Common use of Production Proceeds Clause in Contracts

Production Proceeds. Notwithstanding that by the terms of the Mortgages, the Credit Parties are and will be assigning to the Administrative Agent for the benefit of the Secured Parties all of the “Production Proceeds” (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred, the Credit Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Mortgages. Upon the occurrence of an Event of Default, the Administrative Agent may exercise all rights and remedies granted under the Mortgages, including the right to obtain possession of all Production Proceeds then held by the Credit Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that that, by the terms of the Mortgagesvarious Security Documents, the Credit Parties Restricted Persons are and will be assigning to the Administrative Agent for the benefit of the Secured Parties and Lenders all of the “Production Proceeds” (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred, the Credit Parties occurred and is continuing Restricted Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the MortgagesSecurity Documents, which Liens are hereby affirmed and ratified. Upon the occurrence and during the continuance of an Event of Default, the Administrative Agent and Lenders may exercise all rights and remedies granted under the MortgagesSecurity Documents subject to the terms thereof, including the right to obtain possession of all Production Proceeds then held by the Credit Parties Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Parties Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that that, by the terms of the Mortgagesvarious Security Documents, the Credit Parties are and will be assigning granting a security interest to the Administrative Agent for the benefit of the Secured Parties in all of as-extracted collateral (referred to as the “Production Proceeds” (as defined thereinin the Security Documents) accruing to the property covered Oil and Gas Interest mortgaged thereby, so long as no Event of Default has occurred, the Credit Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, Proceeds until such time as an Event of Default has occurred and is continuing and the Administrative Agent gives written notice to operators and/or purchasers of production to pay the Liens created under the MortgagesAdministrative Agent. Upon the occurrence of an Event of Default, the Administrative Agent may exercise all rights and remedies granted under the MortgagesSecurity Documents, including the right to obtain possession of all Production Proceeds then held by the Credit Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional purposed or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that that, by the terms of the Mortgagesvarious Security Documents, the Credit Parties Restricted Persons are and will be assigning to the Administrative Agent for the benefit of the Secured Parties and Holders all of the “Production Proceeds” (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred, the Credit Parties occurred Restricted Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the MortgagesSecurity Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of an Event of a Default, the Administrative Agent and Holders may exercise all rights and remedies granted under the MortgagesSecurity Documents, including the right to obtain possession of all Production Proceeds production proceeds then held by the Credit Parties Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional purposed or inadvertent, by the Administrative Agent or the Lenders Holders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders Holders to the Credit Parties Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders Holders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that that, by the terms of the Mortgagesvarious Security Documents, the Credit Loan Parties are and will be assigning to the Administrative Agent for the benefit of the Secured Parties and Lenders all of the “"Production Proceeds” " (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred, the Credit occurred Loan Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the MortgagesSecurity Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of an Event of a Default, the Administrative Agent and Lenders may exercise all rights and remedies granted under the MortgagesSecurity Documents, including the right to obtain possession of all Production Proceeds then held by the Credit Loan Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional purposed or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Loan Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that by the terms of the Mortgages, the Credit Parties are and will be assigning to the Administrative Agent for and Lendersfor the benefit of the Secured Parties all of the “Production Proceeds” (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred, the Credit Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Mortgages. Upon the occurrence of an Event of Default, the Administrative Agent may exercise all rights and remedies granted under the Mortgages, including the right to obtain possession of all Production Proceeds then held by the Credit Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that that, by the terms of the Mortgagesvarious Security Documents, the Credit Parties grantors thereunder are and will be assigning to the Administrative Agent for the benefit of the Secured Parties and Lenders all of the “"Production Proceeds” " (as defined thereintherein and in this section collectively called "Proceeds") accruing to the property covered thereby, so long as no Event of Default has occurred, the Credit Parties occurred such Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the MortgagesSecurity Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of an Event of a Default, the Administrative Agent and Lenders may exercise all rights and remedies granted under the MortgagesSecurity Documents, including the right to obtain possession of all Production Proceeds then held by the Credit Parties Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional purposed or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Parties Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that that, by the terms of ------------------- the Mortgagesvarious Security Documents, the Credit Parties Related Persons are and will be assigning to the Administrative Agent for the benefit of the Secured Parties and Lenders all of the “"Production Proceeds” " (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred, the Credit Parties occurred Related Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the MortgagesSecurity Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of an Event of Default, the Administrative Agent and Lenders may exercise all rights and remedies granted under the MortgagesSecurity Documents, including the right to obtain possession of all Production Proceeds then held by the Credit Parties any Related Person or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional purposed or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Parties any Related Person constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that that, by the terms of the Mortgagesvarious Security Documents, the Credit Parties Company and its Subsidiaries are and will be assigning to the Administrative Agent for the benefit of the Secured Parties all of the “"Production Proceeds” " (as defined therein) accruing to the property covered thereby, so . So long as no Event of Default has occurred, the Credit Parties occurred Company and its Subsidiaries may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the MortgagesSecurity Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of an Event of a Default, the Administrative Agent and Lenders may exercise all rights and remedies granted under the MortgagesSecurity Documents, including the right to obtain possession of all Production Proceeds then held by the Credit Parties Company and its Subsidiaries or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional proposed or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Parties Company and its Subsidiaries constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that that, by the terms of the Mortgagesvarious Security Documents, the Credit Parties Related Persons are and will be assigning to the Administrative Agent for the benefit of the Secured Parties and Lenders all of the “Production Proceeds” (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred, the Credit Parties occurred Related Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the MortgagesSecurity Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of an Event of Default, the Administrative Agent and Lenders may exercise all rights and remedies granted under the MortgagesSecurity Documents, including the right to obtain possession of all Production Proceeds then held by the Credit Parties any Related Person or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional purposeful or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Parties any Related Person constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that that, by the terms of the Mortgagesvarious Security Documents, the Credit Loan Parties are and will be assigning to the Administrative Agent for the benefit of the Secured Parties and Lenders all of the “Production Proceeds” (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred, the Credit occurred Loan Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the MortgagesSecurity Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of an Event of a Default, the Administrative Agent and Lenders may exercise all rights and remedies granted under the MortgagesSecurity Documents, including the right to obtain possession of all Production Proceeds then held by the Credit Loan Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional purposed or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Loan Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that that, by the terms of the Mortgagesvarious Security Documents, the Credit Parties Restricted Persons are and will be assigning to the Administrative Agent for the benefit of the Secured Parties Lenders all of the “"Production Proceeds” " (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred, the Credit Parties occurred Restricted Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the MortgagesSecurity Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of an Event of Default, the Administrative Agent may exercise all rights and remedies granted under the MortgagesSecurity Documents, including the right to obtain possession of all Production Proceeds then held by the Credit Parties Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional purposed or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their its rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Parties Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that that, by the terms of the Mortgagesvarious Security Documents, the Credit Loan Parties are and will be assigning to the Administrative Agent for Agent, the benefit of Issuing Bank and the Secured Parties Lenders all of the “Production Proceeds” "Production" (as defined therein) and the proceeds therefrom accruing to the property properties covered thereby, so long as no Event of Default has occurred, the Credit Loan Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the MortgagesSecurity Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of an Event of Default, the Administrative Agent Agent, the Issuing Bank and the Lenders may exercise all rights and remedies granted under the MortgagesSecurity Documents, including the right to obtain possession of all Production Proceeds then held by the Credit Parties any Loan Party or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether intentional purposed or inadvertent, by the Administrative Agent Agent, the Issuing Bank or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to the Credit Parties any Loan Party constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent Agent, the Issuing Bank or the Lenders to collect other Production Proceeds thereafter.