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Transcript of IBL II
Limited Liability Corporate Vehicle
50-50 Share Ownership
Reduce Initial Capital Contribution Amount
Possible Deadlock Situation
Allows High Arctic to exit from the JV if certain minimum requirements are not met
Limit by Duration
Non-Compete Clause Non-Compete:
Prohibits Parties from participating in any oil drilling services outside of the JV absent informed written consent by the other Party High Arctic saves $0.7 million by going 50-50 Initial Duration set at 5 years with chances to extend or terminate. Distribution of Profits:
High Arctic gets priority distribution IP Rights:
Sale of Equipment is fine, but IP rights will only be licensed.
Subsequent developments/innovation will be for the sole benefit of High Arcitic Management Structure:
IPM Schlumberger will manage.
High Arctic selected Supervisory managers. Board Structure:
Select single Independent director to prevent deadlock situation.
Managers must be appointed by the Board.
Valuation & Exit Mechanisms