Common use of Reserve Reports Clause in Contracts

Reserve Reports. The Company has delivered or otherwise made available to Parent true and correct copies of all written reports requested or commissioned by the Company or its Subsidiaries and delivered to the Company or its Subsidiaries in writing on or before the date of this Agreement estimating the Company’s and such Subsidiaries’ proved oil and gas reserves prepared by any unaffiliated person (each, a “Report Preparer”) concerning the Company Oil and Gas Interests as of December 31, 2018 (the “Company Reserve Reports”). Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the factual, non-interpretive data provided by the Company and its Subsidiaries to each Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Report Preparer’s estimates of the proved oil and gas reserves set forth in the Company Reserve Reports was, as of the time provided (or as modified or amended prior to the issuance of the Company Reserve Reports), accurate in all respects. Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the oil and gas reserve estimates of the Company set forth in the Company Reserve Reports are derived from reports that have been prepared by the Company Report Preparer as set forth therein, and such reserve estimates fairly reflect, in all respects, the oil and gas reserves of the Company at the dates indicated therein and are in accordance with the rules promulgated by the SEC and applied on a consistent basis throughout the periods reflected therein. Except for changes generally affecting the oil and gas exploration, development and production industry (including changes in commodity prices) and normal depletion by production, there has been no change in respect of the matters addressed in the Company Reserve Reports that, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect.

Reserve Reports. The Company has delivered or otherwise made available to Parent Acquiror true and correct copies of all written reports requested or commissioned by the Company or its Subsidiaries and delivered to the Company or its Subsidiaries in writing on or before the date of this Agreement estimating the Company’s and such Subsidiaries’ proved oil and gas reserves prepared by any unaffiliated person (each, a “Company Report Preparer”) concerning the Company Oil and Gas Interests of the Company and such Subsidiaries as of December 31, 2018 2013 (the “Company Reserve Reports”). Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the The factual, non-interpretive data provided by the Company and its Subsidiaries to each Company Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Company Report Preparer’s estimates of the proved oil and gas reserves set forth in the Company Reserve Reports was, as of the time provided (or as modified or amended prior to the issuance of the Company Reserve Reports), ) accurate in all material respects. Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the The oil and gas reserve estimates of the Company set forth in the Company Reserve Reports are derived from reports that have been prepared by the Company Report Preparer petroleum consulting firm as set forth therein, and such reserve estimates fairly reflect, in all material respects, the oil and gas reserves of the Company at the dates indicated therein and are in accordance with the rules promulgated by the SEC and guidelines applicable thereto applied on a consistent basis throughout the periods reflected thereininvolved. Except for changes generally affecting the oil and gas exploration, development and production industry (including changes in commodity prices) and normal depletion by production, there has been no change in respect of the matters addressed in the Company Reserve Reports thatthat would have, or reasonably be expected to have, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse EffectEffect on Company.

Reserve Reports. The Company has delivered or otherwise made available to Parent LinnCo true and correct copies of all written reports requested or commissioned by the Company or its Subsidiaries and delivered to the Company or its Subsidiaries in writing on or before the date of this Agreement estimating the Company’s and such Subsidiaries’ proved oil and gas reserves prepared by any unaffiliated person (each, a “Company Report Preparer”) concerning the Company Oil and Gas Interests of the Company and such Subsidiaries as of December 31, 2018 2012 (the “Company Reserve Reports”). Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the The factual, non-interpretive data provided by the Company and its Subsidiaries to each Company Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Company Report Preparer’s estimates of the proved oil and gas reserves set forth in the Company Reserve Reports was, as of the time provided (or as modified or amended prior to the issuance of the Company Reserve Reports), ) accurate in all material respects. Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the The oil and gas reserve estimates of the Company set forth in the Company Reserve Reports are derived from reports that have been prepared by the Company Report Preparer petroleum consulting firm as set forth therein, and such reserve estimates fairly reflect, in all material respects, the oil and gas reserves of the Company at the dates indicated therein and are in accordance with the rules promulgated by the SEC and guidelines applicable thereto applied on a consistent basis throughout the periods reflected thereininvolved. Except for changes generally affecting the oil and gas exploration, development and production industry (including changes in commodity prices) and normal depletion by production, there has been no change in respect of the matters addressed in the Company Reserve Reports thatthat would have, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect.

Reserve Reports. The Company has delivered or otherwise made available to Parent true and correct copies of all written reports requested delivered to or commissioned received by the Company or its Subsidiaries and delivered to the Company or its Subsidiaries in writing on or before the date of this Agreement estimating the Company’s Company and such its Subsidiaries’ proved oil and gas reserves reserves, in each case prepared by any unaffiliated person (each, a “Company Report Preparer”) concerning the Company Oil and Gas Interests as of December 31the Company and its Subsidiaries, 2018 and which reports are set forth in Section 5.13 of the Company Disclosure Schedule (the “Company Reserve Reports”). Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the The factual, non-interpretive data provided by the Company and its Subsidiaries to each Company Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Company Report Preparer’s estimates of the proved oil and gas reserves set forth in the Company Reserve Reports was, as of the time provided (or as modified or amended prior to the issuance of the Company Reserve Reports), accurate in all material respects. Except for any such matters thatTo the Knowledge of the Company, individually or there are no material errors in the aggregate, have not had assumptions and would not reasonably be expected estimates provided by the Company to have a any Company Material Adverse Effect, the Report Preparer in connection with their preparation of any Company Reserve Reports prepared by such Company Report Preparer. The oil and gas reserve estimates of the Company set forth in the Company Reserve Reports are derived from reports that have been prepared by the Company Report Preparer as set forth therein, and such reserve estimates fairly reflect, in all material respects, the oil and gas reserves of the Company at the dates indicated therein and are in accordance with the rules promulgated by the SEC and applied on a consistent basis throughout the periods reflected therein. Except for changes generally affecting the oil and gas exploration, development and production industry (including changes in commodity prices) and normal depletion by production, there has been no material change in respect of the matters addressed in the Company Reserve Reports that, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse EffectReports.

Reserve Reports. The Company has delivered or otherwise made available to Parent true and correct copies of all written reports requested or commissioned by the Company or its Subsidiaries and delivered to the Company or its Subsidiaries in writing on or before the date of this Agreement estimating the Company’s and such Subsidiaries’ proved oil and gas reserves prepared by any unaffiliated person (each, a “Report Preparer”) concerning (i) the Company Oil and Gas Interests of the Company and such Subsidiaries as of December 31, 2018 2011 (the “Company Reserve Reports”), and (ii) the Oil and Gas Interests to be acquired by the Company pursuant to the BP Purchase Agreement and the Shell Purchase Agreement (the “GOM Reserve Reports”). Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the The factual, non-interpretive data provided by the Company and its Subsidiaries to each Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Report Preparer’s estimates of the proved oil and gas reserves set forth in the Company Reserve Reports was, as of the time provided (or as modified or amended prior to the issuance of the Company Reserve Reports)) accurate, accurate in all respects. Except for any such matters that, individually or in and to the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the oil and gas reserve estimates knowledge of the Company set forth there were no material errors in the assumptions and estimates provided by the Company and its Subsidiaries to any Report Preparer in connection with their preparation of the Company Reserve Reports are derived from reports that have been prepared by the Company Report Preparer as set forth therein, and such reserve estimates fairly reflect, in all respects, the oil and gas reserves of the Company at the dates indicated therein and are in accordance with the rules promulgated by the SEC and applied on a consistent basis throughout the periods reflected thereinReports. Except for changes generally affecting the oil and gas exploration, development and production industry (including changes in commodity prices) and normal depletion by production, there has been no change in respect of the matters addressed in the Company Reserve Reports or the GOM Reserve Reports that, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect.

Reserve Reports. (a) The Company has delivered or otherwise made available to Parent true and correct copies of all written reports requested or commissioned by the Company or its Subsidiaries and delivered to the Company or its Subsidiaries in writing on or before the date of this Agreement estimating the Company’s and such Subsidiaries’ proved oil and gas reserves prepared by any unaffiliated person (each, a “Report Preparer”) concerning the Company Oil and Gas Interests (as defined in Section 4.10(b)(i)) of the Company and such Subsidiaries as of December 31, 2018 2010 (the “Company Reserve Reports”). Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the factual, non-interpretive interpretative data provided by the Company and its Subsidiaries to each Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Report Preparer’s estimates of the proved oil and gas reserves set forth in the Company Reserve Reports was, as of the time provided (or as modified or amended prior to the issuance of the Company Reserve Reports), accurate in all respects. Except for any such matters thataccurate, individually or in and to the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the oil and gas reserve estimates Knowledge of the Company set forth there were no material errors in the assumptions and estimates provided by the Company and its Subsidiaries to any Report Preparer in connection with their preparation of the Company Reserve Reports are derived from reports that have been Reports. The Company’s internal proved reserve estimates prepared by management for the year ended December 31, 2010 were not, taken as a whole, materially lower that than the conclusions in such Company Report Preparer as set forth therein, and such reserve estimates fairly reflect, in all respects, the oil and gas reserves of the Company at the dates indicated therein and are in accordance with the rules promulgated by the SEC and applied on a consistent basis throughout the periods reflected thereinReserve Reports. Except for changes generally affecting the oil and gas exploration, development and production industry (including changes in commodity prices) and normal depletion by production, there has been no change in respect of the matters addressed in the Company Reserve Reports that, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect. (b) For the purposes of this Agreement:

Reserve Reports. The Company has delivered or otherwise made available to Parent Purchaser true and correct copies of all material written reports requested or commissioned by the Company or its Subsidiaries any Subsidiary and delivered to the Company or its Subsidiaries any Subsidiary in writing on or before the date of this Agreement estimating the Company’s and such Subsidiaries’ proved oil and gas reserves prepared by any unaffiliated person (each, a “Report Preparer”) concerning the oil and gas interests of the Company Oil and Gas Interests such Subsidiaries as of December 31, 2018 2014 (the “Company Reserve Reports”). Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the The factual, non-interpretive data provided by the Company and its the Subsidiaries to each Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Report Preparer’s estimates of the proved oil and gas reserves set forth in the Company Reserve Reports was, to the Knowledge of the Company, as of the time provided (or as modified or amended prior to the issuance of the Company Reserve Reports)) accurate, accurate in all respects. Except for any such matters that, individually or in and to the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the oil and gas reserve estimates Knowledge of the Company set forth there were no material errors in the assumptions and estimates provided by the Company and its Subsidiaries to any Report Preparer in connection with their preparation of the Company Reserve Reports are derived from reports that Reports. The Company’s internal proved reserve estimates prepared by management prior to the date of this Agreement and prior to the Closing, copies of which have been prepared by provided to Purchaser were not, taken as a whole, materially lower than the conclusions in such Company Report Preparer as set forth therein, and such reserve estimates fairly reflect, in all respects, the oil and gas reserves of the Company at the dates indicated therein and are in accordance with the rules promulgated by the SEC and applied on a consistent basis throughout the periods reflected thereinReserve Reports. Except for changes generally affecting the oil and gas exploration, development and production industry (including changes in commodity prices) and normal depletion by production, there has been no change in respect of the matters addressed in the Company Reserve Reports that, individually or that has resulted in the aggregate, has had or would and could reasonably be expected to have result in a Company Material Adverse Effect.

Reserve Reports. The Company has delivered or otherwise made available to Parent true and correct copies of all written reports requested or commissioned by the Company or its Subsidiaries and delivered to the any Company or its Subsidiaries in writing on or before Subsidiary has as of the date of this Agreement hereof estimating the Company’s ’s, the Post-Restructuring Company Subsidiaries’ and such Subsidiariesthe Purchased Entities’ proved oil and gas reserves prepared by any unaffiliated person Person (each, a “Report Preparer”) concerning the Company Oil and Gas Interests of the Company, the Post-Restructuring Company Subsidiaries and the Purchased Entities as of December 31, 2018 2009 (other than any reports related to any proved oil and gas reserves of (i) a Purchased Entity that are not contemplated to be transferred, directly or indirectly, to the Company or a Post-Restructuring Company Subsidiary in connection with the Restructuring Transactions or (ii) the Company or a Post-Restructuring Company Subsidiary that are contemplated to be transferred, directly or indirectly, to a Pipeline Subsidiary in connection with the Restructuring Transactions) (the “Company Reserve Reports”). Except for any such matters that, as individually or in the aggregate, have aggregate has not had and been or would not reasonably be expected to have be material to the Company and the Post-Restructuring Company Subsidiaries after the consummation of the Restructuring Transactions, taken as a Company Material Adverse Effectwhole, the factual, non-interpretive interpretative data provided by the Company and its the Company Subsidiaries to each Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Report Preparer’s estimates of the proved oil and gas reserves set forth in the Company Reserve Reports was, as of the time provided (or as modified or amended prior to the issuance of the Company Reserve Reports), accurate in all respects. Except for any such matters thataccurate, individually or in and to the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the oil and gas reserve estimates knowledge of the Company set forth there were no errors in the assumptions and estimates provided by the Company and the Company Subsidiaries to any Report Preparer in connection with their preparation of the Company Reserve Reports are derived from reports that have been prepared by the Company Report Preparer as set forth therein, and such reserve estimates fairly reflect, in all respects, the oil and gas reserves of the Company at the dates indicated therein and are in accordance with the rules promulgated by the SEC and applied on a consistent basis throughout the periods reflected therein. Except for changes generally affecting the oil and gas exploration, development and production industry (including changes in commodity prices) and normal depletion by production, there has been no change in respect of the matters addressed in the Company Reserve Reports that, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse EffectReports.

Reserve Reports. The Company has delivered or otherwise made available to Parent true and correct copies of all written reports requested or commissioned by the Company or its Subsidiaries and delivered to the Company or its Subsidiaries in writing on or before the date of this Agreement estimating the Company’s and such Subsidiaries’ proved oil and natural gas reserves prepared by any unaffiliated person (each, a “Report Preparer”) concerning the Company Oil and Natural Gas Interests of the Company and such Subsidiaries as of December 31June 30, 2018 2013 (the “Company Reserve Reports”). Except for any such matters that, that individually or in the aggregate, aggregate have not had and would not reasonably be expected to have a Company Material Adverse Effect, the factual, non-interpretive data provided by the Company and its Subsidiaries to each Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Report Preparer’s estimates of the proved oil and natural gas reserves set forth in the Company Reserve Reports was, as of the time provided (or as modified or amended prior to the issuance of the Company Reserve Reports)) accurate, accurate in all respects. Except for any such matters that, individually or in and to the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the oil and gas reserve estimates knowledge of the Company set forth there were no material errors in the assumptions and estimates provided by the Company and its Subsidiaries to any Report Preparer in connection with their preparation of the Company Reserve Reports are derived from reports that have been prepared by the Company Report Preparer as set forth therein, and such reserve estimates fairly reflect, in all respects, the oil and gas reserves of the Company at the dates indicated therein and are in accordance with the rules promulgated by the SEC and applied on a consistent basis throughout the periods reflected thereinReports. Except for changes generally affecting the oil and natural gas exploration, development and production industry (including changes in commodity prices) and normal depletion by production, there has been no change in respect of the matters addressed in the Company Reserve Reports thatthat has had or would have, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect.

Reserve Reports. The Company has delivered or otherwise made available to Parent Buyer true and correct copies of all written reports (“Company Reserve Reports”) requested or commissioned by the Company or its Subsidiaries and delivered to the Company or its Subsidiaries in writing on or before the date of this Agreement estimating the Company’s and such its Subsidiaries’ proved oil and gas reserves prepared by any unaffiliated person Person (each, a “Report PreparerPreparers”) concerning ), including the Company Oil and Gas Interests Reserve Report prepared by Xxxxxx, Xxxxxxxxx & Associates relating to the Company interests referred to therein as of December 31, 2018 (the “Company Reserve Reports”)2015. Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the The factual, non-interpretive data provided supplied to each Report Preparer, by or on behalf of the Company and its Subsidiaries, that was material to such firm’s estimates of proved oil and gas reserves attributable to the oil and gas properties of the Company and its Subsidiaries to each Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Report Preparer’s estimates of the proved oil and gas reserves set forth in the Company Reserve Reports was, as of the time provided (or as modified or amended prior to the issuance of the applicable Company Reserve ReportsReport), accurate in all respects. Except for accurate, and the Company has no knowledge of any such matters that, individually or material errors in the aggregate, have not had assumptions and would not reasonably be expected estimates provided by the Company to have a Company Material Adverse Effect, the any Report Preparer. The oil and gas reserve estimates of the Company set forth in the Company Reserve Reports are derived from reports that have been prepared by the Company and its Subsidiaries furnished to each Report Preparer as set forth therein, and such reserve estimates fairly reflect, in all material respects, the oil and gas reserves of the Company and its Subsidiaries at the dates indicated therein and are in accordance with the rules promulgated by the SEC and applied on a consistent basis throughout the periods reflected therein. Except for changes generally affecting the oil and gas exploration, development and production industry (including changes in commodity prices) and normal depletion by production, there has been no change in respect of the matters addressed in the Company Reserve Reports that, individually or in the aggregate, that has had or would reasonably be expected to have have, individually or in the aggregate, a Company Material Adverse Effect.

Reserve Reports. The (a) All information (including the statement of the percentage of net revenues from the oil and gas xxxxx and other interests evaluated therein to which the Company has delivered or otherwise made available its Subsidiaries are entitled and the percentage of the costs and expenses related to Parent true and correct copies of all written reports requested such xxxxx or commissioned interests to be borne by the Company or its Subsidiaries and delivered Subsidiaries) supplied to XxXxxxx Petroleum Consultants, Ltd. by or on behalf of the Company or and its Subsidiaries in writing on or before the date that was material to such firm’s estimates of this Agreement estimating the Company’s and such Subsidiaries’ proved oil and gas reserves prepared by any unaffiliated person (each, a “Report Preparer”) concerning attributable to the Company Oil and Gas Interests (as hereinafter defined) of December 31, 2018 (the “Company Reserve Reports”). Except for any such matters that, individually or in the aggregate, have not had and would not reasonably be expected to have a Company Material Adverse Effect, the factual, non-interpretive data provided by the Company and its Subsidiaries to each Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Report Preparer’s estimates of the proved oil and gas reserves set forth in reserve reports concerning the Oil and Gas Interests of the Company Reserve Reports was, and its Subsidiaries as of June 30, 2007 and prepared by such engineering firm (the “Company Reserve Report”) was (at the time provided (supplied or as modified or amended prior to the issuance of the Company Reserve Reports), accurate Report) true and correct in all respects. Except for any such matters that, individually or in the aggregate, have not had material respects and would not reasonably be expected to have a Company Material Adverse Effect, the oil and gas reserve estimates of the Company set forth has no knowledge of any material errors in the Company Reserve Reports are derived from reports such information that have been prepared by the Company Report Preparer as set forth therein, and such reserve estimates fairly reflect, in all respects, the oil and gas reserves of the Company existed at the dates indicated therein and are in accordance with the rules promulgated by the SEC and applied on a consistent basis throughout the periods reflected thereintime of such issuance. Except for changes generally affecting the oil and gas exploration, development and production industry (including changes in commodity prices), changes resulting from depletion resulting from the ordinary course of operations in an amount, other than as set forth in Section 4.16(a) of the Company Disclosure Schedule, consistent with the depletion forecast contained in the Company Reserve Materials and normal depletion by productionany dispositions set forth in Section 4.16(b) of the Company Disclosure Schedule, as of the date of this Agreement there has been no change in respect of the matters addressed in the Company Reserve Reports that, individually or in the aggregate, has had or Report that would reasonably be expected to have a Company Material Adverse Effect. (b) Set forth in Section 4.16(b) of the Company Disclosure Schedule is a list of all material Oil and Gas Interests that were included in the Company Reserve Report that have been disposed of prior to the date hereof.

Reserve Reports. The Company has delivered or otherwise made available to Parent true and correct copies of all written reports requested or commissioned by the Company or its Subsidiaries and delivered to the Company or its Subsidiaries in writing on or before the date of this Agreement estimating the Company’s and such its Subsidiaries’ proved oil and gas reserves prepared by any unaffiliated person Person, including those prepared by the engineering firms XxXxxxx Petroleum Consultants, Ltd. and Netherland, Xxxxxx & Associates, Inc. (each, a “Report Preparer”) ), concerning the Company Oil and Gas Interests Properties as of December October 31, 2018 2011 (the “Company Reserve Reports”). Except for any such matters thatas, individually or in the aggregate, have not had and would not be reasonably be expected likely to have a Company Material Adverse Effect, taken as a whole, the factual, non-interpretive interpretative data provided by the Company and its Subsidiaries to each Report Preparer in connection with the preparation of the Company Reserve Reports that was material to such Report Preparer’s estimates of the proved oil and gas reserves set forth in the Company Reserve Reports was, as of the time provided (or as modified or amended prior to the issuance of the Company Reserve Reports), accurate in all respects. Except for accurate, and the Company has no knowledge of any such matters that, individually or material errors in the aggregate, have not had assumptions and would not reasonably be expected estimates provided by the Company to have a Company Material Adverse Effect, the oil and gas reserve estimates any Report Preparer in connection with their preparation of the Company set forth Reserve Reports. The Company’s internal proved reserve estimates for the year ended October 31, 2011, were not, taken as a whole, materially lower than the estimates contained in the Company Reserve Reports are derived from reports that have been prepared by the Company Report Preparer as set forth therein, and such reserve estimates fairly reflect, in all respects, the oil and gas reserves of the Company at the dates indicated therein and are in accordance with the rules promulgated by the SEC and applied on a consistent basis throughout the periods reflected thereinReports. Except for changes generally affecting the oil and gas exploration, development and production industry (including changes in commodity prices) and normal depletion by production, there has been no change in respect of the matters addressed in the Company Reserve Reports thatthat has had or would, individually or in the aggregate, has had or would reasonably be expected to have a Company Material Adverse Effect.