Common use of Production Proceeds Clause in Contracts

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons are and will be assigning to Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Agent or Lenders to Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 5 contracts

Samples: Credit Agreement (North Coast Energy Inc / De/), Credit Agreement (Chesapeake Energy Corp), Credit Agreement (North Coast Energy Inc / De/)

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Production Proceeds. Notwithstanding that, that by the terms of the various Security DocumentsMortgages, Restricted Persons the Credit Parties are and will be assigning to the Administrative Agent and Lenders for the benefit of the Secured Parties all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred Restricted Persons occurred, the Credit Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratifiedMortgages. Upon the occurrence of a an Event of Default, the Administrative Agent and Lenders may exercise all rights and remedies granted under the Security DocumentsMortgages, including the right to obtain possession of all Production Proceeds then held by Restricted Persons the Credit Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed intentional or inadvertent, by the Administrative Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by the Administrative Agent or the Lenders to Restricted Persons the Credit Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Administrative Agent or the Lenders to collect other Production Proceeds thereafter.

Appears in 3 contracts

Samples: Credit Agreement (Warren Resources Inc), Assignment and Assumption (Warren Resources Inc), Assignment and Assumption (Warren Resources Inc)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons the Credit Parties are and will be assigning granting a security interest to Administrative Agent and Lenders in all of as-extracted collateral (referred to as the "Production Proceeds" (as defined therein” in the Security Documents) accruing to the property covered Oil and Gas Interest mortgaged thereby, so long as no Default has occurred Restricted Persons the Credit Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, Proceeds until such time as an Event of Default has occurred and is continuing and the Administrative Agent gives written notice to operators and/or purchasers of production to pay the Liens created under the Security Documents, which Liens are hereby affirmed and ratifiedAdministrative Agent. Upon the occurrence of a an Event of Default, Administrative Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons the Credit Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Administrative Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Administrative Agent or Lenders to Restricted Persons the Credit Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Administrative Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 3 contracts

Samples: Assignment and Assumption (ANTERO RESOURCES Corp), Credit Agreement (Antero Resources LLC), Credit Agreement (Antero Resources Finance Corp)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons Loan Parties are and will be assigning to Administrative Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Persons Loan Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Administrative Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons Loan Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Administrative Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Administrative Agent or Lenders to Restricted Persons Loan Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Administrative Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 2 contracts

Samples: Credit Agreement (MV Oil Trust), Credit Agreement (MV Partners LLC)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons are and will be assigning to Administrative Agent and Lenders Holders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Administrative Agent and Lenders Holders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds production proceeds then held by Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Administrative Agent or Lenders Holders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Administrative Agent or Lenders Holders to Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Administrative Agent or Lenders Holders to collect other Production Proceeds thereafter.. [Note Purchase Agreement]

Appears in 2 contracts

Samples: Note Purchase Agreement (Penn Octane Corp), Note Purchase Agreement (Rio Vista Energy Partners Lp)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Related Persons are and will be assigning to Administrative Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred Restricted Related Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a an Event of Default, Administrative Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons any Related Person or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Administrative Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Administrative Agent or Lenders to Restricted Persons any Related Person constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Administrative Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Spinnaker Exploration Co)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons the grantors thereunder are and will be assigning to Agent and Lenders all of the "Production Proceeds" (as defined thereintherein and in this section collectively called “Proceeds”) accruing to the property covered thereby, so long as no Default has occurred Restricted such Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Agent or Lenders to Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (W&t Offshore Inc)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons Loan Parties are and will be assigning to Administrative Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Persons Loan Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Administrative Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons Loan Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Administrative Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Administrative Agent or Lenders to Restricted Persons Loan Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Administrative Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (MV Partners LLC)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Related Persons are and will be assigning to Agent and Lenders Banks all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Related Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Agent and Lenders Banks may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Related Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Agent or Lenders Banks to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Agent or Lenders Banks to Restricted Related Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders Banks to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Inland Resources Inc)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Related Persons are and will be assigning to Administrative Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred Restricted Related Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a an Event of Default, the Administrative Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons any Related Person or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed purposeful or inadvertent, by Administrative Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Administrative Agent or Lenders to Restricted Persons any Related Person constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Administrative Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Spinnaker Exploration Co)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons are and will be assigning to Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds, subject to the rights of the Farmee (as such term is defined in the Farmout Agreement) with respect to proceeds of production from Earned Xxxxx (as such term is defined in the Farmout Agreement) under the Farmout Agreement. In no case shall any failure, whether purposed proposed or inadvertent, by Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Agent or Lenders to Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Inland Resources Inc)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons are and will be assigning to Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred Restricted Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a an Event of Default, Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Agent or Lenders to Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Forcenergy Inc)

Production Proceeds. Notwithstanding that, by the terms of ------------------- the various Security Documents, Restricted Related Persons are and will be assigning to Agent and Lenders Banks all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Related Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Agent and Lenders Banks may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Related Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Agent or Lenders Banks to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Agent or Lenders Banks to Restricted Related Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders Banks to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Inland Resources Inc)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Related Persons are and will be assigning to Administrative Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Event of Default as described in Section 7.1(a), (b), (h) or (i) has occurred Restricted and is continuing, Related Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence and during the continuance of a Defaultan Event of Default as described in Section 7.1(a), (b), (h) or (i), Administrative Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons any Related Person or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Administrative Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Administrative Agent or Lenders to Restricted Persons any Related Person constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Administrative Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Nuevo Energy Co)

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Production Proceeds. Notwithstanding that, that by the terms of the various Security DocumentsMortgages, Restricted Persons Credit Parties are and will be assigning to Administrative Agent and Lenders Lendersfor the benefit of the Secured Parties all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred Restricted Persons occurred, Credit Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratifiedMortgages. Upon the occurrence of a an Event of Default, Administrative Agent and Lenders may exercise all rights and remedies granted under the Security DocumentsMortgages, including the right to obtain possession of all Production Proceeds then held by Restricted Persons Credit Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed intentional or inadvertent, by Administrative Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Administrative Agent or Lenders to Restricted Persons Credit Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Administrative Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Warren Resources Inc)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons the grantors thereunder are and will be assigning to Agent and Lenders all of the "Production Proceeds" (as defined thereintherein and in this section collectively called "Proceeds") accruing to the property covered thereby, so long as no Default has occurred Restricted such Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Agent or Lenders to Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (W&t Offshore Inc)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons Future Texas and the Partnerships are and will be assigning to Agent and Lenders Sellers all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Default has occurred Restricted Persons Future Texas and the Partnerships may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, Agent and Lenders Sellers may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons Future Texas and the Partnerships or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Agent or Lenders Sellers to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Agent Sellers to Future Texas or Lenders to Restricted Persons the Partnerships constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Agent or Lenders Sellers to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Future Petroleum Corp/Ut/)

Production Proceeds. Notwithstanding that, by the terms of the ------------------- various Security Loan Documents, Restricted Persons the Borrowers are and will be assigning to the Agent and the Lenders all of the "Production Proceeds" (as defined therein) accruing to the property Property covered thereby, so long as no Default has occurred Restricted Persons the Borrowers may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Loan Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a Default, the Agent and the Lenders may exercise all rights and remedies granted under the Security Loan Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons the Borrowers or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by the Agent or the Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Loan Documents, nor shall any release of any Production Proceeds by the Agent or the Lenders to Restricted Persons the Borrowers or any Subsidiary constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Agent or the Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Miller Exploration Co)

Production Proceeds. Notwithstanding that, by the terms of ------------------- the various Security Documents, Restricted Related Persons are and will be assigning to Administrative Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred Restricted Related Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a an Event of Default, Administrative Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons any Related Person or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Administrative Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Administrative Agent or Lenders to Restricted Persons any Related Person constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Administrative Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Spinnaker Exploration Co)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons the Credit Parties are and will be assigning to Administrative Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred Restricted Persons the Credit Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a an Event of Default, Administrative Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons the Credit Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Administrative Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Administrative Agent or Lenders to Restricted Persons the Credit Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Administrative Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Antero Resources Finance Corp)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons Loan Parties are and will be assigning to Collateral Agent and Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred Restricted Persons Loan Parties may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a an Event of Default, Collateral Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons Loan Parties or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by Collateral Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their rights under the Security Documents, nor shall any release of any Production Proceeds by Collateral Agent or Lenders to Restricted Persons Loan Parties constitute a waiver, remission, or release of any other Production Proceeds or of any rights of Collateral Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Credit Agreement (Energy Partners LTD)

Production Proceeds. Notwithstanding that, by the terms of the various Security Documents, Restricted Persons are and will be assigning to the Agent and for the benefit of the Lenders all of the "Production Proceeds" (as defined therein) accruing to the property covered thereby, so long as no Event of Default has occurred Restricted Persons may continue to receive from the purchasers of production all such Production Proceeds, subject, however, to the Liens created under the Security Documents, which Liens are hereby affirmed and ratified. Upon the occurrence of a an Event of Default, the Agent and Lenders may exercise all rights and remedies granted under the Security Documents, including the right to obtain possession of all Production Proceeds then held by Restricted Persons or to receive directly from the purchasers of production all other Production Proceeds. In no case shall any failure, whether purposed or inadvertent, by the Agent or Lenders to collect directly any such Production Proceeds constitute in any way a waiver, remission or release of any of their its rights under the Security Documents, nor shall any release of any Production Proceeds by the Agent or Lenders to Restricted Persons constitute a waiver, remission, or release of any other Production Proceeds or of any rights of the Agent or Lenders to collect other Production Proceeds thereafter.

Appears in 1 contract

Samples: Loan Agreement (Ascent Energy Inc)

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