Common use of Operations by Fewer Than All Parties Clause in Contracts

Operations by Fewer Than All Parties. If fewer than all but one (1) or more PARTIES owning not less than forty percent (40%) WORKING INTEREST elect to participate in and agree to bear the cost and risk of drilling the proposed well, OPERATOR, even if OPERATOR is a NON-PARTICIPATING PARTY, shall have the option of drilling such well for the PARTICIPATING PARTIES under this Agreement. OPERATOR, immediately after expiration of the applicable notice period, shall advise the PARTICIPATING PARTIES of (a) the total interest of the PARTIES approving such operation, and (b) its recommendation as to whether the PARTICIPATING PARTIES should proceed with the operation as proposed. Each PARTICIPATING PARTY, within forty-eight (48) hours (inclusive of Saturday, Sunday or legal holidays) after receipt of such notice, shall advise the proposing PARTY of its desire to (a) limit participation to such PARTY'S interest as shown on Exhibit "A", or (b) carry its proportionate part of NON-PARTICIPATING PARTIES' interest, or (c) participate with a lesser percentage than its proportionate part of the NON-PARTICIPATING PARTIES' interest. The proposing PARTY, at its election, may withdraw such proposal if there is insufficient participation and shall promptly notify all PARTIES of such decision. If the well is commenced within ninety (90) days after the date of the last applicable election date and is drilled as proposed in accordance with this Agreement, any PARTY electing not to participate shall be deemed to have relinquished its operating rights in such well as if it were a NON-CONSENT WELL. However, in the situation in which a rig is on location and standby charges are accumulating, thus precipitating a forty-eight (48) hour response period, the well must be commenced within fifteen (15) days. If no operations are begun within such time period, the effect shall be as if the proposal had not been made. Operations shall be deemed to have commenced (a) on the date the contract for a new platform is let, if the notice indicated the need for such platform; or (b) the date rigging-up operations on the well are commenced. Recoupment of costs shall be determined by Sections 12.2 and 12.5, if applicable, and the drilling of such well shall be governed by Article XII as applicable; however, percentages under Section 12.2 shall be as follows:

Operations by Fewer Than All Parties. If fewer than all but one two (12) or more PARTIES owning not less than forty fifty percent (4050%) WORKING INTEREST elect to participate in and agree to bear the cost and risk of drilling the proposed well, OPERATOR, even if OPERATOR is a NON-PARTICIPATING PARTY, shall have the option of drilling drill such well for the PARTICIPATING PARTIES under this Agreement. OPERATOR, immediately after expiration of the applicable notice period, shall advise the PARTICIPATING PARTIES of (a) the total interest of the PARTIES approving such operation, and (b) its recommendation as to whether the PARTICIPATING PARTIES should proceed with the operation as proposed. Each PARTICIPATING PARTY, within forty-eight (48) hours (inclusive of Saturday, Sunday or legal holidays) after receipt of such notice, shall advise the proposing PARTY of its desire to (a) limit participation to such PARTY'S interest as shown on Exhibit "A", or (b) carry its proportionate part of NON-PARTICIPATING PARTIES' interest, or (c) participate with a lesser percentage than its proportionate part of the NON-PARTICIPATING PARTIES' interest. The proposing PARTY, at its election, may withdraw such proposal if there is insufficient participation and shall promptly notify all PARTIES of such decision. If the well is commenced within ninety ONE HUNDRED FIFTY (90150) days after the date of the last applicable election date and is drilled as proposed in accordance with this Agreement, any PARTY electing not to participate shall be deemed to have relinquished its operating rights in such well as if it were a NON-CONSENT WELL. However, in the situation in which a rig is on location and standby charges are accumulating, thus precipitating a forty-eight (48) hour response period, the well must be commenced within fifteen (15) days. If no operations are begun within such time period, the effect shall be as if the proposal had not been made. Operations shall be deemed to have commenced (a) on the date the contract for a new platform is let, if the notice indicated the need for such platform; or (b) the date rigging-up operations on the well are commenced. Recoupment of costs shall be determined by Sections 12.2 and 12.5, if applicable, and the drilling of such well shall be governed by Article XII as applicable; however, percentages under Section 12.2 shall be as follows:

Operations by Fewer Than All Parties. If If, after the second notice provided for in Section 10.2 above, fewer than all but one (1) or more PARTIES owning not less than forty Parties having a combined Working Interest of fifty percent (4050%) WORKING INTEREST or more still elect to participate in and agree to bear the cost and risk drilling of drilling the proposed well, OPERATORthe proposing Party shall immediately notify each of the Parties electing to participate of the elections made and such Parties shall, even within five (5) days after receipt of such notice (twenty-four [24] hours if OPERATOR a rig is on location), notify the proposing Party what portion, if any, of the total non-participating interest it wishes to acquire; each such Party being entitled to acquire the non-participating interest in the ratio that such Party's Working Interest at the time the original proposal was made bears to the total Working Interest of all Parties electing to participate. If the Parties electing to participate subscribe to all of the non-participating interest so as to permit payment for one hundred percent (100%) of the cost of the well, Operator, or the largest interest owner participating in such operations if Operator is not a NON-PARTICIPATING PARTYParticipating Party, shall have the option of drilling proceed to drill such well for the PARTICIPATING PARTIES under this Agreement. OPERATOR, immediately after expiration account of the applicable notice periodParticipating Parties in accordance with the procedure including the recoupment of cost provisions of Article 10.3.1 set forth below; provided, if operations are being conducted from a Platform, then Operator shall advise the PARTICIPATING PARTIES of conduct such operations. If one hundred percent (a100%) the total interest of the PARTIES approving such operation, and (b) its recommendation as to whether the PARTICIPATING PARTIES should proceed with the operation as proposed. Each PARTICIPATING PARTY, within forty-eight (48) hours (inclusive cost of Saturday, Sunday or legal holidays) after receipt of such notice, shall advise the proposing PARTY of its desire to (a) limit participation to such PARTY'S interest as shown on Exhibit "A", or (b) carry its proportionate part of NON-PARTICIPATING PARTIES' interest, or (c) participate with a lesser percentage than its proportionate part of the NON-PARTICIPATING PARTIES' interest. The proposing PARTY, at its election, may withdraw such proposal if there is insufficient participation and shall promptly notify all PARTIES of such decision. If the well is not subscribed to, then such well shall not be drilled and it shall be as if no proposal had been made. Operations by the Participating Parties shall be commenced within ninety one hundred eighty (90180) days after following the date of on which the last applicable election date and is drilled as proposed in accordance with this Agreement, any PARTY electing not to participate shall be deemed to have relinquished its operating rights in such well as if it were a NON-CONSENT WELL. However, in the situation in which a rig is on location and standby charges are accumulating, thus precipitating a forty-eight (48) hour response period, the well must be commenced within fifteen (15) daysmade under Section 10.2 above. If no operations are begun commenced within such time period, the effect it shall be as if the proposal had not been made. Operations If the proposed well is commenced within such one hundred eighty (180) days period, then the following provisions shall be deemed to have commenced (a) on the date the contract for a new platform is let, if the notice indicated the need for such platform; or (b) the date rigging-up operations on the well are commenced. Recoupment of costs shall be determined by Sections 12.2 and 12.5, if applicable, and the drilling of such well shall be governed by Article XII as applicable; however, percentages under Section 12.2 shall be as followsapply:

Operations by Fewer Than All Parties. If If, after the election (if applicable) made under Article 11.8.3 (Second Opportunity to Participate), fewer than all but one two (12) or more PARTIES owning not less than forty Parties having a combined Working Interest of fifty-one percent (4051%) WORKING INTEREST or more elect to participate in and agree to bear the cost and risk of drilling the proposed welloperation that takes precedence, OPERATOR, even if OPERATOR is a NON-PARTICIPATING PARTY, the proposing Party shall notify the Participating Parties and each Participating Party shall have the option twenty four (24) hours, inclusive of drilling such well for the PARTICIPATING PARTIES under this Agreement. OPERATORSaturdays, immediately after expiration of the applicable notice period, shall advise the PARTICIPATING PARTIES of (a) the total interest of the PARTIES approving such operationSundays, and (b) its recommendation as to whether the PARTICIPATING PARTIES should proceed with the operation as proposed. Each PARTICIPATING PARTYfederal holidays, within forty-eight (48) hours (inclusive of Saturday, Sunday or legal holidays) after receipt of such notice, shall advise the notice to notify the proposing PARTY of its desire to (a) limit participation to such PARTY'S interest as shown on Exhibit "A", or (b) carry its proportionate part of NON-PARTICIPATING PARTIES' interest, or (c) participate with a lesser percentage than its proportionate part Party of the NON-PARTICIPATING PARTIES' interest. The proposing PARTY, at its election, may withdraw such proposal if there is insufficient participation and shall promptly notify all PARTIES of such decision. If the well is commenced within ninety (90) days after the date portion of the last applicable election date costs and is drilled as proposed risks attributable to the total Non-participating Parties' interests it elects to pay and bear. Unless otherwise agreed by the Participating Parties, each Participating Party may, but shall not be obligated to, pay and bear that portion of the costs and risks attributable to the total Non-participating Parties' interests in accordance with this Agreement, any PARTY electing not the ratio that the Participating Party's interest bears to participate the total interests of all Participating Parties who elect to pay and bear a portion of costs and risks attributable to the Non-participating Parties' interests. Failure to respond shall be deemed to have relinquished its operating rights in be an election not to pay or bear any additional costs or risks. If the Participating Parties agree to pay and bear one hundred percent (100%) of the costs and risks of the operation, Operator, subject to Article 4.2 (Substitute Operator), shall conduct the operation as a Non-consent Operation for the benefit of the Participating Parties, and the provisions of Article 13 (Non-consent Operations) shall apply. If such well as if it were a NON-CONSENT WELL. Howeveragreement is not obtained, in the situation in which a rig is on location and standby charges are accumulating, thus precipitating a forty-eight (48) hour response periodhowever, the well must operation shall not be commenced within fifteen (15) days. If no operations are begun within such time period, conducted and the effect shall be as if the proposal had not been made. Operations If a Participating Party in a well elects not to participate in the Deepening or Sidetracking operation in the well, such non-consenting Party shall be deemed to have commenced (a) on become a Non-participating Party in all operations conducted in the date the contract for a new platform is let, if the notice indicated the need for such platform; Deepened or (b) the date rigging-up operations on Sidetracked portion of the well are commencedafter that election. Recoupment of costs If the Non-consent Operation is an Additional Testing, coring, or logging operation, Article 13 (Non-consent Operations) shall be determined by Sections 12.2 and 12.5not apply, if applicable, and the drilling of such well shall be governed by Article XII as applicable; however, percentages under Section 12.2 a Party electing not to participate in the Additional Testing, coring, or logging shall not be as follows:entitled to information resulting from the operation.

Operations by Fewer Than All Parties. If fewer than all but one (1) or more PARTIES owning not less than forty twenty percent (4020%) WORKING INTEREST elect to participate in and agree to bear the cost and risk of drilling the proposed well, OPERATOR, even if OPERATOR is a NON-PARTICIPATING PARTY, shall have the option of drilling such well for the PARTICIPATING PARTIES under this Agreement. OPERATOR, immediately after expiration of the applicable notice period, shall advise the PARTICIPATING PARTIES of (a) the total interest of the PARTIES approving such operation, and (b) its recommendation as to whether the PARTICIPATING PARTIES should proceed with the operation as proposed. Each PARTICIPATING PARTY, within forty-eight (48) hours (inclusive of Saturday, Sunday or legal holidays) after receipt of such notice, shall advise the proposing PARTY of its desire to (a) limit participation to such PARTY'S interest as shown on Exhibit "A", or (b) carry its proportionate part of NON-PARTICIPATING PARTIES' interest, or (c) participate with a lesser percentage than its proportionate part of the NON-PARTICIPATING PARTIES' interest. The proposing PARTY, at its election, may withdraw such proposal if there is insufficient participation and shall promptly notify all PARTIES of such decision. If the well is commenced within ninety (90) days after the date of the last applicable election date and is drilled as proposed in accordance with this Agreement, any PARTY electing not to participate shall be deemed to have relinquished its operating rights in such well as if it were a NON-CONSENT WELL. However, in the situation in which a rig is on location and standby charges are accumulating, thus precipitating a forty-eight (48) hour response period, the well must be commenced within fifteen (15) days. If no operations are begun within such time period, the effect shall be as if the proposal had not been made. Operations shall be deemed to have commenced (a) on the date the contract for a new platform is let, if the notice indicated the need for such platform; or (b) the date rigging-up operations on the well are commenced. Recoupment of costs shall be determined by Sections 12.2 and 12.5, if applicable, and the drilling of such well shall be governed by Article XII as applicable; however, percentages under Section 12.2 shall be as follows:

Operations by Fewer Than All Parties. If there are more than two (2) Parties to this Agreement, then, after the election made under Article 11.4 (Second Opportunity to Participate), fewer than all but one (1__) or more PARTIES owning not less than forty Parties having a combined Working Interest of percent (40__%) WORKING INTEREST elect or more have elected to participate in and agree to bear the cost and risk of drilling the proposed welloperation, OPERATORthe proposing Party shall notify the Participating Parties, even if OPERATOR is a NON-PARTICIPATING PARTY, and each Participating Party shall have the option (__) hours, [ ] inclusive [ ] exclusive of drilling such well for the PARTICIPATING PARTIES under this Agreement. OPERATORSaturdays, immediately after expiration of the applicable notice period, shall advise the PARTICIPATING PARTIES of (a) the total interest of the PARTIES approving such operationSundays, and (b) its recommendation as to whether the PARTICIPATING PARTIES should proceed with the operation as proposed. Each PARTICIPATING PARTYfederal holidays, within forty-eight (48) hours (inclusive of Saturday, Sunday or legal holidays) after receipt of such notice, shall advise the notice to notify the proposing PARTY of its desire to (a) limit participation to such PARTY'S interest as shown on Exhibit "A", or (b) carry its proportionate part of NON-PARTICIPATING PARTIES' interest, or (c) participate with a lesser percentage than its proportionate part Party of the NON-PARTICIPATING PARTIES' interest. The proposing PARTY, at its election, may withdraw such proposal if there is insufficient participation and shall promptly notify all PARTIES of such decision. If the well is commenced within ninety (90) days after the date portion of the last applicable election date costs and is drilled as proposed risks attributable to the total Non-participating Parties’ interests it elects to pay and bear. Unless otherwise agreed by the Participating Parties, each Participating Party may, but shall not be obligated to, pay and bear that portion of costs and risks attributable to the total Non-participating Parties’ interests in accordance with this Agreement, any PARTY electing not the ratio that the Participating Party’s interest bears to participate the total interests of all Participating Parties who elect to pay and bear a portion of the costs and risks attributable to the total Non-participating Parties’ interests. Failure to respond shall be deemed to have relinquished its operating rights in be an election not to pay or bear any additional costs or risks. If the Participating Parties agree to pay and bear one hundred percent (100%) of the costs and risks of the operation, Operator, subject to Article 4.2 (Substitute Operator) shall conduct the operation as a Non-consent Operation for the benefit of the Participating Parties, and the provisions of Article 13 (Non-consent Operations) shall apply. If such well as if it were a NON-CONSENT WELL. Howeveragreement is not obtained, in the situation in which a rig is on location and standby charges are accumulating, thus precipitating a forty-eight (48) hour response periodhowever, the well must operation shall not be commenced within fifteen (15) days. If no operations are begun within such time period, conducted and the effect shall be as if the proposal had not been made. Operations Expenditures Approved Approval of a Development Operation shall be deemed to have commenced cover all necessary expenditures associated with the operation proposed in the AFE or notice that are incurred by Operator in connection with (a) on the date the contract preparations for a new platform is let, if the notice indicated the need for such platformdrilling; or (b) the date rigging-up operations on the well are commenced. Recoupment of costs shall be determined by Sections 12.2 and 12.5actual drilling; (c) evaluations, if applicablesuch as testing, coring, and the drilling of such well shall be governed by logging; and (d) plugging and abandonment, subject to any limitation that may exist as provided under Article XII as applicable; however, percentages under Section 12.2 shall be as follows:8 above.

Operations by Fewer Than All Parties. If fewer than all but one (1) or more PARTIES owning not less than forty fifty-one percent (4051%) WORKING INTEREST elect to participate in and agree to bear the cost and risk of drilling the proposed well, OPERATOR, even if OPERATOR is a NON-PARTICIPATING PARTY, shall have the option of drilling such well for the PARTICIPATING PARTIES under this Agreement. OPERATOR, immediately after expiration of the applicable notice period, shall advise the PARTICIPATING PARTIES of (a) the total interest of the PARTIES approving such operation, and (b) its recommendation as to whether the PARTICIPATING PARTIES should proceed with the operation as proposed. Each PARTICIPATING PARTY, within forty-eight (48) hours (inclusive of Saturday, Sunday or legal holidays) after receipt of such notice, shall advise the proposing PARTY of its desire to (a) limit participation to such PARTY'S interest as shown on Exhibit "A", or (b) carry its proportionate part of NON-PARTICIPATING PARTIES' interest, or (c) participate with a lesser percentage than its proportionate part of the NON-PARTICIPATING PARTIES' interest. The proposing PARTY, at its election, may withdraw such proposal if there is insufficient participation and shall promptly notify all PARTIES of such decision. If the well is commenced within ninety (90) days after the date of the last applicable election date and is drilled as proposed in accordance with this Agreement, any PARTY electing not to participate shall be deemed to have relinquished its operating rights in such well as if it were a NON-CONSENT WELL. However, in the situation in which a rig is on location and standby charges are accumulating, thus precipitating a forty-eight (48) hour response period, the well must be commenced within fifteen (15) days. If no operations are begun within such time period, the effect shall be as if the proposal had not been made. Operations shall be deemed to have commenced (a) on the date the contract for a new platform is let, if the notice indicated the need for such platform; or (b) the date rigging-up operations on the well are commenced. Recoupment of costs shall be determined by Sections 12.2 and 12.5, if applicable, and the drilling of such well shall be governed by Article XII as applicable; however, percentages under Section 12.2 shall be as follows:

Operations by Fewer Than All Parties. If If, after the election (if applicable) made under Article 11.8.3 (Second Opportunity to Participate), fewer than all but one (1__) or more PARTIES owning not less than forty Parties having a combined Working Interest of percent (40__%) WORKING INTEREST or more elect to participate in and agree to bear the cost and risk of drilling the proposed welloperation that takes precedence, OPERATOR, even if OPERATOR is a NON-PARTICIPATING PARTY, the proposing Party shall notify the Participating Parties and each Participating Party shall have the option (_) hours, [ ] inclusive [ ] exclusive of drilling such well for the PARTICIPATING PARTIES under this Agreement. OPERATORSaturdays, immediately after expiration of the applicable notice period, shall advise the PARTICIPATING PARTIES of (a) the total interest of the PARTIES approving such operationSundays, and (b) its recommendation as to whether the PARTICIPATING PARTIES should proceed with the operation as proposed. Each PARTICIPATING PARTYfederal holidays, within forty-eight (48) hours (inclusive of Saturday, Sunday or legal holidays) after receipt of such notice, shall advise the notice to notify the proposing PARTY of its desire to (a) limit participation to such PARTY'S interest as shown on Exhibit "A", or (b) carry its proportionate part of NON-PARTICIPATING PARTIES' interest, or (c) participate with a lesser percentage than its proportionate part Party of the NON-PARTICIPATING PARTIES' interest. The proposing PARTY, at its election, may withdraw such proposal if there is insufficient participation and shall promptly notify all PARTIES of such decision. If the well is commenced within ninety (90) days after the date portion of the last applicable election date costs and is drilled as proposed risks attributable to the total Non-participating Parties’ interests it elects to pay and bear. Unless otherwise agreed by the Participating Parties, each Participating Party may, but shall not be obligated to, pay and bear that portion of the costs and risks attributable to the total Non-participating Parties’ interests in accordance with this Agreement, any PARTY electing not the ratio that the Participating Party’s interest bears to participate the total interests of all Participating Parties who elect to pay and bear a portion of costs and risks attributable to the Non-participating Parties’ interests. Failure to respond shall be deemed to have relinquished its operating rights in be an election not to pay or bear any additional costs or risks. If the Participating Parties agree to pay and bear one hundred percent (100%) of the costs and risks of the operation, Operator, subject to Article 4.2 (Substitute Operator), shall conduct the operation as a Non-consent Operation for the benefit of the Participating Parties, and the provisions of Article 13 (Non-consent Operations) shall apply. If such well as if it were a NON-CONSENT WELL. Howeveragreement is not obtained, in the situation in which a rig is on location and standby charges are accumulating, thus precipitating a forty-eight (48) hour response periodhowever, the well must operation shall not be commenced within fifteen (15) days. If no operations are begun within such time period, conducted and the effect shall be as if the proposal had not been made. Operations If a Participating Party in a well elects not to participate in the Deepening or Sidetracking operation in the well, such non-consenting Party shall be deemed to have commenced (a) on become a Non-participating Party in all operations conducted in the date the contract for a new platform is let, if the notice indicated the need for such platform; Deepened or (b) the date rigging-up operations on Sidetracked portion of the well are commenced. Recoupment of costs shall be determined by Sections 12.2 and 12.5, if applicable, and the drilling of such well shall be governed by Article XII as applicable; however, percentages under Section 12.2 shall be as follows:after that election.

Operations by Fewer Than All Parties. If If, after the election (if applicable) made under Article 10.8.3 (Second Opportunity to Participate), fewer than all but one (1__) or more PARTIES owning not less than forty Parties having a combined Working Interest of percent (40__%) WORKING INTEREST or more elect to participate in and agree to bear the cost and risk of drilling the proposed welloperation that takes precedence, OPERATOR, even if OPERATOR is a NON-PARTICIPATING PARTY, the proposing Party shall notify the Participating Parties and each Participating Party shall have the option ( ) hours, [ ] inclusive [ ] exclusive of drilling such well for the PARTICIPATING PARTIES under this Agreement. OPERATORSaturdays, immediately after expiration of the applicable notice period, shall advise the PARTICIPATING PARTIES of (a) the total interest of the PARTIES approving such operationSundays, and (b) its recommendation as to whether the PARTICIPATING PARTIES should proceed with the operation as proposed. Each PARTICIPATING PARTYfederal holidays, within forty-eight (48) hours (inclusive of Saturday, Sunday or legal holidays) after receipt of such notice, shall advise the notice to notify the proposing PARTY of its desire to (a) limit participation to such PARTY'S interest as shown on Exhibit "A", or (b) carry its proportionate part of NON-PARTICIPATING PARTIES' interest, or (c) participate with a lesser percentage than its proportionate part Party of the NON-PARTICIPATING PARTIES' interest. The proposing PARTY, at its election, may withdraw such proposal if there is insufficient participation and shall promptly notify all PARTIES of such decision. If the well is commenced within ninety (90) days after the date portion of the last applicable election date costs and is drilled as proposed risks attributable to the total Non-participating Parties’ interests it elects to pay and bear. Unless otherwise agreed by the Participating Parties, each Participating Party may, but shall not be obligated to, pay and bear that portion of the costs and risks attributable to the total Non-participating Parties’ interests in accordance with this Agreement, any PARTY electing not the ratio that the Participating Party’s interest bears to participate the total interests of all Participating Parties who elect to pay and bear a portion of costs and risks attributable to the Non-participating Parties’ interests. Failure to respond shall be deemed to have relinquished its operating rights in be an election not to pay or bear any additional costs or risks. If the Participating Parties agree to bear one hundred percent (100%) of the costs and risks of the operation, Operator, subject to Article 4.2 (Substitute Operator), shall conduct the operation as a Non-consent Operation for the benefit of the Participating Parties, and the provisions of Article 13 (Non-consent Operations) shall apply. If such well as if it were a NON-CONSENT WELL. Howeveragreement is not obtained, in the situation in which a rig is on location and standby charges are accumulating, thus precipitating a forty-eight (48) hour response periodhowever, the well must operation shall not be commenced within fifteen (15) days. If no operations are begun within such time period, conducted and the effect shall be as if the proposal had not been made. Operations If a Participating Party in a well elects not to participate in the Deepening or Sidetracking operation in the well, such non-consenting Party shall be deemed to have commenced (a) on become a Non-participating Party in all operations conducted in the date the contract for a new platform is let, if the notice indicated the need for such platform; Deepened or (b) the date rigging-up operations on Sidetracked portion of the well are commenced. Recoupment of costs shall be determined by Sections 12.2 and 12.5, if applicable, and the drilling of such well shall be governed by Article XII as applicable; however, percentages under Section 12.2 shall be as follows:after that election.