Common use of Transfer of Files Clause in Contracts

Transfer of Files. Each Seller will for ten (10) Business Days (a) after Closing, make available for copying all of such Seller’s lease files, abstracts and title opinions, division order files, production records, well files, accounting records (but not including general financial accounting or tax accounting records, and records related to transactions prior to the Effective Date), and other similar files and records which directly relate to the Properties being purchased and sold at such Closing and (b) use its best efforts to deliver to Buyer, at Buyer’s expense and Buyer’s choice of delivery method and courier, and within ten (10) days after Closing, all of such Seller’s division order, production records, well files, and accounting records pertaining solely to the Xxxxx (all such files to be provided by subsections (a) and (b) shall not include those which such Seller considers to be proprietary or confidential to it or which such Seller cannot provide to Buyer without, in its reasonable opinion, breaching, or risking a breach of, agreements with other parties, or waiving, or risking waiving, legal privilege). However, as to those files and records for which such Seller reasonably believes legal privilege may be lost or waived if provided or transferred to Buyer or which such Seller reasonably believes is prohibited from providing or transferring to Buyer, such Seller shall make reasonable good faith efforts to obtain permission to provide such files or records to Buyer without waiving any such privilege or breaching any such agreement within twenty days after execution of this Agreement by all parties, provided a Seller is only obligated to cause its employees to expand a reasonable amount of time in an effort to obtain such permission and shall not be obligated to incur any costs or expenses to obtain such permission other than the salaries of such employees. Any Seller may, at its election, make and retain copies of any or all such files. Buyer shall preserve all files so delivered by Sellers for a period of five years following Closing and will allow Seller access (including, without limitation, the right to make copies at Seller’s expense) to such files at all reasonable times.

Transfer of Files. Each Seller will for ten thirty (1030) Business Days (a) after Closing, make available for copying copying, at Buyer’s expense, all of such Seller’s lease files, abstracts and title opinions, division order files, production records, well files, accounting records (but not including general financial accounting or tax accounting records, and records related to transactions prior to the Effective Date), and other similar files and records which directly relate to the Properties being purchased and sold at such Closing and (b) use its best efforts to deliver to Buyer, at Buyer’s expense and Buyer’s choice of delivery method and courier, and within ten (10) days after Closing, all of such Seller’s division order, production records, well files, and accounting records pertaining solely to the Xxxxx (all such files to be provided by subsections (a) and (b) shall not include those which such Seller reasonably considers to be proprietary or confidential to it or which such Seller cannot provide to Buyer without, in its reasonable opinion, breaching, or risking a breach of, agreements with other parties, or waiving, or risking waiving, legal privilege). However, as to those files and records for which such Seller reasonably believes legal privilege may be lost or waived if provided or transferred to Buyer or which such Seller reasonably believes is prohibited from providing or transferring to Buyer, such Seller shall make reasonable good faith efforts to obtain permission to provide such files or records to Buyer without waiving any such privilege or breaching any such agreement within twenty days after execution of this Agreement by all parties, provided a Seller is only obligated to cause its employees to expand expend a reasonable amount of time in an effort to obtain such permission and shall not be obligated to incur any costs or expenses to obtain such permission other than the salaries of such employees. Any Seller may, at its election, make and retain copies of any or all such files. Buyer shall preserve all files so delivered by Sellers Seller for a period of five years following Closing and will allow Seller access (including, without limitation, the right to make copies at Seller’s expense) to such files at all reasonable times; however, Buyer shall have the right to exclude Seller’s access to any portion of any such files created, generated, or assembled by Buyer.

Transfer of Files. Each Seller will for ten (10) Business Days (a) use its best efforts to deliver to Buyer, at Buyer’s expense, and within 30 days after Closingthe later of Seller relinquishing operations or the termination of the Transition Agreement, make available for copying all of such Seller’s lease files, abstracts and title opinions, division order files, production records, well files, seismic, geological, geophysical and other similar data comprising a part of the Property, accounting records (but not including general financial accounting or tax accounting records, and records related to transactions prior to the Effective Date), and other similar files and records which directly relate to the Properties being purchased and sold at such Closing and (b) use its best efforts to deliver to BuyerProperties, at Buyer’s expense and Buyer’s choice of delivery method and courier, and within ten (10) days after Closing, all of such Seller’s division order, production records, well files, and accounting records pertaining solely to the Xxxxx (all such files to be provided by subsections (a) and (b) shall not include other than those which such Seller considers to be proprietary or confidential to it or which such Seller cannot provide to Buyer without, in its reasonable opinion, breaching, or risking a breach of, agreements with other parties, or waiving, or risking waiving, legal privilege). However, as Seller shall not be obligated to those files and provide Buyer with access to or to transfer that portion of any records or data for which such Seller reasonably believes legal privilege may be lost or waived if provided or transferred to Buyer or which such Seller reasonably believes it is prohibited from providing to Buyer. However, as to those documents or transferring files which Seller reasonably believes it is prohibited from providing to Buyer, such Seller shall make reasonable good faith efforts to obtain permission to provide such files records or records data to Buyer without waiving any such privilege or breaching any such agreement within twenty days one week after execution of this Agreement by all partiesAgreement, provided a that Seller is shall only be obligated to cause its employees to expand expend a reasonable amount of time in an effort to obtain such permission and Seller shall not be obligated to incur any costs or expenses to obtain such permission other than the salaries of such employees. Any Seller may, at its election, make and retain copies of any or all such files. Buyer shall preserve all files so delivered by Sellers for Seller of a period of five 2 years following Closing and will allow Seller access (including, without limitation, the right to make copies at Seller’s expense) to such files at all reasonable times.

Transfer of Files. Each Seller will for ten (10) Business Days (a) after Closing, make available for copying all of such Seller’s lease files, abstracts and title opinions, division order files, production records, well files, accounting records (but not including general financial accounting or tax accounting records, and records related to transactions prior to the Effective Date), and other similar files and records which directly relate to the Properties being purchased and sold at such Closing and (b) use its best efforts to deliver to Buyer, at Buyer’s expense and Buyer’s choice of delivery method and courierexpense, and within ten (10) days after Closing, all files, records, and data relating to the Properties, including, without limitation, the following, if and to the extent that such files exist: all books, records, reports, manuals, files, title documents (including correspondence and curative), records of such Seller’s division orderproduction and maintenance, production recordsrevenue, sales, expenses, warranties, lease files, land files, well files, division order files, abstracts, title opinions, assignments, reports, property records, contract files, operations files, copies of tax and accounting records pertaining solely to (but excluding Federal and state income tax returns and records) and files, maps, core data, hydrocarbon analysis, well logs, mud logs, and field studies, together with other files, contracts, and other records and data and maps including any interpretations, analyses and reports related thereto, but excluding from the Xxxxx (all such files to be provided by subsections foregoing (a) and Privileged Information, (b) shall not include those which such Confidential Information, (c) the Seller considers to be proprietary or confidential to it or which such Seller cannot provide to Buyer without, in its reasonable opinion, breachingParty Documents, or risking (d) to the extent such disclosure or transfer is subjected to payment of a breach offee or other consideration, agreements with for which Buyer has not agreed in writing to pay the fee or other parties, or waiving, or risking waiving, legal privilege). Howeverconsideration, as applicable. As to those files and records for which such Seller reasonably believes legal privilege may be lost or waived if provided or transferred to Buyer or which such Seller reasonably believes is prohibited from providing or transferring to Buyercontaining Confidential Information, such Seller shall make a commercially reasonable good faith efforts effort to obtain permission to provide such files or records to Buyer without waiving any such legal privilege or breaching any such agreement within twenty five (5) days after execution of this Agreement by all partiesthe Closing, provided a Seller is only obligated to cause its employees those responsible for the files to expand expend a reasonable amount of time in an effort to obtain such permission and Seller shall not be obligated to incur any costs or expenses to obtain such permission other than the salaries of such employees; provided, however, that in no event shall Seller have any obligations with respect to Privileged Information or the Seller Party Documents. Any Seller may, at its election, make and retain copies of any or all such files. Buyer shall preserve all files so delivered by Sellers Seller for a period of five (5) years following Closing and will allow Seller access (including, without limitation, the right to make copies at Seller’s expense) to such files at all reasonable times.

Transfer of Files. Each Seller will for ten thirty (1030) Business Days (a) after Closing, make available for copying copying, at Buyer’s expense, all of such Seller’s lease files, abstracts and title opinions, division order files, production records, well files, accounting records (but not including general financial accounting or tax accounting records, and records related to transactions prior to the Effective Date), and other similar files and records which directly relate to the Properties being purchased and sold at such Closing and (b) use its best efforts to deliver to Buyer, at Buyer’s expense and Buyer’s choice of delivery method and courier, and within ten (10) days after Closing, all of such Seller’s division order, production records, well files, and accounting records pertaining solely to the Xxxxx (all such files to be provided by subsections (a) and (b) shall not include those which such Seller reasonably considers to be proprietary or confidential to it or which such Seller cannot provide to Buyer without, in its reasonable opinion, breaching, or risking a breach of, agreements with other parties, or waiving, or risking waiving, legal privilege). However, as to those files and records for which such Seller reasonably believes legal privilege may be lost or waived if provided or transferred to Buyer or which such Seller reasonably believes is prohibited from providing or transferring to Buyer, such Seller shall make reasonable good faith efforts to obtain permission to provide such files or records to Buyer without waiving any such privilege or breaching any such agreement within twenty days after execution of this Agreement by all parties, provided a Seller is only obligated to cause its employees to expand expend a reasonable amount of time in an effort to obtain such permission and shall not be obligated to incur any costs or expenses to obtain such permission other than the salaries of such employees. Any Seller may, at its election, make and retain copies of any or all such files. Buyer shall preserve all files so delivered by Sellers Seller for a period of five years following Closing and will allow Seller access (including, without limitation, the right to make copies at Seller’s expense) to such files at all reasonable times.access