Collection of Proceeds of Production. Section 3.1 Pursuant to the assignment made by Debtor in paragraph B of the granting clause of this Instrument, R&M is entitled to receive all of the severed and extracted Hydrocarbons produced from or attributed to all of the Interests, together with all of the proceeds thereof. Debtor acknowledge and agree that said assignment is intended to be absolute and unconditional and not merely a pledge of or creation of a security interest therein or assignment as additional security. Debtor hereby receiving or having in their possession any such Hydrocarbons or proceeds to treat and regard R&M as the party entitled, in Debtors' place and stead, to receive such Hydrocarbons and proceeds; and said parties shall be fully protected in so treating and regarding R&M and shall be under no obligation to see the application by R&M of any such proceeds received by it. Section 3.2 All of the proceeds received by R&M pursuant to Section 3.1 shall be applied by R&M in accordance with the terms of the Loan Agreement. Section 3.3 Upon any sale of any of the Collateral by or for the benefit of R&M pursuant to Article V, the Hydrocarbons thereafter produced from or attributed to the part of the Collateral so sold, and the proceeds thereof, shall be included in such sale and shall pass to the purchaser free and clear of the provisions of this Article. Section 3.4 R&M is hereby absolved from all liability for failure to enforce collection of any such Hydrocarbons or proceeds and from all other responsibility in connection therewith, except the responsibility to account to Debtor for proceeds actually received. Section 3.5 Debtor shall indemnify R&M against all claims, actions, liabilities, judgments, costs, attorneys' fees and other charges of whatsoever kind or nature (herein called "Claims") made against or incurred by R&M as a consequence of the assertion, either before or after the payment in full of the Obligations, that R&M received Hydrocarbons or proceeds pursuant to this Article which were claimed by or due to third persons. R&M shall have the right to employ attorneys and to defend against any Claims, and unless furnished with reasonable indemnity, R&M shall have the right to pay or compromise and adjust all Claims. Debtor shall indemnify and pay to R&M all such amounts as may be paid in respect thereof or as may be successfully adjudicated against R&M. The liabilities of Debtor as set forth in this section shall survive the termination of this Instrument. Section 3.6 Nothing in this Instrument shall be deemed or construed to create a delegation to or assumption by R&M of the duties and obligations of Debtor, or either of them, under any agreement or contract relating to the Collateral or any portion thereof, and all of the parties to any such contract shall continue to look to Debtor, or either of them, for performance of all covenants and other obligations and the satisfaction of all representations and warranties of Debtor, or either of them, thereunder, notwithstanding the assignment of production and proceeds herein made or the exercise by R&M, prior to foreclosure, of any of its rights hereunder or under applicable law.
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Collection of Proceeds of Production. Section 3.1 Pursuant to the assignment made by Debtor in paragraph B of the granting clause of this Instrument, R&M Grantee is entitled to receive all of the severed and extracted Hydrocarbons produced from or attributed to all of the Interests, together with all of the proceeds thereof. Debtor acknowledge acknowledges and agree agrees that said assignment is intended to be an absolute and unconditional assignment and not merely a pledge of or creation of a security interest therein or assignment as additional security. Debtor hereby authorizes and directs all parties producing, purchasing, receiving or having in their possession any such Hydrocarbons or proceeds to treat and regard R&M Grantee as the party entitled, in Debtors' Debtor's place and stead, to receive such Hydrocarbons and proceeds; and said parties shall be fully protected in so treating and regarding R&M Grantee and shall be under no obligation to see to the application by R&M Grantee of any such proceeds received by it.
Section 3.2 All of the proceeds received by R&M Grantee pursuant to Section 3.1 shall be applied by R&M Grantee in accordance with the terms of the Loan Credit Agreement.
Section 3.3 Upon any sale of any of the Collateral by or for the benefit of R&M Grantee pursuant to Article V, the Hydrocarbons thereafter produced from or attributed to the part of the Collateral so sold, and the proceeds thereof, shall be included in such sale and shall pass to the purchaser free and clear of the provisions of this Article.
Section 3.4 R&M Grantee is hereby absolved from all liability for failure to enforce collection of any such Hydrocarbons or proceeds and from all other responsibility in connection therewith, except the responsibility to account to Debtor for proceeds actually received.
Section 3.5 Debtor shall indemnify R&M Grantee against all claims, actions, liabilities, judgments, costs, attorneys' fees and other charges of whatsoever kind or nature (herein called "Claims") made against or incurred by R&M Grantee as a consequence of the assertion, either before or after the payment in full of the Obligations, that R&M Grantee received Hydrocarbons or proceeds pursuant to this Article which were claimed by or due to third persons. R&M Grantee shall have the right to employ attorneys and to defend against any Claims, and unless furnished with reasonable indemnity, R&M - Grantee shall have the right to pay or compromise and adjust all Claims. Debtor shall indemnify and pay to R&M Grantee all such amounts as may be paid in respect thereof or as may be successfully adjudicated against R&M. Grantee. The liabilities of Debtor as set forth in this section Section shall survive the termination of this Instrument.
Section 3.6 Nothing in this Instrument shall be deemed or construed to create a delegation to or assumption by R&M Grantee of the duties and obligations of Debtor, or either of them, Debtor under any agreement or contract relating to the Collateral or any portion thereof, and all of the parties to any such contract shall continue to look to Debtor, or either of them, Debtor for performance of all covenants and other obligations and the satisfaction of all representations and warranties of Debtor, or either of them, Debtor thereunder, notwithstanding the assignment of production and proceeds herein made or the exercise by R&MGrantee, prior to foreclosure, of any of its rights hereunder or under applicable law.
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