Initial Consideration. Centurion and EXXI agree that the initial consideration (“Initial Consideration”) to be paid by EXXI to Centurion simultaneously with execution of this Agreement for the transactions contemplated herein shall be $2,381,667, the receipt of which is hereby acknowledged by Centurion. Said Initial Consideration represents EXXI’s share of the total costs, expenses and fees set forth on the detailed invoice attached hereto and made a part hereof as Exhibit “F”, such Initial Consideration comprised of the sum of the following separate items: (i) fifty percent (50%) of $2,838,334 being the actual costs for the acquisition and maintenance of the Leasehold Assets, including but not limited to lease bonuses, option bonuses, rentals, brokerage, title work, bank fees and miscellaneous expenses, through December 31, 2006; (ii) fifty percent (50%) of $800,000 being the actual and/or allocated costs of the acquisition and/or reprocessing of geological and geophysical data associated with the Gridiron AMI through December 31, 2006; (iii) fifty percent (50%) of $525,000 being prospect generation fees (“Prospect Fees”) based on $75,000 per each of the seven (7) Prospects as defined below in Section 3.01; and (iv) the sum of $300,000 as additional consideration for reimbursement of expended general and administrative overhead.
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Sources: Participation Agreement (Energy Xxi (Bermuda) LTD), Participation Agreement (Energy Xxi (Bermuda) LTD), Participation Agreement (Energy Xxi (Bermuda) LTD)