Further Assurances and Records. (a) After the Closing each of the Parties will execute, acknowledge and deliver to the other such further instruments, and take such other action, as may be reasonably requested in order to more effectively assure to said party all of the respective properties, rights, titles, interests, estates, and privileges intended to be assigned, delivered or inuring to the benefit of such party in consummation of the transactions contemplated hereby. (b) Buyer agrees to maintain the files and records of Seller that are acquired pursuant to this Agreement until August 1, 2000. In addition to any other audit rights granted hereunder, Buyer shall provide Seller and its representatives reasonable access to and the right to copy such files and records, at the Seller's cost, for the purposes of (i) preparing and delivering any accounting provided for under this Agreement and adjusting, prorating and settling the charges and credits provided for in this Agreement; (ii) complying with any law, rule or regulations affecting Seller's interest in the Assets prior to the Closing Date; (iii) preparing any audit of the books and records of any third party relating to Seller's interest in the Assets prior to the Closing Date, or responding to any audit prepared by such third parties; (iv) preparing tax returns; (v) responding to or disputing any tax audit; or (vi) asserting, defending or otherwise dealing with any claim or dispute under this Agreement. (c) To the extent not obtained or satisfied as of Closing, Seller agrees to continue to use all reasonable efforts, but without any obligation to incur any cost or expense in connection therewith, and to cooperate with Buyer's efforts to
Appears in 1 contract
Sources: Purchase and Sale Agreement (Toreador Royalty Corp)
Further Assurances and Records. (a) After At and after the Closing Closing, each of the Parties will promptly execute, acknowledge and deliver to the other such further instruments, and take such other action, as may be reasonably requested in order to more effectively assure to said party all of the respective properties, rights, titles, interests, estates, and privileges intended to be assigned, delivered or inuring to the benefit of such party in consummation of the transactions contemplated hereby.hereby including any lease identified in bid information provided by Seller and omitted from Exhibit A.
(b) Buyer agrees to maintain the files and records of Seller that are acquired pursuant to this Agreement until August 1, 2000in the same manner it maintains its own files. In addition to any other audit rights granted hereunder, Buyer shall provide Seller and its representatives reasonable access to and the right to copy such files and records, at the Seller's cost, records for the purposes of (i) preparing and delivering any accounting provided for under this Agreement and adjusting, prorating and settling the charges and credits provided for in this Agreement; (ii) complying with any law, rule or regulations affecting Seller's interest in the Assets prior to the Closing Date; (iii) preparing any audit of the books and records of any third party relating to Seller's interest in the Assets prior to the Closing Date, or responding to any audit prepared by such third parties; (iv) preparing tax returns; (v) responding to or disputing any tax audit; or (vi) asserting, defending or otherwise dealing with any claim or dispute under this Agreement.or
(c) To the extent not obtained or satisfied as of Closing, Seller agrees to continue to use all reasonable efforts, but without any obligation to incur any cost or expense in connection therewith, and to cooperate with Buyer's efforts toto obtain for Buyer (i) access to files, records and data relating to the Property in the possession of third parties; and (ii) access to well▇ constituting a part of the Property operated by third parties for purposes of inspecting same.
(d) After the Closing, Buyer shall comply with all current and subsequently amended applicable laws, ordinances, rules, and regulations applicable to the Property and shall promptly obtain and maintain all permits required by governmental authorities in connection with the Property.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Titan Exploration Inc)