07-22-2016, 02:05 PM
'Palm' pid='74618' datel Wrote:For the attorneys on the board, Section 13.7 of the SPA has to do with Assignment: "Assignment A party may not sell, assign, encumber or otherwise dispose of its rights and obligations under this Agreement without the prior written consent of the other party provided that if, after Completion, the Buyer wishes to sell, assign, encumber or otherwise dispose of its rights and obligations under this Agreement, it must give notice to the Seller and further such sale, assignment or encumbering shall not be effective unless and until the proposed transferee expressly undertakes in an instrument reasonably satisfactory to the Seller to perform the obligations of the Buyer under this Agreement in respect of the interest to be transferred." Does this mean that Total must sign off on the sale of IOC?
No, I think this is legalese to provide that a new entrant must assure in written form that the SPA terms will be executed. Hey, but I'm not an attorney!