Change in Control means the occurrence of any of the following: (i) Parent ceases to (x) be the sole managing member of the Borrower or (y) Control the Borrower; (ii) the acquisition of ownership, directly or indirectly, beneficially or of record, by any Person or group (within the meaning of the Exchange Act and the rules of the SEC thereunder as in effect on the date hereof) other than the Permitted Holders, of Equity Interests representing more than 35% of the aggregate ordinary voting power represented by the issued and outstanding Equity Interests of Parent or (iii) occupation of a majority of the seats (other than vacant seats) on the board of directors of Parent by Persons who were neither (1) nominated nor approved by the board of directors of the Borrower nor (2) appointed by directors so nominated or approved.
Elected Commitments means (a) on the Third Amendment Effective Date, $200,000,000, and (b) at any time thereafter, an amount determined in accordance with Section 2.07(f).
Fortis I Entities means the collective reference to Fortis Minerals I, LLC, Fortis Sooner Trend, LLC, Chisos Minerals, LLC and Chisos Land, LLC, and any subsidiary of any of the foregoing.
Guarantors means any Domestic Subsidiary that is a party to the Guarantee and Collateral Agreement as a Guarantor and a Grantor (as such terms are defined in the Guarantee and Collateral Agreement) and guarantees the Indebtedness (including pursuant to Section 6.01(g) and Section 8.14(b)). On the Third Amendment Effective Date, the following Restricted Subsidiaries are Guarantors: Fortis Minerals I, LLC, Fortis Sooner Trend, LLC, Chisos Minerals, LLC, Chisos Land, LLC, Fortis Minerals II, LLC, FM2 STM, LLC, Hacienda Minerals, LLC, Malaga EF7, LLC, Sooner Trend Minerals, LLC, Phillips Energy Partners IV, LLC, Phenom Minerals, LLC and Fortis Administrative Services, LLC.
LLC Agreement means that certain Second Amended and Restated Limited Liability Company Agreement of the Borrower dated as of October [ ], 2019, as further amended from time to time in accordance with the terms thereof but subject to Section 9.17.
Permitted Holders means EnCap Energy Capital Fund X, L.P., any other fund or investment entity managed or administered by EnCap Investments, L.P. or any of its Affiliates, Fortis Management Holdings, LLC, Fortis Management Holdings II, LLC, and New Fortis Minerals, LLC; provided that in no event will any portfolio company of any Permitted Holder be included in the definition of Permitted Holders.
Transactions means, with respect to (i) the Parent, the execution, delivery and performance by the Parent of this Agreement and each other Loan Document to which it is a party, (ii) the Borrower, the execution, delivery and performance by the Borrower of this Agreement, each other Loan Document to which it is a party, the borrowing of Loans, the use of proceeds thereof and the issuance of Letters of Credit hereunder, and the grant of Liens by the Borrower on the Collateral pursuant to the Security Instruments and (iii) each Guarantor, the execution, delivery and performance by such Guarantor of each Loan Document to which it is a party, the guaranteeing of the Indebtedness under the Guarantee and Collateral Agreement by such Guarantor and the grant by such Guarantor of Liens on the Collateral pursuant to the Security Instruments.