Common use of Producer Commitments Clause in Contracts

Producer Commitments. 3.1 Producer hereby commits and agrees to deliver or cause to be delivered at the Receipt Point(s) all of Producer’s Gas, subject to the following: a. Producer reserves the right to withhold from delivery any Gas (i) that Producer or its Affiliates are required to deliver to its lessor(s) under the terms of any leases included within the Dedication Area; or (ii) that Producer or its Affiliates require for oil and Gas producing operations within the Dedication Area. b. With respect to Interests in the Dedication Area hereafter acquired by Producer or its Affiliates that are, at the time of acquisition, dedicated to an unaffiliated third party and such third party dedication is not granted in connection with the acquisition of such Interests, then Producer’s Gas attributable to such Interests shall not be dedicated hereunder during the pendency of the dedication to the third party. The commitment to the third party shall continue only for the period specified at the time the Interests are acquired by Producer or its Affiliates, and Producer and its Affiliates will take no action to extend, and will not omit to take any action the omission of which would have the effect of extending, the duration of the third party commitment. Thereafter, such Interests and Producer’s Gas attributable thereto will be dedicated hereunder. c. With respect to Producer’s Dry Gas produced from ▇▇▇▇▇ in the Dedication Area, the Parties will work together in good faith to mutually agree on the fees, terms and conditions pursuant to which MarkWest would gather such Dry Gas and, if the Parties cannot mutually agree upon such fees, terms and conditions, Producer shall have the right, at its sole expense, to construct such facilities or connect to a third party’s facilities as may be necessary to gather such Dry Gas so long as such Dry Gas is not processed by Producer, any of Producer’s Affiliates, or any other third party for recovery of liquid or liquefiable hydrocarbons or other hydrocarbon products, other than to separate liquid hydrocarbons and free water from the Dry Gas using mechanical type gas-liquid field separators commonly used in the industry installed by or on behalf of Producer or its Affiliates. 3.2 The provisions of Section 3.1, above, shall be covenants running with the land, and Producer and its Affiliates shall ensure that any conveyance, assignment, sale or other transfer of all or a portion of the Interests owned by Producer or its Affiliates covered by this Agreement shall be subject thereto. Producer and its Affiliates shall require any purchaser, assignee, or other transferee of any portion of those Interests to ratify this Agreement and expressly assume and agree to the terms hereof, to the extent of the portion of those Interests acquired from Producer or its Affiliates by that party, in a manner consistent with the provisions of Article 16. 3.3 Any separation equipment installed by or on behalf of Producer or its Affiliates to separate liquid hydrocarbons and free water from Producer’s Gas prior to the delivery at the Receipt Points shall be only conventional mechanical type gas-liquid field separators commonly used in the industry. Except for the foregoing and the conditions set forth in Section 3.1 hereof, Producer and its Affiliates shall not process, or cause or permit another party to process, Producer’s Gas for recovery of liquid or liquefiable hydrocarbons or other products prior to delivery to MarkWest.

Producer Commitments. 3.1 Producer ▇▇▇ hereby commits and agrees to deliver or cause to be delivered at the Receipt Point(s) Points all of ProducerRex’s GasGas produced from ▇▇▇▇▇ in the Dedication Area; provided, subject to the following: a. Producer however, that ▇▇▇ reserves the right to withhold from delivery any Gas (i) that Producer or its Affiliates are ▇▇▇ is required to deliver to its lessor(s) under the terms of any leases included within the Dedication Area; or (ii) that Producer or its Affiliates require ▇▇▇ reasonably requires for oil and Gas gas producing operations within the Dedication Area. b. With respect ; provided, however, if prior to Interests in January 1, 2011, the Dedication Area hereafter acquired by Producer or its Affiliates that are, at the time of acquisition, dedicated to an unaffiliated third party and such third party dedication Plant is not granted in connection with the acquisition service and capable of such Interestsprocessing a minimum of 20 MMcf per day, then Producerall of Rex’s Gas attributable to such Interests shall not be dedicated hereunder during the pendency of the dedication to the third party. The commitment to the third party shall continue only for the period specified at the time the Interests are acquired by Producer or its Affiliates, and Producer and its Affiliates will take no action to extend, and will not omit to take any action the omission of which would have the effect of extending, the duration of the third party commitment. Thereafter, such Interests and Producer’s Gas attributable thereto will be dedicated hereunder. c. With respect to Producer’s Dry Gas produced from ▇▇▇▇▇ in the Dedication AreaArea shall be released from its commitment to Keystone hereunder, and ▇▇▇ shall have no further obligation to deliver Gas to Keystone pursuant to the terms of this Agreement. In the event of a material delay (i) in the acquisition of the Plant Site or the Alternate Site (as such terms are defined in that certain Contribution Agreement by and among ▇▇▇, Keystone, and Stonehenge Energy Resources, L.P.), (ii) in obtaining any requisite permits from governmental authorities for the construction or operation of the Processing Plant, or (iii) due to an event of Force Majeure, the Parties will work together in good faith to mutually agree on the fees, terms and conditions pursuant to which MarkWest would gather such Dry Gas and, if the Parties cannot mutually agree upon such fees, terms and conditions, Producer shall have a reasonable extension of the right, at its sole expense, to construct such facilities or connect to a third party’s facilities as may be necessary to gather such Dry Gas so long as such Dry Gas is not processed by Producer, any of Producer’s Affiliates, or any other third party for recovery of liquid or liquefiable hydrocarbons or other hydrocarbon products, other than to separate liquid hydrocarbons and free water from the Dry Gas using mechanical type gas-liquid field separators commonly used date set forth in the industry installed by or on behalf of Producer or its Affiliatesprevious sentence. 3.2 The provisions of Section 3.1, above, shall be covenants running with the land, and Producer and its Affiliates ▇▇▇ shall ensure that any conveyance, assignment, sale or other transfer of all or a portion of the Interests owned by Producer or its Affiliates ▇▇▇ covered by this Agreement shall be subject thereto. Producer and its Affiliates ▇▇▇ shall require any purchaser, assignee, assignee or other transferee of any portion of those Interests to ratify this Agreement and to expressly assume and agree to the terms hereof, to the extent of the portion of those Interests acquired from Producer or its Affiliates ▇▇▇ by that party, in a manner consistent with the provisions of Article 16. 3.3 Any separation equipment installed by or on behalf of Producer or its Affiliates ▇▇▇ to separate liquid hydrocarbons and free water from Producer’s the Gas prior to the delivery at the Receipt Points shall be only conventional mechanical type gas-liquid field separators commonly used in the industry. Except for the foregoing and the conditions set forth in Section 3.1 hereof, Producer and its Affiliates ▇▇▇ shall not process, or cause or permit another party to process, Producer’s the Gas for recovery of liquid or liquefiable hydrocarbons or other products prior to delivery to MarkWestKeystone.