Common use of DIVISION ORDER Clause in Contracts

DIVISION ORDER. (a) Buyer will hold the basic division order for each of the leases identified in the Exhibit(s) to this Agreement and will tender payments to interest owners in a manner consistent with division order executed by such interest owners. Seller shall: (i) furnish, at its expense, evidence of title reasonably acceptable to Buyer; (ii) provide to Buyer the names, social security numbers or tax identification numbers and current mailing addresses of all interest owners; (iii) indemnify Buyer from all liability resulting from payments made to interest owners identified by Seller pursuant to clause (ii) above including, but not limited to, attorney fees incurred by Buyer or judgments affecting Buyer in connection with any suit in respect of ownership of interests in any of the leases identified in the Exhibit(s) to this Agreement; and (iv) indemnify Buyer from all liability for interest on any payment withheld as permitted by this Agreement or applicable law or because, in the reasonable opinion of Buyer, title to an interest is not marketable. (b) As used in clause (a)(i), above, the term “evidence of title reasonably acceptable to Buyer” may include a Division Order Title Opinion (and any necessary supplements thereto) prepared on the basis of an attorney’s examination of (i) complete abstract coverage of the lands included in the subject lease from the inception of title to a time subsequent to the date of the first delivery of the Product purchased by Buyer under this Agreement, certified by a bonded abstractor authorized to do business in the county or counties in which the lands are located, (ii) complete copies of the subject leases(s), together with receipts showing the proper payment of all delay rentals previously due and payable, and/or (iii) copies of all spacing, unitization, or other conservation orders affecting the subject lease(s), and/or such other evidence of title to said land or the production therefrom as may be reasonably required by Buyer. On or before the date that the Product is first delivered to Buyer hereunder, Seller shall provide such evidence of title to Buyer at the following address: ▇▇▇▇▇▇▇▇ 66 Company Division Order Dept. ▇.▇. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ (c) Notwithstanding anything to the contrary in this Agreement, with respect to payables, Buyer shall have the right to (i) withhold payment to any interest owner(s) until the total amount owed equals $25, or until 12 months’ proceeds have accumulated, whichever occurs first, or as prescribed by applicable law; or (ii) initiate an action in the nature of interpleader with respect to any interest in dispute and may deposit payments in dispute with the court. If any interest has been suspended for more than 12 months, and in any event upon expiration or termination of this Agreement, Buyer shall have the right to tender any suspended payments in its possession directly to Seller which shall constitute full satisfaction of Buyer’s obligations with respect to such payments and in such case, Seller shall be solely responsible for remitting payment to the relevant interest owner(s).