Common use of Operation of the Assets After Closing Clause in Contracts

Operation of the Assets After Closing. It is expressly understood and agreed that neither Seller nor any of its Affiliates shall be obligated to continue operating any of the Assets following the Closing, and Buyer assumes full responsibility for operating (or causing the operation of) all Assets following the Closing. Seller does not warrant or guarantee that Buyer will become the operator under any applicable joint operating agreements. Without implying any obligation on Seller’s part to continue operating any Assets after the Closing, if Seller or any of its Affiliates continues to operate any Assets following the Closing at the request of Buyer or any Third Party working interest owner, due to constraints of applicable joint operating agreements, failure of a successor operator to take over operations or other reasonable cause, such continued operation by such Person shall be for the account of Buyer and at the sole risk, cost and expense of Buyer (including such Person’s overhead) and Buyer releases and indemnifies Seller and its Affiliates from any Liabilities in connection with such operations, except to the extent caused by the gross negligence or willful misconduct of Seller or any of its Affiliates.

Operation of the Assets After Closing. It is expressly understood and agreed that neither Seller nor any of its Affiliates shall be obligated to continue operating any of the Assets following the Closing, and Buyer ▇▇▇▇▇ assumes full responsibility for operating (or causing the operation of) all Assets following the Closing. Seller does not warrant or guarantee that Buyer will become the operator under any applicable joint operating agreements. Without implying any obligation on Seller’s part to continue operating any Assets after the Closing, if Seller or any of its Affiliates continues to operate any Assets following the Closing at the request of Buyer or any Third Party working interest owner, due to constraints of applicable joint operating agreements, failure of a successor operator to take over operations or other reasonable cause, such continued operation by such Person shall be for the account of Buyer and at the sole risk, cost and expense of Buyer (including such Person’s overhead) and Buyer ▇▇▇▇▇ releases and indemnifies Seller and its Affiliates from any Liabilities in connection with such operations, except to the extent caused by the gross negligence or willful misconduct of Seller or any of its Affiliates.