TBNG definition
Examples of TBNG in a sentence
The First Amendment to the TBNG Share Purchase Agreement requires TWL to deliver the TA Stock to the Escrow Agent (as provided for in the Restated Escrow Agreement referenced below) upon receipt of NYSE/AMEX Exchange approval and MMC shall deliver one executed, undated, blank stock power for each stock certificate representing the TA Stock.
Muh.Taahh.san.Tic.Ltd.sti, a corporation organized under the laws of Turkey (“Marhat”), to execute and deliver to each of TBNG, CRBV and PTI an Overriding Royalty Interest Agreement in form and substance satisfactory to each of TWL, Valeura and PTI Holdings granting to TBNG, CRBV and PTI an overriding royalty interest in Exploration License no.
Any audit required for the preparation of any audited operating statements shall be performed by VEI’s auditor, or if such auditor is unable or unwilling to perform such audit, by a firm of independent auditors selected by VEI with the consent of TBNG, PTI or MMC, as applicable, acting reasonably, and, in either case, VEI shall be responsible for all costs incurred in connection with the audit and the preparation of any statements or reports.
If required by VEI, acting reasonably, TBNG, PTI and MMC shall provide access to their respective books and records to VEI or any employees, consultants, financial or legal advisors or other representatives of VEI.
If the auditor requires the assistance of any of TBNG’s, PTI’s or MMC’s personnel to find, collect or interpret the necessary information from such entity’s records, then TBNG, PTI, and/or MMC as applicable, shall cause reasonable assistance to be provided and VEI shall pay reasonable hourly costs to TBNG, PTI and MMC, as applicable, as compensation for the time devoted by such personnel.
TWL shall thereupon automatically be responsible for all such liabilities and obligations, subject to and in accordance with this Agreement, the Share Option Agreement and the TBNG Share Purchase Agreement, without any recourse to PTI Holdings.
If it is ever determined that TBNG’s calculation over-estimated any such tax, or TBNG otherwise is not required to pay any such tax or any such tax is reduced, rebated or otherwise returned to TBNG, in whole or in part, TBNG shall immediately remit the corresponding amounts to PTI and CRBV.
TWL shall thereupon automatically be responsible for all such liabilities and obligations, subject to and in accordance with this Agreement, the Share Option Agreement and the TBNG Share Purchase Agreement, without any recourse to VEI or Valeura.
TBNG shall make available to PTI and CRBV upon request all information reasonably required by PTI and CRBV to confirm TBNG’s calculation of the Other taxes that are payable.
Subject to Section 7.5, the Parties agree that PTI shall timely pay and remit all Other Taxes resulting from or arising in connection with the transfer of the TBNG Exploration License Interests; provided, however, the VAT arising as a result of the transfer of the TBNG Exploration License Interests, and any associated interest, penalties and other similar amounts, shall be dealt with in the manner set forth in Section 2.8 of the ACA.