Common use of Sale of Oil and Gas Properties Clause in Contracts

Sale of Oil and Gas Properties. The Borrower will not, and will not permit any Restricted Subsidiary to, sell, assign, farm-out, convey or otherwise transfer any interest in any Oil and Gas Property included in the most recently delivered Reserve Report except for (a) the sale of Hydrocarbons in the ordinary course of business; (b) the sale or transfer of equipment that is no longer necessary for the business of the Borrower or such Restricted Subsidiary or is replaced by equipment of at least comparable value and use; and (c) sales or other dispositions (including dispositions resulting from the exercise of eminent domain, condemnation or nationalization) of (i) Oil and Gas Properties included in the most recently delivered Reserve Report or any interest therein or (ii) Restricted Subsidiaries owning Oil and Gas Properties included in the most recently delivered Reserve Report; provided that if the PV9% value of such Oil and Gas Properties included in such sales or other dispositions of Oil and Gas Properties or Restricted Subsidiaries during any period between two successive Redetermination Dates exceeds in the aggregate 5% of the then current Borrowing Base (inclusive of any unwinding of Hedging Agreements during such period), the Borrowing Base shall be subject to adjustment pursuant to Section 2.08(e); and provided further that if any such sale or other disposition is of a Restricted Subsidiary owning Oil and Gas Properties included in the most recently delivered Reserve Report, such sale or other disposition shall include all the capital stock or other equity of such Restricted Subsidiary.

Appears in 3 contracts

Samples: Credit Agreement (Black Stone Minerals, L.P.), Credit Agreement (Black Stone Minerals, L.P.), Credit Agreement (Black Stone Minerals, L.P.)

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Sale of Oil and Gas Properties. The Borrower will not, and will not permit any Restricted Subsidiary to, sell, assign, farm-out, convey or otherwise transfer any Oil and Gas Property or any interest in any Oil and Gas Property included in the most recently delivered Reserve Report except for (a) the sale of Hydrocarbons in the ordinary course of business; (b) farmouts of undeveloped acreage and assignments in connection with such farmouts; (c) the sale or transfer of equipment that is no longer necessary for the business of the Borrower or such Restricted Subsidiary or is replaced by equipment of at least comparable value and use; (d) the sale, transfer or other disposition of equity interests in Unrestricted Subsidiaries and (ce) sales or other dispositions (including Casualty Events and dispositions resulting from the exercise of eminent domain, condemnation or nationalization) of (i) Oil and Gas Properties included in the most recently delivered Reserve Report or any interest therein or, with the prior written consent of the Required Lenders, all capital stock or (ii) other equity interests in Restricted Subsidiaries owning Oil and Gas Properties; provided that such sales or other dispositions of Oil and Gas Properties or Restricted Subsidiaries owning Oil and Gas Properties included in the most recently delivered Reserve Report; provided that if the PV9% value of such Oil and Gas Properties included in such sales or other dispositions of Oil and Gas Properties or Restricted Subsidiaries Report during any period between two successive Scheduled Redetermination Dates exceeds exceeding $5,000,000, individually or in the aggregate 5% of the then current Borrowing Base (inclusive of any unwinding of Hedging Agreements during such period)aggregate, shall result in an adjustment to the Borrowing Base shall be subject in an amount equal to adjustment pursuant to Section 2.08(e)the value, if any, assigned such Property by the Majority Lenders in good faith; and provided further that if any such sale or other disposition is of a Restricted Subsidiary owning Oil and Gas Properties included in the most recently delivered Reserve ReportProperties, such sale or other disposition shall include all the capital stock or other equity of such Restricted Subsidiary.of

Appears in 1 contract

Samples: Credit Agreement (Penn Virginia Corp)

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