Common use of Sales of Product Clause in Contracts

Sales of Product. (a) With respect to any Product sold by the Borrower to any Eligible Off-Taker, the Borrower shall cause each Eligible Off-Taker that enters into an Export Contract with the Borrower, to (x) make payments in respect of the Export Contract Receivables resulting therefrom directly to the Collection Account Financial Institution, for credit to the Molca Collection Account and (y) deliver to the Administrative Agent evidence in substance and form satisfactory to the Administrative Agent that (A) an Irrevocable Instruction has been delivered by the Borrower to such Eligible Off-Taker, and (B) that such Eligible Off-Taker has acknowledged receipt of such Irrevocable Instruction, in each case to the extent that payment of the Export Contract Receivables associated with such Export Contract to the Molca Collection Account is required to comply with Section 6.5(a) and Section 6.5(f). (b) The Borrower shall, on each date falling 45 days prior to any Interest Payment Date, (i) cause that the Export Contract Receivables associated with Irrevocable Instructions are in an amount required to comply Section 6.5(f) as of such date, and (ii) deliver to the Administrative Agent evidence in substance and form satisfactory to the Administrative Agent that (A) the Irrevocable Instructions associated with the Export Contract Receivables required to comply with Section 6.5(f) as of such date, have been delivered by the Borrower or Molino Americano, as applicable, to the relevant Eligible Off-Takers, and (B) that such Eligible Off-Takers have acknowledged receipt of such Irrevocable Instructions. (c) In the event that the Borrower or any of its Subsidiaries receives amounts on account of payments by any Eligible Off-Taker in respect of any Export Contract Receivable associated with an Irrevocable Instruction, the Borrower shall, or shall cause such Subsidiary to, immediately transfer the aggregate amounts so received to the Molca Collection Account.

Sales of Product. (a) With respect Subject to those agreements for the sale of Product which are in effect as of the date hereof (none of which extend beyond the production month of December 2000), Contango shall request bids from prospective purchasers for the purchase of Product. Prior to any sale of Product sold by in excess of 1 mmcfd from any single well, Contango shall give written notice (the Borrower "Notice") to any Eligible Off-TakerAquila at least ten (10) days prior to the proposed closing of the sale. The Notice shall describe in reasonable detail the terms and conditions of the bid which Contango proposes to accept (the "Competing Bid"), including, without limitation, the Borrower shall cause each Eligible Off-Taker that enters into an Export Contract with location and amount of Product proposed to be purchased, the Borrowerconsideration to be paid, to (x) make payments in respect the name and address of the Export Contract Receivables resulting therefrom directly to prospective purchaser and the Collection Account Financial Institution, for credit to the Molca Collection Account material terms and (y) deliver to the Administrative Agent evidence in substance and form satisfactory to the Administrative Agent that (A) an Irrevocable Instruction has been delivered by the Borrower to such Eligible Off-Taker, and (B) that such Eligible Off-Taker has acknowledged receipt of such Irrevocable Instruction, in each case to the extent that payment conditions of the Export Contract Receivables associated with such Export Contract to the Molca Collection Account is required to comply with Section 6.5(a) and Section 6.5(f)Competing Bid. (b) Aquila shall have the opportunity to submit a matching bid (the "Aquila Bid") to purchase such Product upon written notice to Contango within five (5) days after receipt of the Notice. The Borrower shallAquila Bid shall indicate the amount of Product proposed to be purchased, on each date falling 45 days prior the consideration to be paid, and all terms and conditions thereof, including any Interest Payment Date, pipeline arrangements. Failure of Aquila to respond to the Notice within such time period shall constitute a waiver of its rights to submit a matching bid for such proposed sale of Product. (c) Provided that (i) cause the consideration offered under the Aquila Bid exceeds that of the Export Contract Receivables associated with Irrevocable Instructions are in an amount required to comply Section 6.5(f) as of such dateCompeting Bid, and (ii) deliver the terms and conditions of the Aquila Bid are comparable or more favorable to Contango in its reasonable discretion (including, without limitation, volume considerations and gas pipeline arrangements of the Administrative Agent evidence Competing Bid), Contango shall accept the Aquila Bid and shall sell such Product to Aquila on the terms and conditions set forth in substance and form satisfactory the Aquila Bid; provided, that Contango shall not be obligated to accept the Administrative Agent that (A) the Irrevocable Instructions associated Aquila Bid if such acceptance would conflict with the Export Contract Receivables required to comply with Section 6.5(f) as of such date, have been delivered by the Borrower or Molino Americano, as applicable, to the relevant Eligible Off-Takers, and (B) that such Eligible Off-Takers have acknowledged receipt of such Irrevocable Instructions. (c) In the event that the Borrower or any of its Subsidiaries receives amounts on account of payments by any Eligible Off-Taker in respect terms of any Export Contract Receivable associated with an Irrevocable Instruction, the Borrower shall, Participation Agreement or shall cause such Subsidiary to, immediately transfer the aggregate amounts so received to the Molca Collection AccountOperating Agreement.