Common use of Operations after Effective Time Clause in Contracts

Operations after Effective Time. Seller agrees, from and after the date hereof until the Closing, except as expressly contemplated by this Agreement, as expressly consented to in writing by Buyer, or in situations wherein emergency action is taken in the face of risk to life, property or the environment, to, or to cause its affiliates to: (a) operate the Assets in the usual, regular and ordinary manner consistent with past practice and in compliance with law in all material respects; (b) maintain the books of account and records relating to the Assets in the usual, regular and ordinary manner, in accordance with the usual accounting practices of each such Person; (c) not enter into a contract, or materially amend or change the terms of any such contract that would involve individual commitments of more than $100,000 or enter into any other material contract; (d) not plug or abandon any Well located on the Assets without Buyer’s prior written consent; (e) not transfer, sell, mortgage, pledge or dispose of any of the Assets other than the sale and/or disposal of Hydrocarbons in the ordinary course of business and, upon advance written notice to Buyer, sales of equipment that is no longer necessary in the operation of the Assets or for which comparable replacement equipment has been obtained and installed or create or suffer to exist any lien on the Assets other than a lien that is a Permitted Encumbrance; (f) preserve in full force and effect and not waive, amend, change, revise or otherwise all oil and gas leases, operating agreements, easements, rights-of-way, permits, licenses and agreements that relate to the Assets; (g) not grant or create any Preferential Purchase Right or other transfer restriction with respect to the Assets; (h) not elect to go non-consent with respect to any operation with respect to the Assets; (i) submit to Buyer for prior written approval, all requests for operating or capital expenditures relating to the Assets that involve individual commitments of more than $100,000; (j) maintain any bonds, insurance, letters of credit, guarantees or deposits with any Governmental Authorities or any other Third Parties required or necessary for the operation of the Assets; (k) maintain any consent, license, permit, grant or other authorization from any Governmental Authority required or necessary for the operation of the Assets; and (l) obtain Buyer’s written approval prior to voting under any operating, joint venture, partnership or similar agreement, which approval shall not be unreasonably withheld or delayed.

Operations after Effective Time. Seller agrees, from and after the date hereof until the Closing, except as expressly contemplated by this Agreement, as expressly consented to in writing by Buyer, or in situations wherein emergency action is taken in the face of risk to life, property or the environment, to, or to cause its affiliates to: (a) operate the Assets in the usual, regular and ordinary manner consistent with past practice and in compliance with law in all material respects; (b) maintain the books of account and records relating to the Assets in the usual, regular and ordinary manner, in accordance with the usual accounting practices of each such Person; (c) not enter into a contract, or materially amend or change the terms of any such contract that would involve individual commitments of more than $100,000 or enter into any other material contract; (d) not plug or abandon any Well located on the Assets without Buyer’s prior written consent; (e) not transfer, sell, mortgage, pledge or dispose of any of the Assets other than the sale and/or disposal of Hydrocarbons in the ordinary course of business and, upon advance written notice to Buyer, sales of equipment that is no longer necessary in the operation of the Assets or for which comparable replacement equipment has been obtained and installed or create or suffer to exist any lien on the Assets other than a lien that is a Permitted Encumbrance; (f) preserve in full force and effect and not waive, amend, change, revise or otherwise all oil and gas leases, operating agreements, easements, rights-of-way, permits, licenses and agreements that relate to the Assets; (g) not grant or create any Preferential Purchase Right or other transfer restriction with respect to the Assets; (h) not elect to go non-consent with respect to any operation with respect to the Assets; (i) submit to Buyer for prior written approval, all requests for operating or capital expenditures relating to the Assets that involve individual commitments of more than $100,000; (j) maintain any bonds, insurance, letters of credit, guarantees or deposits with any Governmental Authorities or any other Third Parties required or necessary for the operation of the Assets; (k) maintain any consent, license, permit, grant or other authorization from any Governmental Authority required or necessary for the operation of the Assets; and (lh) obtain Buyer’s written approval prior to voting under any operating, joint venture, partnership or similar agreement, which approval shall not be unreasonably withheld or delayed.

Operations after Effective Time. Seller agrees, from and after the date hereof until the Closing, except as expressly contemplated by this Agreement, as expressly consented to in writing by Buyer, or in situations wherein emergency action is taken in the face of risk to life, property or the environment, to, or to attempt to cause its affiliates the operator of the Assets to: (a) operate the Assets in the usual, regular and ordinary manner consistent with past practice and in compliance with law in all material respects; (b) maintain the books of account and records relating to the Assets in the usual, regular and ordinary manner, in accordance with the usual accounting practices of each such Person; (c) not enter into a contract, or materially amend or change the terms of any such contract that would involve individual commitments of more than $100,000 or enter into any other material contract; (d) not plug or abandon any Well located on the Assets without Buyer’s prior written consent; (e) not transfer, sell, mortgage, pledge or dispose of any of the Assets other than the sale and/or disposal of Hydrocarbons in the ordinary course of business and, upon advance written notice to Buyer, sales of equipment that is no longer necessary in the operation of the Assets or for which comparable replacement equipment has been obtained and installed or create or suffer to exist any lien on the Assets other than a lien that is a Permitted Encumbrance; (f) preserve in full force and effect and not waive, amend, change, revise or otherwise all oil and gas leases, operating agreements, easements, rights-of-way, permits, licenses and agreements that relate to the Assets; (g) not grant or create any Preferential Purchase Right or other transfer restriction with respect to the Assets; (h) not elect to go non-consent with respect to any operation with respect to the Assets; (i) submit to Buyer for prior written approval, all requests for operating or capital expenditures relating to the Assets that involve individual commitments of more than $100,000; (j) maintain any bonds, insurance, letters of credit, guarantees or deposits with any Governmental Authorities or any other Third Parties required or necessary for the operation of the Assets; (k) maintain any consent, license, permit, grant or other authorization from any Governmental Authority required or necessary for the operation of the Assets; and (l) obtain Buyer’s written approval prior to voting under any operating, joint venture, partnership or similar agreement, which approval shall not be unreasonably withheld or delayed.

Operations after Effective Time. Seller Panther agrees, from and after the date hereof Execution Date until the Closing, except as expressly contemplated by this Agreement, Agreement or as expressly consented to in writing by Buyer, or that it shall operate as a reasonable and prudent operator in situations wherein emergency action is taken compliance with all laws, the terms and conditions of the Leases and contracts, and otherwise in the face ordinary course of risk to life, property business consistent with past practice and consistent with the capital plan as set forth on Schedule 13.01 (the “Capital Plan”). Without limiting the generality of the foregoing and except as otherwise expressly required by this Agreement or the environmentCapital Plan, toduring the period from the Execution Date to the Closing, or to cause its affiliates toPanther shall: (a) operate not propose or commit to any new operation reasonably anticipated to require future capital expenditures in excess of $250,000 net to the Assets Sellers’ Working Interest or ownership interest in the usual, regular and ordinary manner consistent with past practice and affected Asset or make or commit to make any other capital expenditure (or series of related capital expenditures) in compliance with law excess of $250,000 net to Sellers’ Working Interest or ownership interest in all material respectsthe affected Asset; (b) maintain the books of account and records relating to the Assets in the usual, regular and ordinary manner, in accordance with the its usual accounting practices of each such Personpractices; (c) other than in the ordinary course of business, not enter into a contract(i) voluntarily terminate, or materially amend or change the terms of waive any such contract that would involve individual commitments of more than $100,000 material right under or enter into extend any other material contractApplicable Material Contracts or Lease or (ii) execute any Material Contract; (d) maintain insurance coverage presently furnished by Third Parties in the amounts and of the types presently in force; (e) use commercially reasonable efforts to maintain in full force and effect all Leases that are presently producing in paying quantities; (f) use commercially reasonable efforts to continue to drill and complete Xxxxx in accordance with the Capital Plan and to continue to lease in accordance with Sellers’ existing leasing program related to the Subject Interests; (g) maintain all material Permits, bonds and guaranties, and make all filings that are required to be made under applicable law; (h) not transfer, sell, hypothecate, encumber or otherwise dispose of any Assets, individually or in the aggregate, with a replacement cost in excess of $100,000, except for sales and dispositions of Hydrocarbons and obsolete equipment made to any Person that is not Sellers or any Affiliate of Sellers in the ordinary course of business consistent with past practices; (i) participate in any operation or activity proposed with respect to any Asset which could result in any Asset becoming subject to a penalty or forfeiture as a result of an election not to so participate (except if participating in such operation or activity would result in a breach of clause (a), Sellers have provided Buyer with notice of such operation or activity and Buyer has not provided Seller with notice to proceed with such operation or activity); (j) not grant or create any preferential right or other similar transfer restriction with respect to any Asset; (k) not plug or abandon any Well located on the properties included in the Assets without Buyer’s prior written consent; (e) not transferconsent unless required to do so by an applicable law, sell, mortgage, pledge authorized regulatory agency or dispose of any of the Assets other than the sale and/or disposal of Hydrocarbons in the ordinary course of business and, upon advance written notice to Buyer, sales of equipment that is no longer necessary in the operation of the Assets or for which comparable replacement equipment has been obtained and installed or create or suffer to exist any lien on the Assets other than a lien that is a Permitted Encumbrance; (f) preserve in full force and effect and not waive, amend, change, revise or otherwise all oil and gas leases, operating agreements, easements, rights-of-way, permits, licenses and agreements that relate to the Assets; (g) not grant or create any Preferential Purchase Right or other transfer restriction with respect to the Assets; (h) not elect to go non-consent with respect to any operation with respect to the Assets; (i) submit to Buyer for prior written approval, all requests for operating or capital expenditures relating to the Assets that involve individual commitments of more than $100,000; (j) maintain any bonds, insurance, letters of credit, guarantees or deposits with any Governmental Authorities or any other Third Parties required or necessary for the operation of the Assets; (k) maintain any consent, license, permit, grant or other authorization from any Governmental Authority required or necessary for the operation of the Assetscourt; and (l) obtain not commit to, authorize, propose or enter into an agreement if the performance thereof would result in breach of any of the foregoing. In order to reimburse Panther for administrative overhead expenses incurred in order to operate the properties included in the Assets in accordance with this Section 13.01 from the Effective Time to the Closing Date, Buyer shall pay Panther a fee of $1,000 per month for each Well operated, prorated for any partial month. Requests for approval of any action restricted by this Section 13.01 shall be delivered to the following individual in writing, who shall have full authority to grant or deny such requests for approval on behalf of Buyer. Xxxx Xxxxxx Vice President – Asset Team WPX Energy, Inc. 0000 Xxx Xxxxxxxx Xxxxxx Tulsa, OK 74172 (000) 000-0000 xxxxxxx.xxxxxx@xxxxxxxxx.xxx Xxx Xxxxx Business Development Manager WPX Energy, Inc. 0000 Xxx Xxxxxxxx Xxxxxx Tulsa, OK 74172 (000) 000-0000 xxxxxx.xxxxx@xxxxxxxxx.xxx Buyer’s written approval prior of any action restricted by this Section 13.01 shall be considered granted within five Business Days (unless a shorter time is reasonably required by the circumstances and such shorter time is specified in Sellers’ notice) after Sellers’ notice to voting under any operatingBuyer in accordance with this Section 13.01 requesting such consent unless Buyer notifies Sellers to the contrary during such five Business Day period or such shorter time, joint ventureas applicable. In the event of an emergency with respect to injury to life, partnership property or similar agreementthe environment, which approval Sellers may take such action in violation of this Section 13.01 as a prudent operator would take and that is necessary to mitigate the effects of such emergency or terminate such emergency and shall not be unreasonably withheld or delayednotify Buyer of such action promptly thereafter.

Operations after Effective Time. Seller agrees, from and after the date hereof until the Closing, except as expressly contemplated by this Agreement, as expressly consented to in writing by BuyerPurchaser, or in situations wherein emergency action is taken in the face of risk to life, property or the environment, to, or to cause its affiliates to: (a) operate the Assets in the usual, regular and ordinary manner consistent with past practice and in compliance with law in all material respectspractice; (b) maintain the books of account and records relating to the Assets in the usual, regular and ordinary manner, in accordance with the usual accounting practices of each such Person; (c) not enter into a contract, or materially amend or change the terms of any such contract that would involve individual commitments of more than $100,000 or enter into any other material contract; (d) not plug or abandon any Well well located on the Assets without BuyerPurchaser’s prior written consent; (ed) not transfer, sell, mortgage, pledge or dispose of any material portion of the Assets other than the sale and/or disposal of Hydrocarbons hydrocarbons in the ordinary course of business and, upon advance written notice to Buyer, and sales of equipment that is no longer necessary in the operation of the Assets or for which comparable replacement equipment has been obtained and installed or create or suffer to exist any lien on the Assets other than a lien that is a Permitted Encumbrance;obtained; and (fe) preserve in full force and effect and not waive, amend, change, revise or otherwise all oil and gas leases, operating agreements, easements, rights-of-way, permits, licenses and agreements that relate to the Assets;, save and except those that expire from primary terms. (g) not grant or create any Preferential Purchase Right or other transfer restriction with respect to the Assets; (h) not elect to go non-consent with respect to any operation with respect to the Assets; (if) submit to Buyer Purchaser for prior written approval, all requests for operating or capital expenditures relating to the Assets that involve individual commitments of more than $100,000;40,000, and (g) use commercially reasonable efforts to maintain its relationships with suppliers, customers and others having material business relations with Seller with respect to the Assets so that they will be preserved for Purchaser on and after the Closing Date; and (h) maintain all insurance currently maintained by Seller with respect to the Assets and waive any rights of subrogation against Purchaser with respect thereto and, upon the request of Purchaser, cause Purchaser to be named as an additional insured thereunder (except with respect to any such Workers’ Compensation Insurance) for the period commencing on the date of the execution of this Agreement through the earlier to occur of the Closing or the termination of this Agreement pursuant to Section 11.01 and cause the insurance underwriters to provide a waiver of subrogation against Purchaser with respect thereto; provided, however, that all costs and expenses associated with the naming of Purchaser as an additional insured thereunder shall be borne by Purchaser. (i) Purchaser hereby consents to the nominated installation of an artificial lift system on the Rosewood Plantation 21-H well. Expenditure for such operation is expected to occur prior to closing hereunder. Purchaser makes a binding commitment to pay Seller’s share of costs associated with such operation. Additionally, Purchaser agrees to pay Seller’s share of lease delay rentals which are due before Closing. Buyer’s maximum commitment for the artificial lift system and lease delay rentals is $260,000. In the unlikely event that such payment has been made and the parties fail to close under this Agreement for any reason other than Purchaser’s election under Section 11.01(f), Purchaser shall be reimbursedfrom a block of unrestricted shares of Pryme Energy Limited equivalent in value to the amounts advanced by Purchaser using a VWAP share price. In the event the sole reason for the transaction not closing is the election by Purchaser under 11.01(f0 that it is dissatisfied with acquisition as determined by Purchaser in its sole discretion with no reason being required, Purchaser shall receive no consideration for the amounts advanced by Purchaser. (j) maintain any bondsDue to the complications of obtaining the consent of the other working interest owners for a comprehensive work over of the Deshotel’s 20-H well, insurancePurchaser’s workover plans, letters upon closing hereunder, may be limited to, initially, acidization and/or installation of creditan artificial lift system. At Purchaser’s request, guarantees or deposits with any Governmental Authorities or any other Third Parties required or necessary Seller agrees to nominate Purchaser’s plan for the operation of Deshotels 20-H well with the Assets; (k) maintain any consent, license, permit, grant or other authorization from any Governmental Authority required or necessary for final vote scheduled to occur before the operation of the Assets; and (l) obtain Buyer’s written approval prior to voting under any operating, joint venture, partnership or similar agreement, which approval shall not be unreasonably withheld or delayedclosing hereunder.

Operations after Effective Time. Seller agrees, from and after the date hereof until the Closing, except as expressly contemplated by this Agreement, as expressly consented to in writing by Buyer, or in situations wherein emergency action is taken in the face of risk to life, property or the environment, to, or to cause its affiliates to: (a) operate the Assets in the usual, regular and ordinary manner consistent with past practice and in compliance and, with law in all material respectsrespect to any Assets operated by Seller or its affiliates, as a reasonably prudent operator; (b) maintain the books of account and records relating to the Assets in the usual, regular and ordinary manner, in accordance with the usual accounting practices of each such PersonSeller; (c) (i) not terminate any Material Contract and (ii) not enter into any agreement that, if in existence on the date of this Agreement would be a contractMaterial Contract, or materially amend or change the terms of any such contract Material Contract that would involve (x) individual commitments of more than $100,000 or enter (y) aggregate commitments resulting from all such terminations, entry into any other material contractMaterial Contracts, amendments or changes of more than $1,250,000; (d) not plug or abandon any Well well located on the Assets without Buyer’s prior written consent; (e) not transfer, sell, mortgage, pledge or dispose of any of the Assets other than the sale and/or disposal of Hydrocarbons in the ordinary course of business and, upon advance written notice to Buyer and, if such sale involves equipment with more than $100,000 in fair market value, advance written consent of Buyer, sales of equipment that is no longer necessary in the operation of the Assets or for which comparable replacement equipment has been obtained and installed or create or suffer to exist any lien on the Assets other than a lien that is a Permitted Encumbranceinstalled; (f) preserve in full force and effect and not waive, amend, change, revise or otherwise all oil and gas leasesLeases, operating agreements, easements, rights-of-way, permits, licenses and agreements that relate to the AssetsProperties; (g) not grant or create any Preferential Purchase Right or other transfer restriction with respect to the Assets; (h) not elect to go non-consent with respect to any operation with respect to the Assets; (i) submit to Buyer for prior written approval, all requests for operating or capital expenditures relating to the Assets that involve individual (i) individual commitments of more than $100,000100,000 or (ii) aggregate commitments of more than $1,250,000; (h) maintain insurance coverage on the Assets in the amounts and of the types presently in force and not make any election to be excluded from any coverage provided by an operator for the joint account pursuant to a joint operating agreement; (i) not incur any indebtedness or take or fail to take any action that would cause a lien or encumbrance to arise or exist on the Assets or otherwise allow a lien to attach to or encumber the Assets or any thereof; (j) maintain not waive, release, assign, settle or compromise any bondsclaim, insurance, letters of credit, guarantees action or deposits with any Governmental Authorities or any other Third Parties required or necessary for the operation of proceeding relating to the Assets; (k) maintain any consent, license, permit, not grant or other authorization from create any Governmental Authority required preferential right to purchase, right of first refusal, preferential purchase right, right of first negotiation, option, or necessary for the operation of transfer restriction or similar right, obligation, or requirement, with respect to the Assets; and (l) obtain Buyer’s written approval prior to voting under any operating, joint venture, partnership or similar agreement, which approval shall not be unreasonably withheld or delayed.