Common use of Certain Additional Covenants and Agreements Clause in Contracts

Certain Additional Covenants and Agreements. (a) The Company covenants and agrees with Executive that (i) the Company will commence as promptly as possible an issuer tender offer for the currently registered shares of Company common stock not otherwise owned by MPAC Energy, LLC at a purchase price of U.S. $0.06 per share and on other generally standard and customary terms and conditions (the "Tender Offer"); and (ii) the Company ------------ will keep the Tender Offer open for at least the minimum time period required under Rule 13e-4(f) (the "Minimum Time Period") promulgated pursuant to the ------------------- Securities Exchange of Act of 1934, as amended. The parties hereto agree that all documents relating to the Tender Offer will be submitted to MPAC and EnCap and their counsel a reasonable time in advance of commencement of the Tender Offer for review and comment. The parties hereto agree that all comments of MPAC and EnCap on the Tender Offer Documents offered to the Company and its outside counsel will be given due consideration by the Company and its outside counsel in good faith and will be incorporated or appropriately reflected in the Tender Offer Documents unless there is no reasonable basis for such comments under applicable securities or other laws or in fact.