PURCHASE AND SALE AGREEMENT by and among 5JABOR, LLC, BASS PETROLEUM, L.L.C., BODEL HOLDINGS, LLC, DELBO HOLDINGS, L.L.C., JAMES III INVESTMENTS, LLC, JAMSAM ENERGY, L.L.C., LAKE BOEUF INVESTMENTS, LLC OAKLEY HOLDINGS, L.L.C. PLAQUEMINES HOLDINGS,...Purchase and Sale Agreement • October 11th, 2019 • Viking Energy Group, Inc. • Crude petroleum & natural gas • Texas
Page ARTICLE I DEFINITIONS 5 1.1 Definitions 5 ARTICLE II PURCHASE AND SALE 16 2.1 Purchase and Sale 16 2.2 Excluded Assets 16 2.3 Effective Time 16 ARTICLE III PURCHASE PRICE 17 3.1 Purchase Price 17 3.2 Adjustments to Purchase Price 17 3.3 Allocation of Purchase Price 18 3.4 Escrow 18 ARTICLE IV REPRESENTATIONS AND WARRANTIES RELATING TO SELLER 19 4.1 Existence and Qualification. 19 4.2 Power; Authorization; Execution and Delivery; Enforceability 19 4.3 Conflicts; Consents. 20 4.4 No Defaults. 20 ARTICLE V REPRESENTATIONS AND WARRANTIES RELATING TO PURCHASED ENTITIES AND PURCHASED ASSETS 20 5.1 Existence and Qualification of the Purchased Entities. 20 5.2 Conflicts; Consents 21 5.3 No Defaults. 21 5.4 Capitalization of the Purchased Entities. 21 5.5 No Subsidiaries. 21 5.6 Financial Matters. 22 5.7 Employee Matters. 22 5.8 Absence of Certain Changes. 22 5.9 Material Contracts. 23 5.10 Condition of Assets. 23 5.11 Payment of Royalties 24 5.12 Delivery of Hydrocarbons. 24 5.13 Imbalanc
