Allocated Values. The Purchase Price is allocated among the Assets on a well-by-well basis, including for each Well, PUD Location and PDNP, all as set forth in Exhibit C (the “Allocated Values”). In no event shall the aggregate of the Allocated Values exceed the unadjusted Purchase Price. The term “PUD Locations” means those Proved Undeveloped potential well locations specifically identified in Exhibit C. The term “PDNP” means Proved Developed Not Producing intervals as specifically identified on Exhibit C. Seller and Buyer agree that the Allocated Values shall be used to compute any adjustments to the Purchase Price pursuant to the provisions of ARTICLE 4. Any adjustment to the Purchase Price hereunder shall be reflected in the allocation set forth in Exhibit C consistent with Treasury Regulation Section 1.1060-IT(f). For tax purposes, the Parties agree to report the transactions contemplated by this Agreement in a manner consistent with the terms of this Agreement, including the allocations set forth above as of the Closing Date, and that neither Party will take any position inconsistent therewith, including in any tax return, refund claim, litigation, arbitration, or otherwise.
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Samples: Purchase and Sale Agreement, Purchase and Sale Agreement, Purchase and Sale Agreement
Allocated Values. The Purchase Price is allocated among the Assets on a well-by-well basis, (including for each Wellthe Xxxxx, PUD Location and Locations, PDNP, all and Probable and/or Possible Locations) as set forth in Exhibit C (the “"Allocated Values”"). In no event shall the aggregate of the Allocated Values of any Xxxxx, PUD Locations, PDNP, and Probable and/or Possible Locations exceed the unadjusted Purchase Price. The term “"PUD Locations” " means those Proved Undeveloped potential well locations specifically identified in Exhibit C. The term “"PDNP” " means Proved Developed Not Producing intervals as specifically identified on Exhibit C. The term "Probable and/or Possible Locations" means those locations specifically identified and designated as such on Exhibit C. Seller and Buyer agree that the Allocated Values shall be used to compute any adjustments to the Purchase Price pursuant to the provisions of ARTICLE Article 4. Any adjustment to the Purchase Price hereunder shall be reflected in the allocation set forth in Exhibit C consistent with Treasury Regulation Section 1.1060-IT(f). For tax purposes, the Parties agree to report the transactions contemplated by this Agreement in a manner consistent with the terms of this Agreement, including the allocations set forth above as of the Closing Date, and that neither Party will take any position inconsistent therewith, including in any tax return, refund claim, litigation, arbitration, arbitration or otherwise. Notwithstanding the foregoing, on Exhibit C there shall be a single line item for the Allocated Value for the Wyoming Inventory.
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Samples: Purchase and Sale Agreement (High Plains Gas, Inc.)
Allocated Values. The Purchase Price is allocated among the Assets on a well-by-well basis, (including for each Wellthe Wells, PUD Location and Locations, PDNP, all and Probable and/or Possible Locaxxxxx) as set forth in Exhibit C D (the “"Allocated Values”"). In no event shall the aggregate of the Allocated Values exceed of any Wells, PUD Locations, PDNP, and Probable and/or Possible Locatioxx xxceed the unadjusted Purchase Price. The term “"PUD Locations” " means those Proved Undeveloped potential well locations specifically identified in Exhibit C. D. The term “"PDNP” " means Proved Developed Not Producing intervals as specifically identified on Exhibit C. D. The term "Probable and/or Possible Locations" means those locations specifically identified and designated as such on Exhibit D. Seller and Buyer agree that the Allocated Values shall be used to compute any adjustments to the Purchase Price pursuant to the provisions of ARTICLE Article 4. Any adjustment to the Purchase Price hereunder shall be reflected in the allocation set forth in Exhibit C D consistent with Treasury Regulation Section 1.1060-IT(fIT (f). For tax purposes, the Parties agree to report the transactions contemplated by this Agreement in a manner consistent with the terms of this Agreement, including the allocations set forth above as of the Closing Date, and that neither Party will take any position inconsistent therewith, including in any tax return, in any refund claim, litigation, arbitration, in any litigation or arbitration or otherwise.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Abraxas Petroleum Corp)
Allocated Values. The Purchase Price is allocated among the Assets on a well-by-well basis, (including for each Wellthe Wxxxx, PUD Location and Locations, PDNP, all and Probable and/or Possible Locations) as set forth in Exhibit C D (the “Allocated Values”). In no event shall the aggregate of the Allocated Values of any Wxxxx, PUD Locations, PDNP, and Probable and/or Possible Locations exceed the unadjusted Purchase Price. The term “PUD Locations” means those Proved Undeveloped potential well locations specifically identified in Exhibit C. D. The term “PDNP” means Proved Developed Not Producing intervals as specifically identified on Exhibit C. D. The term “Probable and/or Possible Locations” means those locations specifically identified and designated as such on Exhibit D. Seller and Buyer agree that the Allocated Values shall be used to compute any adjustments to the Purchase Price pursuant to the provisions of ARTICLE Article 4. Any adjustment to the Purchase Price hereunder shall be reflected in the allocation set forth in Exhibit C D consistent with Treasury Regulation Section 1.1060-IT(fIT (f). For tax purposes, the Parties agree to report the transactions contemplated by this Agreement in a manner consistent with the terms of this Agreement, including the allocations set forth above as of the Closing Date, and that neither Party will take any position inconsistent therewith, including in any tax return, in any refund claim, litigation, arbitration, in any litigation or arbitration or otherwise.
Appears in 1 contract
Samples: Purchase and Sale Agreement (St Mary Land & Exploration Co)
Allocated Values. The Purchase Price is allocated among the Assets on a well-by-well basis, (including for each Wellthe Xxxxx, PUD Location and Locations, PDNP, all and Probable and/or Possible Locations) as set forth in Exhibit C D (the “"Allocated Values”"). In no event shall the aggregate of the Allocated Values of any Xxxxx, PUD Locations, PDNP, and Probable and/or Possible Locations exceed the unadjusted Purchase Price. The term “"PUD Locations” " means those Proved Undeveloped potential well locations specifically identified in Exhibit C. D. The term “"PDNP” " means Proved Developed Not Producing intervals as specifically identified on Exhibit C. D. The term "Probable and/or Possible Locations" means those locations specifically identified and designated as such on Exhibit D. Seller and Buyer agree that the Allocated Values shall be used to compute any adjustments to the Purchase Price pursuant to the provisions of ARTICLE Article 4. Any adjustment to the Purchase Price hereunder shall be reflected in the allocation set forth in Exhibit C D consistent with Treasury Regulation Section 1.1060-IT(fIT (f). For tax purposes, the Parties agree to report the transactions contemplated by this Agreement in a manner consistent with the terms of this Agreement, including the allocations set forth above as of the Closing Date, and that neither Party will take any position inconsistent therewith, including in any tax return, in any refund claim, litigation, arbitration, in any litigation or arbitration or otherwise.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Abraxas Energy Partners LP)
Allocated Values. The Purchase Price is allocated among to the Assets Xxxxx and undeveloped locations on a well-by-well or location-by-location basis, including for each Well, PUD Location and PDNP, all as set forth in on Exhibit C (the “Allocated Values”). In no event shall the aggregate of the Allocated Values exceed the unadjusted Purchase Price. The term “PUD Locations” means those Proved Undeveloped potential well locations specifically identified in Exhibit C. The term “PDNP” means Proved Developed Not Producing intervals as specifically identified on Exhibit C. Seller and Buyer agree that the Allocated Values shall be used to compute any adjustments to the Purchase Price pursuant to the provisions of ARTICLE 4. Any adjustment to the Purchase Price hereunder shall be reflected in the allocation set forth in Exhibit C consistent with Treasury Regulation Section 1.1060-IT(f). For tax purposes, the Parties agree to report the transactions contemplated by this Agreement in a manner consistent with the terms of this Agreement, including the allocations set forth above as of the Closing Date, and that neither Party will take any position inconsistent therewith, including in any tax return, refund claim, litigation, arbitration, or otherwise.
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