Common use of Certain Upward Adjustments Clause in Contracts

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 in storage above owned by the pipeline connection Sellers at the Effective Time that is credited to the Properties included and conveyed at the ClosingProperties, such value to be the current market price at the Effective Time, less Asset Taxes attributable to taxes and gravity adjustments deducted by the purchaser of 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 expenditures paid by Seller in connection with the ownership, operation and maintenance of the Properties included (including rentals, overhead, royalties, prepayments, operating, drilling and conveyed at completion costs and other charges and expenses billed under applicable operating agreements and in the Closing case of wholly owned properties where a joint operating agreement may not exist, overhead rates consistent with those charged by the Sellers on other xxxxx in the area) by or on behalf of the Sellers and attributable to the period on or after the Effective Time, but only to the extent such excluding, however, (i) any costs and expenses have not been reimbursed incurred or otherwise paid by any Seller to Seller; cure or remediate any Title Defect or any Environmental Defect or to remedy any breach of this Agreement by a Seller and (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); (eii) any other amount set forth in this Agreementcosts incurred or paid by any Seller to repair or restore any Property affected by a Casualty Loss; and (fc) any other amount agreed upon by the Buyer and Sellerthe 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 owned by the pipeline connection Seller at the Effective Time that is credited to the Properties included and conveyed at the ClosingProperties, such value to be the current market price at the Effective Time, less Asset Taxes attributable to taxes and gravity adjustments deducted by the purchaser of 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 expenditures paid by Seller in connection with the ownership, operation and maintenance of the Properties included (including rentals, overhead, royalties, prepayments, operating, drilling and conveyed at completion costs and other charges and expenses billed under applicable operating agreements and in the Closing case of wholly owned properties where a joint operating agreement may not exist, overhead rates consistent with those charged by the Seller on other xxxxx in the area) by or on behalf of the Seller and attributable to the period on or after the Effective Time, but only to the extent such excluding, however, (i) any costs and expenses have not been reimbursed incurred or otherwise paid by the Seller to Sellercure or remediate PURCHASE AND SALE AGREEMENT -27- any Title Defect or any Environmental Defect or to remedy any breach of this Agreement by the Seller and (ii) any costs incurred or paid by the Seller to repair or restore any Property affected by a Casualty Loss; (c) the Initial Farmout Well Costs, as set forth in Section 5.13; (d) the positive amount, if any, by which the aggregate amount of any Asset Taxes allocable all costs and expenses incurred prior to Buyer pursuant the Effective Date relating to Section 5.9 but the development of the Xxxxx listed in Schedule 2.5 paid or payable by the Seller (excluding, for including any prepayments) exceeds the avoidance aggregate Allocated Values 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 AgreementXxxxx; and (fe) 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 included in accordance with gauging and conveyed other customary industry procedures, such value to be the actual price paid or, if not yet sold, the current market price at the ClosingEffective Time, less gravity adjustments deducted by the purchaser of such oil or other liquid Hydrocarbons; (b) the value of all pipeline line pack at the Effective Time that is credited to the Properties, 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 expenditures incurred in accordance with the relevant operating or unit agreement, in connection with the ownership, operation and maintenance of the Properties included (including capital expenditures, rentals, overhead, royalties, prepayments, operating, drilling and conveyed completion costs and other charges and expenses billed under applicable operating agreements and Taxes) attributable to Seller’s interest in the Properties for the period at or after the Closing Effective Time, provided that no upward adjustment made pursuant to this Section ‎2.4(c) shall affect Buyers’ liability with respect to Assumed Obligations; (d) the amount of any and attributable all prepaid utilities, rentals, deposits and any other prepays applicable to the period on or after the Effective Time, but only Time that are attributable to the extent such costs and expenses have not been reimbursed or otherwise paid to SellerProperties; (de) the amount of any Asset Taxes allocable to Buyer pursuant to Section 5.9 but paid or payable borne by Seller (excluding, including as a reduction in proceeds received) 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 Buyer is responsible under 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)5.9; (ef) the Overhead Costs; and (g) any other amount set forth provided for in this Agreement; and (f) any other amount Agreement or agreed upon by Buyer Buyers and Seller; provided that, notwithstanding anything to the contrary contained herein, there shall be no adjustment pursuant to this Section ‎2.4 for any amounts spent or costs incurred by Seller (i) pursuant to Section ‎5.8 or (ii) from or after the Effective Time to extend or renew the term of any Leases.