Common use of Files and Records Clause in Contracts

Files and Records. All of the files, records and data relating to the items and interests described in Sections 2.1 through 2.8 above including, without limitation, land and lease files, well files, title records including abstracts of title, title opinions, title insurance reports/policies, property ownership reports, division order and right-of-way files, prospect information, contracts, production records, all logs including electric logs, core data, pressure data and decline curves and graphical production curves, operational records, technical records, production and processing records, and contract files, and all related materials, in each case in the possession of Seller, less and except all privileged legal files and records (other than title opinions, related documents and legal files and records included in, or are part of, the above referenced files and records) including, but not limited to, those files and records described in Section 2.10(e) as Retained Assets, Seller’s federal or state income, franchise or margin Tax files and records, employee files, reserve evaluation information or economic projections (other than reserve evaluation or economic projection materials and files previously made available to Buyer), competing bids, proprietary data, information and data under contractual restrictions on assignment, privileged information, intellectual property or seismic, geophysical, geological or other similar information or data (collectively, the “Records”). If it is determined that Seller is in possession of any seismic, geophysical, geological or other similar information or data related to or covering the Assets which is licensed from a third party, Seller agrees that, if requested to do so by Buyer, it will work in good faith with Buyer to use Seller’s commercially reasonable efforts to assist Buyer in its efforts to obtain a license to such data in accordance with the terms and conditions of Seller’s existing license agreements(s) which pertain to such data.

Files and Records. All of the files, records and data relating to the items and interests described in Sections 2.1 through 2.8 above including, without limitation, land and lease files, well files, title records including abstracts of title, title opinions, title insurance reports/policies, property ownership reports, division order and right-of-way files, prospect information, contracts, production records, all logs including electric logs, core data, pressure data and decline curves and graphical production curves, operational records, technical records, production and processing records, and contract files, and all related materials, in each case in the possession of Seller, less and except all privileged legal files and records (other than title opinions, related documents and legal files and records included in, or are part of, the above referenced files and records) including, but not limited to, those files and records described in Section 2.10(e) as Retained Assets, Seller’s federal or state income, franchise or margin Tax files and records, employee files, reserve evaluation information or economic projections (other than reserve evaluation or economic projection materials and files previously made available to Buyer), competing bids, proprietary data, information and data under contractual restrictions on assignment, privileged information, intellectual property or seismic, geophysical, geological geophysical or other similar information or data (collectively, the “Records”). If it is determined that Seller is in possession of any seismic, geophysical, geological or other similar information or data related relating to or covering the Assets which is licensed from a third party, Seller agrees that, if requested to do so by Buyer, it will work in good faith with Buyer to use Seller’s commercially reasonable efforts to assist Buyer in its efforts to obtain a license to such data in accordance with the terms and conditions of Seller’s existing license agreements(s) which pertain to such data.

Files and Records. All of the files, records and data relating to the items and interests described in Sections 2.1 through 2.8 above including, without limitation, land and lease files, well files, title records including abstracts of title, title opinions, title insurance reports/policies, property ownership reports, division order and right-of-way files, prospect information, contracts, production records, all logs including electric logs, core data, pressure data and decline curves and graphical production curves, operational records, technical records, production and processing records, and contract files, and all related materials, in each case in the possession of Seller, less and except all privileged legal files and records (other than title opinions, related documents and legal files and records included in, or are part of, the above referenced files and records) including, but not limited to, those files and records described in Section 2.10(e) as Retained Assets, Seller’s federal or state income, franchise or margin Tax files and records, employee files, reserve evaluation information or economic projections (other than reserve evaluation or economic projection materials and files previously made available to Buyer), competing bids, proprietary data, information and data under contractual restrictions on assignment, privileged information, intellectual property or seismic, geophysical, geological geophysical or other similar information or data (collectively, the “Records”). If it is determined that Seller is in possession of any seismic, geophysical, geological or other similar information or data related relating to or covering the Assets which is licensed from a third party, Seller agrees that, if requested to do so by Buyer▇▇▇▇▇, it will work in good faith with Buyer to use Seller’s commercially reasonable efforts to assist Buyer in its efforts to obtain a license to such data in accordance with the terms and conditions of Seller’s existing license agreements(s) which pertain to such data.

Files and Records. All of the files, records and data relating to the items and interests described in Sections 2.1 through 2.8 above including, without limitation, the following: land and lease files, ; well files, ; title records including abstracts of title, title opinions, title insurance reports/policies, property ownership reports, division order and right-of-way files, ; prospect information, ; contracts, ; production records, ; all logs including electric logs, core data, pressure data and decline curves and graphical production curves, ; reserve reports; operational records, ; technical records, ; production and processing records, and ; contract files, ; and seismic and geological data (including raw and processed data and all interpretations thereof) and all related materials, ; in each case in the possession of SellerSeller or its Affiliates, less and except all privileged legal files and records (other than title opinions, related documents and legal files and records included in, or are part of, the above referenced files and records) including, but not limited to, those files and records described in Section 2.10(e) as Retained Assets, Seller’s federal federal, state, or state local income, franchise or margin Tax Returns and related files and records, employee files, reserve evaluation information or economic projections (other than reserve evaluation or economic projection materials and files previously made available to Buyer), competing bids, proprietary data, information and data under contractual restrictions on assignmentassignment (provided, privileged informationhowever, that Seller shall use commercially reasonable efforts to obtain permission from all applicable Persons to disclose and assign such information or data to Buyer), intellectual property and any other contracts required by Law for Seller to retain or seismic, geophysical, geological or other similar information or data not disclose (collectively, the “Records”). If it is determined that Seller is in possession of any seismic, geophysical, geological or other similar information or data related relating to or covering the Assets which is licensed from a third party, Seller agrees that, if requested to do so by Buyer, it will work in good faith with Buyer to use Seller’s commercially reasonable efforts to assist Buyer in its efforts to obtain a license to such data in accordance with the terms and conditions of Seller’s existing license agreements(s) which pertain to such data.

Files and Records. All of the filesflies, records and data relating to the items and interests described in Sections 2.1 through 2.8 2.6 above including, without limitation, land and lease files, well files, title records including abstracts of title, and title curative documents, title opinions, title insurance reports/policies, property ownership reports, surveys, maps and drawings, division order and right-of-way files, prospect information, contracts, production records, all logs including electric logs, core data, pressure data and decline curves and graphical production curves, operational records, technical records, production and processing records, accounting records, including but not limited to, invoices, work tickets, material transfers, revenue remittances, check detail, journal entries, ledgers and sub-ledgers supporting the Closing and Post Closing Statements and contract files, and all related materials, in each case materials in the possession of Seller, less and except all privileged legal files and records (other than title opinions, related documents and legal files and records included in, or are part of, the above above-referenced files and records) including, but not limited to, those files and records described in Section 2.10(e) as Retained Assets), Seller’s federal or state income, franchise or margin Tax files and records, employee files, reserve evaluation information or economic projections (other than reserve evaluation or economic projection materials and files previously made available to Buyer), competing bids, proprietary data, information and data under contractual restrictions on assignment, privileged information, intellectual property property, or seismic, geophysical, geological or other similar information or data to the extent there is a contractual restriction on disclosure or assignment of such information or data (collectively, the “Records”). If it is determined that Seller is in possession of any seismic, geophysical, geological or other similar information or data related ) which Records shall be provided to or covering the Assets which is licensed from a third party, Seller agrees that, if requested to do so by Buyer, it will work in good faith with Buyer to use Seller’s commercially reasonable efforts to assist Buyer in its efforts to obtain a license to such data electronic form if so maintained by Seller and otherwise in accordance with the terms and conditions of Seller’s existing license agreements(s) which pertain to such datapaper form.

Files and Records. All of the files, records and data relating to the items and interests described in Sections 2.1 through 2.8 above including, without limitation, the following: land and lease files, ; well files, ; title records including abstracts of title, title opinions, title insurance reports/policies, property ownership reports, division order and right-of-way files, ; prospect information, ; contracts, ; production records, ; all logs including electric logs, core data, pressure data and decline curves and graphical production curves, ; reserve reports; operational records, ; technical records, ; production and processing records, and ; contract files, ; and seismic and geological data (including raw and processed data and all interpretations thereof) and all related materials, ; in each case in the possession of SellerSeller or its Affiliates, less and except all privileged legal files and records (other than title opinions, related documents and legal files and records included in, or are part of, the above referenced files and records) including, but not limited to, those files and records described in Section 2.10(e) as Retained Assets, Seller’s federal federal, state, or state local income, franchise or margin Tax Returns and related files and records, employee files, reserve evaluation information or economic projections (other than reserve evaluation or economic projection materials and files previously made available to Buyer), competing bids, proprietary data, information and data under contractual restrictions on assignmentassignment (provided, privileged informationhowever, that Seller shall use commercially reasonable efforts to obtain permission from all applicable Persons to disclose and assign such information or data to Buyer), intellectual property and any other contracts required by Law for Seller to retain or seismic, geophysical, geological or other similar information or data not disclose (collectively, the “Records”). If it is determined that Seller is in possession of any seismic, geophysical, geological or other similar information or data related relating to or covering the Assets which is licensed from a third party, Seller agrees that, if requested to do so by Buyer▇▇▇▇▇, it will work in good faith with Buyer to use Seller’s commercially reasonable efforts to assist Buyer in its efforts to obtain a license to such data in accordance with the terms and conditions of Seller’s existing license agreements(s) which pertain to such data.