Common use of Right of Way and Access Clause in Contracts

Right of Way and Access. Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other rights in land right necessary to construct, own, and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with Shipper, except as otherwise agreed by Gatherer; provided that Shipper hereby grants, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all lands covered by the Dedicated Properties, for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, and removing all or any portion of the Gathering System, including all pipelines, meters, and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with Shipper’s lease operations or with the rights of owners in fee, and will be subject to Shipper’s safety and other reasonable access requirements applicable to Shipper’s personnel. Shipper shall not have a duty to maintain the underlying agreements (such as leases, easements, and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.9, (ii) to the extent that Shipper agrees that Gatherer’s Measurement Facilities may be located on Shipper’s Well Pad sites, Shipper shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper shall use reasonable efforts to involve Gatherer in Shipper’s negotiations with the owners of lands covered by the Dedicated Properties so that Shipper’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained.

Right of Way and Access. Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other rights in land right necessary to construct, own, and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant and/or to cause each Rice Subsidiary to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all lands covered by the Dedicated Properties, for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, and removing all or any portion of the Gathering System, including all pipelines, meters, and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s or such Rice Subsidiary’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Neither Producer nor such Rice Subsidiary shall not have a duty to maintain the underlying agreements (such as leases, easements, and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer or such Rice Subsidiary, as applicable, loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.9, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained.

Right of Way and Access. Gatherer Service Provider is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other rights in land right necessary to construct, own, and operate the Gathering Fresh Water System, and all such rights in land shall be solely for use by Gatherer Service Provider and shall not be shared with ShipperProducer, except as otherwise agreed by GathererService Provider; provided provided, however, that Shipper hereby grantsif Producer’s rights to take Fresh Water from any Take Point (or any other surface use or other agreements of Producer) also provide Producer the right to use any lands for the purpose of installing facilities to take Fresh Water, Producer shall use commercially reasonable efforts to make such rights available to Service Provider; and provided, further, that Producer agrees to grant and/or to cause each Rice Entity to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all lands covered by the Dedicated Service Area Properties, for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, and removing all or any portion of the Gathering Fresh Water System, including all pipelines, meters, and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer Service Provider shall not unreasonably interfere with ShipperProducer’s or such Rice Entity’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Neither Producer nor such Rice Entity shall not have a duty to maintain the underlying agreements (such as leases, easements, and surface use agreements) that such grant of easement or right of way to Gatherer Service Provider is based upon, and such grants of easement or right of way will terminate if Shipper Producer or such Rice Entity, as applicable, loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer Service Provider to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.9, (ii) to the extent that Shipper Producer agrees that GathererService Provider’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer Service Provider in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Service Area Properties so that ShipperProducer’s surface use agreements and GathererService Provider’s rights of way with respect to such lands can be concurrently negotiated and obtained.

Right of Way and Access. Gatherer (a) Seller is responsible for the acquisition of rights of way, crossing permitsPermits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right (collectively, “Land Use Requirements”) necessary to construct, own, own and operate the Gathering Freshwater System, and all such rights in land shall be solely for use by Gatherer Seller and shall not be shared with ShipperProducer, except as otherwise agreed by GathererSeller; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering Freshwater System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer Seller shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer Seller is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer Seller to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.5, (ii) to the extent that Shipper Producer agrees that GathererSeller’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer Seller in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and GathererSeller’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Seller cannot obtain any rights of way or other Land Use Requirements (on terms and conditions reasonably acceptable to Seller after diligent pursuit thereof) necessary to connect any Planned Delivery Point within [***] Days of delivery of a Connection Notice, then Seller shall so notify Producer in writing (the “Easement Notice”) within [***] Days of Seller’s receipt of the Connection Notice. Producer shall have the right (but not the obligation) to obtain such rights of way within [***] Days of Seller’s receipt of such Easement Notice. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall have the right (but not the obligation) to sell and assign such right of way to Seller pursuant to a mutually agreed right of way agreement, in which case Seller’s connection obligations for the applicable Delivery Point shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Seller to connect the applicable Delivery Point shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Seller receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In connection with the delivery of such assignment, Seller shall reimburse Producer for all out of pocket costs and expenses incurred in obtaining such rights plus an additional [***]% of such costs and expenses. (c) In the event that Producer fails to obtain such rights of way or Seller fails to obtain any other necessary Land Use Requirements during such [***] Day period, Producer shall have the right to proceed as set forth in Section 6.4 as its sole and exclusive remedy for such failure.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licensesPermits, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right (collectively, “Land Use Requirements”) necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Notwithstanding the preceding, the cost, risk and expense of any Land Use Requirements for any Proposed Delivery Points shall be assumed by Gatherer as set forth in Section 3.3(e). Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.6, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements or similar agreements and Gatherer’s rights of way with respect to such lands Land Use Requirements can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain any rights of way or other Land Use Requirements (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned Tank Battery within [***] Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within [***] Days of Gatherer’s receipt of the Connection Notice. Producer shall have the right (but not the obligation) to obtain such rights of way within [***] Days of Gatherer’s receipt of such Easement Notice. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall have the right (but not the obligation) to sell and assign such right of way to Gatherer pursuant to a mutually agreed right of way agreement, in which case Gatherer’s connection obligations for the applicable Tank Battery shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable Tank Battery shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In connection with the delivery of such assignment, Gatherer shall reimburse Producer for all out of pocket costs and expenses incurred in obtaining such rights plus an additional [***]% of such costs and expenses. (c) In the event that Producer fails to obtain such rights of way (or Gatherer fails to obtain any other necessary Land Use Requirements with respect to any Planned Tank Battery) within [***] Days of receipt of any Easement Notice, Producer shall have the right to proceed as set forth in Section 6.3 as its sole and exclusive remedy for such failure.

Right of Way and Access. Gatherer (a) Except as otherwise provided in Section 4.3(b), Section 4.4, Section 5.1 and this Section 8.3, Antero Water is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other land rights in land right necessary to construct, own, and operate the Gathering SystemWater Facilities, and all such rights in land shall be solely for use by Gatherer Antero Water and shall not be shared with ShipperProducer, except as otherwise agreed by GathererAntero Water; provided that Shipper Producer hereby grants, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expenseexpense or liability, an easement and right of way upon all lands covered by the Dedicated Properties, Service Area Properties for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, and replacing, disconnecting, and removing all or any portion of the Gathering System, including all pipelines, meters, and other equipment Water Facilities to the extent necessary for the performance of this Agreement, including pipelines, meters, Retention Facilities and storage, and other equipment, and for disconnecting, and removing such Water Facilities; provided, further, that the exercise of these rights by Gatherer Antero Water shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain maintain, and will be able to freely assign, the underlying agreements (such as leases, easements, and surface use agreements) that such grant of easement or right of way to Gatherer Antero Water is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the underlying applicable property, or is unable to grant such rights to Antero Water under any contract or instrument to which Producer is a party or is otherwise bound, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will use commercially reasonable efforts to assist Gatherer Antero Water to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.94.7, (ii) to the extent that Shipper Producer agrees that GathererAntero Water’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer Antero Water in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Service Area Properties so that ShipperProducer’s surface use agreements and GathererAntero Water’s rights of way with respect to such lands can be concurrently negotiated and obtained. Without limiting the generality of the foregoing, Producer agrees to make space available at each Well Pad to which Fresh Water is made available pursuant to this Agreement sufficient for Antero Water to install and construct pig receiving and other facilities necessary for Antero Water to pig the Fresh Water System to each such Well Pad. (b) Without limiting the generality of Section 8.3(a), Producer hereby agrees that, to the extent that Producer can afford such rights to Antero Water without the incurrence of material expense or liability, Antero Water shall have the right to use, for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, and replacing all or any portion of the Water Facilities to the extent necessary for the performance of this Agreement, including pipelines, meters, Retention Facilities and storage, and other equipment, and for disconnecting, and removing such Water Facilities, all Excluded Assets (as such term is defined in that certain Assignment and Xxxx of Sale dated as of September 22, 2015, between Producer and Antero Water, that certain Assignment and Xxxx of Sale dated as of the Effective Date between Producer and AT, and /or that certain Amended and Restated Assignment and Xxxx of Sale dated as of September 22, 2015 between Producer, AW, and certain other parties), in each case that, as of the effective date of such assignments, were used or held for use for both the water business and upstream business of Producer). If Producer’s rights with respect to any such Excluded Assets expire or are terminated or released, Producer will use commercially reasonable efforts to assist Antero Water to secure replacements for such Excluded Assets, in a manner consistent with the cooperation requirements of Section 4.7

Right of Way and Access. Gatherer Service Provider is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other rights in land right necessary to construct, own, and operate the Gathering Fresh Water System, and all such rights in land shall be solely for use by Gatherer Service Provider and shall not be shared with ShipperProducer, except as otherwise agreed by GathererService Provider; provided that Shipper hereby grantsProducer agrees to grant and/or to cause each Rice Entity to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all lands covered by the Dedicated Service Area Properties, for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, and removing all or any portion of the Gathering Fresh Water System, including all pipelines, meters, and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer Service Provider shall not unreasonably interfere with ShipperProducer’s or such Rice Entity’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Neither Producer nor such Rice Entity shall not have a duty to maintain the underlying agreements (such as leases, easements, and surface use agreements) that such grant of easement or right of way to Gatherer Service Provider is based upon, and such grants of easement or right of way will terminate if Shipper Producer or such Rice Entity, as applicable, loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer Service Provider to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.9, (ii) to the extent that Shipper Producer agrees that GathererService Provider’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer Service Provider in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Service Area Properties so that ShipperProducer’s surface use agreements and GathererService Provider’s rights of way with respect to such lands can be concurrently negotiated and obtained.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licensesPermits, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right (collectively, “Land Use Requirements”) necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Notwithstanding the preceding, the cost, risk and expense of any Land Use Requirements for any Proposed Delivery Points shall be assumed by Gatherer. Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.8, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements or similar agreements and Gatherer’s rights of way with respect to such lands Land Use Requirements can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain any rights of way or other Land Use Requirements (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned Tank Battery within [***] Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within [***] Days of Gatherer’s receipt of the Connection Notice. Producer shall have the right (but not the obligation) to obtain such rights of way within [***] Days of Gatherer’s receipt of such Easement Notice. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall have the right (but not the obligation) to sell and assign such right of way to Gatherer pursuant to a mutually agreed right of way agreement, in which case Gatherer’s connection obligations for the applicable Tank Battery shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable Tank Battery shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In connection with the delivery of such assignment, Gatherer shall reimburse Producer for all out of pocket costs and expenses incurred in obtaining such rights plus an additional [***]% of such costs and expenses. (c) In the event that Producer fails to obtain such rights of way (or Gatherer fails to obtain any other necessary Land Use Requirements with respect to any Planned Tank Battery) within [***] Days of receipt of any Easement Notice, Producer shall have the right to proceed as set forth in Section 7.6 as its sole and exclusive remedy for such failure.

Right of Way and Access. (a) Gatherer is responsible responsible, at its sole cost and expense, for the acquisition of all rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other rights in land right necessary to construct, own, and operate the each Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grants. If after using its reasonable best efforts to acquire its own surface rights, Gatherer has been unable to do so with respect to any portion of the lands covered by the Dedicated Interests, then upon written request from Gatherer, Producer shall GRANT, TRANSFER, AND CONVEY and/or to cause each Affiliate to GRANT, TRANSFER, AND CONVEY, without warranty of title, either express or implied, to the extent that it has the right to may contractually and lawfully do so without the incurrence of material expenseout-of-pocket expense that Gatherer does not agree to reimburse, an easement and right of way in a recordable form mutually agreed by the Parties upon all such portions of the lands covered by the Dedicated PropertiesInterests, for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, and removing all or any portion of the Gathering System, including all pipelines, meters, and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer will be limited to any surface use agreements, rights-of-way, easements, fee interests or other surface interests (excluding rights granted pursuant to oil, gas or mineral lease) procured or held by Producer or its Affiliates, shall not unreasonably interfere with ShipperProducer’s or such Affiliate’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel, its contractors and subcontractors and any and all applicable law and the contractual terms of Producer’s agreements with the applicable land and surface owners. Shipper Neither Producer nor such Affiliate shall not have a duty to maintain the underlying agreements (such as leases, easements, and surface use agreements) that such grant grant, transfer, and conveyance of easement or right of way to Gatherer is based upon, and such grants grants, transfers, and conveyances of easement or right of way will terminate if Shipper Producer or such Affiliate, as applicable, loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants grants, transfers, and conveyances of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.13, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties Interests so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. Producer shall provide Gatherer with copies of all such real property documents and accompanying survey plats and shall make all conveyances or assignments to Gatherer and take all further actions reasonably necessary, at Gatherer’s request, to determine, evidence and give effect to the rights granted, transferred, and conveyed to Gatherer by Producer under this Section 3.11. (b) Gatherer agrees to indemnify, defend and hold harmless Producer from and against any and all third party claims attributable to, arising out of or relating to such rights granted pursuant to this Section 3.11, provided, however, that Gatherer shall only be liable hereunder to the extent such claims are caused in whole or in part by the negligence, gross negligence, or willful misconduct or any breach of any applicable surface use agreement, right-of-way, easement or other applicable instrument, in each case, by Gatherer or its Affiliates or any of their directors, officers, employees, agents, consultants, representatives, and invitees. Any property of Gatherer placed on any such real property interests of Producer or other Persons referenced in this Section 3.11 will remain the personal property of Gatherer, may be disconnected and removed by Gatherer at any time for any reason subject to this Agreement, and will be disconnected and removed by Gatherer, at its expense, upon the requirement of any such other Persons or upon termination of this Agreement unless otherwise agreed to in writing by Producer. (c) Notwithstanding anything herein to the contrary, all rights granted by Producer to Gatherer under this Section 3.11 shall automatically terminate upon the removal of the Gathering System and be of no further force and effect. Upon such termination, Gatherer shall, or shall cause, at its sole cost and expense and without any cost or expense to Producer or any of its Affiliates (i) within 180 Days of termination of this Agreement, to be extended Day-for-Day by any event of Force Majeure or the fault of Producer Group, restore the applicable properties to the approximate same condition as, or better condition than, they were prior to Gatherer’s exercising of the rights granted under this Section 3.11, and (ii), if applicable, remove or abandon the Gathering System in accordance with applicable law.

Right of Way and Access. Gatherer (a) Except as otherwise provided in Section 4.3(b), Section 4.4, Section 5.1 and this Section 8.3, Antero Water is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other land rights in land right necessary to construct, own, and operate the Gathering SystemWater Facilities, and all such rights in land shall be solely for use by Gatherer Antero Water and shall not be shared with ShipperProducer, except as otherwise agreed by GathererAntero Water; provided that Shipper Producer hereby grants, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expenseexpense or liability, an easement and right of way upon all lands covered by the Dedicated Properties, Service Area Properties for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, and replacing, disconnecting, and removing all or any portion of the Gathering System, including all pipelines, meters, and other equipment Water Facilities to the extent necessary for the performance of this Agreement, including pipelines, meters, Retention Facilities and storage, and other equipment, and for disconnecting, and removing such Water Facilities; provided, further, that the exercise of these rights by Gatherer Antero Water shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain maintain, and will be able to freely assign, the underlying agreements (such as leases, easements, and surface use agreements) that such grant of easement or right of way to Gatherer Antero Water is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the underlying applicable property, or is unable to grant such rights to Antero Water under any contract or instrument to which Producer is a party or is otherwise bound, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will use commercially reasonable efforts to assist Gatherer Antero Water to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.94.7, (ii) to the extent that Shipper Producer agrees that GathererAntero Water’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer Antero Water in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Service Area Properties so that ShipperProducer’s surface use agreements and GathererAntero Water’s rights of way with respect to such lands can be concurrently negotiated and obtained. Without limiting the generality of the foregoing, Producer agrees to make space available at each Well Pad to which Fresh Water is made available pursuant to this Agreement sufficient for Antero Water to install and construct pig receiving and other facilities necessary for Antero Water to pig the Fresh Water System to each such Well Pad. (b) Without limiting the generality of Section 8.3(a), Producer hereby agrees that, to the extent that Producer can afford such rights to Antero Water without the incurrence of material expense or liability, Antero Water shall have the right to use, for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, and replacing all or any portion of the Water Facilities to the extent necessary for the performance of this Agreement, including pipelines, meters, Retention Facilities and storage, and other equipment, and for disconnecting, and removing such Water Facilities, all Excluded Assets (as such term is defined in that certain Assignment and Xxxx of Sale dated as of [ ] between Producer and Antero Water, that certain Assignment and Xxxx of Sale dated as of the Effective Date between Producer and Antero Treatment, and /or that certain Amended and Restated Assignment and Xxxx of Sale dated as of [ ] between Producer, Antero Water, and certain other parties), in each case that, as of the effective date of such assignments, were used or held for use for both the water business and upstream business of Producer. If Producer’s rights with respect to any such Excluded Assets expire or are terminated or released, Producer will use commercially reasonable efforts to assist Antero Water to secure replacements for such Excluded Assets, in a manner consistent with the cooperation requirements of Section 4.7

Right of Way and Access. Gatherer (a) Except as otherwise provided in Section 4.3(b), Section 4.4, Section 5.1 and this Section 8.3, Antero Water is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other land rights in land right necessary to construct, own, and operate the Gathering SystemWater Facilities, and all such rights in land shall be solely for use by Gatherer Antero Water and shall not be shared with ShipperProducer, except as otherwise agreed by GathererAntero Water; provided that Shipper Producer hereby grants, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expenseexpense or liability, an easement and right of way upon all lands covered by the Dedicated Properties, Service Area Properties for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, and replacing, disconnecting, and removing all or any portion of the Gathering System, including all pipelines, meters, and other equipment Water Facilities to the extent necessary for the performance of this Agreement, including pipelines, meters, Retention Facilities and storage, and other equipment, and for disconnecting, and removing such Water Facilities; provided, further, that the exercise of these rights by Gatherer Antero Water shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain maintain, and will be able to freely assign, the underlying agreements (such as leases, easements, and surface use agreements) that such grant of easement or right of way to Gatherer Antero Water is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the underlying applicable property, or is unable to grant such rights to Antero Water under any contract or instrument to which Producer is a party or is otherwise bound, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will use commercially reasonable efforts to assist Gatherer Antero Water to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.94.7, (ii) to the extent that Shipper Producer agrees that GathererAntero Water’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer Antero Water in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Service Area Properties so that ShipperProducer’s surface use agreements and GathererAntero Water’s rights of way with respect to such lands can be concurrently negotiated and obtained. Without limiting the generality of the foregoing, Producer agrees to make space available at each Well Pad to which Fresh Water is made available pursuant to this Agreement sufficient for Antero Water to install and construct pig receiving and other facilities necessary for Antero Water to pig the Fresh Water System to each such Well Pad. (b) Without limiting the generality of Section 8.3(a), Producer hereby agrees that, to the extent that Producer can afford such rights to Antero Water without the incurrence of material expense or liability, Antero Water shall have the right to use, for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, and replacing all or any portion of the Water Facilities to the extent necessary for the performance of this Agreement, including pipelines, meters, Retention Facilities and storage, and other equipment, and for disconnecting, and removing such Water Facilities, all Excluded Assets (as such term is defined in that certain Assignment and Xxxx of Sale dated as of September 22, 2015, between Producer and Antero Water, that certain Assignment and Xxxx of Sale dated as of the Effective Date between Producer and Antero Treatment, and /or that certain Amended and Restated Assignment and Xxxx of Sale dated as of September 22, 2015 between Producer, Antero Water, and certain other parties), in each case that, as of the effective date of such assignments, were used or held for use for both the water business and upstream business of Producer. If Producer’s rights with respect to any such Excluded Assets expire or are terminated or released, Producer will use commercially reasonable efforts to assist Antero Water to secure replacements for such Excluded Assets, in a manner consistent with the cooperation requirements of Section 4.7

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licensesPermits, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right (collectively, “Land Use Requirements”) necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Service Area Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.5, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Service Area Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain any rights of way or other Land Use Requirements (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned Tank Battery within [***] Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within [***] Days of Gatherer’s receipt of the Connection Notice. Producer shall have the right (but not the obligation) to obtain such rights of way within [***] Days of Gatherer’s receipt of such Easement Notice. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall have the right (but not the obligation) to sell and assign such right of way to Gatherer pursuant to mutually agreed right of way agreement, in which case Gatherer’s connection obligations for the applicable Tank Battery shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable Tank Battery shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In connection with the delivery of such assignment, Gatherer shall reimburse Producer for all out of pocket costs and expenses incurred in obtaining such rights plus an additional [***]% of such costs and expenses. (c) In the event that Producer fails to obtain such rights of way or Gatherer fails to obtain any other necessary Land Use Requirements during such [***] Day period, Producer shall have the right to proceed as set forth in Section 6.4 as its sole and exclusive remedy for such failure.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.6, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit C. The right of way agreement utilized by Producer can have modifications to the Exhibit C format as long as it does not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 Month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 Months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Gatherer shall be responsible for trucking Saltwater from such Planned CDP to a Disposal Well subject to and in accordance with Section 6.4, and Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected (or to be connected) to such CDP from the dedication and commitment made by Producer under this Agreement.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant (or to cause its Affiliate to grant), without warranty of title, either express or implied, to the extent that it (or any of its Affiliates) has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s (or its Affiliate’s) lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s (or its Affiliate’s) safety and other reasonable access requirements applicable to ShipperProducer’s (or its Affiliate’s) personnel. Shipper Producer (and its Affiliates) shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer (or its Affiliate) loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.7, (ii) to the extent that Shipper Producer (or its Affiliate) agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer (or such Affiliate) shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s (or such Affiliate’s) negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s (or such Affiliate’s) surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain (or cause to be obtained), at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit C. The right of way agreement utilized by Producer (or its applicable Affiliate) can have modifications to the Exhibit C format as long as such modifications do not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains (or causes to be obtained) such rights of way in accordance with the immediately preceding sentence, Producer shall assign (or cause to be assigned) such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by or for Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 Month period. If Gatherer has not purchased rights of way within the Dedicated Acreage during the previous 12 Months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain (or cause to be obtained) such rights of way during such 45 Day period described in the second sentence of Section 3.5(b), Gatherer shall be responsible for trucking Crude Oil from such Planned CDP to the Delivery Points subject to and in accordance with Section 6.4, and Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected (or to be connected) to such CDP from the dedication and commitment made by Producer and Shipper under this Agreement.

Right of Way and Access. Gatherer Midstream is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other rights in land right necessary to construct, own, and operate the Gathering SystemWater Facilities, and all such rights in land shall be solely for use by Gatherer Midstream and shall not be shared with ShipperProducer, except as otherwise agreed by GathererMidstream; provided that Shipper Producer hereby grants, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all lands covered by the Dedicated Service Area Properties, for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, and removing all or any portion of the Gathering SystemWater Facilities, including all pipelines, meters, and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer Midstream shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, and surface use agreements) that such grant of easement or right of way to Gatherer Midstream is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer Midstream to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.9, (ii) to the extent that Shipper Producer agrees that GathererMidstream’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer Midstream in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Service Area Properties so that ShipperProducer’s surface use agreements and GathererMidstream’s rights of way with respect to such lands can be concurrently negotiated and obtained. Without limiting the generality of the foregoing, Producer agrees to make space available at each Delivery Point sufficient for Midstream to install and construct pig receiving and other facilities necessary for Midstream to pig the Water Facilities to each Delivery Point.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gatherer Owned Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant (or to cause its Affiliates to grant), without warranty of title, either express or implied, to the extent that it (or any of its Affiliates) has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gatherer Owned Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s (or its Affiliates’) lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s (or its Affiliates’) safety and other reasonable access requirements applicable to ShipperProducer’s (or its Affiliates’) personnel. Shipper Producer (and its Affiliates) shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer (or its Affiliate) loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.11, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s (or its Affiliate’s) Well Pad sites, Shipper Producer shall be responsible for obtaining (or causing to be obtained) any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s (or its applicable Affiliate’s) negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s (or such Affiliate’s) surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain (or cause to be obtained), at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit E. The right of way agreement utilized by Producer (or its applicable Affiliate) can have modifications to the Exhibit E format as long as such modifications do not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains (or causes to be obtained) such rights of way in accordance with the immediately preceding sentence, Producer shall assign (or cause to be assigned) such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by or for Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 Month period. If Gatherer has not purchased rights of way within the Dedicated Acreage during the previous 12 Months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain (or cause to be obtained) such rights of way during such 45 Day period described in the second sentence of Section 3.9(b), Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP from the dedication and commitment made by Producer and Shipper under this Agreement.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.5, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit C. The right of way agreement utilized by Producer can have modifications to the Exhibit C format as long as it does not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Gatherer shall be responsible for trucking Saltwater from such Planned CDP to a Disposal Well subject to and in accordance with Section 6.4, and Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP from the dedication and commitment made by Producer under this Agreement.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.5, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit C. The right of way agreement utilized by Producer can have modifications to the Exhibit C format as long as it does not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR THOSE TERMS HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH BRACKETS AND THREE ASTERISKS [***] accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Gatherer shall be responsible for trucking Saltwater from such Planned CDP to a Disposal Well subject to and in accordance with Section 6.4, and Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP from the dedication and commitment made by Producer under this Agreement.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.6, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit C. The right of way agreement utilized by Producer can have modifications to the Exhibit C format as long as it does not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 Month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 Months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Gatherer shall be responsible for trucking Crude Oil from such Planned CDP to the Delivery Points subject to and in accordance with Section 6.4, and Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP from the dedication and commitment made by Producer and Shipper under this Agreement.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.6, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit C. The right of way agreement utilized by Producer can have modifications to the Exhibit C format as long as it does not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Gatherer shall be responsible for trucking Crude Oil from such Planned CDP to the Delivery Points subject to and in accordance with Section 6.4, and Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP from the dedication and commitment made by Producer and Shipper under this Agreement.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.5, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Required Connection CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit C. The right of way agreement utilized by Producer can have modifications to the Exhibit C format as long as it does not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Gatherer shall be responsible for trucking Saltwater from such Required Connection CDP to a Disposal Well subject to and in accordance with Section 6.4, and Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP from the dedication and commitment made by Producer under this Agreement.

Right of Way and Access. (a) Gatherer is responsible responsible, at its sole cost, for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other rights in land right necessary to construct, own, and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with Shipper, except as otherwise agreed by Gatherer; provided that Shipper hereby grants, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all lands covered by the Dedicated Properties, for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, and removing all or any portion of the Gathering System, including all pipelines, meters, and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with Shipper’s lease operations or with the rights of owners in fee, and will be subject to Shipper’s safety and other reasonable access requirements applicable to Shipper’s personnel. Shipper shall not have a duty to maintain the underlying agreements (such as leases, easements, and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.7, (ii) to the extent that Shipper agrees that Gatherer’s Measurement Facilities may be located on Shipper’s Well Pad sites, Shipper shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper shall use reasonable efforts to involve Gatherer in Shipper’s negotiations with the owners of lands covered by the Dedicated Properties so that Shipper’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) In acquiring rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other rights in land for the Gathering System, Gatherer shall use reasonable efforts to obtain in such lands multiple line rights and other similar rights sufficient to grant or assign to Shipper, and to the extent obtained shall grant or assign to Shipper, without warranty of title, either express or implied, a non-exclusive easement or other right to use such lands for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, and removing water lines, condensate lines, fiber-optic lines, and similar facilities for the support of Shipper’s drilling, development, and production activities in the Dedication Area; provided, however, that the exercise of these rights by Shipper shall not unreasonably interfere with Gatherer’s construction, operation, or maintenance of the Gathering System and will be subject to Gatherer’s safety and other reasonable access requirements applicable to Gatherer’s personnel. Shipper shall be responsible for any incremental costs (including additional surface use damages payable to landowners) arising from the grant or assignment of such rights to Shipper or Shipper’s use thereof. Gatherer shall not have a duty to maintain the underlying agreements (such as leases, easements, and surface use agreements) that such grant to Shipper is based upon, and such grant will terminate if Gatherer loses its rights to the property, regardless of the reason for such loss of rights. Gatherer will assist Shipper to secure replacements for any such terminated grants of easement or right of use, in a manner consistent with the cooperation requirements of Section 3.7.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.5, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Required Connection CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit C. The right of way agreement utilized by Producer can have modifications to the Exhibit C format as long as it does not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 Month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 Months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Gatherer shall be responsible for trucking Saltwater from such Required Connection CDP to a Disposal Well subject to and in accordance with Section 6.4, and Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP from the dedication and commitment made by Producer under this Agreement.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.6, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way using the form of right of way agreement attached hereto as Exhibit C, with any such modifications that Producer deems reasonably necessary in order to obtain such right of way, so long as such modifications reflect terms that are available in the geographic vicinity and which afford rights that are reasonably sufficient to enable Gatherer to connect such Planned CDP within 45 Days of delivery of such Easement Notice. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 Month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 Months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Producer shall have the option, upon written notice to Gatherer, to permanently release the Xxxxx connected to such CDP from the dedication and commitment made by Producer and Shipper under this Agreement; provided, however, if Gatherer has (i) procured such rights of way within such 45 Day period and (ii) delivered to Producer with a written explanation of Gatherer’s bona fide plan to connect the CDP and Gatherer has commenced to implement such plan, then Producer shall not have such option to release such Well(s).

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant (or to cause its Affiliates to grant), without warranty of title, either express or implied, to the extent that it (or any of its Affiliates) has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s (or its Affiliate’s) lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s (or its Affiliate’s) safety and other reasonable access requirements applicable to ShipperProducer’s (or its Affiliate’s) personnel. Shipper Producer (and its Affiliates) shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer (or its Affiliate) loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.6, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s (or its Affiliate’s) Well Pad sites, Shipper Producer shall be responsible for obtaining (or causing to be obtained) any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s (or its Affiliate’s) negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s (or its Affiliate’s) surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain (or cause to be obtained), at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit C. The right of way agreement utilized by Producer (or its Affiliate) can have modifications to the Exhibit C format as long as such modifications do not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains (or causes to be obtained) such rights of way in accordance with the immediately preceding sentence, Producer shall assign (or cause to be assigned) such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by or for Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 Month period. If Gatherer has not purchased rights of way within the Dedicated Acreage during the previous 12 Months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain (or cause to be obtained) such rights of way during such 45 Day period described in the second sentence of Section 3.4(b), Gatherer shall be responsible for trucking Saltwater from such Planned CDP to a Disposal Well subject to and in accordance with Section 6.4, and Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected (or to be connected) to such CDP from the dedication and commitment made by Producer under this Agreement.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.7, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit C. The right of way agreement utilized by Producer can have modifications to the Exhibit C format as long as it does not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 Month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 Months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Gatherer shall be responsible for trucking Crude Oil from such Planned CDP to the Delivery Points subject to and in accordance with Section 6.4, and Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected (or to be connected) to such CDP from the dedication and commitment made by Producer and Shipper under this Agreement.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.5, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way using the form of right of way agreement attached hereto as Exhibit C, with any such modifications that Producer deems reasonably necessary in order to obtain such right of way, so long as such modifications reflect terms that are available in the geographic vicinity and which afford rights that are reasonably sufficient to enable Gatherer to connect such Planned CDP within 45 Days of delivery of such Easement Notice. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 Month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 Months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Producer shall have the option, upon written notice to Gatherer, to permanently release the Xxxxx connected to such CDP from the dedication and commitment made by Producer under this Agreement; provided, however, if Gatherer has (i) procured such rights of way within such 45 Day period and (ii) delivered to Producer with a written explanation of Gatherer’s bona fide plan to connect the CDP and Gatherer has commenced to implement such plan, then Producer shall not have such option to release such Well(s).

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering SystemFacilities, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering SystemFacilities, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.10, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit E. The right of way agreement utilized by Producer can have modifications to the Exhibit E format as long as it does not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 Month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 Months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP from the dedication and commitment made by Producer and Shipper under this Agreement.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.5, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit C. The right of way agreement utilized by Producer can have modifications to the Exhibit C format as long as it does not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 Month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 Months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Gatherer shall be responsible for trucking Saltwater from such Planned CDP to a Disposal Well subject to and in accordance with Section 6.4, and Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP from the dedication and commitment made by Producer under this Agreement.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right necessary to construct, own, own and operate the Gathering SystemFacilities, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering SystemFacilities, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.11, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain the rights of way (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned CDP within 45 Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within 45 Days of delivery of the Connection Notice. Producer shall have the right (but not the obligation) to obtain, at its sole cost and expense, such rights of way generally in the format of Gatherer’s standard right of way agreement within 45 Days of delivery of such Easement Notice. Gatherer’s form of right of way agreement is attached as Exhibit E. The right of way agreement utilized by Producer can have modifications to the Exhibit E format as long as it does not materially change or reduce the rights or obligations under such right of way agreement. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall assign such right of way to Gatherer, and Gatherer’s connection obligations for the applicable CDP shall continue in accordance with the terms of this Agreement; provided, however, that the time required for Gatherer to connect the applicable CDP shall be extended by a number of days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In such event, Gatherer shall pay Producer for such rights of way an amount per rod equal to the average price per rod paid by Gatherer for the purchase of rights of way in the Dedicated Acreage during the preceding 12 month period. If Gatherer has not purchased right of way within the Dedicated Acreage during the previous 12 months, then Gatherer shall pay Producer for such rights of way an amount per rod equal to the amount per rod paid by Gatherer under its most recent purchase of rights of way in the Dedicated Acreage. (c) In the event that Producer fails to obtain such rights of way during such 45 Day period, Producer shall have the option, upon written notice to Gatherer, to permanently release the entire DSU or any portion thereof associated with the Xxxxx connected to such CDP from the dedication and commitment made by Producer and Shipper under this Agreement.

Right of Way and Access. Gatherer is responsible for the acquisition of rights of way, crossing permits, licenses, use agreements, access agreements, leases, fee parcels, and other rights in land right necessary to construct, own, and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant and/or to cause each Rice Subsidiary to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all lands covered by the Dedicated Properties, for the purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, and removing all or any portion of the Gathering System, including all pipelines, meters, and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s or such Rice Subsidiary’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Neither Producer nor such Rice Subsidiary shall not have a duty to maintain the underlying agreements (such as leases, easements, and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer or such Rice Subsidiary, as applicable, loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (ia) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.9, (iib) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, and (iiic) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained.

Right of Way and Access. (a) Gatherer is responsible for the acquisition of rights of way, crossing permits, licensesPermits, use agreements, access agreements, leases, fee parcels, parcels and other rights in land right (collectively, “Land Use Requirements”) necessary to construct, own, own and operate the Gathering System, and all such rights in land shall be solely for use by Gatherer and shall not be shared with ShipperProducer, except as otherwise agreed by Gatherer; provided that Shipper hereby grantsProducer agrees to grant, without warranty of title, either express or implied, to the extent that it has the right to do so without the incurrence of material expense, an easement and right of way upon all the lands covered by the Dedicated Service Area Properties, for the sole purpose of installing, using, maintaining, servicing, inspecting, repairing, operating, replacing, disconnecting, disconnecting and removing all or any portion of the Gathering System, including all any pipelines, meters, meters and other equipment necessary for the performance of this Agreement; provided, further, that the exercise of these rights by Gatherer shall not unreasonably interfere with ShipperProducer’s lease operations or with the rights of owners in fee, and will be subject to ShipperProducer’s safety and other reasonable access requirements applicable to ShipperProducer’s personnel. Shipper Producer shall not have a duty to maintain the underlying agreements (such as leases, easements, easements and surface use agreements) that such grant of easement or right of way to Gatherer is based upon, and such grants of easement or right of way will terminate if Shipper Producer loses its rights to the property, regardless of the reason for such loss of rights. Notwithstanding the foregoing, (i) Shipper Producer will assist Gatherer to secure replacements for such terminated grants of easement or right of way, in a manner consistent with the cooperation requirements of Section 3.93.5, (ii) to the extent that Shipper Producer agrees that Gatherer’s Measurement Facilities may be located on ShipperProducer’s Well Pad sites, Shipper Producer shall be responsible for obtaining any necessary rights to locate such Measurement Facilities on such Well Pad sites, sites and (iii) Shipper Producer shall use reasonable efforts to involve Gatherer in ShipperProducer’s negotiations with the owners of lands covered by the Dedicated Service Area Properties so that ShipperProducer’s surface use agreements and Gatherer’s rights of way with respect to such lands can be concurrently negotiated and obtained. (b) If Gatherer cannot obtain any rights of way or other Land Use Requirements (on terms and conditions reasonably acceptable to Gatherer after diligent pursuit thereof) necessary to connect any Planned Tank Battery within [***] Days of delivery of a Connection Notice, then Gatherer shall so notify Producer in writing (the “Easement Notice”) within [***] Days of Gatherer’s receipt of the Connection Notice. Producer shall have the right (but not the obligation) to obtain such rights of way within [***] Days of Gatherer’s receipt of such Easement Notice. If Producer obtains such rights of way in accordance with the immediately preceding sentence, Producer shall have the right (but not the obligation) to sell and assign such right of way to Gatherer pursuant to mutually agreed right of way agreement, in which case Gatherer’s connection obligations for the applicable Tank Battery shall continue in accordance with the terms of this Agreement; provided, however, that the time required for CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN REDACTED BECAUSE CONFIDENTIAL TREATMENT FOR SUCH INFORMATION HAS BEEN REQUESTED. THE REDACTED MATERIAL HAS BEEN SEPARATELY FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, AND THE INFORMATION HAS BEEN MARKED AT THE APPROPRIATE PLACE WITH BRACKETS AND THREE ASTERISKS [***]. Gatherer to connect the applicable Tank Battery shall be extended by a number of Days commencing on the date of delivery of the Easement Notice and ending on the date that Gatherer receives from Producer the assignment of all such rights of way so obtained by Producer (together with executed originals of all such rights of way). In connection with the delivery of such assignment, Gatherer shall reimburse Producer for all out of pocket costs and expenses incurred in obtaining such rights plus an additional [***]% of such costs and expenses. (c) In the event that Producer fails to obtain such rights of way or Gatherer fails to obtain any other necessary Land Use Requirements during such [***] Day period, Producer shall have the right to proceed as set forth in Section 6.4 as its sole and exclusive remedy for such failure.