Common use of Basic Documents Clause in Contracts

Basic Documents. The Leases and all other material contracts and agreements, licenses, permits and easements, rights-of-way and other rights-of-surface use comprising any part of or otherwise relating to the Properties (such leases and such material contracts, agreements, licenses, permits, easements, rights-of-way and other rights-of-surface use being herein called the "Basic Documents"), are in all material respects in full force and effect and constitute valid and binding obligations of the parties thereto. Seller is not in breach or default (and no situation exists which with the passing of time or giving of notice would create a breach or default) of its obligations under the Basic Documents; provided that Seller makes no representation or warranty in this Agreement regarding the status of or compliance with maintenance of uniform interest provisions in any Basic Document. To the best of Seller's Knowledge, no breach or default by any third party (or situation which with the passage of time or giving of notice would create a breach or default) exists, to the extent such breach or default (whether by Seller or such a third party) could reasonably be expected to materially adversely affect the ownership, operation, value or use of any Property after the Effective Time. To the best of Seller’s Knowledge, all payments (including all delay rentals, royalties, shut-in royalties and valid calls for payment or prepayment under operating agreements) owing under the Basic Documents have been and are being made (timely, and before the same became delinquent) by the respective third party operator of the Properties. Schedule 5.16 is a list of all material contracts and agreements to which any of the Properties are bound, including (a) joint operating agreements, (b) agreements with any Affiliate of Seller, (c) any production sales contracts, (d) any agreement of Seller to sell, lease, farmout or otherwise dispose of any of its interests in the Properties other than conventional rights of reassignment, (e) gas balancing agreements, (f) exploration agreements, (g) pooling, unitization or communitization agreement, (h) area of mutual interest agreements and (i) agreements containing seismic licenses, permits and other rights to geological or geophysical data and information directly or indirectly relating to the Properties.

Basic Documents. The Leases To Seller's knowledge, the oil, gas and/or --------------- mineral leases, interests in which comprise parts of the Oil and Gas Properties, and all other material contracts and agreements, licenses, permits and easements, rights-of-way and other rights-of-surface use comprising any part of or otherwise relating to the Properties (such leases and such material contracts, agreements, licenses, permits, easements, rights-of-way and other rights-of-surface use use, including any amendments or modifications, being herein called the "Basic Documents"), are in all material respects in full force and effect and constitute valid and binding obligations of the parties theretothereto and are enforceable in accordance with their respective terms. To the best of Seller's knowledge, all Basic Documents are disclosed on Schedule 4.7 of the Seller Disclosure Schedule in ------------ connection with the descriptions of the Oil and Gas Properties to which they relate or otherwise in the Seller Disclosure Schedule. To the best of Seller's knowledge, no Partnership is not in breach or default (and no situation exists which with the passing of time or giving of notice would create a breach or default) of its obligations under the Basic Documents; provided that Seller makes no representation Documents to which it is a party or warranty any regulations incorporated in this Agreement regarding the status of or compliance with maintenance of uniform interest provisions in any Basic Document. To governing same, and (to the best of Seller's Knowledge, knowledge) no breach or default by any third party (or situation which with the passage of time or giving of notice would create a breach or default) exists, to the extent such breach or default (whether by Seller a Partnership or such a third party) could reasonably be expected to materially adversely affect the ownership, operation, value or use of any Oil and Gas Property of a Partnership after the Effective TimeDate. To the best of Seller’s Knowledge's knowledge, all payments (including all delay rentals, royalties, shut-in royalties and valid calls for payment or prepayment under operating agreements) owing under the Basic Documents have been and are being made (timely, and before the same became delinquent) by the respective Partnerships in all material respects (and, where the non-payment of same by a third party operator could materially adversely affect the ownership, operation, value or use of an Oil and Gas Property after the Properties. Schedule 5.16 is a list of all material contracts Effective Date, have been and agreements are being made, to which any of the Properties are bound, including (a) joint operating agreements, (b) agreements with any Affiliate best knowledge of Seller, by such third parties). For the purposes of the representations contained in this Section (c) any production sales contractsand without limitation of such representations), (d) any agreement the non-payment of Seller to sellan amount, leaseor non- performance of an obligation, farmout where such non-payment, or otherwise dispose of any of its interests non-performance, could result in the Properties other than conventional forfeiture or termination of rights of reassignmenta Partnership under a Basic Document, (e) gas balancing agreementsshall be considered material. To the best of Seller's knowledge, (f) exploration agreements, (g) pooling, unitization or communitization agreement, (h) area of mutual interest agreements and (i) agreements containing seismic licenses, permits and other Seller has rights to geological or geophysical data and information directly or indirectly relating to in the PropertiesData.

Basic Documents. The Leases To the Knowledge of the IPP Parties, the oil, gas and/or mineral leases, the IPP Parties' interests in which comprise parts of the Assets, and all other material contracts and agreements, licenses, permits and easements, rights-of-way and other rights-of-rights of surface use comprising any part of or otherwise relating to the Properties Assets (such leases and such material contracts, agreements, licenses, permits, easements, rights-of-way and other rights-of-rights of surface use being herein called the "Basic Documents"), are in all material respects in full force and effect and constitute valid and binding obligations of the parties thereto. Seller All material agreements encumbering the Leases to which the IPP Parties are a party or by which the IPP Parties are bound are disclosed on Part II of Exhibit A or Schedule 5.15 (other than agreements for the sale of production described in clauses (b) and (c) of Section 5.15). Except as set forth on Schedule 5.13, to IPP Parties' Knowledge, none of the IPP Parties is not in breach or default (and no situation exists which with the passing of time or giving of notice would create a breach or default) of its obligations under the Basic Documents; provided that Seller makes no representation or warranty in this Agreement regarding Documents and, to the status Knowledge of or compliance with maintenance of uniform interest provisions in any Basic Document. To the best of Seller's KnowledgeIPP Parties, no breach or default by any third party (or situation which with the passage of time or giving of notice would create a breach or default) exists, to the extent such breach or default (whether by Seller an IPP Party or such a third party) could reasonably be expected to materially adversely affect the ownership, operation, value or use of any Property Assets after the Effective Time. To Except as set forth on Schedule 5.13, to the best Knowledge of Seller’s Knowledgethe IPP Parties, all payments (including all delay rentals, royalties, shut-in royalties and valid calls for payment or prepayment under operating agreements) owing under the Basic Documents have been and are being made (timely, and before the same became delinquent) by the respective IPP Parties in all material respects (and, where the non-payment of same by a third party operator could materially adversely affect the ownership, operation, value or use of a Property after the Effective Time, have been made, to the Knowledge of the PropertiesIPP Parties, by such third parties). Schedule 5.16 is a list of all material contracts and agreements to which any For the purposes of the Properties are boundrepresentations contained in this Section 5.13 (and without limitation of such representations), including (a) joint operating agreementsthe non-payment of an amount or non-performance of an obligation, (b) agreements with any Affiliate of Seller, (c) any production sales contracts, (d) any agreement of Seller to sell, lease, farmout where such non-payment or otherwise dispose of any of its interests non-performance could result in the Properties other than conventional forfeiture or termination of rights of reassignmentthe IPP Parties under a Basic Document, (e) gas balancing agreements, (f) exploration agreements, (g) pooling, unitization or communitization agreement, (h) area of mutual interest agreements and (i) agreements containing seismic licenses, permits and other rights to geological or geophysical data and information directly or indirectly relating to the Propertiesshall be considered material.

Basic Documents. The Leases oil, gas and/or mineral leases, --------------- interests in which comprise parts of the Oil and Gas Properties, and all other material contracts and agreements, licenses, permits and easements, rights-of-of- way and other rights-of-surface use comprising any part of or otherwise relating to the Properties (such leases and such material contracts, agreements, licenses, permits, easements, rights-of-way and other rights-of-surface use use, including any amendments or modifications, being herein called the "Basic Documents"), are in all material respects in full force and effect and constitute valid and binding obligations of the parties theretothereto and are enforceable in accordance with their respective terms. All Basic Documents are disclosed on Exhibit II in connection ---------- with the descriptions of the Oil and Gas Properties to which they relate or otherwise in the Seller Disclosure Schedule. Seller is not in breach or default (and no situation exists which with the passing of time or giving of notice would create a breach or default) of its obligations under the Basic Documents; provided that Seller makes no representation Documents or warranty any regulations incorporated in this Agreement regarding the status of or compliance with maintenance of uniform interest provisions in any Basic Document. To governing same, and (to the best of Seller's Knowledge, knowledge) no breach or default by any third party (or situation which with the passage of time or giving of notice would create a breach or default) exists, to the extent such breach or default (whether by Seller or such a third party) could reasonably be expected to materially adversely affect the ownership, operation, value or use of any Oil and Gas Property of Buyer after the Effective TimeDate. To the best of Seller’s Knowledge, all All payments (including all delay rentals, royalties, shut-in royalties and valid calls for payment or prepayment under operating agreements) owing under the Basic Documents have been and are being made (timely, and before the same became delinquent) by Seller in all material respects (and, where the respective non-payment of same by a third party operator could materially adversely affect the ownership, operation, value or use of an Oil and Gas Property after the Properties. Schedule 5.16 is a list of all material contracts Effective Date, have been and agreements are being made, to which any of the Properties are bound, including (a) joint operating agreements, (b) agreements with any Affiliate best knowledge of Seller, by such third parties). For the purposes of the representations contained in this Section (c) any production sales contractsand without limitation of such representations), (d) any agreement the non-payment of an amount, or non-performance of an obligation, where such non-payment, or non-performance, could result in the forfeiture or termination of rights of Seller (or Buyer after Closing) under a Basic Document, shall be considered material. Seller is not a party to sell, lease, farmout or otherwise dispose of any of its interests in the Properties other than conventional rights of reassignment, (e) gas balancing agreements, (f) exploration agreements, (g) pooling, unitization or communitization agreement, (h) area of mutual interest confidentiality agreements and (i) agreements containing seismic licenses, permits and other rights to geological or geophysical data and information directly or indirectly relating to the Properties. Seller has rights in the Data and has the power and authority to transfer the Data to Buyer pursuant to this Agreement. After Closing, Buyer shall have the power and authority to use the Data in accordance with the terms of the Basic Documents in connection with the exploration and development of the properties for oil and gas.

Basic Documents. The Leases To Seller's knowledge, the oil, gas and/or --------------- mineral leases, interests in which comprise parts of the Oil and Gas Properties, and all other material contracts and agreements, licenses, permits and easements, rights-of-way and other rights-of-surface use comprising any part of or otherwise relating to the Properties (such leases and such material contracts, agreements, licenses, permits, easements, rights-of-way and other rights-of-surface use use, including any amendments or modifications, being herein called the "Basic Documents"), are in all material respects in full force and effect and constitute valid and binding obligations of the parties theretothereto and are enforceable in accordance with their respective terms. To the best of Seller's knowledge, all Basic Documents are disclosed on Schedule 4.7 of the Seller Disclosure Schedule in ------------ connection with the descriptions of the Oil and Gas Properties to which they relate or otherwise in the Seller Disclosure Schedule. To the best of Seller's knowledge, no Partnership is not in breach or default (and no situation exists which with the passing of time or giving of notice would create a breach or default) of its obligations under the Basic Documents; provided that Seller makes no representation Documents to which it is a party or warranty any regulations incorporated in this Agreement regarding the status of or compliance with maintenance of uniform interest provisions in any Basic Document. To governing same, and (to the best of Seller's Knowledge, knowledge) no breach or default by any third party (or situation which with the passage of time or giving of notice would create a breach or default) exists, to the extent such breach or default (whether by Seller a Partnership or such a third party) could reasonably be expected to materially adversely affect the ownership, operation, value or use of any Oil and Gas Property of a Partnership after the Effective TimeDate. To the best of Seller’s Knowledge's knowledge, all payments (including all delay rentals, royalties, shut-in royalties and valid calls for payment or prepayment under operating agreements) owing under the Basic Documents have been and are being made (timely, and before the same became delinquent) by the respective Partnerships in all material respects (and, where the non-payment of same by a third party operator could materially adversely affect the ownership, operation, value or use of an Oil and Gas Property after the Properties. Schedule 5.16 is a list of all material contracts Effective Date, have been and agreements are being made, to which any of the Properties are bound, including (a) joint operating agreements, (b) agreements with any Affiliate best knowledge of Seller, by such third parties). For the purposes of the representations contained in this Section (c) any production sales contractsand without limitation of such representations), (d) any agreement the non-payment of Seller to sellan amount, leaseor non-performance of an obligation, farmout where such non-payment, or otherwise dispose of any of its interests non-performance, could result in the Properties other than conventional forfeiture or termination of rights of reassignmenta Partnership under a Basic Document, (e) gas balancing agreementsshall be considered material. To the best of Seller's knowledge, (f) exploration agreements, (g) pooling, unitization or communitization agreement, (h) area of mutual interest agreements and (i) agreements containing seismic licenses, permits and other Seller has rights to geological or geophysical data and information directly or indirectly relating to in the PropertiesData.

Basic Documents. The Leases oil, gas and/or mineral leases, Seller's interests in which comprise parts of the Oil and Gas Properties, and all other material contracts and agreements, licenses, permits and easements, rights-of-way and other rights-of-surface use comprising any part of or otherwise relating to the Properties (such leases and such material contracts, agreements, licenses, permits, easements, rights-of-way and other rights-of-surface use being herein called the "Basic Documents"), are in all material respects in full force and effect and constitute valid and binding obligations of the parties thereto. Seller is not in breach or default (and no situation exists which with the passing of time or giving of notice would create a breach or default) of its obligations under the Basic Documents; provided that Seller makes no representation or warranty in this Agreement regarding the status of or compliance with maintenance of uniform interest provisions in any Basic Document. To , and (to the best of Seller's Knowledge, knowledge) no breach or default by any third party (or situation which with the passage of time or giving of notice would create a breach or default) exists, to the extent such breach or default (whether by Seller or such a third party) could reasonably be expected to materially adversely affect the ownership, operation, value or use of any Oil and Gas Property after the Effective TimeDate. To the best of Seller’s Knowledge, all All payments (including all delay rentals, royalties, shut-in royalties and valid calls for payment or prepayment under operating agreements) owing under the Basic Documents have been and are being made (timely, and before the same became delinquent) by Seller (and, where the respective non-payment of same by a third party operator could materially adversely affect the ownership, operation, value or use of an Oil and Gas Property after the Effective Date, have been and are being made, to Seller's Knowledge, by such third parties). Schedule 4.7 of the Properties. Seller Disclosure Schedule 5.16 is a list of all material contracts and agreements to which any of the Oil and Gas Properties are bound, including (a) joint operating agreements, (b) agreements with any Affiliate of Seller, (c) any production sales contractsProduction Sales Contracts, (d) any agreement of Seller to sell, lease, farmout or otherwise dispose of any of its interests in the Oil and Gas Properties other than conventional rights of reassignment, (e) gas balancing agreements, (f) exploration agreements, (g) pooling, unitization or communitization agreement, (h) area of mutual interest agreements agreements, (i) Xxxxxx and (ij) agreements containing seismic licenses, permits and other rights to geological or geophysical data and information directly or indirectly relating to the Oil and Gas Properties.

Basic Documents. The Leases oil, gas and/or mineral leases, and related joint venture agreements and operating agreements, Seller's interests in which comprise parts of the Oil and Gas Properties, and all other material contracts and agreements, licenses, permits and easements, rights-of-way and other rights-of-surface use comprising any part of or otherwise relating to the Properties (such leases and such material contracts, agreements, licenses, permits, easements, rights-of-way and other rights-of-surface use being herein called the "Basic Documents"), are in all material respects in full force and effect and constitute valid and binding obligations of the parties thereto. All contracts and agreements which are Basic Documents are disclosed on the Property Exhibits in connection with the descriptions of the Oil and Gas Properties to which they relate. To Seller's knowledge, Seller is not in breach or default (and no situation exists which with the passing of time or giving of notice would create a breach or default) of its obligations under the Basic Documents; provided that Seller makes no representation or warranty in this Agreement regarding the status of or compliance with maintenance of uniform interest provisions in any Basic Document. To , and (to the best of Seller's Knowledge, knowledge) no breach or default by any third party (or situation which with the passage of time or giving of notice would create a breach or default) exists, to the extent such breach or default (whether by Seller or such a third party) could reasonably be expected to materially adversely affect the ownership, operation, value or use of any Oil and Gas Property after the Effective TimeDate. To the best of Seller’s Knowledge's knowledge, all payments (including all delay rentals, royalties, shut-in royalties and valid calls for payment or prepayment under operating agreements) owing under the Basic Documents have been and are being made (timely, and before the same became delinquent) by Seller in all material respects (and, where the respective non-payment of same by a third party operator could materially adversely affect the ownership, operation, value or use of an Oil and Gas Property after the Effective Date, have been and are being made, to Seller's knowledge, by such third parties). For the purposes of the Properties. Schedule 5.16 is a list representations contained in this Section (and without limitation of all material contracts and agreements to which any such representations), the non-payment of an amount, or non-performance of an obligation, where such non-payment, or non-performance, could result in the Properties are bound, including (a) joint operating agreements, (b) agreements with any Affiliate forfeiture or termination of Seller, (c) any production sales contracts, (d) any agreement rights of Seller to sellunder a Basic Document, lease, farmout or otherwise dispose of any of its interests in the Properties other than conventional rights of reassignment, (e) gas balancing agreements, (f) exploration agreements, (g) pooling, unitization or communitization agreement, (h) area of mutual interest agreements and (i) agreements containing seismic licenses, permits and other rights to geological or geophysical data and information directly or indirectly relating to the Propertiesshall be considered material.

Basic Documents. The Leases oil, gas and/or mineral leases, MOXY's interest that comprise parts of the Subject Interests, and all other material contracts and agreements, licenses, permits and easements, rights-rights- of-way and other rights-of-surface use rights comprising any part of or otherwise relating to the Properties Subject Interests (for purposes of this Section, such leases and such material contracts, agreements, licenses, permits, easements, rights-of-way and other rights-of-surface use rights being herein called the "Basic Documents"), are in all material respects in full force and effect and constitute valid and binding obligations of the parties thereto. Seller All contracts and agreements that are Basic Documents are disclosed on Exhibit "A" or Exhibit "B" in connection with the descriptions of the Subject Interests to which they relate. MOXY is not in breach or default (and no situation exists which with the passing of time or giving of notice would create a breach or default) of its obligations under the Basic Documents; provided that Seller makes no representation or warranty in this Agreement regarding the status of or compliance with maintenance of uniform interest provisions in any Basic Document. To the best of Seller's Knowledge, and no breach or default by any third party (or situation which with the passage of time or giving of notice would create a breach or default) exists, to the extent such breach or default (whether by Seller MOXY or such a third party) could reasonably be expected to materially adversely affect the ownership, operation, value or use of any Property of the Subject Interests after the Effective Time. To the best of Seller’s Knowledge, all All payments (including all delay rentals, royalties, shut-in royalties and valid calls for payment or prepayment under operating agreements) owing under the Basic Documents have been and are being made (timely, and before the same became delinquent) by MOXY in all material respects and, where the respective non-payment of same by a third party operator could materially adversely affect the ownership, operation, value or use of the Properties. Schedule 5.16 is a list of all material contracts and agreements to which any of the Properties Subject Interests after the Effective Time, have been and are boundbeing made by such third parties. For the purposes of the representations contained in this Section (and without limitation of such representations), including (a) joint operating agreementsthe non-payment of an amount, (b) agreements with any Affiliate or non- performance of Selleran obligation, (c) any production sales contractswhere such non-payment, (d) any agreement of Seller to sellor non- performance, lease, farmout or otherwise dispose of any of its interests could result in the Properties other than conventional forfeiture or termination of rights of reassignmentMOXY under a Basic Document, (e) gas balancing agreements, (f) exploration agreements, (g) pooling, unitization or communitization agreement, (h) area of mutual interest agreements and (i) agreements containing seismic licenses, permits and other rights to geological or geophysical data and information directly or indirectly relating to the Propertiesshall be considered material.