Interests. All of the following shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest": (a) The oil, gas and mineral leases described on Exhibit "A" attached hereto (collectively, the "Leases"), including, without limitation working interests, overriding royalty interests, royalty interests and any other interests of a similar nature affecting the lands covered by the Leases (collectively, the "Lands"). (b) The wells described on Exhibix "X" or which are located on the Lands collectively, the "Wells"). (c) All unixxxxxion, communitization, pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships"). (d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, fixtures and improvements, which are incident or attributable to the Leases, Lands, Wells or Units with the pxxxxxtion, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time (collectively, the "Equipment"). (e) The licenses, permits, contracts, agreements and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to any of the Leases, Lands, Wells, Units and/or Equipxxxx, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, Wells, Units and/or Equipxxxx, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units and/or Equipxxxx. (f) Originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession of Seller, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests, (g) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Delta Petroleum Corp/Co), Purchase and Sale Agreement (Delta Petroleum Corp/Co)
Interests. All Subject to the reservations set forth in Section 1.3, all of Seller's, right, title and interest in and to the following shall herein be referred to in this Agreement collectively as called the "Interests" and individually as an "Interest":
(a) The oil and gas wellx xxxcribed in EXHIBIT "A-I" hereto (the "Wellx"), together with all oil, gas and mineral leases production from the Wellx;
(b) The leasehold estates created by the leases, licenses, permits and other agreements described on Exhibit in EXHIBIT "A-II", INSOFAR BUT ONLY INSOFAR as they cover and relate to the lands (the "Lands") described in EXHIBIT "A-II" attached hereto (collectively, the leasehold estates insofar as they cover the Lands are called the "Leases"), including, without limitation working interests, ; together with all overriding royalty interests, royalty interests production payments and any other interests payments out of a similar nature affecting the lands covered or measured by the Leases (collectively, the "Lands").
(b) The wells described on Exhibix "X" or which are located on the Lands collectively, the "Wells").value of oil and gas production;
(c) All unixxxxxionoil, communitizationgas, poolingcasinghead gas, agreementscondensate, working interest units created by operating agreementsdistillate, partnership agreements liquid hydrocarbons, gaseous hydrocarbons and orders covering all products refined therefrom, together with all minerals produced in association with these substances (collectively called the "Hydrocarbons") in and under and which may be produced and saved from or attributable to the Leases or Wellx, xxd all rents, issues, profits, proceeds, products, revenues and Lands, other income from or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").attributable thereto;
(d) The tangible All of the personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, fixtures and improvements, which are incident or attributable improvements appurtenant to the LeasesWellx, Lands, Wells xx the Leases or Units used or obtained in connection with the pxxxxxtionoperation of the Wellx, xx the Leases or with the production, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on including without limitation, pipelines, disposal systems, gathering systems and compression facilities appurtenant to or located upon the Effective Time (collectively, the "Equipment").Leases; and
(e) The licensesAll the property, permitsrights, contractsprivileges, agreements benefits and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to appurtenances in any of the Leasesway belonging, Landsincidental to, Wells, Units and/or Equipxxxx, INSOFAR AND ONLY INSOFAR as same concern or relate pertaining to the Leasesproperty, Lands, Wells, Units and/or Equipxxxx, or the operation thereof; including, without limitation, oil, gas interests and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use rights described in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units and/or Equipxxxx.Sections 1.2
(fa) Originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession of Seller, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,
(g) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.through 1.2
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Exco Resources Inc), Purchase and Sale Agreement (Venus Exploration Inc)
Interests. All of the following shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest":
(a) The oil, gas and mineral leases in the states and counties described on Exhibit "A" attached hereto (collectively, the "Leases"), including, without limitation limitation, working interests, overriding royalty interests, royalty interests and any other interests of a similar nature affecting the lands covered by the Leases (collectively, the "Lands").
(b) The wells oil and gas xxxxx described on Exhibix Exhibit "XA" or which are located on the Lands (individually, a "Well," and collectively, the "WellsXxxxx"), together with all oil, natural gas, casinghead gas, drip gasoline, natural gas liquids, condensate and other minerals produced from such Xxxxx.
(c) All unixxxxxionunitization, communitization, pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" thereby (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").
(d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, platforms and facilities, fixtures and improvements, which are directly incident or attributable to or underlie the Leases, Lands, Wells Xxxxx or Units with the pxxxxxtionproduction, transportation, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time (collectively, the "Equipment").
(e) The general and limited partnership interests in Castle Texas Exploration Limited Partnership ("CTELP") and Castle Texas Oil and Gas Limited Partnership ("CTOGLP") (collectively the "Limited Partnerships") described on Exhibit "A" attached hereto, including, without limitation, all Leases, Lands, Xxxxx (together with all oil, natural gas, casinghead gas, drip gasoline, natural gas liquids, condensate and other minerals produced from such Xxxxx), Units, and/or Equipment owned by the Limited Partnerships.
(f) The licenses, permits, contracts, agreements and other instruments owned by Seller Sellers (other than bonds posted by SellerSellers) which concern and relate to any of the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units Xxxxx and/or EquipxxxxEquipment.
(fg) Originals Subject to Section 1.3 below, originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession of SellerSellers, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting production records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer Buyers (i.e., the materials are not subject to a proprietary agreement precluding their transfer to BuyerBuyers), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's Sellers' trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,.
(gh) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Castle Energy Corp), Purchase and Sale Agreement (Delta Petroleum Corp/Co)
Interests. All of the following shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest":
(a) The oil, gas and mineral leases described on Exhibit "A" attached hereto (collectively, the "Leases"), including, without limitation limitation, working interests, overriding royalty interests, royalty interests and any other interests of a similar nature affecting the lands covered by the Leases (collectively, the "Lands").
(b) The wells oil and gas xxxxx described on Exhibix Exhibit "XA" or which are located on the Lands (individually, a "Well," and collectively, the "WellsXxxxx"), together with all oil, natural gas, casinghead gas, drip gasoline, natural gas liquids, condensate and other minerals produced from such Xxxxx.
(c) All unixxxxxionunitization, communitization, pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" thereby (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").
(d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, platforms and facilities, fixtures and improvements, which are incident or attributable to or underlie the Leases, Lands, Wells Xxxxx or Units with the pxxxxxtionproduction, transportation, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time (collectively, the "Equipment").
(e) The licenses, permits, contracts, agreements and other instruments owned by Seller Sellers (other than bonds posted by SellerSellers) which concern and relate to any of the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units Xxxxx and/or EquipxxxxEquipment.
(f) Originals Subject to Section 1.3 below, originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession of SellerSellers, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's Sellers' trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,.
(g) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.
Appears in 1 contract
Interests. All of the following shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest":
(a) The oil, gas and mineral leases described on Exhibit "A" attached hereto (collectively, the "Leases"), including, without limitation limitation, working interests, overriding royalty interests, royalty interests and any other interests of a similar nature affecting the lands covered by the Leases (collectively, the "Lands").
(b) The wells oil and gas xxxxx described on Exhibix Exhibit "XA" or which are located on the Lands (individually, a "Well," and collectively, the "WellsXxxxx"), together with all oil, natural gas, casinghead gas, drip gasoline, natural gas liquids, condensate and other minerals produced from such Xxxxx.
(c) All unixxxxxionunitization, communitization, pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" thereby (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").
(d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, platforms and facilities, fixtures and improvements, which are incident or attributable to or underlie the Leases, Lands, Wells Xxxxx or Units or with the pxxxxxtionproduction, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time (collectively, the "Equipment").
(e) The licenses, permits, contracts, agreements and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to any of the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units Xxxxx and/or EquipxxxxEquipment.
(f) Originals Subject to Section 1.3 below, originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession of Seller, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,.
(g) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.
Appears in 1 contract
Interests. All of the following shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest:":
(a) The oil, gas and mineral leases in the counties described on Exhibit "A" attached hereto (collectively, the "Leases"), including, without limitation limitation, working interests, overriding royalty interests, royalty interests and any other interests of a similar nature affecting the lands covered by the Leases (collectively, the "Lands").
(b) The wells oil and gas xxxxx described on Exhibix Exhibit "XA" or which are located on the Lands (individually, a "Well," and collectively, the "WellsXxxxx"), together with all oil, natural gas, casinghead gas, drip gasoline, natural gas liquids, condensate and other minerals produced from such Xxxxx.
(c) All unixxxxxionunitization, communitization, pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" thereby (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").
(d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, platforms and facilities, fixtures and improvements, which are directly incident or attributable to or underlie the Leases, Lands, Wells Xxxxx or Units with the pxxxxxtionproduction, transportation, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time (collectively, the "Equipment").
(e) The licenses, permits, contracts, agreements and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to any of the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units and/or Equipxxxx.
(f) Originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession of Seller, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,
(g) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.;
Appears in 1 contract
Samples: Purchase and Sale Agreement (Delta Petroleum Corp/Co)
Interests. All Subject to the reservations set forth in Section 1.3, all of Seller’s, right, title and interest in and to the following shall herein be referred to in this Agreement collectively as called the "Interests" and individually as an "Interest":
(a) The oil and gas xxxxx described in EXHIBIT A hereto (the “Xxxxx”), together with all oil, gas and mineral leases described on Exhibit "A" attached hereto (collectively, production from the "Leases"), including, without limitation working interests, overriding royalty interests, royalty interests and any other interests of a similar nature affecting the lands covered by the Leases (collectively, the "Lands").Xxxxx;
(b) The wells leasehold estates created by the leases, licenses, permits and other agreements described on Exhibix "X" in EXHIBIT B, (the “Leases”); together with all overriding royalty interests, production payments and other payments out of or which are located on measured by the Lands collectively, the "Wells").value of oil and gas production;
(c) All unixxxxxionoil, communitizationgas, poolingcasinghead gas, agreementscondensate, working interest units created by operating agreementsdistillate, partnership agreements liquid hydrocarbons, gaseous hydrocarbons and orders covering all products refined therefrom, together with all minerals produced in association with these substances (collectively called the “Hydrocarbons”) in and under and which may be produced and saved from or attributable to the Leases and Lands, or any portion thereofXxxxx, and the units all rents, issues, profits, proceeds, products, revenues and pooled other income from or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").attributable thereto;
(d) The tangible All of the personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, fixtures and improvements, which are incident or attributable improvements appurtenant to the LeasesXxxxx, Lands, Wells or Units the Leases or used or obtained in connection with the pxxxxxtionoperation of the Xxxxx, or the Leases or with the production, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on including without limitation, pipelines, disposal systems, gathering systems and compression facilities (the Effective Time (collectively, “Equipment”) appurtenant to or located upon the "Equipment").Leases; and
(e) The licensesAll the property, permitsrights, contractsprivileges, agreements benefits and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to appurtenances in any of the Leasesway belonging, Landsincidental to, Wells, Units and/or Equipxxxx, INSOFAR AND ONLY INSOFAR as same concern or relate pertaining to the Leasesproperty, Landsinterests and rights described in Sections 1.2(a) through 1.2(d) including the Xxxxx, Wells, Units and/or Equipxxxx, or the operation thereof; including, without limitation, oil, Leases and reserves of unproduced oil and natural gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units and/or Equipxxxx.
(f) Originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession of Sellerplace, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all exploration agreements, letter agreements, product purchase and sale contracts, surface leases, gas gathering contracts, processing agreements, compression agreements, equipment leases, permits, gathering lines, rights-of-way, easements, licenses, farmouts and farmins, options, orders, pooling, spacing or consolidation agreements and operating agreements and all other contract rightsagreements relating thereto, intangible rights including those listed on EXHIBIT C (excluding Seller's trademarks the “Contracts”); and
(f) All of the files, records, data (including seismic data and service marks), inchoate rights, choses related information) and other documentary information maintained in action, rights under warranties made the normal course of business by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable Seller pertaining to the Interests,
Xxxxx, Leases, Equipment, Hydrocarbons and the Contracts (gcollectively, the “Data”) All paymentsin the format maintained by Seller. The Data shall not, and all rights however, include any information, which, if disclosed, would cause Seller to receive payments, with respect breach any contract or agreement. Seller will use reasonable efforts to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Timeobtain any required consent to disclose such information.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Republic Resources Inc /Co/)
Interests. All of the following shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest":
(a) The oil, gas and mineral leases described on Exhibit "A" attached hereto (collectively, the "Leases"), including, without limitation limitation, working interests, overriding royalty interests, royalty interests and any other interests of a similar nature affecting the lands covered by the Leases (collectively, the "Lands"ALands@).
(b) The wells oil and gas xxxxx described on Exhibix Exhibit "XA" or which are located on the Lands (individually, a "Well," and collectively, the "WellsXxxxx"), together with all oil, natural gas, casinghead gas, drip gasoline, natural gas liquids, condensate and other minerals produced from such Xxxxx.
(c) All unixxxxxionunitization, communitization, pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" thereby (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").
(d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, platforms and facilities, fixtures and improvements, which are incident or attributable to or underlie the Leases, Lands, Wells Xxxxx or Units with the pxxxxxtionproduction, transportation, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time (collectively, the "Equipment").
(e) The licenses, permits, contracts, agreements and other instruments owned by Seller Sellers (other than bonds posted by SellerSellers) which concern and relate to any of the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units Xxxxx and/or EquipxxxxEquipment.
(f) Originals Subject to Section 1.3 below, originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession of SellerSellers, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's Sellers' trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,.
(g) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Delta Petroleum Corp/Co)
Interests. All Subject to the reservations set forth in Section 1.3, all of Seller's, right, title and interest in and to the following shall herein be referred to in this Agreement collectively as called the "Interests" and individually as an "Interest":
(a) The oil and gas xxxxx described in EXHIBIT A hereto (the "Xxxxx"), --------- together with all oil, gas and mineral leases production from the Xxxxx;
(b) The leasehold estates created by the leases, licenses, permits and other agreements described on Exhibit "A" attached hereto in EXHIBIT B, (collectively, the "Leases"), including, without limitation working interests, ; together with all --------- overriding royalty interests, royalty interests production payments and any other interests payments out of a similar nature affecting the lands covered or measured by the Leases (collectively, the "Lands").
(b) The wells described on Exhibix "X" or which are located on the Lands collectively, the "Wells").value of oil and gas production;
(c) All unixxxxxionoil, communitizationgas, poolingcasinghead gas, agreementscondensate, working interest units created by operating agreementsdistillate, partnership agreements liquid hydrocarbons, gaseous hydrocarbons and orders covering all products refined therefrom, together with all minerals produced in association with these substances (collectively called the "Hydrocarbons") in and under and which may be produced and saved from or attributable to the Leases and Lands, or any portion thereofXxxxx, and the units all rents, issues, profits, proceeds, products, revenues and pooled other income from or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").attributable thereto;
(d) The tangible All of the personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, fixtures and improvements, which are incident or attributable improvements appurtenant to the LeasesXxxxx, Lands, Wells or Units the Leases or used or obtained in connection with the pxxxxxtionoperation of the Xxxxx, or the Leases or with the production, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time including without limitation, pipelines, disposal systems, gathering systems and compression facilities (collectively, the "Equipment").) appurtenant to or located upon the Leases; and
(e) The licensesAll the property, permitsrights, contractsprivileges, agreements benefits and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to appurtenances in any of the Leasesway belonging, Landsincidental to, Wells, Units and/or Equipxxxx, INSOFAR AND ONLY INSOFAR as same concern or relate pertaining to the Leasesproperty, Lands, Wells, Units and/or Equipxxxx, or the operation thereof; including, without limitation, oil, gas interests and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use rights described in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units and/or Equipxxxx.Sections 1.2
(fa) Originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession of Seller, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,
(g) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.through 1.2
Appears in 1 contract
Interests. All of The following items comprise the following shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest":
(a) The oil, the interest in the oil and gas leases and mineral lands described in Exhibit A hereof and in the wells located in and on sucx xxx and gas leases described on Exhibit "A" attached hereto (collectively, the "Leases"), including, without limitation working interestslimitation, operating rights and record title, working, leasehold, mineral, royalty, overriding royalty interestsroyalty, royalty net revenue, net profits or reversionary interests and any other interests of a similar nature affecting the lands covered by expressed, as a percentage, on Exhibit A ("Leases");
(b) all of Seller's right, title and interest in all wells, equipment, xxxxures, platforms, personal property and improvements (including, without limitation, materials, plants, pipelines, gathering and processing systems and salt water disposal systems) which are located on, appurtenant to or used in connection with the Leases now, as of the Effective Time or as of the Closing Date (collectively"Equipment");
(c) all of Seller's right, title and interests in all contracts, escrowed funds for the abandonment of Interests, agreements, instruments, payout balances, commitments, licenses, permits, easements, rights-of-way and other rights of Seller relating to the items described in this Section 1.02, together with all of Seller's rights, claims and causes of action under such items arising after the Effective Time ("LandsContracts");
(d) all of Seller's right, title and interest in oil, gas, condensate, related hydrocarbons and other minerals produced from the Leases after the Effective Time ("Substances");
(e) all accounts including Seller's share of any gas imbalance, makeup obligations, abandonment escrow account, instruments, general intangibles, liens and security interests arising from the sale or other disposition of the items described in this Section 1.02 on or after the Effective Time ("Accounts").
(b) The wells described on Exhibix "X" or which are located on the Lands collectively, the "Wells").
(c) All unixxxxxion, communitization, pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").
(d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, fixtures and improvements, which are incident or attributable to the Leases, Lands, Wells or Units with the pxxxxxtion, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time (collectively, the "Equipment").
(e) The licenses, permits, contracts, agreements and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to any of the Leases, Lands, Wells, Units and/or Equipxxxx, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, Wells, Units and/or Equipxxxx, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units and/or Equipxxxx.
(f) Originals or copies all of all computer tapes and discs, files, records, Seller's information or data relating to the Interests in the possession of SellerInterests, includingreservoir, without limitationland, title records operation and production files and other data including geological, engineering and proprietary geophysical data (including abstracts of title, title opinions, certificate of title both "2-D" and title curative documents"3-D"), accounting records and filesmaps, contracts, correspondence, production records, electric logs, core dataanalysis, pressure dataformation tests, decline curvesproduction records and legal, graphical production curvestitle, drilling reports, well completion reports, drill stem test charts accounting and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer contract files. (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer"Technical Files"), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,
(g) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Blue Dolphin Energy Co)
Interests. All Subject to the reservations set forth in Section 1.3, all of Seller's right, title and interest in and to the following shall herein be referred to in this Agreement collectively as called the "Interests" and individually as an :"Interest":
(a) The oil and gas wellx xxx locations described in Exhibit "A-1" hereto (collectively the "Wellx"), together with all oil, gas and mineral leases described on Exhibit "A" attached hereto (collectively, production from the "Leases"), including, without limitation working interests, overriding royalty interests, royalty interests and any other interests of a similar nature affecting Wellx xx the lands covered by extent such production occurs after the Leases (collectively, the "Lands").Effective Time;
(b) The wells leasehold estates created by the leases, licenses, permits and other agreements described on Exhibix in Exhibit "XA-2," or which are located on Exhibit shall be provided by Seller and approved by Buyer by July 15, 1997, INSOFAR AND ONLY INSOFA, as they cover the Lands collectively, land (the "WellsLand").) described in Exhibit "A-2" (the leasehold estates insofar as they cover the Land are called the "Leases") together with all overriding royalty interests, production payments and other payments out of or measured by the value of oil and gas production from or attributable to the Leases as to periods after the Effective Time insofar as the Leases cover the Lands, unless expressly excluded and reserved by Seller;
(c) All unixxxxxion, communitization, pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").
(d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, fixtures and improvements, which are incident or attributable improvements appurtenant to the LeasesWellx, Lands, Wells xx the Leases or Units used exclusively in connection with the pxxxxxtionoperation of the Wellx, xx the Leases or with the production, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable 3 thereto, on the Effective Time (collectively, the "Equipment").
(e) The licenses, permits, contracts, agreements and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to any of the Leases, Lands, Wells, Units and/or Equipxxxx, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, Wells, Units and/or Equipxxxx, or the operation thereof; including, including without limitation, oilpipelines, gas gathering systems and condensate purchase compression facilities appurtenant to or located upon the Leases and sale contractscores, cuttings, geophysical and other geological property (to the extent transferable) relating exclusively to the Lands and Wellx; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processingxxcluding, gatheringhowever, compression and transportation agreements; facilities tools, pulling machines, vehicles, mobile equipment, rolling stock, tubulars or other drilling or production inventory, or equipment leases relating thereto temporarily located on the Lands; and
(d) All rights, privileges, benefits, and appurtenances in any way belonging, incidental to, or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related appertaining to the Leasesproperty, Lands, Wells, Units and/or Equipxxxx.interests and rights described in Sections 1.2
(fa) Originals or copies of all computer tapes and discs, files, records, information or data relating through 1.2
(c) to the Interests in extent necessary or beneficial to the possession future operation of Sellersuch interests, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all agreements, product purchase and sale contracts, surface leases, gas gathering contracts, salt water disposal agreements and wellx, processing agreements, compression agreements, equipment leases, permits, gathering lines, rights-of-way, easements, licenses, farmouts and farmins, options, orders, pooling, spacing or consolidation agreements and operating agreements and all other contract rightsagreements relating thereto;
(e) All lease, intangible rights land, well, production, engineering, geological, geophysical, litigation, accounting, title, division order and tax files, copies of relevant tax (excluding Seller's trademarks other than income tax) files, emergency response and service marks)environmental compliance plans, inchoate rightsabstracts, choses in actiontitle opinions, rights under warranties made by prior ownerslogs, manufacturersmaps and all other books, vendors or other third partiesfiles, records and rights accruing under applicable statutes data of limitation or prescription, attributable Seller insofar as they relate exclusively to the InterestsAssets described in Exhibit "A," but excluding any records or data that cannot be transferred because of (i) prior legal restrictions, (ii) are proprietary or confidential, or (iii) are subject to attorney/client privilege;
(f) All other right, title or interest of Seller in and to the interests and properties described in Exhibits "A-1" and "A-2" not expressly reserved by Seller.
(g) All payments, and all rights to receive payments, benefit or liability associated with respect gas imbalance attributable to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after wellx xxxor to the Effective Time.
Appears in 1 contract
Interests. All of the following shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest":
(a) The oil, gas and mineral leases described on Exhibit "A" attached hereto (collectively, the "Leases"), including, without limitation limitation, working interests, overriding royalty interests, royalty interests and any other interests of a similar nature affecting the lands covered by the Leases (collectively, the "Lands").
(b) The wells oil and gas wxxxx described on Exhibix Exhibit "XA" or which are located on the Lands (individually, a "Well," and collectively, the "WellsWxxxx"), together with all oil, natural gas, casinghead gas, drip gasoline, natural gas liquids, condensate and other minerals produced from such Wxxxx.
(c) All unixxxxxionunitization, communitization, communitization and pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized communities areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" thereby (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").
(d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, platforms and facilities, fixtures and improvements, which are incident or attributable to or underlie the Leases, Lands, Wells Wxxxx or Units with the pxxxxxtionproduction, transportation, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time (collectively, the "Equipment").
(e) The licenses, permits, contracts, agreements and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to any of the Leases, Lands, WellsWxxxx, Units and/or EquipxxxxEquipment, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, WellsWxxxx, Units and/or EquipxxxxEquipment, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudesservitude; estates; surface leases; farmin farming and farmout far-out agreements; division orders and transfer orders; bottomhole buttonhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units Wxxxx and/or EquipxxxxEquipment.
(f) Originals Subject to Section 1.3 below, originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession or under the control of Seller, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's trademarks and service marks), inchoate rights, choses chooses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,.
(g) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Delta Petroleum Corp/Co)
Interests. All Subject to Section 1.03, the “Interests” are comprised of the following shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest"items:
(a) The oilall of Seller’s right, title and interest in and to the oil and gas and mineral leases described on Exhibit "A" attached hereto A-1 (collectively, the "“Leases"”) and in and to the wxxxx described on Exhibit A-2 (the “Wxxxx”), includingincluding operating rights and record title, without limitation working interestsworking, leasehold, mineral, royalty, overriding royalty interestsroyalty, royalty net revenue, net profits or reversionary interests and any other interests of a similar nature affecting the lands covered by the Leases (collectively, the "Lands").set forth on Exhibit A-1 or Exhibit A-2;
(b) The wells all of Seller’s right, title and interest in all platforms described on Exhibix "X" Exhibit A-2 (the “Platforms”), pipelines described on Exhibit A-3 (the “Pipelines”), real property described on Exhibit A-4 and all other wxxxx, equipment, fixtures, platforms, personal property (including parts, supplies and inventory and computers in the field used or usable by or for the Platforms or Pipelines and the supplies, inventory, furniture and computers located at Seller’s office in Lafayette, Louisiana) and improvements (including materials, plants, pipelines, flowlines, gathering and processing systems and salt water disposal systems) which are located on the Lands collectivelyon, the "Wells").
(c) All unixxxxxionappurtenant to, communitization, pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").
(d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, fixtures and improvements, which are incident or attributable to the Leases, Lands, Wells or Units with the pxxxxxtion, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time (collectively, the "Equipment").
(e) The licenses, permits, contracts, agreements and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to any of the Leases, Lands, Wells, Units and/or Equipxxxx, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, Wells, Units and/or Equipxxxx, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used in or held for use in connection with the ownership or operation thereof or with Leases and the production, treatment, sale or disposal production and treatment of hydrocarbons; oil and all other contracts and agreements related to gas produced from the Leases, Landsas of the Closing (collectively, Wellsthe “Equipment and Facilities”);
(c) all of Seller’s right, Units and/or Equipxxxx.title and interests in all contracts, agreements, instruments, payout balances, commitments, licenses, orders, permits, easements, rights-of-way and other rights of Seller, including the contracts listed on Exhibit A-5, relating to the items described in this Section 1.02, together with all of Seller’s rights, claims and causes of action under such items arising after the Effective Time (collectively, the “Contracts”);
(d) all of Seller’s right, title and interest in oil, gas, condensate, related hydrocarbons and other minerals (“Hydrocarbons”) produced from the Leases after the Effective Time and all proceeds attributable thereto;
(e) all accounts including Seller’s share of any gas imbalance, makeup obligations, instruments, general intangibles, liens and security interests arising from the sale or other disposition of the items described in this Section 1.02 on or after the Effective Time (“Accounts”);
(f) Originals or copies all of all computer tapes Seller’s information and discs, files, records, information or data relating to the Interests in the possession of Sellerincluding reservoir, includingland, without limitationoperation and production files and geological, title records (including abstracts of titlegeophysical and engineering data, title opinionsmaps, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core dataanalysis, pressure dataformation tests, decline curvesproduction records and legal, graphical production curvestitle, drilling reports, well completion reports, drill stem test charts accounting and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, contract files to the extent transferablethat Seller has the right to transfer the same to Buyer and that Buyer has the right to use the same, all in each case without the consent of any other contract rightsperson and without the payment of any fee, intangible rights (excluding Seller's trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors penalty or other third partiesconsideration (collectively, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,“Files”); and
(g) All payments, and all of Seller’s rights to receive payments, with respect merchantable oil produced from or attributable to the ownership of the production of hydrocarbons from Leases or the conduct of operations on the Interests accruing after the Effective TimeWxxxx for which Buyer is required to pay additional Purchase Price pursuant to Section 2.02 (a).
Appears in 1 contract
Samples: Purchase and Sale Agreement (McMoran Exploration Co /De/)
Interests. All of the following shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest":
(a) The oil, gas and mineral leases in the states and counties described on Exhibit "A" attached hereto (collectively, the "Leases"), including, without limitation limitation, working interests, overriding royalty interests, royalty interests and any other interests of a similar nature affecting the lands covered by the Leases (collectively, the "Lands").
(b) The wells oil and gas xxxxx described on Exhibix Exhibit "XA" or which are located on the Lands (individually, a "Well," and collectively, the "WellsXxxxx"), together with all oil, natural gas, casinghead gas, drip gasoline, natural gas liquids, condensate and other minerals produced from such Xxxxx.
(c) All unixxxxxionunitization, communitization, pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" thereby (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").
(d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, platforms and facilities, vehicles (to the extent owned by Seller), fixtures and improvements, which are directly incident or attributable to or underlie the Leases, Lands, Wells Xxxxx or Units with the pxxxxxtionproduction, transportation, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time (collectively, the "Equipment").
(e) The licenses, permits, contracts, agreements and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to any of the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units Xxxxx and/or EquipxxxxEquipment.
(f) Originals Subject to Section 1.3 below, originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession of Seller, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting production records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,.
(g) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.
Appears in 1 contract
Interests. All of the following shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest":
(a) The oil, oil and gas and mineral leases xxxxx described on Exhibit "A" attached hereto (individually, a "Well" and collectively, the "Xxxxx"), together with all oil, natural gas, casinghead gas, drip gasoline, natural gas liquids, condensate and other minerals produced from such Xxxxx.
(b) The oil, gas and mineral leases related to the Xxxxx, including the leases described on Exhibit "A" (collectively, the "Leases"), and including, without limitation limitation, working interests, overriding royalty interests, royalty interests and any other interests of a similar nature affecting the lands covered by the Leases (collectively, the "Lands").
(b) The wells described on Exhibix "X" or which are located on the Lands collectively, the "Wells").
(c) All unixxxxxionunitization, communitization, pooling, agreements, working interest units created by operating agreements, partnership agreements and orders covering the Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" thereby (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "Partnerships").
(d) The tangible personal property, tools, machinery, materials, pipelines, plants, gathering systems, equipment, fixtures and improvements, which are incident or attributable to the Leases, Lands, Wells Xxxxx or Units with the pxxxxxtionproduction, treatment, sale or disposal of hydrocarbons or water produced therefrom or attributable thereto, on the Effective Time (collectively, the "Equipment").
(e) The licenses, permits, contracts, agreements and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to any of the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, WellsXxxxx, Units and/or EquipxxxxEquipment, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units Xxxxx and/or EquipxxxxEquipment.
(f) Originals Subject to Section 1.3 below, originals or copies of all computer tapes and discs, files, records, information or data relating to the Interests in the possession of Seller, including, without limitation, title records (including abstracts of title, title opinions, certificate of title and title curative documents), accounting records and files, contracts, correspondence, production records, electric logs, core data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts and reports, engineering reports, regulatory reports, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes of limitation or prescription, attributable to the Interests,.
(g) All payments, and all rights to receive payments, with respect to the ownership of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Time.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Delta Petroleum Corp/Co)
Interests. All of Seller's right, title and interest in and to the --------- following (except for the "Excluded Assets" defined below) which shall be referred to in this Agreement collectively as the "Interests" and individually as an "Interest":
(a) The oilAll of Seller's interests, gas in and mineral leases to the entire estates created by the leases, licenses, permits and other agreements described on in Exhibit "A" attached hereto (collectively, the "Leases"), including, without limitation working interests, overriding royalty interests, royalty interests ) and any other interests of a similar nature affecting the lands covered by the Leases described in Exhibit "A" (collectively, the "Lands")., and including any overriding royalty interests, mineral fee interests, reversionary interests, production payments, net profits interests, and any other interests Seller may own in or affecting the oil and gas minerals underlying the Lands, and including all of Seller's interests in and to its oil and gas assets whether correctly described herein unless specifically included within the Excluded Assets, together with (i) all rights, privileges, benefits and powers conferred upon Seller as the holder of the Leases with respect to the use and occupation of the surface of the Lands that may be necessary, convenient or incidental to the possession and enjoyment of the Leases, (ii) all rights in respect of any pooled, communitized, or unitized acreage located in whole or in part within the Lands by virtue of the Leases, including rights to production from the pool, communitized area, or unit allocated to any Lease being a part thereof, regardless of whether such production is from the Lands, (iii) all rights, options, titles and interests of Seller granting Seller the right to obtain, or otherwise earn interests within the Lands no matter how earned, and (iv) all tenements, hereditaments and appurtenances belonging to any of the foregoing;
(b) The undivided interests in and to all of the oil and gas wells, saltwater disposal wells described on Exhibix "X" or which are located on the Lands collectively, and injection wells (the "Wells").) ax xxx forth in Exhibit "A-1" xxgether with alx xxdrocarbxxx produced from the Wells and Leases together with any tight sands tax credits associxxxx therewith, gas balancing positions, and all of the personal property, fixtures and improvements now or as of the Effective Time (as defined in Section 1.04 below) on the Lands, appurtenant thereto or used in connection therewith or with the production, gathering, storing, measuring, treating, operating, maintaining, marketing, or transportation of production from the Wells, Lands or Leases or lands pooled, communitized or unitized thexxxxxh, including all surface or downhole equipment and personal property associated with the Wells or situated upon the Leases, together with all such surface axx xxwnhole equipment, fixtures and inventory and personal property and equipment, if any, not physically located upon the Leases, but used, or intended for use, in connection with the Leases (the "Equipment") and specifically including the Sidney, Montana, field office and with any other field office or yard associated with the Leases together with all real and personal property comprising or associated with all such field offices and yards;
(c) All unixxxxxionThe contracts and contractual rights, communitizationobligations and interests, pooling, including all farmout agreements, working interest units created by farmin agreements, drilling contracts, operating agreements, partnership sales contracts, saltwater disposal agreements, division orders and transfer orders, hedges, swaps and collars relating to production by Seller and othex xxxxracts or agreements and orders covering or affecting any or all of the Wells, Leases and Lands, or any portion thereof, and the units and pooled or communitized areas created thereby, including the Federal units created by the Unit Agreements described on Exhibit "A" and/or Lands (collectively, the "Units") and the four partnerships created by the Partnership Agreements described on Exhibit "A," i.e., PAPCO, PANGL, GGP and PATC (collectively, the "PartnershipsContracts").;
(d) The tangible personal propertyxxxxxents, toolslicenses, machineryauthorizations, materialspermits, rights of way, servitudes, surface leases, the building lease for any field office and similar rights and interests applicable to the ownership or operation of the Wells;
(e) All of Seller's right, title and interexx xn and to those gathering pipeline systems commencing at or near each Well connected to each subsystem and lying upstream of the interconnects with other pipeline systems, all as designated and depicted on Exhibit "A-2" hereto (the "Gas Gathering Systems") together with all of Seller's right, title and interest in and to (1) all easements, rights-of-way, licenses, permits and other agreements necessary or incidental to the ownership, maintenance and operation of the Gas Gathering Systems; (2) all other agreements, permits, licenses, contracts, property and rights incident or appurtenant to Gas Gathering Systems; and (3) all pipelines, plantsgathering lines, gathering systemsmeters, equipmentmeter runs, fixtures drips, taps, valves, compressors, generators, dehydrators, building, facilities, telecommunication equipment and improvementsother personal property (including, which are incident or attributable without limitation, any inventory) used to receive gas into a Gas Gathering System and to transport and redeliver the same out of such system at the interconnection points depicted on Exhibit "A-2".
(f) Insofar as such pertain to the Leases, Lands, Wells or Units with and the pxxxxxtionother equipment, treatmentpersonal property, sale or disposal of hydrocarbons or water produced therefrom or attributable theretoContracts, on the Effective Time (collectively, the "Equipment").
(e) The licenses, permits, contracts, agreements Gas Gaxxxxxng Systems and other instruments owned by Seller (other than bonds posted by Seller) which concern and relate to any of the Leasesmatters described herein, Landsall books, Wellsrecords, Units and/or Equipxxxxreports, INSOFAR AND ONLY INSOFAR as same concern or relate to the Leases, Lands, Wells, Units and/or Equipxxxx, or the operation thereof; including, without limitation, oil, gas and condensate purchase and sale contracts; permits,; rights-of-way; easements; licenses; servitudes; estates; surface leases; farmin and farmout agreements; division orders and transfer orders; bottomhole agreements; dry hole agreements; area-of-mutual interest agreements; salt water disposal agreements; acreage contribution agreements; operating agreements; balancing agreements and unit agreements; pooling agreements; pooling orders; communitization agreements; processing, gathering, compression and transportation agreements; facilities or equipment leases relating thereto or used or held for use in connection with the ownership or operation thereof or with the production, treatment, sale or disposal of hydrocarbons; and all other contracts and agreements related to the Leases, Lands, Wells, Units and/or Equipxxxx.
(f) Originals or copies of all computer tapes and discsmanuals, files, recordstitle documents, information or data including correspondence, records of production, maintenance, revenue, sales, expenses, warranties, lease files, land files, well files, division order files, abstracts, title opinions, assignments, reports, and other written material relating to the Interests and in the possession of Seller's possession, including, including without limitation, title property records, contract files, operations files, copies of tax and accounting records (including abstracts of titlebut excluding Federal income tax returns and records) and files, title opinionsmaps, certificate of title and title curative documents)core data, accounting records and hydrocarbon analyses, well logs, mud logs, field studies, together with other files, contracts, correspondence, production records, electric logs, core and other records and data, pressure data, decline curves, graphical production curves, drilling reports, well completion reports, drill stem test charts including all geologic and reports, engineering reports, regulatory reports, geophysical data and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing items constitute materials that may be lawfully conveyed to Buyer (i.e., the materials are not subject to a proprietary agreement precluding their transfer to Buyer), and, to the extent transferable, all other contract rights, intangible rights (excluding Seller's trademarks and service marks), inchoate rights, choses in action, rights under warranties made by prior owners, manufacturers, vendors or other third parties, and rights accruing under applicable statutes seismic data of limitation or prescription, attributable Seller relating to the Interests,
(g) All payments, and all rights whether maintained in paper or electronic form(the "Records"); however, Seller shall have no obligation to receive payments, with respect furnish Buyer any data or information which Seller cannot provide to the ownership Buyer because of the production of hydrocarbons from or the conduct of operations on the Interests accruing after the Effective Timethird party restrictions.
Appears in 1 contract
Samples: Purchase and Sale Agreement (St Mary Land & Exploration Co)
