Common use of The Interests Clause in Contracts

The Interests. Subject to the terms, conditions, reservations, and exceptions specified in this Agreement, including Seller's receipt of the requisite management approval as specified below, Seller shall sell and Purchaser shall purchase as of the Effective Time all of Seller's right, title and interest in and to the following assets described in Subsections 2.01(a) through 2.01(e) (collectively called the "INTERESTS"): (a) The oil, gas and other mineral leasehold interests described in Exhibit "A", attached hereto and made a part hereof, insofar as such cover and affect the lands and depths described in Exhibit "A" (hereinafter called the "REAL PROPERTY"), together with Seller's interest in any pooled, communitized, or unitized acreage derived by virtue of Seller's ownership of the Real Property; (b) The wells, equipment and facilities located on the Real Property and xxed directly and exclusively in the operation of the Real Property (collectively called the "EQUIPMENT"), including, but not limited to, pumps, platforms, well equipment (surface and subsurface), saltwater disposal wells, water wells, lines and facilities, sulfur recovery facixxxxxs, comprxxxxxs, compressor stations, dehydration facilities, treating facilities, pipeline gathering lines, pipelines, flow lines, and transportation lines (to the extent they are not owned or operated by any affiliate of Seller), valves, meters, separators, tanks, tank batteries and other fixtures; (c) Oil, condensate, natural gas, and natural gas liquids produced after the Effective Time, including "line fill" and inventory below the pipeline connection in tanks, attributable to the Interests; (d) To the extent transferable, all contracts and agreements concerning the Interests, including, but not limited to, unit agreements, pooling agreements, areas of mutual interest, farmout agreements, farmin agreements, saltwater disposal agreements, water injection agreements, line well injection agreements, road use agreements, operating agreements and gas balancing agreements; and (e) To the extent transferable, all surface use agreements, easements, rights-of-way, licenses, authorizations, permits, and similar rights and interests applicable to, or used or useful in connection with, any or all of the Interests. However Seller expressly retains the right to use such surface use agreements, easements, rights-of-way, licenses, authorizations, permits and similar rights and interests in the event and to the extent such rights relate to the Real Property where Seller or any of its affiliates retains any rights or interests; EXHIBIT 10.20

The Interests. Subject to the terms, conditions, reservations, terms and exceptions specified in conditions of this Agreement, including Seller's receipt of the requisite management approval at Closing (as specified below, hereinafter defined) Seller shall sell and Purchaser shall purchase as of the Effective Time all of Seller's right, title and interest in and to the following assets described in Subsections 2.01(a) through 2.01(e) (collectively called the "INTERESTSInterests"): (a) The oil, oil and gas and other mineral leasehold interests lease described in Exhibit "A", ," attached hereto and made a part hereof, insofar as such cover and affect the lands and depths described in Exhibit "A" (hereinafter hereof(hereinafter called the "REAL PROPERTYLease"), together with Seller's interest in any pooled, communitized, or unitized acreage derived by virtue of Seller's ownership of the Real Property; (b) The wellsxxxxx, equipment and facilities located on the Real Property and xxed directly and exclusively in the operation of the Real Property Lease (collectively called the "EQUIPMENTEquipment"), including, but not limited to, pumps, platforms, well equipment (surface and subsurface), saltwater disposal wellsxxxxx, water wellsxxxxx, lines and facilities, sulfur recovery facixxxxxsfacilities, comprxxxxxscompressors, compressor stations, dehydration facilities, treating facilities, pipeline gathering lines, pipelines, flow lines, and transportation lines (to the extent they are not owned or operated by any affiliate of Seller)lines, valves, meters, separators, tanks, tank batteries and other fixtures; (c) Oil, condensate, natural gas, and natural gas liquids produced after the Effective Time, including "line fill" and inventory below the pipeline connection in tanks, attributable to the InterestsLease; (d) To the extent transferabletransferable and only to the extent that they relate to the other Interests, all contracts and agreements concerning the other Interests, including, but not limited to, unit agreements, pooling agreements, areas of mutual interest, farmout agreements, farmin agreements, saltwater disposal agreements, water injection agreements, line well injection agreements, road use transportation agreements, processing agreements, operating agreements agreements, and gas balancing agreements; and (e) To the extent transferable, all surface use agreements, easements, rights-of-way, licenses, authorizations, permits, and similar rights and interests applicable to, or used or useful in connection with, any or all of the Interests. However Seller expressly retains the right to use such surface use agreements, easements, rights-of-way, licenses, authorizations, permits and similar rights and interests in the event and to the extent such rights relate to the Real Property where Seller or any of its affiliates retains any rights or interests; EXHIBIT 10.20.

The Interests. Subject to the terms, conditions, reservations, reservations and exceptions specified set forth in this Agreement, including Seller's receipt of the requisite management approval as specified below, Seller shall sell sell, transfer, assign, convey and Purchaser deliver unto Buyer and Buyer shall purchase purchase, receive, pay for and accept, as of 7:00 a.m. local time where the properties are located, January 1, 1999 (the "Effective Time Date"), all of Seller's right, title and interest in and to the following assets described in Subsections 2.01(a) through 2.01(e) (collectively called following: 1.1.1 the "INTERESTS"): (a) The oil, gas and other mineral leasehold interests described undivided interest set forth in Exhibit "A", A-1 attached hereto and made a part hereofhereof for all purposes, insofar as such cover together with all of Seller's other right, title and affect interest in and to the lands oil, gas and depths mineral leases and other interests in oil and gas described in Exhibit "A" A-2 including mineral, royalty and overriding royalty interests, and all rights, privileges and obligations appurtenant to those interests and leases (hereinafter called the "REAL PROPERTYLeases"), together with Seller's interest ; 1.1.2 all rights and interests in any pooledunit or pooled area in which the Leases are included, communitizedto the extent that these rights and interests arise from and are associated with the Leases, including without limitation all rights derived from any unitization, pooling, operating, communitization or unitized acreage derived by virtue other agreement or from any declaration or order of Seller's ownership of the Real Propertyany governmental authority; 1.1.3 all oil, gas and condensate wells (b) The wellswhether producing, equipment not prxxxxxng or abandoned), water source, water injection and facilities other injection or disposal wells and systems located on the Real Property Xxxxes or lands unitized or pooled with the Leases; 1.1.4 all equipment, facilities, pipelines, pipeline laterals, gathering systems, platforms, well pads, tank batteries, improvements, fixtures, inventory, spare parts, tools, materials and xxed directly and exclusively in the operation other personal property owned by Seller now or acquired by Seller as of the Real Property Effective Date on the Leases or used in developing or operating the Leases or producing, treating, storing, compressing, processing or transporting hydrocarbons on or from the Leases, including, without limitation, those items listed in Exhibit B attached hereto and made a part hereof for all purposes (collectively called the "EQUIPMENTEquipment"); 1.1.5 to the extent assignable or transferable all easements, rights- of-way, licenses, permits, servitudes, surface leases, and similar interests applicable to or used solely in operating the Leases, the lands unitized or pooled with the Leases, or the Equipment, including, but not limited to, pumps, platforms, well equipment (surface to those described in Exhibit C attached hereto and subsurface), saltwater disposal wells, water wells, lines and facilities, sulfur recovery facixxxxxs, comprxxxxxs, compressor stations, dehydration facilities, treating facilities, pipeline gathering lines, pipelines, flow lines, and transportation lines (made a part hereof for all purposes; 1.1.6 to the extent they are not owned assignable or operated by any affiliate of Seller), valves, meters, separators, tanks, tank batteries and other fixtures; (c) Oil, condensate, natural gas, and natural gas liquids produced after the Effective Time, including "line fill" and inventory below the pipeline connection in tanks, attributable to the Interests; (d) To the extent transferable, all contracts and agreements concerning contractual rights, obligations and interests relating to the InterestsLeases or the lands unitized or pooled with the Leases or the Equipment, including, but not limited towithout limitation, unit agreements, pooling agreements, areas of mutual interest, farmout agreements, farmin agreements, saltwater disposal agreements, water injection agreements, line well injection agreements, road use farm-in agreements, operating agreements, and hydrocarbon sales, purchase, gathering, transportation, treating, marketing, exchange, processing and fractionating agreements and gas balancing agreements; andsurface leases, whether of record or not, including, without limitation those documents described in Exhibit D hereto (the "Contracts"); (e) To 1.1.7 all other tangibles, miscellaneous interests or other assets on or used in connection with the extent transferableLeases, the Equipment and/or the Contracts, including, without limitation, all surface use agreementslease files, easementsland files, rights-of-waywell files, licensesproduction records, authorizationsdivision order files, permitsabstracts, title opinions, and similar rights and interests applicable tocontract files, or used or useful in connection with, any or all of the Interests. However Seller expressly retains the right to use such surface use agreements, easements, rights-of-way, licenses, authorizations, permits and similar rights and interests in the event and insofar as they are directly related to the extent such rights relate to items described in Sections 1.1.1 through 1.1.7 hereof. 1.1 through 1.1.7 above are hereinafter collectively called the Real Property where Seller or any of its affiliates retains any rights or interests; EXHIBIT 10.20"Interests".

The Interests. Subject to the terms, conditions, reservations, and ------------- exceptions specified in this Agreement, including Seller's receipt of the requisite management approval as specified below, Seller shall sell and Purchaser shall purchase as of the Effective Time all of Seller's right, title and interest in and to the following assets described in Subsections 2.01(a) through 2.01(e2.01(h) (collectively called the "INTERESTSInterests"): (a) The oil, gas and other mineral leasehold leasehold, operating right, record title, net profits interests, and/or overriding royalty interests described in Exhibit "A", attached hereto and made a part hereof, insofar as such cover and affect the lands and depths described (to the extent no depths are specified then the interests described are without restriction as to depths) in Exhibit "A" (hereinafter called the "REAL PROPERTYReal Property"), together with Seller's interest in any and all reversionary, carried or other interests in or pertaining to the Real Property and in any pooled, communitized, or unitized acreage derived by virtue of Seller's ownership of the Real Property. The oil and gas leases identified on Exhibit "A" in connection with the description of the Real Property are referred to hereafter as the "Leases" and the lands covered by the Leases as described on Exhibit "A", without regard to depths, are referred to hereafter as the "Lands"; (b) The wellsplatforms, xxxxx, pipelines, equipment and facilities located on the Real Property and xxed and/or used directly and exclusively in the operation of the Real Property (collectively called the "EQUIPMENTEquipment"), including, but not limited to, pumps, platformstubing, casing, well equipment (surface and subsurface), saltwater disposal wellsxxxxx, water wellsxxxxx, lines and facilities, sulfur recovery facixxxxxsfacilities, comprxxxxxscompressors, compressor stations, dehydration facilities, treating facilities, pipeline gathering lines, pipelines, flow lines, and transportation lines (to the extent they are not owned or operated by any affiliate of Seller)lines, valves, meters, separators, tanks, tank batteries and other fixtures; (c) Oil, condensate, natural gas, and natural gas liquids produced after the Effective Time, including "line fill" and inventory below the pipeline connection in tanks, Time attributable to the Interests; (d) To the extent transferable, all presently existing contracts and agreements concerning the Interests, including, but not limited to, unit agreements, pooling agreements, areas of mutual interest, farmout agreements, farmin agreements, saltwater disposal agreements, water injection agreements, line well injection agreements, road use agreements, operating agreements, transportation agreements, marketing agreements, processing/handling agreements and gas balancing agreements, including the specific contracts and agreements identified on Exhibit "B" hereto (such identified contracts and agreements on said exhibit are referred to as the "Contracts").; and (e) To the extent transferable, all surface use agreements, easements, rights-of-way, licenses, authorizations, permits, and similar rights and interests applicable to, or used or useful in connection with, any or all of the Interests. However Seller expressly retains the non-exclusive right to use such surface use agreements, easements, rights-of-way, licenses, authorizations, permits and similar rights and interests in the event and to the extent such rights directly relate to the Real Property where Excluded Assets. (f) All production imbalances (including lease, pipeline and field imbalances) owed to Seller with respect to the Interests as of the Effective Time; (g) All of Seller's books, records, geophysical, engineering, geological and seismic data, well files, logs and cores, data, files, maps, title opinions or abstracts, production data, division orders and accounting records to the extent related to the Interests, or to the extent used or held for use in connection with the maintenance or operation of the Interests, but excluding (1) any books, records, data, files, maps and accounting records which are not transferable or which cannot be disclosed pursuant to the terms of a third party agreement or applicable law or for which a transfer fee or similar payment will be incurred upon the sales of the Interests(unless Purchaser assumes responsibility for any such transfer fee or similar payment or Seller grants to Purchaser a license with respect to such information as provided for herein), (2) all corporate financial tax and legal records of Seller that relate to Seller's business generally, (3) any computer software that is proprietary to Seller, and (4) work product (excluding title opinions or title-related opinions) of legal counsel for Seller (such excluded information is referred to hereafter as the "Excluded Records") (all of the assets set forth in this Section 2.01 (g), less and except the Excluded Records, are referred hereafter as the "Records and Data"); and (h) A license from Seller of all its affiliates retains any rights or interests; EXHIBIT 10.20proprietary seismic data relating to the Interests.

The Interests. Subject to the terms, conditions, reservations, and exceptions specified in this Agreement, including Seller's receipt of the requisite management approval as specified below, Seller shall sell and Purchaser shall purchase as of the Effective Time all of Seller's right, title and interest in and to the following assets described in Subsections 2.01(a) through 2.01(e2.01(f) (collectively called the "INTERESTS"): (a) The oil, gas and other mineral leasehold interests described in Exhibit "A", attached hereto and made a part hereof, the leasehold estates or other interests in oil and gas 2 created thereby including working interests, net profits interest and similar interests and all rights and privileges appurtenant thereto or that may arise by operation of law or otherwise insofar as such cover and affect the lands and depths described in Exhibit "A" (hereinafter called the "REAL PROPERTY"), together with Seller's interest in any pooled, communitized, or unitized acreage acreage, derived by virtue of Seller's ownership of the Real Property. It being Seller's intent to sell and convey to Purchaser all of Seller's right, title and interest therein unless specifically excluded hereunder; (b) The wellswellx, equipment xxuipment and facilities located on the Real Property and xxed used directly and exclusively in the operation of the Real Property (collectively called the "EQUIPMENT"), including, but not limited to, pumps, platforms, well equipment (surface and subsurface), saltwater disposal wellswellx, water wellsxxjection wellx, lines xxter wellx, xxnes and facilities, sulfur recovery facixxxxxsfacilities, comprxxxxxscompressors, compressor stations, dehydration facilities, treating facilities, pipeline gathering lines, pipelines, flow lines, lines and transportation lines (to the extent they are not owned or and/or operated by any affiliate of Seller), valves, meters, separators, tanks, tank batteries batteries, buildings and other fixtures, including items in inventory for the benefit of any joint account for Interests subject to joint operating agreements; (c) Oil, condensate, natural gas, gas and natural gas liquids produced after the Effective Time, including "line fill" and inventory below the pipeline connection connector in tanks, attributable to the Interests; (d) To the extent transferable, all contracts and agreements concerning the Interests, including, but not limited to, unit agreements, pooling agreements, transportation agreements, gas contracts, areas of mutual interest, farmout agreements, farmin agreements, saltwater disposal agreements, water injection agreements, line well injection agreements, road use agreements, operating agreements and gas balancing agreements; and; (e) To the extent transferabletransferable and except as reserved by Seller in Section 2.03, all surface use agreements, easements, rights-of-way, licenses, authorizations, permits, and similar rights and interests applicable to, or used or useful in connection connector with, any or all of the InterestsInterests and Seller will use reasonable efforts to keep same in force and effect from the execution of this Agreement until the Closing; and (f) All interest of Seller in Dollxxxxxx Xxx. However Seller expressly retains the right to use and any surface estate owned by such surface use agreements, easements, rights-of-way, licenses, authorizations, permits and similar rights and interests in the event and to the extent such rights relate to the Real Property where Seller or any of its affiliates retains any rights or interests; EXHIBIT 10.20entity.

The Interests. Subject to the terms, conditions, reservations, and exceptions specified in this Agreement, including Seller's receipt of the requisite management approval as specified belowVenoco shall transfer and Xxxxxxx shall acquire, Seller shall sell and Purchaser shall purchase as of the Effective Time all Time, the right to participate, as further defined in Paragraph 2.04 of Sellerthis Agreement, in the exploration and development of Venoco's right, title and interest in and to the following assets described in Subsections 2.01(a) through 2.01(e) below (collectively called collectively, the "INTERESTSInterests"): (a) The oil, gas and other mineral leasehold interests described in Exhibit "A", attached hereto and made a part hereof, insofar as such cover and affect the lands and depths described in Exhibit "A" (hereinafter called the "REAL PROPERTYReal Property"), together with SellerVenoco's interest in any pooled, pooled communitized, or unitized acreage derived by virtue of SellerVenoco's ownership of the Real Property; (b) The wellsTo the extent reasonably possible without material detriment to Venoco's current operation and proven production, necessary to carry out the intent of this Agreement, the use of xxxxx in which Xxxxxxx participates and the use of equipment and facilities currently located on or under the Real Property and xxed used directly and exclusively in the operation of the Real Property (collectively called the "EQUIPMENTEquipment"), including, but not limited to, pumps, platforms, well equipment (surface and subsurface), saltwater disposal wells, water wells,, lines and facilities, sulfur recovery facixxxxxsfacilities, comprxxxxxscompressors, back up or spare compressors, compressor stations, dehydration facilities, treating facilities, pipeline gathering lines, pipelines, flow lines, and transportation lines (to the extent they are not owned or operated by any affiliate of SellerVenoco), valves, meters, separators, tanks, tank batteries and other fixtures; (c) Oil, condensate, natural gas, and natural gas liquids produced after the Effective Time, including "line fill" and inventory below the pipeline connection in tanks, attributable to the Interests; (d) To the extent transferabletransferable by Venoco without additional cost or liability, a proportionate interest in all contracts and agreements related to the applicable well or xxxxx in which Xxxxxxx participates concerning the Interests, including, but not limited to, unit agreements, pooling agreements, areas area of mutual interestinterest agreements, farmout agreements, farmin agreements, saltwater disposal participation agreements, water injection development agreements, line well injection exploration agreements, road use agreements, operating agreements and gas balancing agreements; and; (ed) To the extent transferabletransferable by Venoco without additional cost or liability, and to the extent applicable to a well or xxxxx in which Xxxxxxx participates, a proportionate interest in all surface use agreements, easements, rights-of-way, licenses, authorizations, permits, and similar rights and interests applicable to, or used or useful in connection withwith the applicable well or xxxxx excluding flowlines and other surface related facilities.: and (e) To the extent permitted by existing licenses without additional cost or liability to Venoco, any reasonable access to all geophysical, seismic and/or other technical data used or all useable in connection with the operation and/or development of the Interests. However Seller expressly retains In the event Venoco discovers that certain technical data pertaining to the Interests not furnished to Xxxxxxx hereunder exists and is in the possession or control of Venoco, Buyer shall have the right to use purchase a non-exclusive license to such surface use agreements, easements, rights-of-way, licenses, authorizations, permits and similar rights and interests in the event and to the extent such rights relate to the Real Property where Seller or any of its affiliates retains any rights or interests; EXHIBIT 10.20data at reasonable prevailing market rates.