Common use of Oil and Gas Operations Clause in Contracts

Oil and Gas Operations. (a) All wxxxx included in the Oil and Gas Interests of Parent have been drilled and (if completed) completed, operated and produced in accordance with generally accepted oil and gas field practices and in compliance in all material respects with applicable oil and gas leases and applicable laws, rules and regulations, except where any failure or violation could not reasonably be expected to have a Material Adverse Effect on Parent. (b) Proceeds from the sale of Hydrocarbons produced from Parent’s Oil and Gas Interests are being received by the Parent Companies in a timely manner and are not being held in suspense for any reason (except in the ordinary course of business). (c) None of the Parent Companies has received any material advance, take-or-pay or other similar payments that entitle purchasers of production to receive deliveries of Hydrocarbons without paying therefor, and, on a net, company-wide basis, the Parent Companies are neither underproduced nor overproduced, in either case, to any material extent, under gas balancing or similar arrangements. (d) No claim, notice or order from any Governmental Authority or other Person has been received by any of the Parent Companies due to Hydrocarbon production in excess of allowables or similar violations that could result in curtailment of production after the Closing Date from any Oil and Gas Interests of the Parent Companies, except any such violations which individually or in the aggregate have not had, and would not be reasonably likely to have or result in, a Material Adverse Effect on the Parent Companies. (e) All material operating equipment owned or leased by the Parent Companies is, in the aggregate, in a state of repair so as to be adequate in all material respects for reasonably prudent operations in the areas in which they are operated.

Appears in 1 contract

Samples: Merger Agreement (Magnum Hunter Resources Inc)

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Oil and Gas Operations. (a) All wxxxx xxxxx included in the Oil and Gas Interests of Parent the Company have been drilled and (if completed) completed, operated and produced in accordance with generally accepted oil and gas field practices and in compliance in all material respects with applicable oil and gas leases and applicable laws, rules and regulations, except where any failure or violation could not reasonably be expected to have a Material Adverse Effect on Parentthe Company. (b) Proceeds from the sale of Hydrocarbons produced from Parent’s the Company's Oil and Gas Interests are being received by the Parent Target Companies in a timely manner and are not being held in suspense for any reason (except in the ordinary course of business). (c) None of the Parent Target Companies has received any material advance, take-or-pay or other similar payments that entitle purchasers of production to receive deliveries of Hydrocarbons without paying therefor, and, on a net, company-wide basis, the Parent Target Companies are neither underproduced nor overproduced, in either case, to any material extent, under gas balancing or similar arrangements. (d) No claim, notice or order from any Governmental Authority or other Person has been received by any of the Parent Target Companies due to Hydrocarbon production in excess of allowables or similar violations that could result in curtailment of production after the Closing Date from any Oil and Gas Interests of the Parent CompaniesCompany, except any such violations which individually or in the aggregate have not had, and would not be reasonably likely to have or result in, a Material Adverse Effect on the Parent Target Companies. (e) All material operating equipment owned or leased by the Parent Target Companies is, in the aggregate, in a state of repair so as to be adequate in all material respects for reasonably prudent operations in the areas in which they are operated.

Appears in 1 contract

Samples: Merger Agreement (Cimarex Energy Co)

Oil and Gas Operations. (a) All wxxxx included in the Oil and Gas Interests of Parent the Company have been drilled and (if completed) completed, operated and produced in accordance with generally accepted oil and gas field practices and in compliance in all material respects with applicable oil and gas leases and applicable laws, rules and regulations, except where any failure or violation could not reasonably be expected to have a Material Adverse Effect on Parentthe Company. (b) Proceeds from the sale of Hydrocarbons produced from Parentthe Company’s Oil and Gas Interests are being received by the Parent Target Companies in a timely manner and are not being held in suspense for any reason (except in the ordinary course of business). (c) None of the Parent Target Companies has received any material advance, take-or-pay or other similar payments that entitle purchasers of production to receive deliveries of Hydrocarbons without paying therefor, and, on a net, company-wide basis, the Parent Target Companies are neither underproduced nor overproduced, in either case, to any material extent, under gas balancing or similar arrangements. (d) No claim, notice or order from any Governmental Authority or other Person has been received by any of the Parent Target Companies due to Hydrocarbon production in excess of allowables or similar violations that could result in curtailment of production after the Closing Date from any Oil and Gas Interests of the Parent CompaniesCompany, except any such violations which individually or in the aggregate have not had, and would not be reasonably likely to have or result in, a Material Adverse Effect on the Parent Target Companies. (e) All material operating equipment owned or leased by the Parent Target Companies is, in the aggregate, in a state of repair so as to be adequate in all material respects for reasonably prudent operations in the areas in which they are operated.

Appears in 1 contract

Samples: Merger Agreement (Magnum Hunter Resources Inc)

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Oil and Gas Operations. (a) All wxxxx xxxxx included in the Oil and Gas Interests of Parent have been drilled and (if completed) completed, operated and produced in accordance with generally accepted oil and gas field practices and in compliance in all material respects with applicable oil and gas leases and applicable laws, rules and regulations, except where any failure or violation could not reasonably be expected to have a Material Adverse Effect on Parent. (b) Proceeds from the sale of Hydrocarbons produced from Parent’s 's Oil and Gas Interests are being received by the Parent Companies in a timely manner and are not being held in suspense for any reason (except in the ordinary course of business). (c) None of the Parent Companies has received any material advance, take-or-pay or other similar payments that entitle purchasers of production to receive deliveries of Hydrocarbons without paying therefor, and, on a net, company-wide basis, the Parent Companies are neither underproduced nor overproduced, in either case, to any material extent, under gas balancing or similar arrangements. (d) No claim, notice or order from any Governmental Authority or other Person has been received by any of the Parent Companies due to Hydrocarbon production in excess of allowables or similar violations that could result in curtailment of production after the Closing Date from any Oil and Gas Interests of the Parent Companies, except any such violations which individually or in the aggregate have not had, and would not be reasonably likely to have or result in, a Material Adverse Effect on the Parent Companies. (e) All material operating equipment owned or leased by the Parent Companies is, in the aggregate, in a state of repair so as to be adequate in all material respects for reasonably prudent operations in the areas in which they are operated.

Appears in 1 contract

Samples: Merger Agreement (Cimarex Energy Co)

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