This stock investment representation form is an agreement to acquire shares for an aggregate dollar amount in a private negotiated transaction.
Investment Representation Agreement between Evergreen Resources, Inc. and Delta Petroleum Corporation dated December 17, 1999. 4 pages
The Texas Investment Representation Agreement between Evergreen Resources, Inc. and Delta Petroleum Corporation is a legally binding contract that outlines the terms and conditions of the investment arrangement between both parties. This agreement serves to protect the rights and interests of both Evergreen Resources, Inc. (ERA) and Delta Petroleum Corporation (DPC) during the course of their investment activities in the state of Texas. Key Terms and Clauses: 1. Parties Involved: The agreement clearly identifies Evergreen Resources, Inc. and Delta Petroleum Corporation as the primary parties entering into the investment arrangement. 2. Purpose: The agreement defines the specific purpose of the investment, clarifying the objectives and goals that both ERA and DPC aim to achieve through their collaboration. 3. Scope of Investment: This section outlines the nature and extent of the investment, including the financial commitment, assets involved, and the timeline for the investment. 4. Representations and Warranties: Both ERA and DPC make certain representations and warranties to each other, ensuring that they have the legal capacity, authority, and financial capability to enter into the investment agreement. 5. Confidentiality: The agreement may include a confidentiality clause to protect sensitive information shared between ERA and DPC during the investment period. This clause ensures that the parties maintain strict confidentiality and do not disclose any proprietary or confidential information to third parties. 6. Governing Law: The agreement specifies that the laws of the state of Texas will govern the interpretation, validity, and enforcement of the investment agreement. This ensures legal consistency throughout the investment process. 7. Indemnification: This clause addresses the responsibilities of each party, outlining their obligations to indemnify one another against any losses, damages, or liabilities incurred during the investment term due to a breach of the agreement. Types of Texas Investment Representation Agreements: 1. Joint Venture Agreement: This type of agreement is entered into when ERA and DPC decide to create a separate legal entity to pursue a specific investment opportunity together. This legal entity, known as a joint venture, allows both parties to share ownership, control, and profits of the venture. 2. Share Purchase Agreement: In this case, ERA may agree to purchase shares of a specific class or number from Delta Petroleum Corporation. This agreement stipulates the purchase terms, such as price, payment schedule, and any conditions precedent. 3. Asset Purchase Agreement: This agreement is made when Delta Petroleum Corporation agrees to sell a specific asset or assets to Evergreen Resources, Inc. The agreement outlines the terms of the sale, including the asset details, purchase price, conditions, and warranties. 4. Partnership Agreement: If ERA and DPC opt for a long-term investment arrangement, they may choose to form a general partnership. This agreement details the rights and obligations of each partner, profit-sharing arrangements, decision-making processes, and contributions to the partnership. Note: The specific types and variations of Texas Investment Representation Agreements between Evergreen Resources, Inc. and Delta Petroleum Corporation may vary depending on the specific circumstances, investment objectives, and legal requirements of the parties involved.The Texas Investment Representation Agreement between Evergreen Resources, Inc. and Delta Petroleum Corporation is a legally binding contract that outlines the terms and conditions of the investment arrangement between both parties. This agreement serves to protect the rights and interests of both Evergreen Resources, Inc. (ERA) and Delta Petroleum Corporation (DPC) during the course of their investment activities in the state of Texas. Key Terms and Clauses: 1. Parties Involved: The agreement clearly identifies Evergreen Resources, Inc. and Delta Petroleum Corporation as the primary parties entering into the investment arrangement. 2. Purpose: The agreement defines the specific purpose of the investment, clarifying the objectives and goals that both ERA and DPC aim to achieve through their collaboration. 3. Scope of Investment: This section outlines the nature and extent of the investment, including the financial commitment, assets involved, and the timeline for the investment. 4. Representations and Warranties: Both ERA and DPC make certain representations and warranties to each other, ensuring that they have the legal capacity, authority, and financial capability to enter into the investment agreement. 5. Confidentiality: The agreement may include a confidentiality clause to protect sensitive information shared between ERA and DPC during the investment period. This clause ensures that the parties maintain strict confidentiality and do not disclose any proprietary or confidential information to third parties. 6. Governing Law: The agreement specifies that the laws of the state of Texas will govern the interpretation, validity, and enforcement of the investment agreement. This ensures legal consistency throughout the investment process. 7. Indemnification: This clause addresses the responsibilities of each party, outlining their obligations to indemnify one another against any losses, damages, or liabilities incurred during the investment term due to a breach of the agreement. Types of Texas Investment Representation Agreements: 1. Joint Venture Agreement: This type of agreement is entered into when ERA and DPC decide to create a separate legal entity to pursue a specific investment opportunity together. This legal entity, known as a joint venture, allows both parties to share ownership, control, and profits of the venture. 2. Share Purchase Agreement: In this case, ERA may agree to purchase shares of a specific class or number from Delta Petroleum Corporation. This agreement stipulates the purchase terms, such as price, payment schedule, and any conditions precedent. 3. Asset Purchase Agreement: This agreement is made when Delta Petroleum Corporation agrees to sell a specific asset or assets to Evergreen Resources, Inc. The agreement outlines the terms of the sale, including the asset details, purchase price, conditions, and warranties. 4. Partnership Agreement: If ERA and DPC opt for a long-term investment arrangement, they may choose to form a general partnership. This agreement details the rights and obligations of each partner, profit-sharing arrangements, decision-making processes, and contributions to the partnership. Note: The specific types and variations of Texas Investment Representation Agreements between Evergreen Resources, Inc. and Delta Petroleum Corporation may vary depending on the specific circumstances, investment objectives, and legal requirements of the parties involved.
