Common use of Preferential Rights and Consents to Assign Clause in Contracts

Preferential Rights and Consents to Assign. Some Interests may be subject to existing preferential rights to purchase the Interests or consents may be required in order to assign the Interests. Sellers shall provide Buyer with a list, and shall make a good faith effort to obtain consent and waivers of any preferential rights which Sellers know must be obtained prior to Closing and are not ordinarily obtained after Closing. Buyer shall notify Sellers of any additional consent requirement or preferential right to purchase it discovers prior to Closing. If a preferential right is exercised or a consent is denied prior to Closing, the Purchase Price shall be adjusted downward in an amount equal to the price paid to Sellers for the Interest with respect to which the preferential right has been exercised or the consent has been denied and such Interest shall be deleted from this Agreement. In the case of a preferential right to purchase, Sellers shall be entitled to all proceeds paid by the third party exercising its preferential right to purchase. If a third party preferential purchase right burdening any Interest has not been exercised or waived by Closing, Buyer shall pay for and accept an assignment covering such Interest and, if the preferential right is exercised after Closing, Buyer shall be entitled to all proceeds paid for such interest by the third party exercising such preferential purchase right. Buyer shall be responsible for conveying title to the Interest affected by said preferential right to the party exercising the same and shall indemnify and hold Sellers harmless from and against any claim or liability for Buyer's failure to make such conveyance.

Preferential Rights and Consents to Assign. Some Interests underlying Xxxxx or Units may be subject to existing preferential rights to purchase the Interests or consents may be required in order to assign the Interests. On or before March 15, 2002, Sellers shall provide Buyer Buyers with a list, and shall make a good faith effort to obtain consent and waivers of any preferential rights which Sellers know must be obtained prior to Closing and are not ordinarily obtained after Closing. Buyer Buyers shall notify Sellers of any additional consent requirement or preferential right to purchase it discovers prior to Closing. If a preferential right is exercised or a consent is denied prior to Closing, the Purchase Price shall be adjusted downward in an amount equal to the price paid to Sellers for the Interest Xxxxx or Units with respect to which the preferential right has been exercised or the consent has been denied and such Interest shall be deleted from this Agreement. In the case of a preferential right to purchase, Sellers shall be entitled to all proceeds paid by the third party exercising its preferential right to purchase. If a third party preferential purchase right burdening any Interest Well or Unit has not been exercised or waived by Closing, Buyer Buyers shall pay for and accept an assignment covering such Interest Well or Unit and, if the preferential right is exercised after Closing, Buyer Buyers shall be entitled to all proceeds paid for such interest Well or Unit by the third party exercising such preferential purchase right. Buyer Buyers shall be responsible for conveying title to the Interest underlying the Well or Unit affected by said preferential right to the party exercising the same and shall indemnify and hold Sellers harmless from and against any claim or liability for Buyer's Buyers' failure to make such conveyance.

Preferential Rights and Consents to Assign. Some Interests may be subject to existing preferential rights to purchase the Interests or consents may be required in order to assign the Interests. Sellers Seller shall provide Buyer with a list, and shall make a good faith effort use its best efforts to obtain consent and waivers of any preferential rights which Sellers know must be obtained prior to Closing and are not ordinarily obtained after Closing. Buyer shall notify Sellers of any additional consent requirement or preferential right to purchase it discovers prior to Closingnecessary consents. If a preferential right is exercised or a consent is denied prior to Closing, the Purchase Price shall be adjusted downward in an amount equal to the price paid to Sellers Seller for the Interest with respect to which the preferential right has been exercised or the consent has been denied and such Interest shall be deleted from this Agreement. In the such case of a preferential right to purchase, Sellers Seller shall be entitled to all proceeds paid by the third party exercising its preferential right to purchase. As to any Interest with respect to which a required waiver of preferential purchase right or consent to assignment has not been obtained prior to Closing, except for the approvals referred to in Sections 6.1 and 6.2, Buyer may waive such requirements and accept an assignment covering such Interest. If Buyer does not waive the requirement, the Interest so affected shall be deleted from this Agreement with a corresponding adjustment made to the Purchase Price. If a third party preferential purchase right burdening any Interest has not been exercised or waived by Closing, Buyer shall pay for and accept an assignment covering such Interest and, if the preferential right is exercised after Closing and Buyer has received title to such interest at Closing, Buyer shall be entitled to all proceeds paid for such interest by the third party exercising such preferential purchase right. Buyer shall be responsible for conveying title to the Interest affected by said preferential right to the party exercising the same and shall indemnify and hold Sellers harmless from and against any claim or liability for Buyer's failure to make such conveyancesame.

Preferential Rights and Consents to Assign. Some Interests may be subject to existing preferential rights to purchase the Interests or consents may be required in order to assign the Interests. Sellers Seller shall provide Buyer with a list, and shall make a good faith effort to obtain consent and waivers of of, any preferential rights and consents which Sellers know Seller knows must be obtained prior to Closing and are not ordinarily obtained after Closing. Buyer shall notify Sellers Seller of any additional consent requirement or preferential right to purchase it discovers prior to Closing. If a preferential right is exercised or a consent is denied prior to 21- Closing, the Purchase Price shall be adjusted downward in an amount equal to the price paid to Sellers Seller for the Interest with respect to which the preferential right has been exercised or the consent has been denied and such Interest shall be deleted from this Agreement. In the such case of a preferential right to purchase, Sellers Seller shall be entitled to all proceeds paid by the third party exercising its preferential right to purchase. As to any Interest with respect to which a required consent to assignment has not been obtained prior to Closing, Buyer may waive such requirements and accept an assignment covering such Interest. If Buyer does not waive the requirement, the allocated value of the Interest so affected shall be deposited into the escrow account referred to in Section 10.8, with a corresponding adjustment made to the Purchase Price, until the consent is obtained. If a third party preferential purchase right burdening any Interest has not been exercised or waived by Closing, Buyer shall pay for and accept an assignment covering such Interest and, if the preferential right is exercised after Closing, Buyer shall be entitled to all proceeds paid for such interest by the third party exercising such preferential purchase right. Buyer shall be responsible for conveying title to the Interest affected by said preferential right to the party exercising the same and shall indemnify and hold Sellers Seller harmless from and against any claim or liability for Buyer's failure to make such conveyance.

Preferential Rights and Consents to Assign. Some Interests may be Neither Property is subject to existing an preferential rights right to purchase the Interests such Property or a requirement for consents may be required in order to assign the Interestssuch Property. Sellers shall provide Buyer with a listNonetheless, and shall make a good faith effort to obtain consent and waivers of any preferential rights which Sellers know must be obtained prior to Closing and are not ordinarily obtained after Closing. each Buyer shall notify Sellers the respective Seller of any additional consent requirement or preferential right to purchase it discovers prior to Closing. If a preferential right is exercised or a consent is denied prior to Closing, the Purchase Price purchase price as described in Section 1.2 shall be adjusted downward in an amount equal to the price paid to Sellers the Seller for the Interest Property with respect to which the preferential right has been exercised or the consent has been denied and such Interest Property shall be deleted from this Agreement. In the case of a preferential right to purchase, Sellers each Seller shall be entitled to all proceeds paid by the third party exercising its preferential right to purchase. If a third party preferential purchase right burdening any Interest Property has not been exercised or waived by Closing, the Buyer therefor shall pay for and accept an assignment covering such Interest Property and, if the preferential right is exercised after Closing, such Buyer shall be entitled to all proceeds paid for such interest by the third party exercising such preferential purchase right. right and such Buyer shall be responsible for conveying title to the Interest Property affected by said preferential right to the party exercising the same and shall indemnify and hold Sellers the respective Seller harmless from and against any claim or liability for such Buyer's failure to make such conveyance.

Preferential Rights and Consents to Assign. Some Interests underlying Xxxxx or Units may be subject to existing preferential rights to purchase the Interests or consents may be required in order to assign the Interests. Sellers On or before Closing, Seller shall provide Buyer with a list, and shall make a good faith effort to obtain consent and waivers of any preferential rights which Sellers know Seller knows must be obtained prior to Closing and are not ordinarily obtained after Closing. Buyer shall notify Sellers Seller of any additional consent requirement or preferential right to purchase it discovers prior to Closing. If a preferential right is exercised or a consent is denied prior to Closing, the Purchase Price shall be adjusted downward in an amount equal to the price paid to Sellers Seller for the Interest Xxxxx or Units with respect to which the preferential right has been exercised or the consent has been denied and such Interest shall be deleted from this Agreement. In the case of a preferential right to purchase, Sellers Seller shall be entitled to all proceeds paid by the third party exercising its preferential right to purchase. If a third party preferential purchase right burdening any Interest Well or Unit has not been exercised or waived by Closing, Buyer shall pay for and accept an assignment covering such Interest Well or Unit and, if the preferential right is exercised after Closing, Buyer shall be entitled to all proceeds paid for such interest Well or Unit by the third party exercising such preferential purchase right. Buyer shall be responsible for conveying title to the Interest underlying the Well or Unit affected by said preferential right to the party exercising the same and shall indemnify and hold Sellers Seller harmless from and against any claim or liability for Buyer's failure to make such conveyance.

Preferential Rights and Consents to Assign. Some Interests may be subject to existing preferential rights to purchase the Interests or consents may be required in order to assign the Interests. Sellers Seller shall provide Buyer with a list, and shall make a good faith effort to obtain consent and waivers of any preferential rights which Sellers know Seller knows must be obtained prior to Closing and are not ordinarily obtained after Closing. Buyer shall notify Sellers Seller of any additional consent requirement or preferential right to purchase it discovers prior to Closing. If a preferential right is exercised or a consent is denied prior to Closing, the Purchase Price shall be adjusted downward in an amount equal to the price paid to Sellers Seller for the Interest with respect to which the preferential right has been exercised or the consent has been denied and such Interest shall be deleted from this Agreement. In the case of a preferential right to purchase, Sellers Seller shall be entitled to all proceeds paid by the third party exercising its preferential right to purchase. If a third party preferential purchase right burdening any Interest has not been exercised or waived by Closing, Buyer shall pay for and accept an assignment covering such Interest and, if the preferential right is exercised after Closing, Buyer shall be entitled to all proceeds paid for such interest by the third party exercising such preferential purchase right. Buyer shall be responsible for conveying title to the Interest affected by said preferential right to the party exercising the same and shall indemnify and hold Sellers Seller harmless from and against any claim or liability for Buyer's failure to make such conveyance.

Preferential Rights and Consents to Assign. Some Interests may be subject to existing preferential rights to purchase the Interests or consents may be required in order to assign the Interests. Sellers shall provide Buyer with a list, and Seller shall make a good faith effort to obtain consent and waivers of any preferential rights and consents which Sellers know Seller knows must be obtained prior to Closing and are not ordinarily obtained after Closing. Buyer shall notify Sellers Seller of any additional consent requirement or preferential right to purchase it discovers prior to Closing. If a preferential right is exercised or a consent is denied prior to Closing, the Purchase Price shall be adjusted downward in an amount equal to the price paid to Sellers Seller for the Interest with respect to which the preferential right has been exercised or the consent has been denied and such Interest shall be deleted from this Agreement. In the such case of a preferential right to purchase, Sellers Seller shall be entitled to all proceeds paid by the third party exercising its preferential right to purchase. As to any Interest with respect to which a required consent to assignment has not been obtained prior to Closing, Buyer may waive such requirements and accept an assignment covering such Interest. If Buyer does not waive the requirement, the allocated value of the Interest so affected shall be deposited into the escrow account referred to in Section 10.8, with a corresponding adjustment made to the Purchase Price, until the consent is obtained. If a third party preferential purchase right burdening any Interest has not been exercised or waived by Closing, Buyer shall pay for and accept an assignment covering such Interest and, if the preferential right is exercised after Closing, Buyer shall be entitled to all proceeds paid for such interest by the third party exercising such preferential purchase right. Buyer shall be responsible for conveying title to the Interest affected by said preferential right to the party exercising the same and shall indemnify and hold Sellers Seller harmless from and against any claim or liability for Buyer's failure to make such conveyance.