ORRI Clause Samples

ORRI. The variable overriding royalty assigned the Prospect Generators shall be referred to herein as the “ORRI”. The magnitude of the ORRI in any given lease shall be determined in accordance with Section 4 of this Agreement.

ORRI. Each Note Party, the Administrative Agent and each Holder agree that (1) the Notes and the ORRI conveyed on the Closing Date, together, constitute “Investment Units” as that term is defined in section 1273(c)(2) of the Internal Revenue Code; (2) the fair market value of the ORRI conveyed on the Closing Date shall be mutually determined by the Administrative Agent and the Issuer after the Closing Date (but in no event later than December 31, 2023); and (3) the consideration for the ORRI shall not, in any part, consist of a binding obligation of the Issuer to pay expenses of exploration and development of the properties burdened by the ORRI. None of the Issuer, the Administrative Agent or Holders shall take any position inconsistent with the foregoing on any report, return, claim for refund or other filing for federal, state or other tax purposes unless all such parties agree otherwise or as otherwise may be required (to the satisfaction of all such parties, each in its reasonable discretion) by applicable law. The parties intend that the ORRI will constitute an economic interest for U.S. federal income tax purposes under Treas. Reg. § 1.611-1(b)(1) and that the Issuer will take all necessary steps to effectuate this intent. All computations under this Section 10.24, including the computation of original issue discount on the Notes, shall be mutually determined by the Administrative Agent and the Issuer.

ORRI. The ORRI was granted by the Partnership to EFS Royalty Partners L.P. in connection with BBEP’s acquisition of limited partnership interests in the Partnership. BBEP has borne 100% of the ORRI through deductions made by the Partnership to revenues distributed to BBEP in the ordinary course of business, it being the intent of BBEP, BEP and PCEC that BBEP bear and be responsible for 100% of the ORRI. Accordingly, following the distribution of the Partnership Assets effected hereunder, (i) BBEP (or its designee) will continue to bear and be responsible for 100% of the ORRI, (ii) PCEC will not bear or otherwise be responsible for any portion of the ORRI, and (iii) BBEP (or its designee) will reimburse PCEC for any portion of the ORRI borne by PCEC following such distribution. Similarly, the obligations of the Partnership (other than the payment of the ORRI) set forth in the ORRI Conveyance, are hereby assumed by, and will be the sole responsibility of, BOLP, as operator under the J▇▇▇.

ORRI. (i) On the Restatement Date, each Lender shall have earned, and each of Quest Eastern and Quest O&G shall assign to such Lender, pursuant to the ORRI Conveyance, such Lender's Pro Rata Share of an ORRI in the Oil and Gas Properties owned by Quest Eastern or Quest O&G equal in the aggregate to two percent (2%) of such Loan Party's working interest (plus royalty interest, if any), proportionately reduced, in its Oil and Gas Properties. (ii) Each Lender irrevocably agrees to reconvey the ORRI (and any accrued payments owing to such Lender on account of its ORRI) to the grantor thereof if on or before July 11, 2010 the Facility Fee Reduction Conditions are satisfied and the Original Term Loan (including any Additional PIK Interest thereon) is paid in full. (iii) Each Lender irrevocably agrees to reconvey the ORRI (but not any accrued payments owing to such Lender on account of its ORRI which payments will be due and payable on July 11, 2010) to the grantor thereof if on or before July 11, 2010 the Facility Fee Reduction Conditions are satisfied. (iv) Any and all payments otherwise payable to the Lenders on account of their ORRI shall be accrued and retained by the respective ORRI Conveyance grantor until the first to occur of the following: (A) satisfaction of the conditions described in Section 2.08(b)(ii) (in which case the accrued ORRI payments will be reconveyed to the respective grantor by the Lenders); (B) satisfaction of the conditions described in Section 2.08(b)(iii) (in which case the accrued ORRI payments will be paid to the respective Lenders in accordance with their Pro Rata Shares); and (C) July 11, 2010 if none of the preceding events have occurred (in which case the accrued ORRI will be paid to the respective Lenders in accordance with their Pro Rata Shares on July 11, 2010 and will thereafter be payable by the respective ORRI Conveyance grantor within the usual and customary period of time for the payment of royalties associated with the sale of Hydrocarbons in the geographic area covered by the ORRI Conveyance). (v) Each Lender agrees that it will not Dispose of its ORRI before the earliest to occur of the events specified in Sections 2.08(b)(iv)(A), (B) or (C). (vi) Borrower, Quest Eastern and Quest Oil & Gas, on the one hand, and Lenders, on the other hand, each acknowledge and agree that the ORRI is be given to the Lenders in partial compensation of the Lenders' providing the Aggregate Revolving O&G Development Loan Commitment under this A...

ORRI. Section 6 of Exhibit A to the Agreement is hereby amended to add the following: “2% overriding royalty in Leases in favor of American Liberty Petroleum Corp.”

ORRI