Defined Terms Contract Clauses (5,471)

Defined Terms. As used in this Agreement, the following terms shall have the following meanings specified or indicated (such meanings to be equally applicable to both the singular and plural forms of the terms defined): "AGREEMENT" shall have the meaning specified in the preamble hereof. "CLAIM AMOUNT" shall mean $172,500.00. "COMMON STOCK" shall mean the Company's common stock, $.001 par value per share, and any shares of any other class of common stock whether now or hereafter authorized, having the right to... participate in the distribution of dividends (as and when declared) and assets (upon liquidation of the Company). 1 "COURT" shall mean Circuit Court within the Twelfth Judicial Circuit, Florida. "DISCOUNT" shall mean forty-two (42%) percent, subject to paragraph 3(b) herein. "DTC" shall have the meaning specified in Section 3b. "DWAC" shall have the meaning specified in Section 3b. "FAST" shall have the meaning specified in Section 3b. "MARKET PRICE" on any given date shall mean the lowest Sale Price during the Valuation Period. "PRINCIPAL MARKET" shall mean the Nasdaq National Market, the Nasdaq SmallCap Market, the Over the Counter Bulletin Board, QB marketplace, the American Stock Exchange or the New York Stock Exchange, whichever is at the time the principal trading exchange or market for the Common Stock. "PURCHASE PRICE" shall mean the Market Price during the Valuation Period (or such other date on which the Purchase Price is calculated in accordance with the terms and conditions of this Agreement) less the product of the Discount and the Market Price. "SELLER" shall mean any individual or entity listed on Schedule A, who originally owned the Claims. "TRADING DAY" shall mean any day during which the Principal Market shall be open for business. "TRADING PERIOD" shall mean Trading Days during the Valuation Period. 2 "TRANSFER AGENT" shall mean the transfer agent for the Common Stock (and to any substitute or replacement transfer agent for the Common Stock upon the Company's appointment of any such substitute or replacement transfer agent). "VALUATION PERIOD" shall mean the ten (10) day Trading Period preceding the share request inclusive of the day of any Share Request pursuant to this agreement (the "Trading Period"); provided that the Valuation Period shall be extended as necessary in the event that (1) the Initial Issuance is delivered in more than one tranches pursuant to Sections 3(a) and 3(e), and/or (2) one or more Additional Issuances is required to be made pursuant to Section 3(d) below, in which case the Valuation Period for each issuance shall be extended to include additional trading days pursuant to such issuance. The Valuation Period shall begin on the date of any Share Request pursuant to this Agreement, but shall be suspended to the extent that any subsequent Initial Issuance tranche and/or Additional Issuance is due to be made until such date as such Initial Issuance tranche and/or Additional Issuance is delivered to IBC pursuant to Section 3(b)(iii). Any period of suspension of the Valuation Period shall be established by means of a written notice from IBC to the Company. View More

Defined Terms. Capitalized terms used herein and not otherwise defined shall have their meanings as attributed to such terms in the Receivables Purchase Agreement.

Defined Terms. Any term used herein that is not otherwise defined herein shall have the meaning ascribed to such term as provided in the Agreement.

Defined Terms. All terms defined in the Transfer Agreement and used herein shall have such defined meanings when used herein, unless otherwise defined herein.

Defined Terms. Capitalized terms used but not defined in this Agreement shall have the meaning given to such capitalized terms in the Note Purchase Agreements.

Defined Terms. Unless otherwise defined herein, the capitalized terms used herein shall have the same meanings set forth in the Lease.

Defined Terms. All capitalized terms used herein shall have the meanings ascribed to them in the Agreement unless otherwise defined herein. "Addition Cut-Off Date" shall mean, with respect to the Additional Accounts designated hereby, June 30, 2016. "Addition Date" shall mean, with respect to the Additional Accounts designated on Schedule 1 hereto, August 3, 2016. "Notice Date" shall mean, with respect to the Additional Accounts designated on Schedule 1 hereto, July 27, 2016 which shall be a date on or prior t...o the third Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.12(a) of the Agreement and the fifth Business Day prior to the Addition Date with respect to additions pursuant to subsection 2.12(b) of the Agreement. View More

Defined Terms. Except as otherwise provided in this Agreement, or unless the context clearly indicates otherwise, capitalized terms used but not defined in this Agreement have the definitions as provided in the Plan. In the event of a conflict or inconsistency between the discretionary terms and provisions of the Plan and the provisions of this Agreement, this Agreement shall govern and control. HALCÓN RESOURCES CORPORATION By: /s/ Leah R. Kasparek Leah R. Kasparek Senior Vice President, Human Resources and A...dministration 3 EX-10.22 8 a2230839zex-10_22.htm EX-10.22 Exhibit 10.22 HALCÓN RESOURCES CORPORATION 2016 LONG-TERM INCENTIVE PLAN EMPLOYEE RESTRICTED STOCK AWARD AGREEMENT THIS EMPLOYEE RESTRICTED STOCK AWARD AGREEMENT (this "Agreement") is made between HALCÓN RESOURCES CORPORATION, a Delaware corporation (the "Company"), and the Employee (the "Employee"). WHEREAS, to carry out the purposes of the HALCÓN RESOURCES CORPORATION 2016 LONG-TERM INCENTIVE PLAN (as amended, modified or supplemented, the "Plan"), the Company desires to grant to the Employee a Restricted Stock Award pursuant to the terms of this Agreement and the Plan ("Restricted Stock"). NOW THEREFORE, in consideration of the mutual agreements and other matters set forth herein and in the Plan, the Company and the Employee hereby agree as follows: 1. Grant. On the Date of Grant, the Company hereby grants to the Employee shares of Common Stock (the "Shares") on the terms and conditions set forth herein, in the Grant Information Summary as provided by the Company's third-party Plan administrator's online platform and in the Plan, which Plan is incorporated herein by reference. View More

Defined Terms. Terms used but not defined herein have the respective meanings given to such terms in the Loan Agreement. ARTICLE II Amendments SECTION 2.1. Amendments to the Loan Agreement. As of the date of this Amendment, the Loan Agreement is hereby amended as follows: (a) by deleting "7th" in the definition of "Reporting Date" and inserting "15th" in lieu thereof; ARTICLE III Conditions to Effectiveness SECTION 3.1. This Amendment shall become effective as of the date first written above upon the satisfact...ion of the following condition: (a) the execution and delivery of this Amendment by the Borrower, Collateral Agent and the Administrative Agent. ARTICLE IV Representations and Warranties SECTION 4.1. The Borrower hereby represents and warrants to the Administrative Agent that, as of the date first written above, (i) no Facility Termination Event or Unmatured Facility Termination Event has occurred and is continuing and (ii) the representations and warranties of the Borrower contained in the Loan Agreement are true and correct in all material respects on and as of such day (other than any representation and warranty that is made as of a specific date). ARTICLE V Miscellaneous SECTION 5.1. Governing Law. THIS AMENDMENT AND THE RIGHTS AND OBLIGATIONS OF THE PARTIES UNDER THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF NEW YORK. SECTION 5.2. Severability Clause. In case any provision in this Amendment shall be invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. SECTION 5.3. Ratification. Except as expressly amended and waived hereby, the Loan Agreement is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. SECTION 5.4. Counterparts. The parties hereto may sign one or more copies of this Amendment in counterparts, all of which together shall constitute one and the same agreement. Delivery of an executed signature page of this Amendment by facsimile or email transmission shall be effective as delivery of a manually executed counterpart hereof. SECTION 5.5. Headings. The headings of the Articles and Sections in this Amendment are for convenience of reference only and shall not be deemed to alter or affect the meaning or interpretation of any provisions hereof. View More

Defined Terms. Each defined term used herein and not otherwise defined herein shall have the meaning ascribed to such term in the Credit Agreement.