Common use of Closing Obligation Clause in Contracts

Closing Obligation. At the Closing, the following documents shall be delivered and the following events shall occur, the execution of each document and the occurrence of each event being a condition precedent to the others and each being deemed to have occurred simultaneously with the others: (a) Seller shall deliver to Buyer the original executed Assignments and Seller shall execute and deliver to Buyer such other instruments as may be required to convey the Properties to Buyer in accordance with this Agreement. (b) Seller shall deliver or make arrangements to be delivered to Buyer all of Seller’s right, title and interest in and to the Data, and (b) all documents, records, maps, seismic interpretations and data, logs, scout tickets, engineering data, will files, land, accounting and marketing contracts, files and records (the “Records”) that relate to, describe or affect the Assets. (c) Seller and Buyer shall execute and deliver the Preliminary Settlement Statement setting out all adjustments to the Properties Purchase Price as of the Closing Date. (d) Buyer shall deliver to Seller or to the lienholder as agreed between the Parties, to the accounts and in the amounts designated by Seller in the Preliminary Settlement Statement, by direct bank or wire transfer in same day funds, the Adjusted Total Purchase Price reflected in the Preliminary Settlement Statement agreed upon by the Parties. (e) Seller shall deliver to Buyer the certificates referred to in Section 6.5. (f) Seller shall deliver to Buyer the items referred to in Section 6.9. (g) Seller shall deliver on forms supplied by Buyer transfer orders or letters in lieu thereof directing all purchasers of production to make payment to Buyer of proceeds attributable to production from the Assets after the Closing Date. (h) Buyer shall deliver to Seller the certificate referred to in Section 7.5. (i) Energytec shall provide Buyer with executed change of operator forms on all ▇▇▇▇▇ (active or inactive) operated by Energytec on the Properties as required by applicable law in the jurisdiction where the Property is located, to effect a change of operator for the Properties, subject to any applicable operating agreement with non-selling co-owners. (j) Immediately after the Closing, Buyer shall notify all non-operators, oil and gas buyers, governmental agencies and royalty owners that it has purchased the Properties and Seller and Buyer shall execute any necessary transfer orders. (k) Third Party Owners shall delver to Buyer such documents and assignments as Buyer shall reasonably request. (l) The Escrow Agreement, if required pursuant to the terms of this Agreement, shall be executed by the Parties and delivered to the Escrow Agent.

Closing Obligation. At the Closing, the following documents shall be delivered and the following events shall occur, the execution of each document and the occurrence of each event being a condition precedent to the others and each being deemed to have occurred simultaneously with the others:, (a) Seller shall deliver to Buyer the original executed Assignments and Seller shall execute execute, acknowledge and deliver to Buyer such other instruments Purchaser an Assignment and Bill of Sale in substantia▇▇▇ the form attached hereto as may be required Exhibit H, conveying the Assets to convey the Properties to Buyer in accordance with this Agreement.Purchaser as provided hereby; (b) Seller and Purchaser shall deliver or make arrangements to be delivered to Buyer all of Seller’s rightexecute, title and interest in and to the Data, and (b) all documents, records, maps, seismic interpretations and data, logs, scout tickets, engineering data, will files, land, accounting and marketing contracts, files and records (the “Records”) that relate to, describe or affect the Assets. (c) Seller and Buyer shall execute acknowledge and deliver the Preliminary Settlement Statement setting out all adjustments to the Properties Purchase Price as of the Closing Date. (d) Buyer shall deliver to Seller or to the lienholder as agreed between the Parties, to the accounts and in the amounts designated by Seller in the Preliminary Settlement Statement, by direct bank or wire transfer in same day funds, the Adjusted Total Purchase Price reflected in the Preliminary Settlement Statement agreed upon by the Parties. (e) Seller shall deliver to Buyer the certificates referred to in Section 6.5. (f) Seller shall deliver to Buyer the items referred to in Section 6.9. (g) Seller shall deliver on forms supplied by Buyer transfer orders or letters in lieu thereof prepared by Seller directing all purchasers of production to make payment to Buyer Purchaser of proceeds attributable to production from the Assets after as of the Closing Date.Effective Time; (c) Purchaser shall deliver the Adjusted Purchase Price as provided in Article 2; (d) Purchaser and Seller shall execute a preliminary settlement statement (the "Preliminary Statement") prepared by Seller and setting forth the Purchase Price and all adjustments thereto agreed upon by the parties, using the best information available, as provided herein; (e) Purchaser and Seller shall execute a Partial Release of Transportation Agreement in the form attached hereto as Exhibit C-1, a Partial Assignment of Gas Gathering Contract in the form attached hereto as Exhibit C-2, and a First Amendment to Gas Treatment Agreement in the form attached hereto as Exhibit D-1; (f) Purchaser and Seller shall execute an Ingress and Egress Agreement in the form attached hereto as Exhibit L; (g) Purchaser and Seller shall execute an Amendment to the 1989 Operating Agreement in the form attached hereto as Exhibit M. (h) Buyer Purchaser and Seller shall deliver to Seller the certificate referred to in Section 7.5.execute a Termination of Modification of Operatorship attached hereto as Exhibit N. (i) Energytec Purchaser and Seller shall provide Buyer with executed change of operator forms on all ▇▇▇▇▇ (active or inactive) operated by Energytec on the Properties exchange Officer's Certificates as required by applicable law provided in the jurisdiction where the Property is located, to effect a change of operator for the Properties, subject to any applicable operating agreement with non-selling co-owners.Sections 7.3 and 8.3; (j) Immediately after the Closing, Buyer Seller shall notify deliver to Purchaser releases of all non-operators, oil liens and gas buyers, governmental agencies and royalty owners encumbrances other than those that it has purchased the Properties and Seller and Buyer shall execute any necessary transfer orders.have been handled as Title Defects under Section 3.6; (k) Third Party Owners Purchaser and Seller shall delver execute such other instruments and take such other action as may be necessary to Buyer such documents and assignments as Buyer shall reasonably request. (l) The Escrow Agreement, if required pursuant to the terms of carry out their respective obligations under this Agreement, shall be executed by the Parties and delivered to the Escrow Agent.