs, as applicable), (iii) the VPP Seller grants Liens on its retained interests in the VPP Properties and the production therefrom and its rights, titles and interests related thereto pursuant to one or more mortgages and deeds of trust (the “VPP Mortgages”), to secure performance of its ongoing covenants and obligations pursuant to the VPP Conveyance, the VPP PSA, and the VPP Gas Purchase Contract, and (iv) the Company guarantees (the “CEC Guaranty”) the VPP Seller’s performance of these same covenants and obligations; provided, however, if at the time of issuance thereof, the sum of (i) the aggregate cash consideration received by the Group Members for the sale of such VPP plus (ii) the Unamortized VPP Amount, defined below, of all other Qualifying VPPs sold since November 2, 2007 exceeds $3,500,000,000, then only the portion in excess of $3,500,000,000 shall be deemed not to be a Qualifying VPP. For the purpose of determining compliance with Section 7.1, the Unamortized VPP Amount and any non-Qualifying VPP amounts (if applicable) will be calculated as of the last day of the fiscal quarter of the Company. As used above, the “Unamortized VPP Amount” means the value of the remaining production required to be delivered under a VPP as of the time...
Qualifying VPP a volumetric production payment (each a “VPP”) granted by a Group Member or Group Members (the “VPP Seller”) to the purchaser of the VPP (the “VPP Buyer”); provided that (i) the consideration for such VPP consists only of cash, (ii) any obligation of any Group Member to purchase the VPP Buyer’s share of production is at a fair market index price in effect from time to time (adjusted for shrinkage and transportation costs, as applicable), (iii) any Liens securing the VPP or any related obligations of the VPP Seller to the VPP Buyer are limited to the VPP Seller’s retained interests in the oil and gas properties burdened by the VPP (the “VPP Properties”) and the production therefrom and its rights, titles and interests related thereto, and (iv) no Default or Event of Default shall have occurred and be continuing or shall result therefrom.
More Definitions of Qualifying VPP
Qualifying VPP means (a) each VPP existing on the Closing Date and (b) any VPP granted by a Group Member or Group Members (the “VPP Seller”) to the purchaser of the VPP (the “VPP Buyer”); if (i) no portion of the working or other interests in oil and gas properties burdened by the VPP (the “VPP Properties”) constitute Collateral, (ii) the consideration for such VPP consists only of cash or cash equivalents, (iii) any obligation of any Group Member to purchase the VPP Buyer’s share of production is at a fair market index price in effect from time to time (adjusted for shrinkage and transportation costs, as applicable), (iv) any Liens securing the VPP or any related obligations of the VPP Seller to the VPP Buyer are limited to the VPP Seller’s retained interests in the VPP Properties and the production therefrom and its rights, titles and interests related thereto, and (v) no Default or Event of Default shall have occurred and be continuing at the time of the grant of the VPP or shall result therefrom.
Qualifying VPP in their entirety to read as follows:
Qualifying VPP means each VPP existing on the Interim Facility Effective Date.
Qualifying VPP a volumetric production payment (each a “VPP”) granted by a Group Member or Group Members (the “VPP Seller”) to the purchaser of the VPP (the “VPP Buyer”); provided that (i) no portion of the working or other interests in oil and gas properties burdened by the VPP (the “VPP Properties”) constitute Collateral, (ii) the consideration for such VPP consists only of cash, (iii) any obligation of any Group Member to purchase the VPP Buyer’s share of production is at a fair market index price in effect from time to time (adjusted for shrinkage and transportation costs, as applicable), (iv) any Liens securing the VPP or any related obligations of the VPP Seller to the VPP Buyer are limited to the VPP Seller’s retained interests in the VPP Properties and the production therefrom and its rights, titles and interests related thereto, and (v) no Default or Event of Default shall have occurred and be continuing or shall result therefrom.