Common use of Downward Adjustments Clause in Contracts

Downward Adjustments. The Purchase Price will be decreased by the following expenses and revenues (without duplication) ( “Downward Adjustments”): (a) ASSIGNOR’s share of all actual production and operating costs and expenses, overhead charges under applicable operating agreements, capital expenditures paid or incurred by ASSIGNEE in connection with ownership or operation of the Property (including without limitation royalties, minimum royalties, rentals, and prepaid charges), to the extent they are attributable to the Property for the period before the Effective Date; (b) ASSIGNOR’s share (ASSIGNEE’s share after Closing) of any proceeds from the sale of Hydrocarbons produced from or attributable to the Property and other income attributable to the Property and received by ASSIGNOR, including the proceeds from any sale by ASSIGNOR of the Stock Tank Oil and the Pipeline Inventory, to the extent they are attributable to the ownership and operation of the Property on or after the Effective Date; and (c) Any other decreases in the Purchase Price specified in this Agreement or otherwise agreed in writing between ASSIGNOR and ASSIGNEE.

Downward Adjustments. The Purchase Price will be decreased by the following expenses and revenues (without duplication) ( “Downward Adjustments”): (a) ASSIGNORSELLER’s share of all actual production and operating costs and expenses, overhead charges under applicable operating agreements, capital expenditures paid or incurred by ASSIGNEE BUYER in connection with ownership or operation of the Property (including without limitation royalties, minimum royalties, rentals, and prepaid charges), to the extent they are attributable to the Property for the period before the Effective Date; (b) ASSIGNORSELLER’s share (ASSIGNEEBUYER’s share after Closing) of any proceeds from the sale of Hydrocarbons produced from or attributable to the Property and other income attributable to the Property and received by ASSIGNOR, including the proceeds from any sale by ASSIGNOR of the Stock Tank Oil and the Pipeline InventorySELLER, to the extent they are attributable to the ownership and operation of the Property on or after the Effective Date; (c) SELLER’s share (BUYER’s share after Closing) of any proceeds from the sale of Stock Tank Oil and Pipeline Inventory and received by SELLER; and (cd) Any other decreases in the Purchase Price specified in this Agreement or otherwise agreed in writing between ASSIGNOR SELLER and ASSIGNEEBUYER.

Downward Adjustments. The Purchase Price will be decreased by the following expenses and revenues (without duplication) ( “Downward Adjustments”):revenues: (ai) ASSIGNOR’s SELLER's and COI's share of all actual production and expenses, operating costs and expenses, overhead charges under applicable operating agreements, agreements and capital expenditures paid or incurred by ASSIGNEE BUYER or COI in connection with ownership or operation of the Property Assets and Downstream Pipeline (including without limitation royalties, minimum royalties, rentals, and prepaid charges), to the extent they are attributable to the Property for ownership or operation of the period Assets and Downstream Pipeline before the Effective Date; (bii) ASSIGNOR’s SELLER's and COI's share (ASSIGNEE’s share after Closing) of any proceeds from the sale of Hydrocarbons produced from or attributable to Hydrocarbon production (before deduction of any royalties under the Property applicable pricing provisions of any oil, gas and gas plant liquids sales and processing agreements) and other income attributable to the Property and received by ASSIGNOR, including SELLER or COI from the proceeds from any sale by ASSIGNOR of the Stock Tank Oil Assets and the Pipeline InventoryDownstream Pipeline, to the extent they are attributable to the ownership and or operation of the Property on or Assets and Downstream Pipeline after the Effective Date; and (ciii) Any other decreases in the Purchase Price specified in this Agreement or otherwise agreed in writing between ASSIGNOR SELLER and ASSIGNEEBUYER prior to or at Closing.