Common use of Restrictions on Certain Actions Clause in Contracts

Restrictions on Certain Actions. From the date hereof until the Closing Date, Sellers will not, without Buyer’s prior written consent in connection with the Properties: (a) expend any funds, or make any commitments to expend funds (including entering into new agreements which would obligate Sellers to expend funds), or otherwise incur any other obligations or liabilities, other than to pay expenses or to incur liabilities in the ordinary course of business as previously conducted prior to the date of this Agreement in connection with operation of the Properties after the Effective Date, except in the event of an emergency requiring immediate action to protect life or preserve the Properties; (b) except where necessary to prevent the termination of a Lease or other material agreement governing Sellers’ interest in the Properties, propose the drilling of any additional ▇▇▇▇▇, or propose the deepening, plugging back or reworking of any existing ▇▇▇▇▇, or propose the conducting of any other operations which require consent under the applicable operating agreement, or propose the conducting of any other operations other than the normal operation of the existing ▇▇▇▇▇ on the Oil and Gas Properties, or propose the abandonment of any ▇▇▇▇▇ on the Oil and Gas Properties (and Sellers agree that they will advise and seek Buyer’s direction as to any such proposals made by third parties and will respond to each such proposal made by a third party in the manner requested by Buyer); (c) sell, transfer, or abandon any portion of the Properties other than items of materials, supplies, machinery, equipment, improvements, or other personal property or fixtures forming a part of the Properties (and then only if the same is replaced with an item of substantially equal suitability, free of liens and security interests, which replacement item will then, for the purposes of this Agreement, become part of the Properties); (d) voluntarily relinquish operations of any Oil and Gas Property currently operated by Sellers to anyone other than Buyer; or (e) release (or permit to terminate), or modify or reduce its rights under, any Lease forming a part of the Oil and Gas Properties, or any Material Agreement, or modify any existing production sales contracts or enter into any new production sales contracts, except contracts terminable by Sellers with notice of thirty (30) days or less.

Restrictions on Certain Actions. From the date hereof until Closing, except (x) as set forth in Seller’s development plan attached as Section 6.3 of the Closing DateSeller Disclosure Schedule, Sellers (y) for the completion of the ▇▇▇▇▇ listed on Schedule 2.4(a), and (z) for the drilling and completion of the ▇▇▇▇▇ listed on Schedule 2.4(b), Seller will not, without Buyer’s prior written consent consent, in connection with the Propertiesany Oil and Gas Asset: (a) expend any fundsfunds in excess of $150,000, or make any commitments to expend funds in excess of $150,000 (including entering into new agreements which would obligate Sellers Seller to expend funds), or otherwise incur any other obligations or liabilitiesliabilities in excess of $150,000, other than to pay expenses or to incur liabilities in the ordinary course of business as previously conducted prior to the date of this Agreement in connection with routine operation of the Properties after the Effective Date, such Oil and Gas Asset and except in the event of an emergency requiring immediate action to protect life or preserve the Propertiessuch Oil and Gas Asset; (b) except where necessary to prevent the termination of a Lease or other material agreement governing Sellers’ Seller’s interest in the Propertiesan Oil and Gas Asset, propose the drilling of any additional ▇▇▇▇▇, or propose the deepening, plugging back or reworking of any existing ▇▇▇▇▇, or propose the conducting of any other operations which require consent under the applicable operating agreement, or propose the conducting of any other operations other than the normal operation of the existing ▇▇▇▇▇ Well on the any Oil and Gas PropertiesAsset, or propose the abandonment of any ▇▇▇▇▇ Well on the any Oil and Gas Properties Asset (and Sellers agree Seller agrees that they it will advise and seek Buyer’s direction as to Buyer of any such proposals made by third parties and will respond to each such proposal made by a third party in the manner requested by Buyer); (c) sell, transfermortgage, pledge, transfer or abandon, or abandon permit any Lien to be placed, on any portion of the Properties any Oil and Gas Asset other than items of materials, supplies, machinery, equipment, improvements, improvements or other personal property or fixtures forming a part of the Properties an Oil and Gas Asset (and then only if the same is replaced with an item of substantially equal suitability, free of liens and security interestsLiens, which replacement item will then, for the purposes of this Agreement, become part of the PropertiesOil and Gas Assets); (d) voluntarily relinquish operations of any Oil and Gas Property currently operated by Sellers to anyone other than Buyer; or (e) release (or permit to terminate), or modify or reduce its rights under, any Lease forming a part of the Oil and Gas PropertiesAssets, or any Material Agreementother material contracts binding on Seller, or enter into any material agreements, or modify any existing production sales contracts or enter into any new production sales contracts, except contracts terminable by Sellers Seller with notice of thirty (30) 30 days or less; (e) voluntarily release any drilling rig working on an Oil and Gas Asset operated by Seller; (f) fail to maintain insurance coverage on the Assets in the amounts and of the types currently in force; (g) fail to use Reasonable Best Efforts to maintain in full force and effect the Leases that are capable of producing in paying quantities; (h) fail to maintain all Permits in the name of Seller affecting the Assets; or (i) make or change any election or enter into any agreement with respect to Taxes that would be binding on Buyer or the Assets after the Closing.

Restrictions on Certain Actions. From During the date hereof until period between execution of this Agreement and the Closing Date, Sellers Seller will not, without Buyer’s prior written consent in connection with the Propertiesconsent: (ai) expend any funds, or make any commitments to expend funds (including entering into new agreements which would obligate Sellers Seller to expend funds), or otherwise incur any other obligations or liabilities, other than to pay expenses or to incur liabilities in the ordinary course of business as previously conducted prior to the date of this Agreement in connection with the ownership or operation of the Properties after the Effective Date▇▇▇▇, other than routine expenses incurred in the ordinary course of business in connection with the operation of the existing ▇▇▇▇▇ on Properties, or except in the event of an emergency requiring immediate action to protect life or preserve the Properties; (bii) except where necessary to prevent the termination of a Lease an oil and gas lease or other material agreement governing Sellers’ Seller’s interest in the Properties, propose the drilling of any additional ▇▇▇▇▇, or propose the deepening, plugging back or reworking of any existing ▇▇▇▇▇, or propose the conducting of any other operations which require consent under the applicable operating agreement, . or propose the conducting of any other operations other than the normal operation of the existing ▇▇▇▇▇ on the Oil and Gas Properties, or propose the abandonment of any ▇▇▇▇▇ on the Oil and Gas Properties (and Sellers agree Seller agrees that they it will advise and seek Buyer’s direction as to Buyer of any such proposals made by third parties and will respond to each such proposal made by a third party in the manner requested by Buyer); (ciii) sell, transfer, transfer or abandon any portion of the Properties other than hydrocarbons in the ordinary course of business or items of materials, supplies, machinery, equipment, improvements, improvements or other personal property or fixtures forming a part of the Properties (and then only if the same is replaced with an item of substantially equal suitability, free of liens and security interests, which replacement item will then, for the purposes of this Agreement, become part of the Properties); (div) voluntarily relinquish operations except in the ordinary course of any Oil and Gas Property currently operated by Sellers to anyone other than Buyer; or (e) business, release (or permit to terminate), or modify or reduce its Seller’s rights under, any Lease oil, gas and/or mineral lease forming a part of the Oil and Gas Properties, or any Material Agreementother Contract, or enter into any new agreements which would be Contracts, or modify any existing production sales contracts or enter into any new production sales contracts, except contracts terminable by Sellers ; or (v) take any other action with notice respect to any of thirty (30) days the Properties that would cause a material diminution in the value thereof or lessthat would materially and adversely affect the use and enjoyment thereof.

Restrictions on Certain Actions. From the date hereof until Closing, except as set forth in Seller's development plan attached as Section 6.3 of the Closing DateSeller Disclosure Schedule, Sellers Seller will not, without Buyer’s 's prior written consent in connection with the Properties: (a) expend any funds, or make any commitments to expend funds (including entering into new agreements which would obligate Sellers Seller to expend funds), or otherwise incur any other obligations or liabilities, other than to pay expenses or to incur liabilities in the ordinary course of business as previously conducted prior to the date of this Agreement in connection with routine operation of the Properties after the Effective Date, Date and except in the event of an emergency requiring immediate action to protect life or preserve the Properties; (b) except where necessary to prevent the termination of a Lease or other material agreement governing Sellers’ Seller's interest in the Properties, propose the drilling of any additional ▇▇▇▇▇, or propose the deepening, plugging back or reworking of any existing ▇▇▇▇▇, or propose the conducting of any other operations which require consent under the applicable operating agreement, or propose the conducting of any other operations other than the normal operation of the existing ▇▇▇▇▇ on the Oil and Gas Properties, or propose the abandonment of any ▇▇▇▇▇ on the Oil and Gas Properties (and Sellers agree Seller agrees that they it will advise and seek Buyer’s direction as to Buyer of any such proposals made by third parties and will respond to each such proposal made by a third party in the manner requested by Buyer); (c) sell, transfer, transfer or abandon any portion of the Properties other than items of materials, supplies, machinery, equipment, improvements, improvements or other personal property or fixtures forming a part of the Properties (and then only if the same is replaced with an item of substantially equal suitability, free of liens and security interests, which replacement item will then, for the purposes of this Agreement, become part of the Properties); (d) voluntarily relinquish operations of any Oil and Gas Property currently operated by Sellers to anyone other than Buyer; or (ed) release (or permit to terminate), or modify or reduce its rights under, any Lease oil, gas or mineral lease forming a part of the Oil and Gas Properties, or any Material Agreementother Basic Document, or enter into any new agreements which would be Basic Documents, or modify any existing production sales contracts or enter into any new production sales contracts, except contracts terminable by Sellers Seller with notice of thirty (30) 60 days or less.

Restrictions on Certain Actions. From the date hereof until Closing, except as set forth in Seller's development plan attached as Section 6.3 of the Closing DateSeller's Disclosure Schedule, Sellers Seller will not, without Buyer’s 's prior written consent in connection with the Properties: (a) expend any funds, or make any commitments to expend funds (including entering into new agreements which would obligate Sellers Seller to expend funds), or otherwise incur any other obligations or liabilities, other than to pay expenses or to incur liabilities in the ordinary course of business as previously conducted prior to the date of this Agreement in connection with routine operation of the Properties after the Effective Date, Date and except in the event of an emergency requiring immediate action to protect life or preserve the Properties; (b) except where necessary to prevent the termination of a Lease or other material agreement governing Sellers’ Seller's interest in the Properties, propose the drilling of any additional additional (c) ▇▇▇▇▇, or propose the deepening, plugging back or reworking of any existing ▇▇▇▇▇, or propose the conducting of any other operations which require consent under the applicable operating agreement, or propose the conducting of any other operations other than the normal operation of the existing ▇▇▇▇▇ on the Oil and Gas Properties, or propose the abandonment of any ▇▇▇▇▇ on the Oil and Gas Properties (and Sellers agree Seller agrees that they it will advise and seek Buyer’s direction as to Buyer of any such proposals made by third parties and will respond to each such proposal made by a third party in the manner requested by Buyer)) or except in the ordinary course of business and consistent with past practices, voluntarily waive or release any material rights with respect to any Property or voluntarily relinquish Seller's position as operator with respect to any Property; (cd) sell, transfer, transfer or abandon any portion of the Properties other than items of materials, supplies, machinery, equipment, improvements, improvements or other personal property or fixtures forming a part of the Properties (and then only if the same is replaced with an item of substantially equal suitability, free of liens and security interestsLiens, which replacement item will then, for the purposes of this Agreement, become part of the Properties); (d) voluntarily relinquish operations of any Oil and Gas Property currently operated by Sellers to anyone other than Buyer; or (e) release (or permit to terminate), or modify or reduce its rights under, any Lease forming a part of the Oil and Gas Properties, or any Material Agreementother Basic Document, or enter into any new agreements which would be Basic Documents, or modify any existing production sales contracts or enter into any new production sales contracts, except contracts terminable by Sellers Seller with notice of thirty (30) 60 days or less; (f) to the extent that Seller is not operator of any of the Properties, the obligations of Seller in this Section 6.3 shall be construed to require that Seller use Reasonable Best Efforts (without being obligated to incur any expense or institute any cause of action) to cause the operator of such Properties to take such action or render such performance within the constraints of the applicable operating agreements and other applicable agreements; (g) keep in full force and effect insurance (including producing well and producing facilities coverages) comparable in amount and scope of coverage to that maintained by Seller for its Properties at the time of execution of this Agreement; (h) promptly notify Buyer of each casualty loss about which Seller obtains Knowledge during the period between the date hereof and the Closing Date; (i) enter into any contract for the sale or other disposition, or any call or option for such purchase, of Seller's interest in Hydrocarbons produced or to be produced from the Properties that is not terminable by Seller without penalty on 70 days' notice or less; (j) voluntarily compromise, settle or adjust any amounts payable by reason of any casualty loss; or (k) commit to do any of the foregoing.

Restrictions on Certain Actions. From the date hereof until the Closing DateExcept as contemplated by Section 4.8, Sellers Seller will not, without Buyer’s 's prior written consent in connection with the Propertiesconsent: (a) expend any funds, or make any commitments to expend funds (including entering into new agreements which would obligate Sellers Seller to expend funds), or otherwise incur any other obligations or liabilities, other than to pay expenses or to incur liabilities in the ordinary course of business as previously conducted prior to the date of this Agreement in connection with the ownership or operation of the Properties after the Effective Date, other than routine expenses incurred in the normal operation of the existing well▇ ▇▇ the Oil and Gas Properties, except in the event of an emergency requiring immediate action to protect life or preserve the Properties; (b) except where necessary to prevent the termination of a Lease an oil and gas lease or other material agreement governing Sellers’ Seller's interest in the Properties, propose the drilling of any additional ▇▇▇▇well▇, or ▇▇ propose the deepening, plugging back or reworking of any existing ▇▇▇▇well▇, or ▇▇ propose the conducting of any other operations which require consent under the applicable operating agreement, or propose the conducting of any other operations other than the normal operation of the existing ▇▇▇well▇ ▇▇ on the Oil and Gas Properties, or propose the abandonment of any ▇▇▇well▇ ▇▇ on the Oil and Gas Properties (and Sellers agree Seller agrees that they it will advise and seek Buyer’s direction as to Buyer of any such proposals made by third parties and will respond to each such proposal made by a third party in the manner requested by Buyer); (c) sell, transfer, transfer or abandon any portion of the Properties other than oil, gas and other minerals in the ordinary course of business and items of materials, supplies, machinery, equipment, improvements, improvements or other personal property or fixtures forming a part of the Properties (and then only if the same is replaced with an item of substantially equal suitability, free of liens and security interests, which replacement item will then, for the purposes of this Agreement, become part of the Properties); (d) voluntarily relinquish operations of any Oil and Gas Property currently operated by Sellers to anyone other than Buyer; or (ed) release (or permit to terminate), or modify or reduce its rights under, any Lease oil, gas and/or mineral lease forming a part of the Oil and Gas Properties, or any Material Agreementother Basic Document, or enter into any new agreements which would be Basic Documents, or modify any existing production sales contracts or enter into any new production sales contracts, except contracts terminable by Sellers Seller with notice of thirty sixty (3060) days or less.

Restrictions on Certain Actions. From the date hereof until the Closing Date, Sellers Seller will not, without Buyer’s ▇▇▇▇▇'s prior written consent in connection with the Propertiesconsent: (a) except as described on Schedule 6.3 of the Seller’s Disclosure Schedule, expend any fundsfunds in excess of twenty five thousand dollars ($25,000), or make any commitments to expend funds (including entering into new agreements which would obligate Sellers Seller to expend fundsfunds in excess of $25,000), or otherwise incur any other obligations or liabilities, other than to pay expenses or to incur liabilities in the ordinary course of business as previously conducted prior to the date of this Agreement in connection with the ownership or operation of the Properties after the Effective Date, other than routine expenses incurred in the normal operation of the existing ▇▇▇▇▇ on the Oil and Gas Properties and except in the event of an emergency requiring immediate action to protect life or preserve the Properties; (b) except where necessary to prevent the termination of a Lease an oil and gas lease or other material agreement governing Sellers’ Seller's interest in the Properties, propose the drilling of any additional ▇▇▇▇▇, or propose the deepening, plugging back or reworking of any existing ▇▇▇▇▇, or propose the conducting of any other operations which require consent under the applicable operating agreement, or propose the conducting of any other operations other than the normal operation of the existing ▇▇▇▇▇ on the Oil and Gas Properties, or propose the abandonment of any ▇▇▇▇▇ on the Oil and Gas Properties (and Sellers agree ▇▇▇▇▇▇ agrees that they it will advise and seek Buyer’s direction as to Buyer of any such proposals made by third parties and will respond to each such proposal made by a third party in the manner requested by Buyer▇▇▇▇▇); (c) sell, transfer, transfer or abandon any portion of the Properties other than items of materials, supplies, machinery, equipment, improvements, improvements or other personal property or fixtures forming a part of the Properties (and then only if the same is replaced with an item of substantially equal suitability, free of liens and security interests, which replacement item will then, for the purposes of this Agreement, become part of the Properties); (d) voluntarily relinquish operations of any Oil and Gas Property currently operated by Sellers to anyone other than Buyer; or (ed) release (or permit to terminate), or modify or reduce its rights under, any Lease oil, gas or mineral lease forming a part of the Oil and Gas Properties, or any Material Agreementother Basic Document, or enter into any new agreements which would be Basic Documents, or modify any existing production sales contracts or enter into any new production sales contracts, except contracts terminable by Sellers Seller with notice of thirty (30) 60 days or less.

Restrictions on Certain Actions. From the date hereof until the Closing Date, Sellers will not, without Buyer’s prior written consent in connection with the Properties: (a) expend any funds, or make any commitments to expend funds (including entering into new agreements which would obligate Sellers to expend funds), or otherwise incur any other obligations or liabilities, other than to pay expenses or to incur liabilities in the ordinary course of business as previously conducted prior to the date of this Agreement in connection with operation of the Properties after the Effective Date, except in the event of an emergency requiring immediate action to protect life or preserve the Properties; (b) except where necessary to prevent the termination of a Subject Lease or other material agreement governing Sellers’ interest in the Properties, propose the drilling of any additional ▇▇▇▇▇, or propose the deepening, plugging back or reworking of any existing ▇▇▇▇▇, or propose the conducting of any other operations which require consent under the applicable operating agreement, or propose the conducting of any other operations other than the normal operation of the existing ▇▇▇▇▇ on the Oil and Gas Properties, or propose the abandonment of any ▇▇▇▇▇ on the Oil and Gas Properties (and Sellers agree that they will advise and seek Buyer’s direction as to Buyer of any such proposals made by third parties and will respond to each such proposal made by a third party in the manner requested by Buyer); (c) sell, transfer, or abandon any portion of the Properties other than items of materials, supplies, machinery, equipment, improvements, or other personal property or fixtures forming a part of the Properties (and then only if the same is replaced with an item of substantially equal suitability, free of liens and security interests, which replacement item will then, for the purposes of this Agreement, become part of the Properties); (d) voluntarily relinquish operations act in any manner with respect to the Properties other than in the normal, usual and customary manner, consistent with prior prudent practices (including paying or causing to be paid all associated costs and expenses of owning, operating and using the Properties, including those meant to preserve the Properties intact) and other than in compliance with the Subject Leases and all Applicable Laws; (e) make or enter into an agreement, contract or commitment affecting the Deep Rights (other than with respect to an Existing Deep Well; (f) make or agree to any material revision, amendment or change to any of the Scheduled Contracts and Permits; (g) grant or suffer to exist any Lien upon the Properties (other than Permitted Encumbrances or any Lien which will be released in full at the Closing); (h) waive, compromise or settle any material claim or cause of action if such waiver, compromise or settlement would adversely affect the value, use, ownership or operation of any of the Deep Rights in any respect; (i) make or incur, or agree to make or incur, any expenditure or series or related expenditures exceeding Twenty-Five Thousand Dollars ($25,000) for which Buyer will be responsible after the Closing under the terms of this Agreement, except any expenditure necessary to maintain the Oil and Gas Property currently operated by Properties in accordance with Section 6.3(d) or to address an emergency, or to preserve Sellers to anyone other than Buyerinterest in the Shallow Zones; or (ej) release (or permit to terminate), or modify or reduce its rights under, any Lease forming a part of the Oil and Gas PropertiesSubject Lease, or any Material AgreementContract, or modify any existing production sales contracts or enter into any new production sales contracts, except contracts terminable by Sellers with notice of thirty (30) 60 days or less.. Without expanding any obligations that Sellers may have to Buyer, it is expressly agreed that Sellers shall never have any liability to Buyer with respect to operation of a Property greater than that which it might have as the operator under the applicable operating agreement (or, in the absence of such an agreement, under the AAPL 610 (1989 Revision) form Operating Agreement);