Common use of Production Proceeds Clause in Contracts

Production Proceeds. Notwithstanding that, by the terms of ------------------- the various Security Documents, Restricted Persons are and will be assigning to Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds, subject to the rights of the Farmee (as such term is defined in the Farmout Agreement) with respect to proceeds of production from Earned Xxxxx (as such term is defined in the Farmout Agreement) under the Farmout Agreement. In no case shall any failure, whether purposed or inadvertent, by Agent or 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 Agent or Lenders to Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that, by the terms of ------------------- the various Security Documents, Restricted Persons are and will be assigning to Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds, subject to the rights of the Farmee (as such term is defined in the Farmout Agreement) with respect to proceeds of production from Earned Xxxxx (as such term is defined in the Farmout Agreement) under the Farmout Agreement. In no case shall any failure, whether purposed proposed or inadvertent, by Agent or 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 Agent or Lenders to Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that, by the terms of ------------------- the various Security Documents, Restricted Persons are Borrower is and will be assigning to Agent and Lenders Lender all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Persons Borrower may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Agent and Lenders Lender may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons Borrower or to receive directly from the purchasers of production all other Production Proceeds, subject to the rights of the Farmee (as such term is defined in the Farmout Agreement) with respect to proceeds of production from Earned Xxxxx (as such term is defined in the Farmout Agreement) under the Farmout Agreement. In no case shall any failure, whether purposed or inadvertent, by Agent or Lenders Lender to collect connect 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 Agent or Lenders Lender to Restricted Persons Borrower constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders Lender to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that, by the terms of ------------------- the various Security Documents, Restricted Related Persons are and will be assigning to Agent and Lenders Banks all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Related Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Agent and Lenders Banks may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Related Persons or to receive directly from the purchasers of production all other Production Proceeds, subject to the rights of the Farmee (as such term is defined in the Farmout Agreement) with respect to proceeds of production from Earned Xxxxx (as such term is defined in the Farmout Agreement) under the Farmout Agreement. In no case shall any failure, whether purposed or inadvertent, by Agent or Lenders Banks 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 Agent or Lenders Banks to Restricted Related Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders Banks to collect other Production Proceeds thereafter.

Production Proceeds. Notwithstanding that, by the terms of ------------------- the various Security Documents, Restricted Persons Loan Parties are and will be assigning to Collateral Agent 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 Restricted Persons Loan Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a an Event of Default, Collateral Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons Loan Parties or to receive directly from the purchasers of production all other Production Proceeds, subject to the rights of the Farmee (as such term is defined in the Farmout Agreement) with respect to proceeds of production from Earned Xxxxx (as such term is defined in the Farmout Agreement) under the Farmout Agreement. In no case shall any failure, whether purposed or inadvertent, by Collateral Agent or 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 Collateral Agent or Lenders to Restricted Persons Loan Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Collateral Agent or Lenders to collect other Production Proceeds thereafter.