Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / dd-memo-material-contracts.docx
dd-memo-material-contracts.docx
Parties
HARKNESS LLP
Calloway-Briggs Renewables Inc
EXECUTIVE SUMMARY Calloway-Briggs Renewables Inc
Calloway-Briggs Operating Company LLC
Veltara Basin Financial LLC
Solaris West Solar LLC
CBR Holdings LLC
CBR Inc
Dates
April 25, 2022
March 14, 2022
March 28, 2022
April 8, 2022
March 21, 2022
April 22, 2022
June 12, 2018
February 3, 2020
September 28, 2016
November 14, 2018
Amounts
$165
$143
$100
$480
$390
Obligations
Each material contract was reviewed and analyzed against the following standard criteria: (i) Term and renewal provisions, including initial term, extension options, and conditions to renewal; (ii) Change-of-control and assignment provisions, including the definition of "change of control" (or equivalent terms), triggering events, required remedies (notice, consent, or termination right), and the presence or absence of IPO-specific carve-outs; (iii) Termination rights, including termination for cause, termination for convenience, and termination upon the occurrence of specified events (including change-of-control termination rights); (iv) Material adverse effect or material adverse change triggers, including definitions and consequences; (v) Force majeure provisions, including scope of qualifying events, notice requirements, and performance-excuse mechanisms; (vi) Insurance and indemnification obligations, including minimum coverage requirements, additional-insured requirements, and allocation of liability; (vii) Limitation of liability provisions, including aggregate caps, exclusions of consequential or indirect damages, and carve-outs; (viii) Governing law and dispute resolution provisions, including choice of law, arbitration clauses, venue provisions, and jury-trial waivers; and (ix) Disclosure requirements under Regulation S-K Item 601(b)(10), including whether each contract constitutes a material contract upon which the Company's business is substantially dependent or that creates material obligations or entitlements that must be disclosed to prospective investors
4(c) includes an express carve-out providing that "an initial public offering of the equity securities of the ultimate parent entity of [Red Mesa SPV] shall not constitute a Change of Control for purposes of this Section 12
1 requires AWU's prior written consent for any assignment, with the qualification that such consent shall not be unreasonably withheld
2(b) provides that "an initial public offering of equity securities by the Ultimate Parent Entity, or any reorganization or restructuring in connection therewith, shall not constitute a Change of Control for purposes of this Agreement