The Interests. Subject to the terms, conditions, reservations, and exceptions specified in this Agreement, Venoco shall transfer and ▇▇▇▇▇▇▇ shall acquire, as of the Effective Time, the right to participate, as further defined in Paragraph 2.04 of this Agreement, in the exploration and development of Venoco's interest in and to the following assets described in Subsections 2.01(a) through 2.01(e) below (collectively, the "Interests"): (a) The oil, gas and other mineral leasehold interests described in Exhibit "A", attached hereto and made part hereof, insofar as such cover and affect the lands described in Exhibit "A" (the "Real Property"), together with Venoco's interest in any pooled communitized, or unitized acreage derived by virtue of Venoco's ownership of the Real Property; (b) To the extent reasonably possible without material detriment to Venoco's current operation and proven production, necessary to carry out the intent of this Agreement, the use of ▇▇▇▇▇ in which ▇▇▇▇▇▇▇ participates and the use of equipment and facilities currently located on or under the Real Property and used directly and exclusively in the operation of the Real Property (the "Equipment"), including, but not limited to, pumps, well equipment (surface and subsurface),, lines and facilities, sulfur recovery facilities, compressors, back up or spare compressors, compressor stations, dehydration facilities, treating facilities, pipeline gathering lines, flow lines, and transportation lines (to the extent they are owned by Venoco), valves, meters, separators, tanks, tank batteries and other fixtures; (c) To the extent transferable by Venoco without additional cost or liability, a proportionate interest in all contracts and agreements related to the applicable well or ▇▇▇▇▇ in which ▇▇▇▇▇▇▇ participates concerning the Interests, including, but not limited to, unit agreements, pooling agreements, area of mutual interest agreements, farmout agreements, farmin agreements, participation agreements, development agreements, exploration agreements, road use agreements, operating agreements and gas balancing agreements; (d) To the extent transferable by Venoco without additional cost or liability, and to the extent applicable to a well or ▇▇▇▇▇ in which ▇▇▇▇▇▇▇ participates, a proportionate interest in 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 the applicable well or ▇▇▇▇▇ excluding flowlines and other surface related facilities.: and (e) To the extent permitted by existing licenses without additional cost or liability to Venoco, reasonable access to all geophysical, seismic and/or other technical data used or useable in connection with the operation and/or development of the Interests. In the event Venoco discovers that certain technical data pertaining to the Interests not furnished to ▇▇▇▇▇▇▇ hereunder exists and is in the possession or control of Venoco, Buyer shall have the right to purchase a non-exclusive license to such data at reasonable prevailing market rates.
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The Interests. Subject to the terms, conditions, reservations, terms and exceptions specified in this Agreement, Venoco shall transfer and ▇▇▇▇▇▇▇ shall acquire, as of the Effective Time, the right to participate, as further defined in Paragraph 2.04 conditions of this Agreement, in the exploration at Closing (as hereinafter defined) Seller shall sell and development Purchaser shall purchase all of VenocoSeller's right, title and interest in and to the following assets described in Subsections 2.01(a) through 2.01(e) below (collectively, collectively called the "Interests"):
(a) The oil, oil and gas and other mineral leasehold interests lease described in Exhibit "A", ," attached hereto and made a part hereof, insofar as such cover and affect the lands described in Exhibit "A" (hereof(hereinafter called the "Real PropertyLease"), together with Venoco's interest in any pooled communitized, or unitized acreage derived by virtue of Venoco's ownership of the Real Property;
(b) To the extent reasonably possible without material detriment to Venoco's current operation and proven production, necessary to carry out the intent of this Agreement, the use of ▇▇▇▇▇ in which The ▇▇▇▇▇▇▇ participates and the use of , equipment and facilities currently located on or under the Real Property and used directly and exclusively in the operation of the Real Property Lease (collectively called the "Equipment"), including, but not limited to, pumps, platforms, well equipment (surface and subsurface),, saltwater disposal ▇▇▇▇▇, water ▇▇▇▇▇, lines and facilities, sulfur recovery facilities, compressors, back up or spare compressors, compressor stations, dehydration facilities, treating facilities, pipeline gathering lines, flow lines, and transportation lines (to the extent they are owned by Venoco)lines, valves, meters, separators, tanks, tank batteries and other fixtures;
(c) Oil, condensate, natural gas, and natural gas liquids produced after the Effective Time, attributable to the Lease;
(d) To the extent transferable by Venoco without additional cost or liabilityand only to the extent that they relate to the other Interests, a proportionate interest in all contracts and agreements related to the applicable well or ▇▇▇▇▇ in which ▇▇▇▇▇▇▇ participates concerning the other Interests, including, but not limited to, unit agreements, pooling agreements, area areas of mutual interest agreementsinterest, farmout agreements, farmin agreements, participation saltwater disposal agreements, development water injection agreements, exploration line well injection agreements, road use transportation agreements, processing agreements, operating agreements agreements, and gas balancing agreements;; and
(de) To the extent transferable by Venoco without additional cost or liabilitytransferable, and to the extent applicable to a well or ▇▇▇▇▇ in which ▇▇▇▇▇▇▇ participates, a proportionate interest in 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 the applicable well or ▇▇▇▇▇ excluding flowlines and other surface related facilities.: and
(e) To the extent permitted by existing licenses without additional cost or liability to Venocowith, reasonable access to all geophysical, seismic and/or other technical data used or useable in connection with the operation and/or development of the Interests. In the event Venoco discovers that certain technical data pertaining to the Interests not furnished to ▇▇▇▇▇▇▇ hereunder exists and is in the possession or control of Venoco, Buyer shall have the right to purchase a non-exclusive license to such data at reasonable prevailing market rates.
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