Common use of The Interests Clause in Contracts

The Interests. Subject to the terms, conditions, reservations, and exceptions specified in this Agreement, including Seller's receipt of the requisite management approval as specified below, Seller shall sell and Purchaser shall purchase as of the Effective Time all of Seller's right, title and interest in and to the following assets described in Subsections 2.01(a) through 2.01(e) (collectively called the "INTERESTS"): (a) The oil, gas and other mineral leasehold interests described in Exhibit "A", attached hereto and made a part hereof, insofar as such cover and affect the lands and depths described in Exhibit "A" (hereinafter called the "REAL PROPERTY"), together with Seller's interest in any pooled, communitized, or unitized acreage derived by virtue of Seller's ownership of the Real Property; (b) The wells, equipment and facilities located on the Real Property and ▇▇ed directly and exclusively in the operation of the Real Property (collectively called the "EQUIPMENT"), including, but not limited to, pumps, platforms, well equipment (surface and subsurface), saltwater disposal wells, water wells, lines and facilities, sulfur recovery faci▇▇▇▇▇s, compr▇▇▇▇▇s, compressor stations, dehydration facilities, treating facilities, pipeline gathering lines, pipelines, flow lines, and transportation lines (to the extent they are not owned or operated by any affiliate of Seller), valves, meters, separators, tanks, tank batteries and other fixtures; (c) Oil, condensate, natural gas, and natural gas liquids produced after the Effective Time, including "line fill" and inventory below the pipeline connection in tanks, attributable to the Interests; (d) To the extent transferable, all contracts and agreements concerning the Interests, including, but not limited to, unit agreements, pooling agreements, areas of mutual interest, farmout agreements, farmin agreements, saltwater disposal agreements, water injection agreements, line well injection agreements, road use agreements, operating agreements and gas balancing agreements; and (e) To the extent transferable, all surface use agreements, easements, rights-of-way, licenses, authorizations, permits, and similar rights and interests applicable to, or used or useful in connection with, any or all of the Interests. However Seller expressly retains the right to use such surface use agreements, easements, rights-of-way, licenses, authorizations, permits and similar rights and interests in the event and to the extent such rights relate to the Real Property where Seller or any of its affiliates retains any rights or interests; EXHIBIT 10.20

Appears in 1 contract

Sources: Purchase and Sale Agreement (Texoil Inc /Nv/)

The Interests. Subject to the terms, conditions, reservations, and exceptions specified in this Agreement, including Seller's receipt of the requisite management approval as specified below, Seller shall sell and Purchaser shall purchase as of the Effective Time all of Seller's right, title and interest in and to the following assets described in Subsections 2.01(a) through 2.01(e2.01(f) (collectively called the "INTERESTS"): (a) The oil, gas and other mineral leasehold interests described in Exhibit "A", attached hereto and made a part hereof, the leasehold estates or other interests in oil and gas 2 created thereby including working interests, net profits interest and similar interests and all rights and privileges appurtenant thereto or that may arise by operation of law or otherwise insofar as such cover and affect the lands and depths described in Exhibit "A" (hereinafter called the "REAL PROPERTY"), together with Seller's interest in any pooled, communitized, or unitized acreage acreage, derived by virtue of Seller's ownership of the Real Property. It being Seller's intent to sell and convey to Purchaser all of Seller's right, title and interest therein unless specifically excluded hereunder; (b) The wellswell▇, equipment ▇▇uipment and facilities located on the Real Property and ▇▇ed used directly and exclusively in the operation of the Real Property (collectively called the "EQUIPMENT"), including, but not limited to, pumps, platforms, well equipment (surface and subsurface), saltwater disposal wellswell▇, water wells▇▇jection well▇, lines ▇▇ter well▇, ▇▇nes and facilities, sulfur recovery faci▇▇▇▇▇sfacilities, compr▇▇▇▇▇scompressors, compressor stations, dehydration facilities, treating facilities, pipeline gathering lines, pipelines, flow lines, lines and transportation lines (to the extent they are not owned or and/or operated by any affiliate of Seller), valves, meters, separators, tanks, tank batteries batteries, buildings and other fixtures, including items in inventory for the benefit of any joint account for Interests subject to joint operating agreements; (c) Oil, condensate, natural gas, gas and natural gas liquids produced after the Effective Time, including "line fill" and inventory below the pipeline connection connector in tanks, attributable to the Interests; (d) To the extent transferable, all contracts and agreements concerning the Interests, including, but not limited to, unit agreements, pooling agreements, transportation agreements, gas contracts, areas of mutual interest, farmout agreements, farmin agreements, saltwater disposal agreements, water injection agreements, line well injection agreements, road use agreements, operating agreements and gas balancing agreements; and; (e) To the extent transferabletransferable and except as reserved by Seller in Section 2.03, all surface use agreements, easements, rights-of-way, licenses, authorizations, permits, and similar rights and interests applicable to, or used or useful in connection connector with, any or all of the InterestsInterests and Seller will use reasonable efforts to keep same in force and effect from the execution of this Agreement until the Closing; and (f) All interest of Seller in Doll▇▇▇▇▇▇ ▇▇▇. However Seller expressly retains the right to use and any surface estate owned by such surface use agreements, easements, rights-of-way, licenses, authorizations, permits and similar rights and interests in the event and to the extent such rights relate to the Real Property where Seller or any of its affiliates retains any rights or interests; EXHIBIT 10.20entity.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Titan Exploration Inc)

The Interests. Subject to the terms, conditions, reservations, and ------------- exceptions specified in this Agreement, including Seller's receipt of the requisite management approval as specified below, Seller shall sell and Purchaser shall purchase as of the Effective Time all of Seller's right, title and interest in and to the following assets described in Subsections 2.01(a) through 2.01(e2.01(h) (collectively called the "INTERESTSInterests"): (a) The oil, gas and other mineral leasehold leasehold, operating right, record title, net profits interests, and/or overriding royalty interests described in Exhibit "A", attached hereto and made a part hereof, insofar as such cover and affect the lands and depths described (to the extent no depths are specified then the interests described are without restriction as to depths) in Exhibit "A" (hereinafter called the "REAL PROPERTYReal Property"), together with Seller's interest in any and all reversionary, carried or other interests in or pertaining to the Real Property and in any pooled, communitized, or unitized acreage derived by virtue of Seller's ownership of the Real Property. The oil and gas leases identified on Exhibit "A" in connection with the description of the Real Property are referred to hereafter as the "Leases" and the lands covered by the Leases as described on Exhibit "A", without regard to depths, are referred to hereafter as the "Lands"; (b) The wellsplatforms, ▇▇▇▇▇, pipelines, equipment and facilities located on the Real Property and ▇▇ed and/or used directly and exclusively in the operation of the Real Property (collectively called the "EQUIPMENTEquipment"), including, but not limited to, pumps, platformstubing, casing, well equipment (surface and subsurface), saltwater disposal wells▇▇▇▇▇, water wells▇▇▇▇▇, lines and facilities, sulfur recovery faci▇▇▇▇▇sfacilities, compr▇▇▇▇▇scompressors, compressor stations, dehydration facilities, treating facilities, pipeline gathering lines, pipelines, flow lines, and transportation lines (to the extent they are not owned or operated by any affiliate of Seller)lines, valves, meters, separators, tanks, tank batteries and other fixtures; (c) Oil, condensate, natural gas, and natural gas liquids produced after the Effective Time, including "line fill" and inventory below the pipeline connection in tanks, Time attributable to the Interests; (d) To the extent transferable, all presently existing contracts and agreements concerning the Interests, including, but not limited to, unit agreements, pooling agreements, areas of mutual interest, farmout agreements, farmin agreements, saltwater disposal agreements, water injection agreements, line well injection agreements, road use agreements, operating agreements, transportation agreements, marketing agreements, processing/handling agreements and gas balancing agreements, including the specific contracts and agreements identified on Exhibit "B" hereto (such identified contracts and agreements on said exhibit are referred to as the "Contracts").; and (e) To the extent transferable, all surface use agreements, easements, rights-of-way, licenses, authorizations, permits, and similar rights and interests applicable to, or used or useful in connection with, any or all of the Interests. However Seller expressly retains the non-exclusive right to use such surface use agreements, easements, rights-of-way, licenses, authorizations, permits and similar rights and interests in the event and to the extent such rights directly relate to the Real Property where Excluded Assets. (f) All production imbalances (including lease, pipeline and field imbalances) owed to Seller with respect to the Interests as of the Effective Time; (g) All of Seller's books, records, geophysical, engineering, geological and seismic data, well files, logs and cores, data, files, maps, title opinions or abstracts, production data, division orders and accounting records to the extent related to the Interests, or to the extent used or held for use in connection with the maintenance or operation of the Interests, but excluding (1) any books, records, data, files, maps and accounting records which are not transferable or which cannot be disclosed pursuant to the terms of a third party agreement or applicable law or for which a transfer fee or similar payment will be incurred upon the sales of the Interests(unless Purchaser assumes responsibility for any such transfer fee or similar payment or Seller grants to Purchaser a license with respect to such information as provided for herein), (2) all corporate financial tax and legal records of Seller that relate to Seller's business generally, (3) any computer software that is proprietary to Seller, and (4) work product (excluding title opinions or title-related opinions) of legal counsel for Seller (such excluded information is referred to hereafter as the "Excluded Records") (all of the assets set forth in this Section 2.01 (g), less and except the Excluded Records, are referred hereafter as the "Records and Data"); and (h) A license from Seller of all its affiliates retains any rights or interests; EXHIBIT 10.20proprietary seismic data relating to the Interests.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Eex Corp)