Consent to Assign. Farmee agrees that it will not assign, sublease or transfer, in whol▇ ▇▇ ▇art, any rights acquired under this Agreement, including and any interest in the Eni/Nexen Lease, to which Farmee may become entitled without obtaining each Farmor's prior written consent, which shall not be unreasonably withheld. Notwithstanding the foregoing, Farmors hereby agree that Farmee shall have the right to assign to any of its respective Affiliates, or to Ridgewood Energy Corporation, subject to the terms of this Agreement but not otherwise. In any such assignment, sublease or transfer, Farmee shall require its assignees, sublessees, and transferees to expressly assume all obligations owed to either or both Farmors under the terms of this Agreement, and all such pertinent terms shall be incorporated into any and all future instruments translative of title. Any assignment, sublease or transfer executed in contravention of this provision shall be null and void Notwithstanding the forgoing, neither Farmor shall be under any obligation to recognize any assignment of this Agreement pursuant to the terms hereof and Farmee shall remain fully liable to each Farmor for the performance of all obligations required under this Agreement, until it has received from Farmee a true and correct copy of same evidencing that assignee agreed to assume all obligations owed to each or both Farmors under this Agreement and has otherwise ratified this Agreement. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective heirs, successors, representatives, and assigns and shall constitute a covenant running with the leases. Anything contained in this Agreement to the contrary notwithstanding, each Farmor shall have the right, in its sole discretion, to assign to any of its respective Affiliates or to any third party, from time to time, and in whole or in part, its respective rights hereunder.
Appears in 1 contract
Sources: Participation Agreement (Ridgewood Energy L Fund LLC)
Consent to Assign. Farmee agrees that it will not assign, sublease or transfer, in whol▇ ▇▇ ▇art, any rights acquired under this Agreement, including and any interest in the Eni/Nexen Lease, to which Farmee may become entitled without obtaining each Farmor's prior written consent, which shall not be unreasonably withheld. Notwithstanding the foregoing, Farmors hereby agree that Farmee shall have the right to assign to any of its respective Affiliates, or to Ridgewood Energy Corporation, subject to the terms of this Agreement but not otherwise. In any such assignment, sublease or transfer, Farmee Fan-nee shall require its assignees, sublessees, and transferees to expressly assume all obligations owed to either or both Farmors under the terms of this Agreement, and all such pertinent terms shall be incorporated into any and all future instruments translative of title. Any assignment, sublease or transfer executed in contravention of this provision shall be null and void void. Notwithstanding the forgoing, neither Farmor shall be under any obligation to recognize any assignment of this Agreement pursuant to the terms hereof and Farmee shall remain fully liable to each Farmor for the performance of all obligations required under this Agreement, until it has received from Farmee a true and correct copy of same evidencing that assignee agreed to assume all obligations owed to each or both Farmors under this Agreement and has otherwise ratified this Agreement. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective heirs, successors, representatives, and assigns and shall constitute a covenant running with the leases. Anything contained in this Agreement to the contrary notwithstanding, each Farmor shall have the right, in its sole discretion, to assign to any of its respective Affiliates or to any third party, from time to time, and in whole or in part, its respective rights hereunder.
Appears in 1 contract
Sources: Participation Agreement (Ridgewood Energy O Fund LLC)