Common use of Proration of Income and Expenses Clause in Contracts

Proration of Income and Expenses. Except as otherwise provided in this Agreement, all proceeds (including proceeds held in suspense or escrow), receipts, credits, and income attributable to the sale of Hydrocarbons produced prior to the Effective Time which are not held in storage above the pipeline connection as of the Effective Time shall belong to Seller, and all proceeds, receipts, credits, and income attributable to the sale of Hydrocarbons produced on or after the Effective Time or which are held in storage above the pipeline connection as of the Effective Time shall belong to Buyer. Except as otherwise provided in this Agreement, all costs, expenses, disbursements, and obligations attributable to the Assets for periods of time prior to the Effective Time which are not reflected as an adjustment to the Base Purchase Price shall be the obligation of Seller, and Seller shall promptly pay, or if paid by Buyer, promptly reimburse Buyer for and hold Buyer harmless from and against same. Except as otherwise provided in this Agreement, all costs, expenses, disbursements and obligations attributable to the Assets for periods of time from and after the Effective Time which are not reflected as an adjustment to the Base Purchase Price, shall be the obligation of Buyer, and Buyer shall promptly pay, or if paid by Seller, promptly reimburse Seller for and hold Seller harmless from and against same, provided, however, for the avoidance of doubt, that income, franchise, and similar Taxes of Seller shall not be borne by Buyer.

Proration of Income and Expenses. Except as otherwise provided in Subject to, and without limitation of, the terms and conditions of this Agreement and any applicable transition services agreement, including the Transition Services Agreement, and subject to the occurrence of the Closing, (a) Seller shall be entitled to all proceeds (including including, without limitation, proceeds held in suspense or escrowescrow and XXXXX overhead from third parties), receipts, credits, and income attributable to the sale Assets (or otherwise earned with respect thereto or in connection therewith) for all periods of Hydrocarbons produced time prior to the Effective Time Time, which amounts are not received by either Party prior to, on or after the Closing Date, (b) subject to, and without limitation of Section 13.3, Buyer shall be entitled to all proceeds (including, without limitation, proceeds held in storage above the pipeline connection as of the Effective Time shall belong to Seller, suspense or escrow and all proceedsXXXXX overhead from third parties), receipts, credits, and income attributable to the sale of Hydrocarbons produced on Assets (or after the Effective Time otherwise earned with respect thereto or which are held in storage above the pipeline connection as of the Effective Time shall belong to Buyer. Except as otherwise provided in this Agreement, therewith) for all costs, expenses, disbursements, and obligations attributable to the Assets for periods of time prior to the Effective Time which are not reflected as an adjustment to the Base Purchase Price shall be the obligation of Seller, and Seller shall promptly pay, or if paid by Buyer, promptly reimburse Buyer for and hold Buyer harmless from and against same. Except as otherwise provided in this Agreement, all costs, expenses, disbursements and obligations attributable to the Assets for periods of time from and after the Effective Time Time, which amounts are not reflected received by either Party prior to, on or after the Closing Date, (c) Seller shall be responsible for and promptly pay or reimburse Buyer, as an adjustment applicable, for all Property Costs (and Seller shall be entitled to any refunds and indemnities with respect thereto) with respect to Seller’s interests in the Assets that are incurred prior to the Base Purchase PriceEffective Time (or that are otherwise related to any pre-Effective Time period), (d) Buyer shall be the obligation responsible for and promptly pay or reimburse Seller (if paid or incurred by Seller or any of Buyerits Affiliates), as applicable, for (i) all Property Costs (and Buyer shall promptly pay, or if paid by Seller, promptly reimburse Seller for be entitled to any refunds and hold Seller harmless indemnities with respect thereto) with respect to the Assets that are incurred any time from and against same, provided, however, for after the avoidance of doubt, that income, franchise, and similar Taxes of Seller shall not be borne by BuyerEffective Time.

Proration of Income and Expenses. Except as otherwise provided in this Agreement, all proceeds (including proceeds held in suspense or escrow), receipts, credits, and income attributable to the sale of Hydrocarbons produced prior to the Effective Time which are not held in storage above the pipeline connection as of the Effective Time shall belong to Seller, and all proceeds, receipts, credits, and income attributable to the sale of Hydrocarbons produced on or after the Effective Time or which are held in storage above the pipeline connection as of the Effective Time shall belong to Buyer. Except as otherwise provided in this Agreement, all costs, expenses, disbursements, and obligations attributable to the Assets for periods of time prior to the Effective Time which are not reflected as an adjustment to the Base Purchase Price shall be the obligation of Seller, and Seller shall promptly pay, or if paid by BuyerXxxxx, promptly reimburse Buyer for and hold Buyer harmless from and against same. Except as otherwise provided in this Agreement, all costs, expenses, disbursements and obligations attributable to the Assets for periods of time from and after the Effective Time which are not reflected as an adjustment to the Base Purchase Price, shall be the obligation of Buyer, and Buyer shall promptly pay, or if paid by Seller, promptly reimburse Seller for and hold Seller harmless from and against same, provided, however, for the avoidance of doubt, that income, franchise, and similar Taxes of Seller shall not be borne by BuyerXxxxx.