Restrictions on Operations. a) From the date hereof until the Closing Date, Seller shall (or, with respect to non-operated Wells, ▇▇▇▇▇ use its best efforts to cause the operator of all Wells in which it ow▇▇ ▇▇rking interests to): (i) not abandon any Well on any Lease capable of commercial production, or release or abandon all or any part of the Assets capable of commercial production or release or abandon all or any portion of the Leases without Buyer's written consent; (ii) not cause the Assets to be developed, maintained or operated in a manner materially inconsistent with prior operation; (iii) not commence or agree to participate in any operation on the Assets anticipated to cost in excess of Twenty-Five Thousand and No/100 Dollars ($25,000.00) per operation net to Seller's interest without Buyer's written consent (except emergency operations, operations required under presently existing contractual obligations, and operations undertaken to avoid any penalty provision of any applicable agreement or order): (iv) not create any lien, security interest or other encumbrance with respect to the Assets (except for Permitted Encumbrances), or, without Buyer's written consent, enter into any agreement for the sale, disposition or encumbrance of any of the Assets, or dedicate, sell, encumber or dispose of any oil and gas production, except in the ordinary course of business on a contract which is terminable on not more than thirty (30) days notice; (v) not agree to any alterations in the contracts included in, or relating to, a material portion of the Assets or enter into any material new contracts relating to the Assets (other than contracts terminable on not more than thirty (30) days notice) without Buyer's written consent; (vi) maintain in force all insurance policies covering the Assets; (vii) maintain the Leases in full force and effect and comply with all express or implied covenants contained therein without Buyer's written consent (provided that this covenant shall not be deemed to expand Seller's title warranties beyond those expressly contained in this Agreement); (viii) pay, or cause to be paid, all material costs and expenses incurred in connection with the Assets before the date on which they become delinquent; (ix) maintain in all material respects the Assets taken as a whole in good and effective operating condition so as to be adequate for normal operations in accordance with Seller's normal practices; (x) exercise due diligence in safeguarding and maintaining secure and confidential all geological and geophysical maps, logs, confidential reports and data and all other confidential data relating in any way to the Assets; and (xi) furnish Buyer with copies of all AFE's received or issued by Seller prior to the Closing.
Appears in 1 contract
Restrictions on Operations. (a) From the date hereof until the Closing Dateend of the Transition Period (as defined in Section 14.1), Seller shall (or, with respect to non-operated Wells, ▇▇▇▇▇ ▇, shall use its best commercially reasonable efforts to cause the operator of all Wells ▇▇▇▇▇ in which it ow▇▇ ▇▇rking owns working interests to):
(i) not abandon any Well on any Lease capable of commercial production, or release or abandon all or any part of the Assets capable of commercial production production, or release or abandon all or any portion of the Leases without Buyer's Purchaser’s written consent;
(ii) not cause the Assets to be developed, maintained or operated in a manner materially inconsistent with prior operation;
(iii) not commence or agree to participate in any operation on the Assets anticipated to cost in excess of Twenty-Five Thousand one hundred thousand and No/100 NO/100 Dollars ($25,000.00100,000.00) per operation net to Seller's ’s interest without Buyer's Purchaser’s written consent (except emergency operations, operations required under presently existing contractual obligations, and operations undertaken to avoid any penalty provision of any applicable agreement or order):);
(iv) not create any lien, security interest or other encumbrance with respect to the Assets (except for Permitted Encumbrances), or, without Buyer's Purchaser’s written consent, enter into any agreement for the sale, disposition or encumbrance of any of the Assets, or dedicate, sell, encumber or dispose of any oil and gas production, except in the ordinary course of business on a contract which is terminable on not more than thirty (30) days noticenotice except production sold under a contract listed on Schedule A-3;
(v) not agree to any alterations in the contracts included in, in or relating to, to a material portion of the Assets or enter into any material new contracts relating to the Assets (other than then contracts terminable on not more than thirty (30) days notice) without Buyer's Purchaser’s written consent;
(vi) maintain in force all insurance policies covering the Assets;
(vii) maintain the Leases in full force and effect and comply with all express or implied covenants contained therein without Buyer's written consent (provided that this covenant shall not be deemed to expand Seller's ’s title warranties beyond those expressly contained in this Agreement);
(viii) pay, or cause to be paid, all material costs and expenses incurred in connection with the Assets before the date on which they become delinquent;
(ix) maintain in all material respects the Assets taken as a whole in good and effective operating condition so as to be adequate for normal operations in accordance with Seller's normal practices;
(x) exercise due diligence in safeguarding and maintaining secure and confidential all geological and geophysical maps, logs, confidential reports and data and all other confidential data relating in any way to the Assets; and
(xi) furnish Buyer Purchaser with copies of all AFE's ’s in excess of one hundred thousand dollars ($100,000.00) received or issued by Seller prior to the Closing.
(b) From and after the date of this Agreement until the end of the Transition Period, Seller shall:
(i) provide Purchaser with access (or, where Seller is not an operator, use its commercially reasonable efforts to arrange for access) to the Assets for inspection thereof at the sole cost, risk and expense of Purchaser;
(ii) use reasonable efforts to obtain any and all necessary consents, waivers (including waiver of preferential purchase rights), permissions and approvals of third parties or governmental authorities in connection with the sale and transfer of the Assets other than approvals of federal lease assignments to Purchaser;
(iii) cause to be filed all reports required to be filed by Seller with governmental authorities relating to the Assets;
(iv) provide prompt notice to Purchaser of any notice received by Seller of a default, claim, obligation or suit which affects any of the Assets; and
(v) notify Purchaser of any event, condition, or occurrence which results in any of the representations and warranties made herein to be untrue.
Appears in 1 contract