Covenants and Agreements of Sellers. Sellers covenant and agree with Buyer as follows:
Covenants and Agreements of Sellers. Each Seller shall have performed and complied in all material respects with all of the covenants and agreements hereunder required to be performed and complied with by such Seller prior to the First Closing.
Covenants and Agreements of Sellers. Each Seller covenants and agrees with Buyer as follows:
Covenants and Agreements of Sellers. Sellers covenant and agree with Buyer that, except with the prior written consent of Buyer, which consent shall not be unreasonably withheld, conditioned or delayed, during the period from the date of execution hereof until the Closing Date, Sellers shall not (i) commit to drill any xxxxx on the Lands or conduct any oil and gas exploration, development or production operations on the Leases, or any lands pooled or unitized therewith, (ii) release or abandon any part of the Assets; (iii) sell, transfer, assign, convey or otherwise dispose of any of the Assets, or any interest therein, except for assignments among the Sellers; (iv) enter into any farmout agreement, farmin agreement or any other contract affecting the Assets; (v) modify or terminate any Lease; or (vi) create any lien, security interest or encumbrance on the Assets, the oil or gas attributable to the Assets, or the proceeds thereof.
Covenants and Agreements of Sellers. Each Seller covenants and agrees with Purchaser, from the Effective Date until the Closing or earlier termination of this Agreement:
Covenants and Agreements of Sellers. Sellers covenant and agree with the QR Parties as follows:
Covenants and Agreements of Sellers. Sellers hereby covenants and agrees that:
Covenants and Agreements of Sellers. 32 Section 9.2 Covenants and Agreements of the Parties 34 ARTICLE 10 SELLERS’ CONDITIONS TO CLOSE Section 10.1 Representations 37 Section 10.2 Performance 37 Section 10.3 Pending Matters 37 Section 10.4 Execution and Delivery of the Closing Documents 37 Section 10.5 Adjustments 37 Section 10.6 Sellers’ Advisory Committee 37 Section 10.7 Financing 37 Section 10.8 Registration Rights Agreement 38 ARTICLE 11 THE QR PARTIES’ CONDITIONS TO CLOSE Section 11.1 Representations 38 Section 11.2 Performance 38 Section 11.3 Pending Matters 38 Section 11.4 Execution and Delivery of the Closing Documents 38 Section 11.5 Adjustments 38 Section 11.6 Financing 38 Section 11.7 Registration Rights Agreement 38 Section 11.8 Transferred Derivatives 39 Section 11.9 Reconveyance 39 -iii- TABLE OF CONTENTS (continued) ARTICLE 12 THE CLOSING Page Section 12.1 Time and Place of the Closing 39 Section 12.2 Adjustments to Purchase Price at the Closing 39 Section 12.3 Closing Statement; Post-Closing Adjustment 41 Section 12.4 Actions of Sellers at the Closing 42 Section 12.5 Actions of Purchaser and the Partnership at the Closing 43 Section 12.6 Certain Post-Closing Obligations 44
Covenants and Agreements of Sellers. 26 7.1. Conduct of Business Pending the Closing . . . . . . . . . . . . . . . . . . . . . . . . . . 27 7.2. Access . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 7.3. Government Consents and Approvals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 7.4. Bulk Sales Compliance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 7.5.
Covenants and Agreements of Sellers. Sellers, jointly and severally, agree that, from the date hereof until the Closing, and thereafter if so specified, they will, and will cause the Subsidiaries to, fulfill the following covenants and agreements unless otherwise consented to by Buyer in writing:
