Common use of Absence of Events Clause in Contracts

Absence of Events. Since September 30, 1997, Frontier has not, except as set forth on Schedule 4.07 or pursuant to this Agreement, done any of the following: (a) mortgaged, pledged or subjected its properties or assets to any Lien other than a Permitted Encumbrance; (b) purchased, sold, leased, transferred or otherwise disposed of (i) any Oil and Gas Interests that, individually or in the aggregate, had a fair market value of $50,000 or more; or (ii) any other assets except in the ordinary course of business and consistent with prior practice; (c) other than in the ordinary course of business and consistent with prior practice, made any change in the rate of compensation, commission, bonus or other direct or indirect remuneration payable, or paid or agreed or orally promised to pay, conditionally or otherwise, any bonus, extra compensation, reimbursement, pension or severance or vacation pay, to any shareholder, partner, director, officer, employee or agent; (d) issued or sold any shares of capital stock or other securities, or issued, granted or sold any options, rights or warrants with respect thereto; (e) paid or declared any dividends or distributions, purchased, redeemed, acquired or retired any indebtedness, equity interest or other securities from its equity owners or other security holders (other than note payments made in accordance with the underlying loan or credit agreements and consistent with past practices), made any loans or advances or guaranteed any loans or advances to any person, or otherwise incurred or suffered to exist any liabilities or obligations of any nature (other than current liabilities incurred in the ordinary course of business and consistent with past practices); (f) canceled, waived or released any rights or claims against, or indebtedness owed by, third parties; (g) amended its certificate or articles of incorporation, by-laws, or similar documents; (h) entered into any transaction, contract or commitment other than in the ordinary course of business and consistent with prior practice; (i) made any capital expenditure or commitment therefor, except in the ordinary course of business; (j) adopted any employee benefit plan or made any change in any existing employee benefit plans or made any bonus or profit sharing distribution or granted any stock options; (k) increased indebtedness for borrowed money, or made any loan to any person, other than in the ordinary course of business; (l) made any change affecting any banking, safe deposit or power of attorney arrangements; (m) made any change in any accounting principle or practice or method or application thereof; (n) suffered the termination, suspension or revocation of any license or permit necessary for the operation of its business; (o) entered into any transaction other than on an arm's length basis; (p) received any notice of default or termination of any contract, lease or other agreement or suffered any damage, destruction, loss (whether or not covered by insurance) or any other changes, event or condition which in any case or in the aggregate, has had or may have a Material Adverse Effect on Frontier; (q) instituted, settled or agreed to settle any litigation, action or proceeding before any court or governmental body; (r) entered into any swap, hedging or similar arrangements, forward sale of production or production sales contract; or (s) entered into any agreement, whether or not in writing, or made any commitment to take any of the types of actions described in paragraphs (a) through (r) above.

Absence of Events. Since September 30, 1997, Frontier has not, except Except as set forth on Schedule 4.07 or pursuant to this Agreementthe Disclosure Schedule-Esenjay, since December 31, 1996, no event has occurred that could have a Material Adverse Effect on Esenjay and Esenjay has not done any of the following: (a) mortgaged, pledged or subjected its properties to lien, charge, security interest or assets to any Lien other encumbrance or restriction any Esenjay Assets, other than a Permitted EncumbranceEncumbrances; (b) purchased, sold, leased, transferred or otherwise disposed of (i) any Oil and Gas Interests that, individually or in the aggregate, had a fair market value of $50,000 or more; or (ii) any other assets except in the ordinary course of business and consistent with prior practiceEsenjay Assets; (c) other than in the ordinary course of business and consistent with prior practice, made any change in the rate of compensation, commission, bonus or other direct or indirect remuneration payable, or paid or agreed or orally promised to pay, conditionally or otherwise, any bonus, extra compensation, reimbursement, pension or severance or vacation pay, to any shareholder, partner, director, officer, employee or agent; (d) issued or sold any shares of capital stock or partnership interest or other securities, or issued, granted or sold any options, rights or warrants with respect thereto; (e) paid or declared any dividends or distributions, purchased, redeemed, acquired or retired any indebtedness, equity interest or other securities from its equity owners or other security holders (other than note payments made in accordance with the underlying loan or credit agreements and consistent with past practices)holders, made any loans or advances or guaranteed any loans or advances to any person, or otherwise incurred or suffered to exist any liabilities or obligations of any nature (other than current liabilities incurred in the ordinary course of business and consistent with past practices); (f) canceled, waived or released any rights or claims against, or indebtedness owed by, third parties; (g) amended its certificate or articles of incorporation, by-laws, or similar documents; (hg) entered into any transaction, contract or commitment other than in the ordinary course of business and consistent with prior practice; (i) made any capital expenditure or commitment therefor, except in the ordinary course of business; (jh) adopted any employee benefit plan or made any change in any existing employee benefit plans or made any bonus or profit sharing distribution or granted any stock options; (k) increased indebtedness for borrowed money, or made any loan to any person, other than in the ordinary course of business; (l) made any change affecting any banking, safe deposit or power of attorney arrangements; (m) made any change in any accounting principle or practice or method or application thereof; (n) suffered the termination, suspension or revocation of any license or permit necessary for the operation of its business; (o) entered into any transaction other than on an arm's length basis; (pi) received any notice of default or termination of any contract, lease or other agreement or suffered any damage, destruction, loss (whether or not covered by insurance) or any other changeschange, event or condition which in any case or in the aggregate, has had or may have a Material Adverse Effect on FrontierEsenjay; (q) instituted, settled or agreed to settle any litigation, action or proceeding before any court or governmental body; (rj) entered into any swap, hedging or similar arrangements, forward sale of production or production sales contract; or (s) entered into any agreement, whether or not in writing, agreement or made any commitment to take any of the types of actions described in paragraphs (a) through (ri) aboveor that could have a Material Adverse Effect on Esenjay.

Absence of Events. Since September 30March 31, 1997, Frontier none of the Araxas Companies has not, except as set forth on Schedule 4.07 or pursuant to this Agreement, done any of the following: (a) mortgaged, pledged or subjected to lien, charge, security interest or any other encumbrance or restriction any of its properties or assets to any Lien assets, other than a Permitted EncumbranceEncumbrances; (b) purchased, sold, leased, transferred or otherwise disposed of (i) any Araxas Companies' Oil and Gas Interests that, individually or in the aggregate, had were assigned a fair market value in the Reserve Data of $50,000 250,000 or more; or (ii) any other assets except other than in the ordinary course of business and consistent with prior practice; (c) other than in the ordinary course of business and consistent with prior practice, made any change in the rate of compensation, commission, bonus or other direct or indirect remuneration payable, or paid or agreed or orally promised to pay, conditionally ACQUISITION AGREEMENT AND PLAN OF ORGANIZATION PAGE 26 OF 56 PAGES or otherwise, any bonus, extra compensation, reimbursement, pension or severance or vacation pay, to any shareholder, partner, director, officer, employee or agent; (d) issued or sold any shares of capital stock or partnership interest or other securities, or issued, granted or sold any options, rights or warrants with respect thereto; (e) paid or declared any dividends or distributions, purchased, redeemed, acquired or retired any indebtedness, equity interest or other securities from its equity owners or other security holders (other than note payments made in accordance with the underlying loan or credit agreements and consistent with past practices)holders, made any loans or advances or guaranteed any loans or advances to any person, or otherwise incurred or suffered to exist any liabilities or obligations of any nature (other than current liabilities incurred in the ordinary course of business and consistent with past practices); (f) canceled, waived or released any rights or claims against, or indebtedness owed by, third parties; (g) amended its certificate or articles of incorporation, certificate of limited partnership, by-laws, or similar documents; (h) entered into any transaction, contract or commitment other than in the ordinary course of business and consistent with prior practice; (i) made any capital expenditure or commitment therefor, except in the ordinary course of business; (j) adopted any employee benefit plan or made any change in any existing employee benefit plans or made any bonus or profit sharing distribution or granted any stock options; (k) increased indebtedness for borrowed money, or made any loan to any person, other than in the ordinary course of business; (l) made any change affecting any banking, safe deposit or power of attorney arrangements; (m) made any change in any accounting principle or practice or method or application thereof; (n) suffered the termination, suspension or revocation of any license or permit necessary for the operation of its business; (o) entered into any transaction other than on an arm's length basis; (p) received any notice of default or termination of any contract, lease or other agreement Material Araxas Contract or suffered any damage, destruction, loss (whether or not covered by insurance) or any other changeschange, event or condition which in any case or in the aggregate, has had or may have a Material Adverse Effect on Frontierthe Araxas Companies; (qj) instituted, settled or agreed to settle any litigation, action or proceeding before any court or governmental body; (rk) except as set forth in the Disclosure Schedule, entered into any swap, hedging or similar arrangements, forward sale of production or production sales contractcontract that is either (A) not cancelable on thirty (30) days notice or (B) not tied to an index price, and which remains open on the date hereof; or (sl) entered into any agreement, whether or not in writing, agreement or made any commitment to take any of the types of actions described in paragraphs (a) through (rk) above.