Common use of Limitations on the Operational Obligations and Liabilities of Seller Clause in Contracts

Limitations on the Operational Obligations and Liabilities of Seller. (a) From and after the Execution Date and until the Closing, and subject to the provisions of applicable operating and other agreements, Panther shall use its reasonable efforts to operate the Assets and use its reasonable efforts to cause any other operators to operate and administer the Assets in a manner consistent with its past practices, and shall carry on its business with respect to the Assets in substantially the same manner as before execution of this Agreement. (b) Buyer acknowledges that Panther owns undivided interests in some or all of the Assets, and Buyer agrees that the acts or omissions of the other working interest owners shall not constitute a violation of the provisions of this Article XIII, nor shall any action required by a vote of working interest owners constitute such a violation so long as Panther has voted its interests in a manner that complies with the provisions of this Article XIII. To the extent that Panther is not the operator of any of the Assets, the obligations of Panther in this Article XIII shall be construed to require that Panther use reasonable efforts (without being obligated to incur any expense or institute any cause of action) to cause the operator of such Assets to take such actions or render such performance within the constraints of the applicable operating agreements and other applicable agreements.

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (WPX Energy, Inc.)

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Limitations on the Operational Obligations and Liabilities of Seller. (a) From and after the Execution Date date of execution of this Agreement and until the Closing, and subject to the provisions of applicable operating and other agreements, Panther shall use its reasonable efforts to operate the Assets and use its reasonable efforts to cause any other operators to operate and administer the Assets in a manner consistent with its past practices, and shall carry on its business with respect to the Assets in substantially the same manner as before execution of this Agreement. (b) Buyer acknowledges that Panther each Seller owns undivided interests in some or all of the Assets, and Buyer agrees that the acts or omissions of the other working interest owners (other than a Seller) shall not constitute a violation of the provisions of this Article XIII, nor shall any action required by a vote of working interest owners constitute such a violation so long as Panther each Seller has voted its interests in a manner that complies with the provisions of this Article XIII. To the extent that Panther a Seller is not the operator of any of the Assets, the obligations of Panther each Seller in this Article XIII shall be construed to require that Panther each Seller use reasonable efforts (without being obligated to incur any expense or institute any cause of action) to cause the operator of such Assets to take such actions or render such performance within the constraints of the applicable operating agreements and other applicable agreements.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Linn Energy, LLC), Purchase and Sale Agreement (Midstates Petroleum Company, Inc.)

Limitations on the Operational Obligations and Liabilities of Seller. (a) From and after the Execution Date date of execution of this Agreement and until the Closing, and subject to the provisions of applicable operating and other agreements, Panther Seller shall use its reasonable efforts to operate the Assets and use its reasonable efforts to cause any other operators to operate and administer the Assets in a manner consistent with its past practices, and shall carry on its business with respect to the Assets in substantially the same manner as before execution of this Agreement. (b) Buyer acknowledges that Panther Seller owns undivided interests in some or all of the Assets, and Buyer agrees that the acts or omissions of the other working interest owners shall not constitute a violation of the provisions of this Article XIII, nor shall any action required by a vote of working interest owners constitute such a violation so long as Panther Seller has voted its interests in a manner that complies with the provisions of this Article XIII. To the extent that Panther Seller is not the operator of any of the Assets, the obligations of Panther Seller in this Article XIII shall be construed to require that Panther Seller use reasonable best efforts (without being obligated to incur any expense or institute any cause of action) to cause the operator of such Assets to take such actions or render such performance within the constraints of the applicable operating agreements and other applicable agreements.

Appears in 2 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (BreitBurn Energy Partners L.P.)

Limitations on the Operational Obligations and Liabilities of Seller. (a) From and after the Execution Date date of execution of this Agreement and until the Closing, and subject to the provisions of applicable operating and other agreements, Panther Seller shall use its reasonable efforts to operate the Assets and use its reasonable efforts to cause any other operators to operate and administer the Assets in a manner consistent with its past practicespractices and as a reasonably prudent operator, and shall carry on its business with respect to the Assets in substantially the same manner as before execution of this Agreement. (b) Buyer Purchaser acknowledges that Panther Seller owns undivided interests in some or all of the Assets, and Buyer Purchaser agrees that the acts or omissions of the other working interest owners shall not constitute a violation of the provisions of this Article XIIIVII, nor shall any action required by a vote of working interest owners constitute such a violation so long as Panther Seller has voted its interests in a manner that complies with the provisions of this Article XIIIVII. To the extent that Panther Seller is not the operator of any of the Assets, the obligations of Panther Seller in this Article XIII VII shall be construed to require that Panther Seller use reasonable efforts (without being obligated to incur any expense or institute any cause of action) to cause the operator of such Assets to take such actions or render such performance within the constraints of the applicable operating agreements and other applicable agreements.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ivanhoe Energy Inc)

Limitations on the Operational Obligations and Liabilities of Seller. (a) From and after the Execution Date date of execution of this Agreement and until the Closing, and subject to the provisions of applicable operating and other agreements, Panther Seller shall use its reasonable efforts to operate the Assets and use its reasonable efforts to cause any other operators to operate and administer the Assets in a manner the ordinary course of business consistent with its past practicespractices as a reasonably prudent operator, and shall carry on its business with respect to the Assets in substantially the same manner as before execution of this Agreement. (b) Buyer acknowledges that Panther Seller owns undivided interests in some or all of the Assets, and Buyer agrees that the acts or omissions of the other working interest owners shall not constitute a violation of the provisions of this Article XIII, nor shall any action required by a vote of working interest owners constitute such a violation so long as Panther Seller has voted its interests in a manner that complies with the provisions of this Article XIII. To the extent that Panther Seller is not the operator of any of the Assets, the obligations of Panther Seller in this Article XIII shall be construed to require that Panther Seller use commercially reasonable efforts (without being obligated to incur any expense or institute any cause of action) to cause the operator of such Assets to take such actions or render such performance within the constraints of the applicable operating agreements and other applicable agreements.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Callon Petroleum Co)

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Limitations on the Operational Obligations and Liabilities of Seller. (a) From and after the Execution Date date of execution of this Agreement and until the Closing, and subject to the provisions of applicable operating and other agreementsagreements and Section 13.01 of this Agreement, Panther Sellers shall use its reasonable efforts to operate the Assets and use its their reasonable efforts to cause any other operators to operate and administer the Assets in a manner consistent with its past practices, and shall carry on its business with respect to the Assets in substantially the same manner as before execution of this Agreement. (b) Buyer Xxxxx acknowledges that Panther owns Sellers own undivided interests in some or all of the Assets, and Buyer Xxxxx agrees that the acts or omissions of the other working interest owners shall not constitute a violation of the provisions of this Article XIII, nor shall any action required by a vote of working interest owners constitute such a violation so long as Panther has Sellers have voted its interests in a manner that complies with the provisions of this Article XIII. To the extent that Panther is Sellers are not the operator of any of the Assets, the obligations of Panther Sellers in this Article XIII shall be construed to require that Panther Sellers use reasonable efforts (without being obligated to incur any expense or institute any cause of action) to cause the operator of such Assets to take such actions or render such performance within the constraints of the applicable operating agreements and other applicable agreements.

Appears in 1 contract

Samples: Purchase and Sale Agreement

Limitations on the Operational Obligations and Liabilities of Seller. (a) From and after the Execution Date date of execution of this Agreement and until the Closing, and subject to the provisions of applicable operating and other agreementsagreements and Section 13.01 of this Agreement, Panther Sellers shall use its reasonable efforts to operate the Assets and use its their reasonable efforts to cause any other operators to operate and administer the Assets in a manner consistent with its past practices, and shall carry on its business with respect to the Assets in substantially the same manner as before execution of this Agreement. (b) Buyer acknowledges that Panther owns Sellers own undivided interests in some or all of the Assets, and Buyer agrees that the acts or omissions of the other working interest owners shall not constitute a violation of the provisions of this Article XIII, nor shall any action required by a vote of working interest owners constitute such a violation so long as Panther has Sellers have voted its interests in a manner that complies with the provisions of this Article XIII. To the extent that Panther is Sellers are not the operator of any of the Assets, the obligations of Panther Sellers in this Article XIII shall be construed to require that Panther Sellers use reasonable efforts (without being obligated to incur any expense or institute any cause of action) to cause the operator of such Assets to take such actions or render such performance within the constraints of the applicable operating agreements and other applicable agreements.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Linn Energy, LLC)

Limitations on the Operational Obligations and Liabilities of Seller. (a) From and after the Execution Date date of execution of this Agreement and until the Closing, and subject to the provisions of applicable operating and other agreements, Panther shall use its reasonable efforts to operate the Assets and use its reasonable efforts to cause any other operators to operate and administer the Assets in a manner consistent with its past practices, and shall carry on its business with respect to the Assets in substantially the same manner as before execution of this Agreement. (b) Buyer acknowledges that Panther each Seller owns undivided interests in some or all of the Assets, and Buyer Xxxxx agrees that the acts or omissions of the other working interest owners (other than a Seller) shall not constitute a violation of the provisions of this Article XIII, nor shall any action required by a vote of working interest owners constitute such a violation so long as Panther each Seller has voted its interests in a manner that complies with the provisions of this Article XIII. To the extent that Panther a Seller is not the operator of any of the Assets, the obligations of Panther each Seller in this Article XIII shall be construed to require that Panther each Seller use reasonable efforts (without being obligated to incur any expense or institute any cause of action) to cause the operator of such Assets to take such actions or render such performance within the constraints of the applicable operating agreements and other applicable agreements.

Appears in 1 contract

Samples: Purchase and Sale Agreement

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