Common use of Operations before Closing Clause in Contracts

Operations before Closing. Except (i) as expressly provided in this Agreement, (ii) as set forth in Schedule 6.1, (iii) for any actions required to be taken by the Companies pursuant to Law or (iv) for any actions required to be taken by the Companies pursuant to any Contracts binding upon the Companies or the Company Assets as of the date hereof (other than any contract which was not provided to Buyer prior to the date of this Agreement), during the period from the date hereof until the Closing Date, without the prior written consent of Buyer, which shall not be unreasonably withheld, conditioned, or delayed, Seller shall cause the Companies to, in all material respects, (A) operate in the Ordinary Course and (B) use commercially reasonable efforts to preserve intact its business, the Company Assets and Permits, preserve its workforce intact as such workforce exists on the date of this Agreement, maintain insurance coverage on the Company Assets in the amounts and types currently in force or, upon renewal thereof, in similar amounts and types to the extent then available on commercially reasonable terms and prices and preserve its relationships with its key customers and suppliers and other Persons with which it has business dealings. Each Company shall promptly notify Buyer after that Company receives notice of a material proposed operation under a Unit Operating Agreement. Each Company shall participate as a leasehold cost-bearing Working Interest owner with all of its right, title and interest under each such proposal unless Seller requests, and Buyer consents in writing to, any non-consent election pursuant to Section 6.22.

Operations before Closing. Except (iA) as otherwise expressly provided contemplated in this Agreement, (iiB) as required by applicable Law or any applicable Governmental Authority, (C) as set forth in on Schedule 6.1, (iii6.1(a) for any actions required to be taken by the Companies pursuant to Law or (ivD) for any actions required as expressly consented to be taken by the Companies pursuant to any Contracts binding upon the Companies or the Company Assets as of the date hereof (other than any contract which was not provided to Buyer prior to the date of this Agreement)in writing, during the period from the date hereof Execution Date until the Closing Date, without the prior written consent of Buyer, which shall not be unreasonably withheld, conditioned, or delayed, Seller shall (and shall cause its Affiliates to) own, maintain and operate the Companies to, in all material respects, (A) operate Assets consistent with past practices in the Ordinary Course ordinary course of business and as a reasonably prudent operator, and: (Bi) perform all of its obligations under the Applicable Contracts; (ii) use commercially reasonable efforts to preserve intact its businessmaintain in full force and effect each Lease, as a reasonably prudent operator, and timely and properly pay all Lease renewals and extensions that become due after the Company Assets and Permits, preserve its workforce intact as such workforce exists on Execution Date in accordance with the date terms of this Agreement, maintain insurance coverage on the Company Assets in the amounts and types currently in force or, upon renewal thereof, in similar amounts and types to the extent then available on commercially reasonable terms and prices and preserve its relationships with its key customers and suppliers and other Persons with which it has business dealings. Each Company shall applicable Lease; (iii) promptly notify Buyer after of any proposal (including any proposal to drill or workover a well) that Company Seller receives notice expressly requiring an expenditure (net to Seller’s aggregate interest in the Assets) equal to or greater than one hundred thousand Dollars ($100,000), specifying the nature and time period associated with such proposal; (iv) provide Buyer with copies of a any and all material proposed operation under a Unit Operating Agreement. Each Company shall participate correspondence received from any Governmental Authority with respect to the Assets with respect to any pending or threatened Proceedings within five (5) Business Days of Seller obtaining actual knowledge or the receipt thereof; and (v) maintain its existing insurance policies relating to the Assets in such amounts and with such deductibles as a leasehold cost-bearing Working Interest owner with all of its right, title and interest under each such proposal unless Seller requests, and Buyer consents in writing to, any non-consent election pursuant to Section 6.22are currently maintained by Seller.