Information Underlying Reserve Report. The information underlying the estimates of the Partnership’s proved reserves that was supplied to the Reserve Engineer for the purposes of preparing the Reserve Report and estimates of the proved reserves of the Partnership disclosed in the Registration Statement, the Disclosure Package and the Prospectus, including, production, costs of operation, and, to the knowledge of the Partnership, future operations and sales of production, was true and correct in all material respects on the dates such information was provided, and such information was supplied and was prepared in accordance with customary industry practices; and the estimates of such reserves and standardized measure thereof as described in the Registration Statement, the Disclosure Package and the Prospectus and future net cash flow reflected in the Reserve Report referenced therein have been prepared in a manner that complies with the applicable requirements of the 1933 Act Rules and Regulations. Other than normal production of the reserves, product price fluctuations, and fluctuations of demand for such products, and except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, no Legacy Party is aware of any facts or circumstances that would result in a materially adverse change in the reserves in the aggregate, or the aggregate present value of the future net cash flows therefrom as described in the Registration Statement, the Disclosure Package and the Prospectus and as reflected in the Reserve Report.
Appears in 4 contracts
Samples: Underwriting Agreement (Legacy Reserves Lp), Underwriting Agreement (Legacy Reserves Lp), Underwriting Agreement (Legacy Reserves Lp)
Information Underlying Reserve Report. The factual information underlying the estimates of reserves of the Partnership’s proved reserves that Abraxas Parties, which was supplied by the Abraxas Parties to the Reserve Engineer XxXxxxxx and XxxXxxxxxxx for the purposes of preparing the Reserve Report and the estimates of the pro forma net proved reserves of the Partnership disclosed in the Registration Statement, the Disclosure Package and the Prospectusstandardized measure attributable thereto, including, productionwithout limitation, production volumes, costs of operationoperation and development, andcurrent prices for production, agreements relating to the knowledge of the Partnership, current and future operations and sales of production, was true and correct in all material respects on the dates such information was provided, estimates were made and such information was supplied and was prepared in accordance with customary industry practices; and the estimates of such reserves and standardized measure thereof as described in the Registration Statement, the Disclosure Package and the Prospectus and future net cash flow reflected in the Reserve Report referenced therein have been prepared in a manner that complies with the applicable requirements of the 1933 Act Rules and Regulations. Other other than normal production of the reserves, product reserves and intervening market commodity price fluctuations, and fluctuations of demand for such products, and except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, no Legacy Party is Partnership Entities are not aware of any facts or circumstances that would result in a materially material adverse change in the reserves in the aggregatereserves, or the aggregate present value of the future net cash flows therefrom therefrom, as described in the Registration Statement, the Disclosure Package and the Prospectus and as reflected in the Reserve Report; estimates of such reserves and present values as described in the Registration Statement, the Disclosure Package and the Prospectus and reflected in the Reserve Report comply in all material respects with the applicable requirements of Regulation S-X and Industry Guide 2 under the Securities Act.
Appears in 4 contracts
Samples: Underwriting Agreement (Abraxas Energy Partners LP), Underwriting Agreement (Abraxas Energy Partners LP), Underwriting Agreement (Abraxas Energy Partners LP)
Information Underlying Reserve Report. The factual information underlying the estimates of proved oil and gas reserves of the Partnership’s proved reserves that Company and the Subsidiaries, which was supplied by the Company and the Subsidiaries to the Reserve Engineer NSAI for the purposes of preparing the Reserve Report and estimates of the proved reserves of the Partnership disclosed in the Registration Statement, the Disclosure Package and the ProspectusReports, including, productionwithout limitation, production volumes, costs of operationoperation and development, andcurrent prices for production, agreements relating to the knowledge of the Partnership, current and future operations and sales of production, was true and correct in all material respects on the dates such information was provided, estimates were made and such information was supplied and was prepared in accordance with customary industry practices; and the estimates of such reserves and standardized measure thereof as described in the Registration Statement, the Disclosure Package and the Prospectus and future net cash flow reflected in the Reserve Report referenced therein have been prepared in a manner that complies with the applicable requirements of the 1933 Act Rules and Regulations. Other other than normal production of the reserves, product reserves and intervening market commodity price fluctuations, and fluctuations of demand for such products, and except as disclosed in the Registration Statement, the Disclosure Package Company and the Prospectus, no Legacy Party is Subsidiaries are not aware of any facts or circumstances that would result in a materially material adverse change in the reserves in the aggregatereserves, or the aggregate present value of the future net cash flows therefrom therefrom, as described in the Registration Statement, Pre-Pricing Prospectus, the Disclosure Package Prospectus and the any Permitted Free Writing Prospectus and as reflected in the Reserve Report; estimates of such reserves and present values as described in the Registration Statement, Pre-Pricing Prospectus, the Prospectus and any Permitted Free Writing Prospectus and reflected in the Reserve Report comply in all material respects with the applicable requirements of Regulation S-X and Industry Guide 2 under the Act.
Appears in 2 contracts
Samples: Underwriting Agreement (Energy Xxi (Bermuda) LTD), Underwriting Agreement (Energy Xxi (Bermuda) LTD)
Information Underlying Reserve Report. The factual information underlying the estimates of pro forma reserves of the Partnership’s proved reserves that Partnership Entities, which was supplied by the Partnership Entities to the Reserve Engineer NSAI for the purposes of auditing the Partnership’s internally prepared reserve report and preparing the letter (the “Reserve Report and estimates Letter”) of NSAI included as an appendix to each of the proved reserves of the Partnership disclosed in the Registration Statement, the Disclosure Package Preliminary Prospectus and the Prospectus, including, productionwithout limitation, production volumes, costs of operationoperation and development, andcurrent prices for production, agreements relating to the knowledge of the Partnership, current and future operations and sales of production, was true and correct in all material respects on the dates such information was provided, estimates were made and such information was supplied and was prepared in accordance with customary industry practices; and the estimates of such reserves and standardized measure thereof as described in the Registration Statement, the Disclosure Package and the Prospectus and future net cash flow reflected in the Reserve Report referenced therein have been prepared in a manner that complies with the applicable requirements of the 1933 Act Rules and Regulations. Other other than normal production of the reserves, product reserves and intervening market commodity price fluctuations, and fluctuations of demand for such products, and except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, no Legacy Party is Partnership Entities are not aware of any facts or circumstances that would result in a materially material adverse change in the reserves in the aggregatereserves, or the aggregate present value of the future net cash flows therefrom therefrom, as described in the Registration Statement, the General Disclosure Package and the Prospectus and as reflected in the Reserve ReportReport Letter; estimates of such reserves and present values as described in the Registration Statement, the General Disclosure Package and the Prospectus and reflected in the Reserve Report Letter comply in all material respects with the applicable requirements of Regulation S-X and Industry Guide 2 under the Securities Act.
Appears in 1 contract
Samples: Underwriting Agreement (Pioneer Southwest Energy Partners L.P.)
Information Underlying Reserve Report. The factual information underlying the estimates of proved oil and gas reserves of the Partnership’s proved reserves that Partnership Entities, which was supplied by the Partnership Entities to the Reserve Engineer NSAI for the purposes of auditing the Partnership’s internally prepared reserve report and preparing the letter (the “Reserve Report and estimates Letter”) of the proved reserves of the Partnership disclosed in the Registration Statement, the Disclosure Package and the ProspectusNSAI, including, productionwithout limitation, production volumes, costs of operationoperation and development, andcurrent prices for production, agreements relating to the knowledge of the Partnership, current and future operations and sales of production, was true and correct in all material respects on the dates such information was provided, estimates were made and such information was supplied and was prepared in accordance with customary industry practices; and the estimates of such reserves and standardized measure thereof as described in the Registration Statement, the Disclosure Package and the Prospectus and future net cash flow reflected in the Reserve Report referenced therein have been prepared in a manner that complies with the applicable requirements of the 1933 Act Rules and Regulations. Other other than normal production of the reserves, product reserves and intervening market commodity price fluctuations, and fluctuations of demand for such products, and except as disclosed in the Registration Statement, the Disclosure Package and the Prospectus, no Legacy Party is Partnership Entities are not aware of any facts or circumstances that would result in a materially material adverse change in the reserves in the aggregatereserves, or the aggregate present value of the future net cash flows therefrom therefrom, as described in the Registration Statement, Pre-Pricing Prospectus, the Disclosure Package Prospectus and the any Permitted Free Writing Prospectus and as reflected in the Reserve ReportReport Letter; estimates of such reserves and present values as described in the Registration Statement, Pre-Pricing Prospectus, the Prospectus and any Permitted Free Writing Prospectus and reflected in the Reserve Report Letter comply in all material respects with the applicable requirements of Regulation S-X and Industry Guide 2 under the Act.
Appears in 1 contract
Samples: Underwriting Agreement (Pioneer Southwest Energy Partners L.P.)
Information Underlying Reserve Report. The factual information underlying the estimates of proved oil and gas reserves of the Partnership’s proved reserves that Parent and the Subsidiaries, which was supplied by the Parent and the Subsidiaries to the Reserve Engineer NSAI for the purposes of preparing auditing such proved oil and natural gas reserves included in the Reserve Report and estimates of the proved reserves of the Partnership disclosed in the Registration Statement, the Disclosure Package and the ProspectusReport, including, productionwithout limitation, production volumes, costs of operationoperation and development, andcurrent prices for production, agreements relating to the knowledge of the Partnership, current and future operations and sales of production, was true and correct in all material respects on the dates such information was provided, estimates were made and such information was supplied and was prepared in accordance with customary industry practices; and the estimates of such reserves and standardized measure thereof as described in the Registration Statement, the Disclosure Package and the Prospectus and future net cash flow reflected in the Reserve Report referenced therein have been prepared in a manner that complies with the applicable requirements of the 1933 Act Rules and Regulations. Other other than normal production of the reserves, product reserves and intervening market commodity price fluctuations, and fluctuations of demand for such products, and except as disclosed in the Registration Statement, the Disclosure Package Parent and the Prospectus, no Legacy Party is Subsidiaries are not aware of any facts or circumstances that would result in a materially material adverse change in the reserves in the aggregatereserves, or the aggregate present value of the future net cash flows therefrom therefrom, as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus Final Offering Memorandum and as reflected in the Reserve Report; estimates of such reserves and present values as described in the Pricing Disclosure Package and the Final Offering Memorandum and reflected in the Reserve Report comply in all material respects with the applicable requirements of Regulation S-X and Subpart 1200 of Regulation S-K under the Securities Act.
Appears in 1 contract