Certain Upward Adjustments. The Purchase Price shall be increased by the following (without duplication): (a) the value of all merchantable allowable oil or other liquid Hydrocarbons in storage above the pipeline connection at the Effective Time that is credited to the Properties included and conveyed at the Closing, such value to be the current market price at the Effective Time, less Asset Taxes attributable to such oil or other liquid Hydrocarbons; (b) an amount equal to, to the extent that such amounts have been received by Buyer and not remitted or paid to Seller, (i) all proceeds from the production of Hydrocarbons from or attributable to the Properties prior to the Effective Time, and (ii) all other income, proceeds, receipts and credits earned with respect to the Properties prior to the Effective Time; (c) the amount of all Property Costs paid by Seller in connection with the ownership, operation and maintenance of the Properties included and conveyed at the Closing and attributable to the period on or after the Effective Time, but only to the extent such costs and expenses have not been reimbursed or otherwise paid to Seller; (d) the amount of any Asset Taxes allocable to Buyer pursuant to Section 5.9 but paid or payable by Seller (excluding, for the avoidance of doubt, any Asset Taxes that were withheld or deducted from the gross amount paid or payable to Seller in connection with a transaction to which Section 2.2(a) applies, but only to the extent that such Asset Taxes actually reduced the proceeds “received” by Seller for purposes of applying Section 2.2(a) with respect to such transaction); (e) any other amount set forth in this Agreement; and (f) any other amount agreed upon by Buyer and Seller.
Certain Upward Adjustments. The Purchase Price shall be increased by the following (without duplication): (a) the value of all merchantable allowable oil or other liquid Hydrocarbons owned by Sellers in storage above the pipeline connection at the Effective Time that is credited to the Properties in accordance with gauging and other customary industry procedures, such value to be the current market price at the Effective Time, less Taxes and gravity adjustments deducted by the purchaser of such oil or other liquid Hydrocarbons; (b) the amount of all expenditures (excluding income, capital gains, franchise or similar Taxes) incurred in connection with the ownership, operation and maintenance of the Properties (including rentals, overhead, royalties, prepayments, operating, drilling and completion costs and other charges and expenses billed under applicable operating agreements and in the case of wholly owned properties where a joint operating agreement may not exist, overhead rates consistent with those charged by CELLC on other xxxxx in the area) by or on behalf of the Sellers and attributable to the period on or after the Effective Time; and (c) any other amount agreed upon by the Buyer and the Sellers.
Certain Upward Adjustments. The Purchase Price shall be increased by the following (without duplication): (a) the value of all merchantable allowable oil or other liquid Hydrocarbons in storage above the pipeline connection at the Effective Time that is credited to the Properties in accordance with gauging and other customary industry procedures, such value to be the current market price at PURCHASE AND SALE AGREEMENT 26 the Effective Time, less taxes and gravity adjustments deducted by the purchaser of such oil or other liquid Hydrocarbons; (b) the amount of all expenditures incurred and paid by or on behalf of the Seller in connection with the ownership, operation and maintenance of the Properties (including rentals, overhead, royalties, prepayments, operating, drilling and completion costs and other charges and expenses billed under applicable operating agreements) attributable to the period on or after the Effective Time, excluding any such amounts to cure or remediate any Title Defect or Environmental Defect; (c) all expenses of the type referenced in (b) paid by or on behalf of the Seller in connection with unleased interests and incurred subsequent to the Effective Time; (d) the amount of any proceeds from the sale of Hydrocarbons produced prior to the Effective Time from the Properties that are received by Buyer on behalf of the unleased interests; and (e) any other amount agreed upon by the Buyer and the Seller, or otherwise required to be reflected pursuant to the other provisions of this Section 2.
Certain Upward Adjustments. The Purchase Price shall be increased by the following (without duplication): (a) the value of all merchantable allowable oil or other liquid Hydrocarbons in storage owned by any Seller above the pipeline connection at the Effective Time that is credited to the Properties, such value to be the current market price or the price paid, less taxes and gravity adjustments deducted by the purchaser of such oil or other liquid hydrocarbons; (b) the amount of all expenditures (other than title curative costs) in connection with the ownership, operation and maintenance of the Properties (including rentals, overhead, royalties and other charges and expenses billed under applicable operating or other development agreements) which are paid by or on behalf of any Seller and attributable to the period on or after the Effective Time; and (c) any other amount agreed upon by the Buyer and the Sellers.
Certain Upward Adjustments. The Purchase Price shall be increased by the following (without duplication): (a) assuming that such oil or other liquid Hydrocarbons are treated under this Agreement as though same were produced from and after the Effective Time, the value of all merchantable allowable oil or other liquid Hydrocarbons in storage owned by the Sellers above the pipeline connection at the Effective Time that is credited to the Properties, such value to be equal to the net price received from the purchaser of such oil or other liquid Hydrocarbons; (b) the amount of all expenditures incurred in connection with the ownership, operation and maintenance of the Properties (including rentals, overhead, royalties and other charges and expenses billed under applicable operating agreements) which are paid by or on behalf of the Sellers and attributable to the period on or after the Effective Time; and (c) any other amount agreed upon by the Buyer and the Sellers.
Certain Upward Adjustments. The Purchase Price shall be increased by the following (without duplication): (a) the amount necessary to give effect to the terms of Section 5.6; and (b) any other amount agreed upon by the Buyer and the Sellers.
Certain Upward Adjustments. The Purchase Price shall be increased by the following (without duplication): (a) the value of such Seller’s merchantable allowable oil or other liquid Hydrocarbons in storage above the pipeline connection at the Effective Time that is credited to the Properties in accordance with gauging and other customary industry procedures, such value to be the current market price at the Effective Time, less gravity adjustments deducted by the purchaser of such oil or other liquid Hydrocarbons; (b) the amount of all ad valorem, property, production, severance, sales, use and similar Taxes (excluding (i) income, capital gains, franchise or similar Taxes and (ii) Transfer Taxes) based upon or measured by the ownership of the Properties or the production of Hydrocarbons therefrom or the receipt of proceeds attributable thereto, attributable to the period beginning on or after the Effective Time in accordance with Section 5.4, but that are paid or otherwise economically borne by Sellers; (c) the amount of all expenditures actually paid by a Seller in connection with the ownership, operation and maintenance of the Properties (including rentals, overhead, royalties, prepayments, operating, drilling and completion costs and other charges and expenses billed under applicable operating agreements) attributable to the period on or after the Effective Time; and (d) any other amount agreed upon by the Buyer and the Sellers in this Agreement or otherwise in writing. PURCHASE AND SALE AGREEMENT 26
Certain Upward Adjustments. The Purchase Price shall be increased by the following (without duplication): (a) the value of all merchantable allowable oil or other liquid Hydrocarbons in storage owned by the Sellers at the Effective Time that is credited to the Xxxxx or Real Property Interests, such value to be the current market price at the Effective Time, less taxes and gravity adjustments deducted by the purchaser of such oil or other liquid Hydrocarbons; (b) the amount of all expenditures incurred in connection with the ownership, operation and maintenance of the Properties (including rentals, overhead, royalties, prepayments, operating, drilling and completion costs and other charges and PURCHASE AND SALE AGREEMENT 19 expenses billed under applicable operating agreements and in the case of wholly owned properties where a joint operating agreement may not exist, overhead rates consistent with those charged by CELLC on other xxxxx in the area) by or on behalf of the Sellers or their Affiliates and attributable to the period on or after the Effective Time; and (c) any other amount agreed upon by the Buyer and the Sellers.
Certain Upward Adjustments. The Purchase Price shall be increased by the following (without duplication): (a) the value of all merchantable Hydrocarbons attributable to the Properties remitted to the Buyer but attributable to the period on or before the Effective Time, such value to be the actual price paid or, if not yet sold, the current contract price, less Taxes, royalties, overriding royalties, marketing fees, gravity adjustments and other burdens deducted by the purchaser of such oil or other liquid Hydrocarbons; (b) the amount of all expenditures authorized under Article 5 incurred and actually paid by the Seller in connection with the ownership, operation and maintenance of the Properties (including capital expenditures, rentals, overhead, royalties, prepayments, operating, drilling and completion costs and, without duplication, other charges and expenses billed under applicable operating agreements) attributable to the period on or after the Effective Time, (c) the amount of any and all prepaid utilities, rentals, deposits and any other prepays (other than Taxes) applicable to the period on or after the Effective Time that are attributable to the Properties; (d) the amount of all Asset Taxes allocated to the Buyer pursuant to Section 13.23 but paid by the Seller; and (e) any other amount agreed upon by the Buyer and the Seller.
Certain Upward Adjustments. The Purchase Price shall be increased by the following (without duplication): (a) the value of all merchantable allowable oil or other liquid Hydrocarbons owned by Seller in storage above the pipeline connection at the Effective Time that is credited to the Properties in accordance with gauging and other customary industry procedures, such value to be the current market price at the Effective Time, less taxes and gravity adjustments deducted by the purchaser of such oil or other liquid Hydrocarbons and less royalties and other burdens on production to the extent not paid by Seller; (b) the amount of all Operating Expenses and other costs and expenses paid by or on behalf of Seller in connection with the ownership, operation and maintenance of the Properties (including rentals, overhead, royalties, and other burdens) that are attributable to the period on or after the Effective Time; (c) upward adjustments required to be made under any of Sections 1.1 through 1.4; and (d) any other amount agreed upon by Buyer and Seller.
