Common use of Calls on Production Clause in Contracts

Calls on Production. Except as set forth on Schedule 4.12, Seller has not (i) received any material advance, “take-or-pay” or other similar payments under production sales contracts that entitle the purchasers to “make up” or otherwise receive deliveries of Hydrocarbons produced from or attributable to Seller’s interest in the Assets without paying at such time the contract price therefore or (ii) taken or received any amount of Hydrocarbons produced from or attributable to Seller’s interest in the Assets under any gas balancing agreements or any similar arrangements not accounted for in a purchase price adjustment that permit any Person thereafter to receive any portion of the interest of Seller to “balance” any disproportionate allocation of Hydrocarbons. Except as set forth on Schedule 4.12, (i) to Seller’s Knowledge no Hydrocarbons produced from or attributable to Seller’s interest in the Assets are subject to a sales contract (other than contracts terminable on no more than thirty (30) days’ notice or in accordance with rights of termination by non-operators under the applicable joint operating agreement) and no Person has any call upon, option to purchase or similar rights with respect to the production from the Assets, and (ii) to Seller’s Knowledge no production from the Assets is bound by any gas dedications or subject to any monetary or in-kind through-put fees or charges in connection with gathering or transportation and the Assets are not bound by futures, hedge, swap, collar, put, call, floor, cap, option or other contracts that are intended to benefit from, relate to or reduce or eliminate the risk of fluctuations in the price of commodities, including Hydrocarbons, securities, foreign exchange rates or interest rates that will continue after Closing.

Calls on Production. Except as set forth on Schedule 4.126.14, Seller has not (i) received any material advance, “take-or-pay” or other similar payments under production sales contracts that entitle the purchasers to “make up” or otherwise receive deliveries of Hydrocarbons produced from or attributable to Seller’s interest in the Assets without paying at such time the contract price therefore or (ii) taken or received any amount of Hydrocarbons produced from or attributable to Seller’s interest in the Assets under any gas balancing agreements or any similar arrangements not accounted for in a purchase price adjustment that permit any Person thereafter to receive any portion of the interest of Seller to “balance” any disproportionate allocation of Hydrocarbons. Except as set forth on Schedule 4.126.14, (i) to Seller’s Knowledge no Hydrocarbons produced from or attributable to Seller’s interest in the Assets are subject to a sales contract (other than contracts terminable on no more than thirty (30) days’ notice or in accordance with rights of termination by non-operators under the applicable joint operating agreement) and no Person has any call upon, option to purchase or similar rights with respect to the production from the Assets, and (ii) to Seller’s Knowledge no ; production from the Assets is not bound by any gas dedications or subject to any monetary or in-in kind through-put fees or charges in connection with gathering or transportation transportation; and the Assets are not bound by futures, hedge, swap, collar, put, call, floor, cap, option or other contracts that are intended to benefit from, relate to or reduce or eliminate the risk of fluctuations in the price of commodities, including Hydrocarbons, securities, foreign exchange rates or interest rates that will continue after Closing. To Seller’s Knowledge, proceeds from the sale of oil, condensate, and gas from the Assets are being received by Seller, as applicable, in a timely manner and are not being held in suspense for any reason. The representations in this Section 6.14 are qualified by Seller’s Knowledge to the extent such representations relate to Non-Op Properties.

Calls on Production. Except as set forth on Schedule 4.126.14, Seller Liberty has not (i) received any material advance, “take-or-pay” or other similar payments under production sales contracts that entitle the purchasers to “make up” or otherwise receive deliveries of Hydrocarbons produced from or attributable to Seller’s interest in the Assets without paying at such time the contract price therefore or (ii) taken or received any amount of Hydrocarbons produced from or attributable to Seller’s interest in the Assets under any gas balancing agreements or any similar arrangements not accounted for in a purchase price adjustment that permit any Person thereafter to receive any portion of the interest of Seller Liberty to “balance” any disproportionate allocation of Hydrocarbons. Except as set forth on Schedule 4.126.14, (i) to Seller’s Knowledge no Hydrocarbons produced from or attributable to Seller’s interest in the Liberty Assets are subject to a sales contract (other than contracts terminable on no more than thirty (30) days’ notice or in accordance with rights of termination by non-operators under the applicable joint operating agreement) and no Person has any call upon, option to purchase or similar rights with respect to the production from the Liberty Assets, and (ii) to Seller’s Knowledge no ; production from the Liberty Assets is not bound by any gas dedications or subject to any monetary or in-in kind through-put fees or charges in connection with gathering or transportation transportation; and the Liberty Assets are not bound by futures, hedge, swap, collar, put, call, floor, cap, option or other contracts that are intended to benefit from, relate to or reduce or eliminate the risk of fluctuations in the price of commodities, including Hydrocarbons, securities, foreign exchange rates or interest rates that will continue after Closing. To Liberty’s Knowledge, proceeds from the sale of oil, condensate, and gas from the Liberty Assets are being received by Liberty, as applicable, in a timely manner and are not being held in suspense for any reason.

Calls on Production. Except as set forth on Schedule 4.126.11, since May 1, 2010, Seller has not (i) received any material advance, “take-or-pay” or other similar payments under production sales contracts that entitle the purchasers to “make up” or otherwise receive deliveries of Hydrocarbons produced from or attributable to Seller’s interest in the Assets without paying at such time the contract price therefore or (ii) taken or received any amount of Hydrocarbons produced from or attributable to Seller’s interest in the Assets under any gas balancing agreements or any similar arrangements not accounted for in a purchase price adjustment that permit any Person person thereafter to receive any portion of the interest of Seller to “balance” any disproportionate allocation of Hydrocarbons. Except as set forth on Schedule 4.126.11, (i) to Seller’s Knowledge no Hydrocarbons produced from or attributable to Seller’s interest in the Assets are subject to a sales contract entered in to on or after May 1, 2010 (other than contracts terminable on no more than thirty (30) days’ notice or in accordance with rights of termination by non-operators under the applicable joint operating agreementnotice) and no Person person has any call upon, option to purchase or similar rights with respect to the production from the AssetsAssets under any contract entered into on or after May 1, and (ii) to Seller’s Knowledge no 2010; production from the Assets is not bound by any gas dedications or subject to any monetary or in-in kind through-put fees or charges in connection with gathering or transportation under any contract entered into on or after May 1, 2010; and the Assets are not bound by futures, hedge, swap, collar, put, call, floor, cap, option or other contracts entered into on or after May 1, 2010 that are intended to benefit from, relate to or reduce or eliminate the risk of fluctuations in the price of commodities, including Hydrocarbons, securities, foreign exchange rates or interest rates that will continue after Closing.

Calls on Production. Except as set forth on Schedule 4.127.15, Seller Emerald has not (i) received any material advance, “take-or-pay” or other similar payments under production sales contracts that entitle the purchasers to “make up” or otherwise receive deliveries of Hydrocarbons produced from or attributable to Seller’s interest in the Assets without paying at such time the contract price therefore or (ii) taken or received any amount of Hydrocarbons produced from or attributable to Seller’s interest in the Assets under any gas balancing agreements or any similar arrangements not accounted for in a purchase price adjustment that permit any Person thereafter to receive any portion of the interest of Seller Emerald to “balance” any disproportionate allocation of Hydrocarbons. Except as set forth on Schedule 4.127.15, (i) to Seller’s Knowledge no Hydrocarbons produced from or attributable to Seller’s interest in the Emerald Assets are subject to a sales contract (other than contracts terminable on no more than thirty (30) days’ notice or in accordance with rights of termination by non-operators under the applicable joint operating agreement) and no Person has any call upon, option to purchase or similar rights with respect to the production from the Emerald Assets, and (ii) to Seller’s Knowledge no ; production from the Emerald Assets is not bound by any gas dedications or subject to any monetary or in-in kind through-put fees or charges in connection with gathering or transportation transportation; and the Emerald Assets are not bound by futures, hedge, swap, collar, put, call, floor, cap, option or other contracts that are intended to benefit from, relate to or reduce or eliminate the risk of fluctuations in the price of commodities, including Hydrocarbons, securities, foreign exchange rates or interest rates that will continue after Closing. To Emerald’s Knowledge, proceeds from the sale of oil, condensate, and gas from the Emerald Assets are being received by Emerald, as applicable, in a timely manner and are not being held in suspense for any reason.

Calls on Production. Except as set forth on Schedule 4.12Section 7.16 of the Disclosure Schedule, Seller the Company has not (i) received any material advance, “take-or-pay” or other similar payments under production sales contracts that entitle the purchasers to “make up” or otherwise receive deliveries of Hydrocarbons produced from or attributable to Seller’s interest in the Assets without paying at such time the contract price therefore or therefor, (ii) taken or received any amount of Hydrocarbons produced from or attributable to Seller’s interest in the Assets under any gas balancing agreements, gas transportation, gathering or processing agreements or any similar other arrangements not accounted for in a purchase price Purchase Price adjustment hereunder that permit any Person thereafter to receive any portion of the interest of Seller the Company or its Hydrocarbons, or permit the Company to receive any portion of the interest or the Hydrocarbons of another Person, to “balance” any disproportionate allocation of Hydrocarbons, or (iii) received any advance payment or other similar payment to deliver Hydrocarbons, or proceeds from the sale thereof, attributable to the Assets at some future time without receiving payment therefor at or after the time of delivery. Except as set forth on Schedule 4.12Section 7.16 of the Disclosure Schedule, (i) to Seller’s Knowledge no Hydrocarbons produced from or attributable to Seller’s interest in the Assets are subject to a sales contract (other than contracts terminable on no more than thirty (30) days’ notice or in accordance with rights of termination by non-operators under the applicable joint operating agreementnotice) and no Person has any call upon, option to purchase or similar rights with respect to the production from the Assets, and (ii) to Seller’s Knowledge no ; production from the Assets is not bound by any gas dedications or subject to any monetary or in-in kind through-put fees or charges in connection with gathering or transportation transportation; and the Assets are not bound by futures, hedge, swap, collar, put, call, floor, cap, option or other contracts that are intended to benefit from, relate to or reduce or eliminate the risk of fluctuations in the price of commodities, including Hydrocarbons, securities, foreign exchange rates or interest rates that will continue after Closing.