Common use of Oil and Gas Operations Clause in Contracts

Oil and Gas Operations. (a) All xxxxx included in the Oil and Gas Interests have been drilled, and if completed, completed, operated and produced in accordance with prudent oil and gas field practices applicable to the geographical area where located and in compliance in all material respects with applicable Oil and Gas Interests and Hydrocarbon Contracts and applicable Laws governing such xxxxx in the Republic of Kazakhstan and the Russian Federation. (b) The Oil and Gas Interests entitle the Company and the Subsidiaries (individually or collectively) to receive not less than the undivided net revenue interest set forth (or derived from) the Company Reserve Report of all Hydrocarbons produced, saved or sold from or attributable to such Oil and Gas Interests, and the portion of the costs and expenses of operation and development of such Oil and Gas Interest through plugging, abandonment and salvage of such Oil and Gas Interest, that is borne or is to be borne by the Company or any Subsidiary (individually or collectively) is not greater than the undivided working interest set forth in (or derived from) the Company Reserve Report. (c) Sales of all Hydrocarbons produced from the Oil and Gas Interests have been made in the ordinary course of business on an arms-length basis. (d) Proceeds from the sale of Hydrocarbons produced from the Oil and Gas Interests are being received by the Company and the Subsidiaries in a timely manner and are not being held in suspense for any reason (except in the ordinary course of business). (e) Except as disclosed in Section 5.24(e) of the Disclosure Schedule, the Company and the Subsidiaries have properly and timely paid all Taxes, royalties, overriding royalties, rentals and other burdens on production due by any of them with respect to the Oil and Gas Interests. (f) Except as arising under Article 71 of the Subsoil Use Law, none of the Oil and Gas Interests are subject to any preferential purchase or similar rights which may become operative as a result of the Transactions. (g) The Company and the Subsidiaries are, in all respects, in compliance with all licenses, permits and production contracts in connection with the oil and gas exploration and production operations of the Company and the Subsidiaries, including, without limitation, (i) the License 1557 issued by the government of the Republic of Kazakhstan to Caspi Neft TME LLP on April 29, 1999; (ii) the Exploration Contract by and between Caspi Neft TME LLP and Republic of Kazakhstan Agency on Investments, dated March 7, 2000 and (iii) Production Contract by and between Caspi Neft TME LLP and MEMR, dated December 29, 2006, and no events, condition or changes have occurred that may give any Government Authority any right to rescind, withdraw, cancel or modify, in a manner adverse to the Company and the Subsidiaries, any such license and contracts.

Oil and Gas Operations. (a) All xxxxx wxxxx included in the Oil and Gas Interests have been drilled, and if completed, completed, operated and produced in accordance with prudent oil and gas field practices applicable to the geographical area where located and in compliance in all material respects with applicable Oil and Gas Interests and Hydrocarbon Contracts and applicable Laws governing such xxxxx wxxxx in the Republic of Kazakhstan and the Russian Federation. (b) The Oil and Gas Interests entitle the Company and the Subsidiaries (individually or collectively) to receive not less than the undivided net revenue interest set forth (or derived from) the Company Reserve Report of all Hydrocarbons produced, saved or sold from or attributable to such Oil and Gas Interests, and the portion of the costs and expenses of operation and development of such Oil and Gas Interest through plugging, abandonment and salvage of such Oil and Gas Interest, that is borne or is to be borne by the Company or any Subsidiary (individually or collectively) is not greater than the undivided working interest set forth in (or derived from) the Company Reserve Report. (c) Sales of all Hydrocarbons produced from the Oil and Gas Interests have been made in the ordinary course of business on an arms-length basis. (d) Proceeds from the sale of Hydrocarbons produced from the Oil and Gas Interests are being received by the Company and the Subsidiaries in a timely manner and are not being held in suspense for any reason (except in the ordinary course of business). (e) Except as disclosed in Section 5.24(e) of the Disclosure Schedule, the Company and the Subsidiaries have properly and timely paid all Taxes, royalties, overriding royalties, rentals and other burdens on production due by any of them with respect to the Oil and Gas Interests. (f) Except as arising under Article 71 of the Subsoil Use Law, none of the Oil and Gas Interests are subject to any preferential purchase or similar rights which may become operative as a result of the Transactions. (g) The Company and the Subsidiaries are, in all respects, in compliance with all licenses, permits and production contracts in connection with the oil and gas exploration and production operations of the Company and the Subsidiaries, including, without limitation, (i) the License 1557 issued by the government of the Republic of Kazakhstan to Caspi Neft TME LLP on April 29, 1999; (ii) the Exploration Contract by and between Caspi Neft TME LLP and Republic of Kazakhstan Agency on Investments, dated March 7, 2000 and (iii) Production Contract by and between Caspi Neft TME LLP and MEMR, dated December 29, 2006, and no events, condition or changes have occurred that may give any Government Authority any right to rescind, withdraw, cancel or modify, in a manner adverse to the Company and the Subsidiaries, any such license and contracts.

Oil and Gas Operations. (a) All xxxxx included in the Oil and Gas Interests have been drilled, drilled and (if completed, ) completed, operated and produced in accordance with prudent generally accepted oil and gas field practices applicable to the geographical area where located and in compliance in all material respects with applicable Oil oil and Gas Interests and Hydrocarbon Contracts gas leases and applicable Laws laws, rules and regulations governing such xxxxx in the Republic of Kazakhstan and the Russian Federation. (b) The Oil and Gas Interests entitle the Company and the Company Subsidiaries (individually or collectively) to receive not less than the undivided net revenue interest set forth (or derived from) the Company Reserve Report of all Hydrocarbons produced, saved or sold from or attributable to such Oil and Gas Interests, and the portion of the costs and expenses of operation and development of such Oil and Gas Interest through plugging, abandonment and salvage of such Oil and Gas Interest, that is borne or is to be borne by the Company or any Company Subsidiary (individually or collectively) is not greater than the undivided working interest set forth in (or derived from) the Company Reserve Report. (c) Sales of all Hydrocarbons produced from the Oil and Gas Interests have been made in the ordinary course of business on an arms-length basis. (d) Proceeds from the sale of Hydrocarbons produced from the Oil and Gas Interests are being received by the Company and the Company Subsidiaries in a timely manner and are not being held in suspense for any reason (except in the ordinary course of business). (e) Except as disclosed in Section 5.24(e) of the Disclosure Schedule, the The Company and the Company Subsidiaries have properly and timely paid all Taxes, royalties, overriding royalties, rentals and other burdens on production due by any of them with respect to the Oil and Gas Interests. (f) The Oil and Gas Interests do not have and are not burdened by an aggregate net overproductive or underproductive imbalance or transportation imbalance, which could reasonably be expected to have a Company Material Adverse Effect. (g) Except as arising under Article 71 of the Republic of Kazakhstan’s Subsoil Use Law, none of the Oil and Gas Interests are subject to any preferential purchase or similar rights which may become operative as a result of the Transactionstransactions contemplated by this Agreement. (g) The Company and the Subsidiaries are, in all respects, in compliance with all licenses, permits and production contracts in connection with the oil and gas exploration and production operations of the Company and the Subsidiaries, including, without limitation, (i) the License 1557 issued by the government of the Republic of Kazakhstan to Caspi Neft TME LLP on April 29, 1999; (ii) the Exploration Contract by and between Caspi Neft TME LLP and Republic of Kazakhstan Agency on Investments, dated March 7, 2000 and (iii) Production Contract by and between Caspi Neft TME LLP and MEMR, dated December 29, 2006, and no events, condition or changes have occurred that may give any Government Authority any right to rescind, withdraw, cancel or modify, in a manner adverse to the Company and the Subsidiaries, any such license and contracts.