Common use of Operation of the Mortgaged Property Clause in Contracts

Operation of the Mortgaged Property. So long as the Indebtedness or any part thereof remains unpaid, the Mortgagor shall, at the Mortgagor’s own expense: (a) Do all things that a prudent operator, if Mortgagor is the operator, similarly situated would do to keep, or cause to be kept, in full force and effect, the Leases and Units and to keep, or cause to be kept, unimpaired the Mortgagor’s rights in the Mortgaged Property and not, except as would be done by a prudent operator similarly situated, abandon any well or forfeit, surrender or release any Lease or Unit or any rights in the Mortgaged Property without the prior written consent of the Mortgagee; (b) Cause the Lands to be reasonably maintained, developed, protected against drainage, and continuously operated for the production of Hydrocarbons in a good and workmanlike manner as would a prudent operator, if the Mortgagor is the “operator” or owner, if the Mortgagor is a non-operating working interest owner, similarly situated, and in accordance with generally accepted practices in the oil and gas industry, applicable operating agreements, all covenants (both expressed and implied), terms and conditions contained in any assignment or farmout agreement under or through which an interest in the Leases or Units is now held, and all applicable federal, state and local laws, rules and regulations, excepting those being contested in good faith; (c) To the extent Mortgagor is the operator or the holder of working interests in the Leases, cause to be paid, promptly as and when due and payable, all applicable rentals and royalties payable with respect to the Mortgaged Property and cause to be paid, in accordance with the Mortgagor’s current practices, the Mortgagor’s share of all applicable costs and expenses incurred in or arising from the operation or development of the Mortgaged Property, excepting those being contested in good faith; (d) To the extent Mortgagor is the operator, cause the Operating Equipment to be maintained in the same manner as would be maintained by a prudent operator similarly situated; (e) Cause Mortgagor’s interest in the Mortgaged Property to be kept free and clear of Liens and charges of every character, other than Permitted Encumbrances; (f) Cause to be paid in accordance with Xxxxxxxxx’s current payment practices (if any) before the same become past due, all bills for actual labor and material, with respect to the Mortgaged Property, never to permit to be fixed thereon any lien, even though inferior to the lien hereof, for any such bills which may be legally due and payable, and never to permit to be created or to exist, in respect of any of the Mortgaged Property, any other or additional lien on a parity with or superior to the lien hereof; (g) To the extent the Mortgagor is operator, permit the Mortgagee, its agents and representatives, each at their own risk, after advance notice to go upon, examine, inspect and remain on the Mortgaged Property, and to go upon the xxxxxxx floor of any Well or Xxxxx at any time drilled or being drilled thereon, and to strap, gauge, measure and inspect any and all tanks at any time on the Mortgaged Property or holding oil, gasoline or casinghead gasoline therefrom; and the Mortgagor shall do all things reasonably necessary or proper to enable the holder hereunder to exercise said rights ; and (h) Mortgagor shall obtain and maintain insurance and provide Mortgagee with copies of certificates of insurance to the extent required under Section 5.05 of the Credit Agreement. The representations and warranties in this Section 2.7 apply to all the Mortgaged Property, but no breach of this Section 2.7 is actionable by the Mortgagee unless the breach or breaches affect properties having an aggregate value of $100,000.00 and such breach or breaches individually or in the aggregate could reasonably be expected to have a Material Adverse Effect.

Operation of the Mortgaged Property. So long as Whether or not the Indebtedness or any part thereof remains unpaidMortgagor is the operator of the Mortgaged Property, the Mortgagor shallwill, at the Mortgagor’s own expense: , (a) Do do all things that a prudent operator, if Mortgagor is the operator, similarly situated would do necessary to keep, or cause to be kept, in full force and effect, the Leases and Units and to keep, or cause to be kept, keep unimpaired the Mortgagor’s rights in the Mortgaged Property and not(subject to any permitted abandonment provisions hereinbelow), except as would be done by a prudent operator similarly situated, abandon any well or forfeit, surrender or release any Lease or Unit or any rights in the Mortgaged Property without the prior written consent of the Mortgagee; (b) Cause cause the Lands lands described in Exhibit A to be reasonably maintained, developed, protected against drainage, and continuously operated for the production of Hydrocarbons hydrocarbons in a good and workmanlike manner as would a prudent operator, if the Mortgagor is the “operator” or owner, if the Mortgagor is a non-operating working interest owner, similarly situated, and in accordance with generally accepted practices in the oil field where the Mortgaged Properties are located and gas industry, applicable operating agreements, all covenants (both expressed and implied), terms and conditions contained in any assignment or farmout agreement under or through which an interest in the Leases or Units is now held, and all applicable federal, state and local laws, rules and regulations, excepting those being contested in good faith; (c) To the extent Mortgagor is the operator or the holder of working interests in the Leases, cause to be paid, promptly as and when due and payable, all applicable rentals and royalties payable with in respect to of the Mortgaged Property Property, and cause to be paid, in accordance with the Mortgagor’s current practices, the Mortgagor’s share of all applicable costs and expenses incurred in or arising from the operation or development of the Mortgaged Property. The Mortgagor will observe and comply with all terms and provisions, excepting those being contested in good faith; (d) To express or implied, of the extent Mortgagor is the operatorMineral Properties, cause the Operating Equipment to be maintained in the same manner as would be maintained by a prudent operator similarly situated; (e) Cause Mortgagor’s interest in the Mortgaged Property to be kept free and clear all agreements and contracts of Liens and charges of every character, other than Permitted Encumbrances; (f) Cause to be paid in accordance with Xxxxxxxxx’s current payment practices (if any) before the same become past due, all bills for actual labor and material, with respect any type relating to the Mortgaged Property, never in order to permit to be fixed thereon any lienkeep the same in full force and effect, even though inferior to the lien hereofincluding, for any such bills which may be legally due and payablewithout limitation, and never to permit to be created maintenance of productive capacity of each well or to exist, in respect of any of the Mortgaged Property, any other or additional lien on a parity with or superior to the lien hereof; (g) To the extent the Mortgagor is operator, permit the Mortgagee, its agents and representatives, each at their own risk, after advance notice to go upon, examine, inspect and remain on unit comprising the Mortgaged Property, and will not, without the prior written consent of the Lender, surrender, abandon or release (or otherwise reduce its rights under) any such lease, in whole or in part, so long as any well situated thereon (whether or not such well is located on the Mineral Properties), or located on any unit containing all or any part of such leases, is capable (or is subject to go upon being made capable through drilling, reworking or other operations which it would be economically feasible to conduct) of producing hydrocarbons in commercial quantities (as determined without considering the xxxxxxx floor effect of this Mortgage but considering the cost of such drilling, reworking and other operations); provided, however, that the Mortgagor may, to the extent expressly required by the terms of any Well such lease under a “Xxxx clause” or Xxxxx at similar provision, or to the extent otherwise required by law, confirm to the lessor thereof that the lease has by its terms terminated as to any time drilled specified portion thereof on which no such well exists. Without the express prior written consent of the Lender, Mortgagor will not abandon or consent to the abandonment of any well producing from the Mortgaged Property (or properties unitized therewith) so long as such well is capable (or is subject to being drilled thereonmade capable through drilling, reworking or other operations which it would be commercially feasible to conduct) of producing hydrocarbons in commercial quantities (as determined without considering the effect of this Mortgage but considering the cost of such drilling, reworking and other operations). The Mortgagor will not without the express prior written consent of the Lender elect not to strap, gauge, measure and inspect any and all tanks at any time participate in a proposed operation on the Mortgaged Property or holding oilwhere the effects of such election would be the forfeiture either temporarily (i.e., gasoline or casinghead gasoline therefrom; and the Mortgagor shall do all things reasonably necessary or proper to enable the holder hereunder to exercise said rights ; and (h) Mortgagor shall obtain and maintain insurance and provide Mortgagee with copies until a certain sum of certificates of insurance to the extent required under Section 5.05 money is received out of the Credit Agreement. The representations and warranties forfeited interest) or permanently of any interest in this Section 2.7 apply to all the Mortgaged Property, but no breach of this Section 2.7 is actionable by the Mortgagee unless the breach or breaches affect properties having an aggregate value of $100,000.00 and such breach or breaches individually or in the aggregate could reasonably be expected to have a Material Adverse Effect.

Operation of the Mortgaged Property. So long as Whether or not the Indebtedness or any part thereof remains unpaidBorrower is the operator of the Mortgaged Property, the Mortgagor shallBorrower will, at the MortgagorBorrower’s own expense: , (a) Do do all things that a prudent operator, if Mortgagor is the operator, similarly situated would do necessary to keep, or cause to be kept, in full force and effect, the Leases and Units and to keep, or cause to be kept, keep unimpaired the MortgagorBorrower’s rights in the Mortgaged Property and not(subject to any permitted abandonment provisions hereinbelow), except as would be done by a prudent operator similarly situated, abandon any well or forfeit, surrender or release any Lease or Unit or any rights in the Mortgaged Property without the prior written consent of the Mortgagee; (b) Cause cause the Lands lands described in Exhibit A to be reasonably maintained, developed, protected against drainage, and continuously operated for the production of Hydrocarbons hydrocarbons in a good and workmanlike manner as would a prudent operator, if the Mortgagor is the “operator” or owner, if the Mortgagor is a non-operating working interest owner, similarly situated, and in accordance with generally accepted practices in the oil and gas industry, applicable operating agreements, all covenants (both expressed and implied), terms and conditions contained in any assignment or farmout agreement under or through which an interest in the Leases or Units is now held, and all applicable federal, state and local laws, rules and regulations, excepting those being contested in good faith; (c) To the extent Mortgagor is the operator or the holder of working interests in the Leases, cause to be paid, promptly as and when due and payable, all applicable rentals and royalties payable with in respect to of the Mortgaged Property Property, and cause to be paid, in accordance with the Mortgagor’s current practices, the Mortgagor’s share of all applicable costs and expenses incurred in or arising from the operation or development of the Mortgaged Property. The Borrower will observe and comply with all terms and provisions, excepting those being contested in good faith; (d) To express or implied, of the extent Mortgagor is the operatorMineral Properties, cause the Operating Equipment to be maintained in the same manner as would be maintained by a prudent operator similarly situated; (e) Cause Mortgagor’s interest in the Mortgaged Property to be kept free and clear all agreements and contracts of Liens and charges of every character, other than Permitted Encumbrances; (f) Cause to be paid in accordance with Xxxxxxxxx’s current payment practices (if any) before the same become past due, all bills for actual labor and material, with respect any type relating to the Mortgaged Property, never in order to permit to be fixed thereon any lienkeep the same in full force and effect, even though inferior to the lien hereof, for any such bills which may be legally due and payable, and never to permit to be created including maintenance of productive capacity of each well or to exist, in respect of any of the Mortgaged Property, any other or additional lien on a parity with or superior to the lien hereof; (g) To the extent the Mortgagor is operator, permit the Mortgagee, its agents and representatives, each at their own risk, after advance notice to go upon, examine, inspect and remain on unit comprising the Mortgaged Property, and will not, without the prior written consent of the Lender, surrender, abandon or release (or otherwise reduce its rights under) any such lease, in whole or in part, so long as any well situated thereon (whether or not such well is located on the Mineral Properties), or located on any unit containing all or any part of such leases, is capable (or is subject to go upon being made capable through drilling, reworking or other operations which it would be economically feasible to conduct) of producing hydrocarbons in commercial quantities (as determined without considering the xxxxxxx floor effect of this Mortgage or the Indebtedness); provided, however, that the Borrower may, to the extent expressly required by the terms of any Well such lease under a “Xxxx clause” or Xxxxx at similar provision, or to the extent otherwise required by law, confirm to the lessor thereof that the lease has by its terms terminated as to any time drilled specified portion thereof on which no such well exists. Without the express prior written consent of the Lender, the Borrower will not abandon or consent to the abandonment of any well producing from the Mortgaged Property (or properties unitized therewith) so long as such well is capable (or is subject to being drilled thereonmade capable through drilling, reworking or other operations which it would be commercially feasible to conduct) of producing hydrocarbons in commercial quantities (as determined without considering the effect of this Mortgage or the Indebtedness but considering the cost of such drilling, reworking and other operations). The Borrower will not without the express prior written consent of the Lender elect not to strap, gauge, measure and inspect any and all tanks at any time participate in a proposed operation on the Mortgaged Property or holding oilwhere the effects of such election would be the forfeiture either temporarily (i.e., gasoline or casinghead gasoline therefrom; and the Mortgagor shall do all things reasonably necessary or proper to enable the holder hereunder to exercise said rights ; and (h) Mortgagor shall obtain and maintain insurance and provide Mortgagee with copies until a certain sum of certificates of insurance to the extent required under Section 5.05 money is received out of the Credit Agreement. The representations and warranties forfeited interest) or permanently of any interest in this Section 2.7 apply to all the Mortgaged Property, but no breach of this Section 2.7 is actionable by the Mortgagee unless the breach or breaches affect properties having an aggregate value of $100,000.00 and such breach or breaches individually or in the aggregate could reasonably be expected to have a Material Adverse Effect.

Operation of the Mortgaged Property. So long as Whether or not the Indebtedness or any part thereof remains unpaidBorrower is the operator of the Mortgaged Property, the Mortgagor shallBorrower will, at the Mortgagor’s Borrower's own expense: , (a) Do do all things that a prudent operator, if Mortgagor is the operator, similarly situated would do necessary to keep, or cause to be kept, in full force and effect, the Leases and Units and to keep, or cause to be kept, keep unimpaired the Mortgagor’s Borrower's rights in the Mortgaged Property and not(subject to any permitted abandonment provisions hereinbelow), except as would be done by a prudent operator similarly situated, abandon any well or forfeit, surrender or release any Lease or Unit or any rights in the Mortgaged Property without the prior written consent of the Mortgagee; (b) Cause use its best efforts to cause the Lands lands described in Exhibit "A" to be reasonably maintained, developed, protected against drainage, and continuously operated for the production of Hydrocarbons hydrocarbons in a good and workmanlike manner as would a prudent operator, if the Mortgagor is the “operator” or owner, if the Mortgagor is a non-operating working interest owner, similarly situated, and in accordance with generally accepted practices in the oil and gas industry, applicable operating agreements, all covenants (both expressed and implied), terms and conditions contained in any assignment or farmout agreement under or through which an interest in the Leases or Units is now held, and all applicable federal, state and local laws, rules and regulations, excepting those being contested in good faith; (c) To the extent Mortgagor is the operator or the holder of working interests in the Leases, cause to be paid, promptly as and when due and payable, all applicable rentals and royalties payable with in respect to of the Mortgaged Property Property, and cause to be paid, in accordance with the Mortgagor’s current practices, the Mortgagor’s share of all applicable costs and expenses incurred in or arising from the operation or development of the Mortgaged Property. The Borrower will observe and comply with all terms and provisions, excepting those being contested in good faith; (d) To express or implied, of the extent Mortgagor is the operatorMineral Properties, cause the Operating Equipment to be maintained in the same manner as would be maintained by a prudent operator similarly situated; (e) Cause Mortgagor’s interest in the Mortgaged Property to be kept free and clear all agreements and contracts of Liens and charges of every character, other than Permitted Encumbrances; (f) Cause to be paid in accordance with Xxxxxxxxx’s current payment practices (if any) before the same become past due, all bills for actual labor and material, with respect any type relating to the Mortgaged Property, never in order to permit to be fixed thereon any lienkeep the same in full force and effect, even though inferior to the lien hereofincluding, for any such bills which may be legally due and payablewithout limitation, and never to permit to be created maintenance of productive capacity of each well or to exist, in respect of any of the Mortgaged Property, any other or additional lien on a parity with or superior to the lien hereof; (g) To the extent the Mortgagor is operator, permit the Mortgagee, its agents and representatives, each at their own risk, after advance notice to go upon, examine, inspect and remain on unit comprising the Mortgaged Property, and will not, without the prior written consent, which consent shall not be unreasonably withheld, of the Lender, surrender, abandon or release (or otherwise reduce its rights under) any such lease, in whole or in part, so long as any well situated thereon (whether or not such well is located on the Mineral Properties), or located on any unit containing all or any part of such leases, is capable (or is subject to go upon being made capable through drilling, reworking or other operations which it would be economically feasible to conduct) of producing hydrocarbons in commercial quantities (as determined without considering the xxxxxxx floor effect of this Mortgage); provided, however that the Borrower may, to the extent expressly required by the terms of any Well such lease under a "Pugh clause" or Xxxxx at similar provision, or to the extent otherwisx xxquired by law, confirm to the lessor thereof that the lease has by its terms terminated as to any time drilled specified portion thereof on which no such well exists. Without the express prior written consent of the Lender, which consent shall not be unreasonably withheld, Borrower will not abandon or consent to the abandonment of any well producing from the Mortgaged Property (or properties unitized therewith) so long as such well is capable (or is subject to being drilled thereonmade capable through drilling, reworking or other operations which it would be commercially feasible to conduct) of producing hydrocarbons in commercial quantities (as determined without considering the effect of this Mortgage but considering the cost of such drilling, reworking and other operations). The Borrower will not without the express prior written consent of the Lender, which consent shall not be unreasonably withheld, elect not to strap, gauge, measure and inspect any and all tanks at any time participate in a proposed operation on the Mortgaged Property or holding oilwhere the effects of such election would be the forfeiture either temporarily (i.e., gasoline or casinghead gasoline therefrom; and the Mortgagor shall do all things reasonably necessary or proper to enable the holder hereunder to exercise said rights ; and (h) Mortgagor shall obtain and maintain insurance and provide Mortgagee with copies until a certain sum of certificates of insurance to the extent required under Section 5.05 money is received out of the Credit Agreement. The representations and warranties forfeited interest) or permanently of any interest in this Section 2.7 apply to all the Mortgaged Property, but no breach of this Section 2.7 is actionable by the Mortgagee unless the breach or breaches affect properties having an aggregate value of $100,000.00 and such breach or breaches individually or in the aggregate could reasonably be expected to have a Material Adverse Effect.

Operation of the Mortgaged Property. So long as Whether or not the Indebtedness or any part thereof remains unpaidMortgagor is the operator of the Mortgaged Property, the Mortgagor shallwill, at the Mortgagor’s 's own expense: , (a) Do do all things that a prudent operator, if Mortgagor is the operator, similarly situated would do necessary to keep, or cause to be kept, in full force and effect, the Leases and Units and to keep, or cause to be kept, keep unimpaired the Mortgagor’s 's rights in the Mortgaged Property and not(subject to any permitted abandonment provisions hereinbelow), except as would be done by a prudent operator similarly situated, abandon any well or forfeit, surrender or release any Lease or Unit or any rights in the Mortgaged Property without the prior written consent of the Mortgagee; (b) Cause use its best efforts to cause the Lands lands described in Exhibit "A" to be reasonably maintained, developed, protected against drainage, and continuously operated for the production of Hydrocarbons hydrocarbons in a good and workmanlike manner as would a prudent operator, if the Mortgagor is the “operator” or owner, if the Mortgagor is a non-operating working interest owner, similarly situated, and in accordance with generally accepted practices in the oil and gas industry, applicable operating agreements, all covenants (both expressed and implied), terms and conditions contained in any assignment or farmout agreement under or through which an interest in the Leases or Units is now held, and all applicable federal, state and local laws, rules and regulations, excepting those being contested in good faith; (c) To the extent Mortgagor is the operator or the holder of working interests in the Leases, cause to be paid, promptly as and when due and payable, all applicable rentals and royalties payable with in respect to of the Mortgaged Property Property, and cause to be paid, in accordance with the Mortgagor’s current practices, the Mortgagor’s share of all applicable costs and expenses incurred in or arising from the operation or development of the Mortgaged Property. The Mortgagor will observe and comply with all terms and provisions, excepting those being contested in good faith; (d) To express or implied, of the extent Mortgagor is the operatorMineral Properties, cause the Operating Equipment to be maintained in the same manner as would be maintained by a prudent operator similarly situated; (e) Cause Mortgagor’s interest in the Mortgaged Property to be kept free and clear all agreements and contracts of Liens and charges of every character, other than Permitted Encumbrances; (f) Cause to be paid in accordance with Xxxxxxxxx’s current payment practices (if any) before the same become past due, all bills for actual labor and material, with respect any type relating to the Mortgaged Property, never in order to permit to be fixed thereon any lienkeep the same in full force and effect, even though inferior to the lien hereofincluding, for any such bills which may be legally due and payablewithout limitation, and never to permit to be created maintenance of productive capacity of each well or to exist, in respect of any of the Mortgaged Property, any other or additional lien on a parity with or superior to the lien hereof; (g) To the extent the Mortgagor is operator, permit the Mortgagee, its agents and representatives, each at their own risk, after advance notice to go upon, examine, inspect and remain on unit comprising the Mortgaged Property, and will not, without the prior written consent, which consent shall not be unreasonably withheld, of the Mortgagee, surrender, abandon or release (or otherwise reduce its rights under) any such lease, in whole or in part, so long as any well situated thereon (whether or not such well is located in the Mineral Properties), or located on any unit containing all or any part of such leases, is capable (or is subject to go upon being made capable through drilling, reworking or other operations which it would be economically feasible to conduct) of producing hydrocarbons in commercial quantities (as determined without considering the xxxxxxx floor effect of this Mortgage); provided, however that the Mortgagor may, to the extent expressly required by the terms of any Well such lease under a "Pugh clause" or Xxxxx at similar provision, or to the extent otherwisx xxquired by law, confirm to the lessor thereof that the lease has by its terms terminated as to any time drilled specified portion thereof on which no such well exists. Without the express prior written consent of the Mortgagee, which consent shall not be unreasonably withheld, Mortgagor will not abandon or consent to the abandonment of any well producing from the Mortgaged Property (or properties unitized therewith) so long as such well is capable (or is subject to being drilled thereonmade capable through drilling, reworking or other operations which it would be commercially feasible to conduct) of producing hydrocarbons in commercial quantities (as determined without considering the effect of this Mortgage but considering the cost of such drilling, reworking and other operations). The Mortgagor will not without the express prior written consent of the Mortgagee, which consent shall not be unreasonably withheld, elect not to strap, gauge, measure and inspect any and all tanks at any time participate in a proposed operation on the Mortgaged Property or holding oilwhere the effects of such election would be the forfeiture either temporarily (i.e., gasoline or casinghead gasoline therefrom; and the Mortgagor shall do all things reasonably necessary or proper to enable the holder hereunder to exercise said rights ; and (h) Mortgagor shall obtain and maintain insurance and provide Mortgagee with copies until a certain sum of certificates of insurance to the extent required under Section 5.05 money is received out of the Credit Agreement. The representations and warranties forfeited interest) or permanently of any interest in this Section 2.7 apply to all the Mortgaged Property, but no breach of this Section 2.7 is actionable by the Mortgagee unless the breach or breaches affect properties having an aggregate value of $100,000.00 and such breach or breaches individually or in the aggregate could reasonably be expected to have a Material Adverse Effect.