Probable and/or Possible Locations definition

Probable and/or Possible Locations means those locations specifically identified and designated as such on Exhibit D. Seller and Buyer agree that the Allocated Values shall be used to compute any adjustments to the Purchase Price pursuant to the provisions of Article 4. Any adjustment to the Purchase Price hereunder shall be reflected in the allocation set forth in Exhibit D consistent with Treasury Regulation Section 1.1060-1T(f). For tax purposes, the Parties agree to report the transactions contemplated by this Agreement in a manner consistent with the terms of this Agreement, including the allocations set forth above as of the Closing Date, and that neither Party will take any position inconsistent therewith, including in any tax return, refund claim, litigation, arbitration, or otherwise.

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Probable and/or Possible Locations means those locations specifically identified and designated as such on Exhibit D. Seller and Buyer agree that the Allocated Values shall be used to compute any adjustments to the Purchase Price pursuant to the provisions of Article 4. For tax purposes, the Parties agree that they shall allocate the Purchase Price, as adjusted hereunder, among the Assets in a manner consistent with Section 1060 of the Code and the Treasury Regulations promulgated thereunder based upon the fair market values for the Assets. The Purchase Price allocation shall be agreed upon before the earliest due date of the Tax returns of Seller and Buyer for the year in which the Closing Date occurs. Seller and Buyer agree to file all information reports and Tax returns (including IRS Form 8594 and any amended Tax returns or claims for refund) in a manner consistent with the Purchase Price allocation agreed upon under this Section 2.03.

Probable and/or Possible Locations means those locations specifically identified and designated as such on Exhibit C. Seller and Buyer agree that the Allocated Values shall be used to compute any adjustments to the Purchase Price pursuant to the provisions of Article 4. Any adjustment to the Purchase Price hereunder shall be reflected in the allocation set forth in Exhibit C consistent with Treasury Regulation Section 1.1060-IT(f). For tax purposes, the Parties agree to report the transactions contemplated by this Agreement in a manner consistent with the terms of this Agreement, including the allocations set forth above as of the Closing Date, and that neither Party will take any position inconsistent therewith, including in any tax return, refund claim, litigation, arbitration or otherwise. Notwithstanding the foregoing, on Exhibit C there shall be a single line item for the Allocated Value for the Wyoming Inventory.

Examples of Probable and/or Possible Locations in a sentence

The Purchase Price is allocated among the Assets (including the ▇▇▇▇▇, PUD Locations, PDNP, and Probable and/or Possible Locations) as set forth in Exhibit D (the “Allocated Values”).
In no event shall the aggregate of the Allocated Values of the Units, ▇▇▇▇▇, PUD Locations, PDNP, Probable and/or Possible Locations, and any other item specified on Exhibit D (such as undeveloped leasehold) (with all such items specifically set forth on Exhibit D being referred to herein as the “Allocated Assets” or as to any single specified item, an “Allocated Asset”) exceed the unadjusted Purchase Price.
The term "Title Benefit" shall mean Seller's Net Revenue Interest in any Well, PUD Location, PDNP, or Probable and/or Possible Locations that is greater than or in addition to the Net Revenue Interest set forth in Exhibit D, or Seller's Working Interest in any Well, PUD Location, PDNP, or Probable and/or Possible Locations that is less than the Working Interest set forth in Exhibit D (without a proportionate decrease in the Net Revenue Interest).
The term "Probable and/or Possible Locations" means those locations specifically identified and designated as such on Exhibit D.
The term “Title Benefit” shall mean Seller’s Net Revenue Interest in any Well, PUD Location, PDNP, or Probable and/or Possible Locations that is greater than or in addition to the Net Revenue Interest set forth in Exhibit D, or Seller’s Working Interest in any Well, PUD Location, PDNP, or Probable and/or Possible Locations that is less than the Working Interest set forth in Exhibit D (without a proportionate decrease in the Net Revenue Interest).
In no event shall the aggregate of the Allocated Values of any ▇▇▇▇▇, PUD Locations, PDNP, and Probable and/or Possible Locations exceed the unadjusted Purchase Price.
In no event shall the aggregate of the Allocated Values of the ▇▇▇▇▇, PUD Locations, PDNP, Probable and/or Possible Locations, and any other item specified on Exhibit D (such as undeveloped leasehold) exceed the unadjusted Purchase Price.
In no event shall the aggregate of the Allocated Values of any W▇▇▇▇, PUD Locations, PDNP, Probable and/or Possible Locations and Undeveloped Acreage exceed the unadjusted Purchase Price.
The Purchase Price is allocated among the Assets (including the ▇▇▇▇▇, PUD Locations, PDNP, and Probable and/or Possible Locations) as set forth in Exhibit C (the "Allocated Values").
The Purchase Price is allocated among the Assets (including the W▇▇▇▇, PUD Locations, PDNP, Probable and/or Possible Locations) and the Undeveloped Acreage specifically described on Exhibit A (the “Undeveloped Acreage”) as set forth in Exhibit D-1 and Exhibit D-2 (the “Allocated Values”).

More Definitions of Probable and/or Possible Locations

Probable and/or Possible Locations means those locations designated as such on Exhibit D-2. Seller and Buyer agree that the Allocated Values shall be used to compute any adjustments to the Purchase Price pursuant to the provisions of Article 4. For purposes of this Agreement, the Parties agree that the Allocated Value for the Undeveloped Acreage shall be Eighty Dollars ($80.00) per net acre. Any adjustment to the Purchase Price hereunder shall be reflected in the allocation hereunder consistent with Treasury Regulation Section 1.1060-IT (f). For tax purposes, the Parties agree to report the transactions contemplated by this Agreement in a manner consistent with the terms of this Agreement, including the allocations set forth above as of the Closing Date, and that neither Party will take any position inconsistent therewith, including in any tax return, in any refund claim, in any litigation or arbitration or otherwise.