Common use of Restrictions on Certain Actions Clause in Contracts

Restrictions on Certain Actions. Prior to Closing, Seller shall (i) cause the Leases and the Properties to be developed, maintained and operated in a manner substantially consistent with prior operations and applicable Law, (ii) not abandon any part of the Properties, (iii) not consent to or commence any operations on any one or more of the Leases or the Properties, except emergency operations, already-approved operations required under presently existing contractual obligations and on-going commitments, (iv) not convey, transfer, farmout, sell, encumber, remove, or otherwise dispose of any part of the Properties (other than Hydrocarbons produced from the Properties in the regular course of business), (v) not reduce or terminate (or caused to be reduced or terminated) any insurance coverage now held in connection with the Properties, (vi) not enter into new contracts or oil and gas leases or otherwise obtain a leasehold interest covering the Lands without the prior written consent of Buyer, such consent not to be unreasonably withheld; provided, however, Seller may extend or renew existing Leases upon providing Buyer written notice of the same, (vii) waive any right of material value relating to the Properties, (viii) modify or terminate any of the Contracts, (ix) incur any other costs or expenses in connection with the Properties for which Buyer will be responsible if Closing occurs which individually exceeds $25,000.00 or in the aggregate exceeds $100,000.00, (x) materially alter any of the Properties, or (xi) take any other actions with respect to the Properties outside of the ordinary course of business, consistent with Seller’s past practices.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Reef Global Energy VIII, L.P.), Purchase and Sale Agreement (Reef Global Energy VII, L.P.)

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Restrictions on Certain Actions. Prior From the date hereof until Closing (or, with respect to Closingany Retained Easement and Properties, until the Retained Easement Closing with respect thereto or the consummation of an Alternative Transaction, whichever is later), Seller shall (i) cause the Leases will conduct its business and operations relating to the Properties to be developed(or, maintained as applicable, the Retained Easements and operated Properties) in a manner substantially consistent with the Ordinary Course of Business and will not, without Buyer’s prior operations and applicable Lawwritten consent: (a) sell, (ii) not abandon any part of the Properties, (iii) not consent to or commence any operations on any one or more of the Leases or the Properties, except emergency operations, already-approved operations required under presently existing contractual obligations and on-going commitments, (iv) not conveylease, transfer, farmout, sell, encumber, remove, abandon or otherwise dispose of any part portion of the Properties (or, as applicable, the Retained Easements and Properties); (b) cause the Properties (or, as applicable, the Retained Easements and Properties) to be subject to any lien, encumbrance, pledge, or mortgage other than Hydrocarbons produced the Seller Lien (which shall be released at Closing); (c) enter into any amendment of any Easements, Permits, Warranties or Transferred Contracts (or, as applicable, the Retained Easements and Properties) except as otherwise provided for in this Agreement and except for the New Antero Agreement; (d) (i) take any action that would cause any representation or warranty of Seller in this Agreement to be or become untrue, (ii) omit to take any action necessary to prevent any such representation or warranty from the Properties being untrue or (iii) take any action that would or could be reasonably expected to result in the regular course failure of business), (v) not reduce or terminate (or caused to be reduced or terminated) any insurance coverage now held in connection with the Properties, (vi) not enter into new contracts or oil and gas leases or otherwise obtain a leasehold interest covering the Lands without the prior written consent of Buyer, such consent not to be unreasonably withheld; provided, however, Seller may extend or renew existing Leases upon providing Buyer written notice of the same, (vii) waive any right of material value relating to the Properties, (viii) modify or terminate any of the Contractsconditions set forth in Section 8.1 to be satisfied; or (e) agree, (ix) incur any other costs commit, authorize, or expenses in connection with the Properties for which Buyer will be responsible if Closing occurs which individually exceeds $25,000.00 or in the aggregate exceeds $100,000.00, (x) materially alter resolve to do any of the Properties, or foregoing actions set forth in clauses (xia) take any other actions with respect to the Properties outside though (d) of the ordinary course of business, consistent with Seller’s past practicesthis Section 6.3.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Rice Energy Inc.)

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Restrictions on Certain Actions. Prior From the date hereof until Closing (or, with respect to Closingany Retained Easement and Properties, until the Retained Easement Closing with respect thereto or the consummation of an Alternative Transaction, whichever is later), Seller shall (i) cause the Leases will conduct its business and operations relating to the Properties to be developed(or, maintained as applicable, the Retained Easements and operated Properties) in a manner substantially consistent with the Ordinary Course of Business and will not, without Buyer’s prior operations and applicable Lawwritten consent: (a) sell, (ii) not abandon any part of the Properties, (iii) not consent to or commence any operations on any one or more of the Leases or the Properties, except emergency operations, already-approved operations required under presently existing contractual obligations and on-going commitments, (iv) not conveylease, transfer, farmout, sell, encumber, remove, abandon or otherwise dispose of any part portion of the Properties (or, as applicable, the Retained Easements and Properties); (b) cause the Properties (or, as applicable, the Retained Easements and Properties) to be subject to any lien, encumbrance, pledge, or mortgage other than Hydrocarbons produced the Seller Lien (which shall be released at Closing); (c) enter into any amendment of any Easements, Permits, Warranties or Transferred Contracts (or, as applicable, the Retained Easements and Properties) except as otherwise provided for in this Agreement and except for the New Antero Agreement; (i) take any action that would cause any representation or warranty of Seller in this Agreement to be or become untrue, (ii) omit to take any action necessary to prevent any such representation or warranty from the Properties being untrue or (iii) take any action that would or could be reasonably expected to result in the regular course failure of business), (v) not reduce or terminate (or caused to be reduced or terminated) any insurance coverage now held in connection with the Properties, (vi) not enter into new contracts or oil and gas leases or otherwise obtain a leasehold interest covering the Lands without the prior written consent of Buyer, such consent not to be unreasonably withheld; provided, however, Seller may extend or renew existing Leases upon providing Buyer written notice of the same, (vii) waive any right of material value relating to the Properties, (viii) modify or terminate any of the Contractsconditions set forth in Section 8.1 to be satisfied; or (e) agree, (ix) incur any other costs commit, authorize, or expenses in connection with the Properties for which Buyer will be responsible if Closing occurs which individually exceeds $25,000.00 or in the aggregate exceeds $100,000.00, (x) materially alter resolve to do any of the Properties, or foregoing actions set forth in clauses (xia) take any other actions with respect to the Properties outside though (d) of the ordinary course of business, consistent with Seller’s past practicesthis Section 6.3.

Appears in 1 contract

Samples: Purchase and Sale Agreement

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