Common use of Revenues and Expenses Clause in Contracts

Revenues and Expenses. (a) Except to the extent otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article III, Seller shall remain entitled to all of the rights of ownership (including, without limitation, the right to all production, proceeds of production and other proceeds) and shall remain responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case attributable to the Conveyed Interests for the period of time prior to the Effective Time. Except to the extent otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article III, or as otherwise provided in the last sentence of this Section, and subject to the occurrence of the Closing, Buyer shall be entitled to all of the rights of ownership (including, without limitation, the right to all production, proceeds of production, and other proceeds), and shall be responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case, attributable to the Conveyed Interests for the period of time from and after the Effective Time. All Operating Expenses attributable to the Conveyed Interests, in each case that are: (i) incurred with respect to operations conducted or production prior to the Effective Time shall be paid by or allocated to Seller and (ii) incurred with respect to operations conducted or production from and after the Effective Time shall be paid by or allocated to Buyer. Notwithstanding the other terms of this Section 2.3, Seller shall remain responsible for all Technical Services Costs (and entitled to any refunds with respect thereto) attributable to the Conveyed Interests for the period of time from and after the Effective Time and prior to the Closing Date, and subject to the terms of the Joint Development Agreement, for any period of time, following the Closing Date, after EOC ceases to serve as “Joint Development Operator” under the Joint Development Agreement or undergoes a change in Control of its ultimate parent entity.

Appears in 3 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement, Purchase and Sale Agreement (Exco Resources Inc)

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Revenues and Expenses. (a) Except Subject to the extent otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article IIIprovisions hereof, including Section 9.02(a)(v), Seller shall remain entitled to all of the rights of ownership (including, without limitation, including the right to all production, proceeds of production and other proceeds) and shall remain responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case case) attributable to the Conveyed Interests Assets for the period of time prior to the Effective Time. Except Subject to the extent otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article IIIprovisions hereof, or as otherwise provided in the last sentence of this Section, from and subject to the occurrence of the after Closing, Buyer shall be entitled to all of the rights of ownership (including, without limitation, including the right to all production, proceeds of production, production and other proceeds), ) and shall be responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case, ) attributable to the Conveyed Interests Assets for the period of time from and after the Effective Time. All Operating Expenses attributable to the Conveyed Interests, Assets (in each case case) that are: (ia) incurred with respect to operations conducted or production Hydrocarbons produced prior to the Effective Time shall be paid by or allocated to Seller and (iib) incurred with respect to operations conducted or production Hydrocarbons produced from and after the Effective Time shall be paid by or allocated to Buyer. Notwithstanding the other terms Seller shall, upon receipt of any amounts owed to Buyer under this Section 2.32.04 that are not accounted for in the Final Accounting Statement, promptly deliver any such amounts to Buyer. Buyer shall, upon its receipt of any amounts owed to Seller shall remain responsible under this Section 2.04 that are not accounted for all Technical Services Costs (and entitled in the Final Accounting Statement, promptly deliver any such amounts to any refunds with respect thereto) attributable to the Conveyed Interests for the period of time from and after the Effective Time and prior to the Closing Date, and subject to the terms of the Joint Development Agreement, for any period of time, following the Closing Date, after EOC ceases to serve as “Joint Development Operator” under the Joint Development Agreement or undergoes a change in Control of its ultimate parent entitySeller.

Appears in 3 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Cubic Energy Inc), Purchase and Sale Agreement (Cubic Energy Inc)

Revenues and Expenses. (a) Except Subject to the extent otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article IIIprovisions hereof, including Section 9.02(a)(v), Seller shall remain entitled to all of the rights of ownership (including, without limitation, including the right to all production, proceeds of production and other proceeds) and shall remain responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case case) attributable to the Conveyed Interests Assets for the period of time prior to the Effective Time. Except Subject to the extent otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article IIIprovisions hereof, or as otherwise provided in the last sentence of this Section, from and subject to the occurrence of the after Closing, Buyer shall be entitled to all of the rights of ownership (including, without limitation, including the right to all production, proceeds of production, production and other proceeds), ) and shall be responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case, ) attributable to the Conveyed Interests Assets for the period of time from and after the Effective Time. All Operating Expenses attributable to the Conveyed Interests, Assets (in each case case) that are: (ia) incurred with respect to operations conducted 12 or production Hydrocarbons produced prior to the Effective Time shall be paid by or allocated to Seller and (iib) incurred with respect to operations conducted or production Hydrocarbons produced from and after the Effective Time shall be paid by or allocated to Buyer. Notwithstanding the other terms Seller shall, upon receipt of any amounts owed to Buyer under this Section 2.32.04 that are not accounted for in the Final Accounting Statement, promptly deliver any such amounts to Buyer. Buyer shall, upon its receipt of any amounts owed to Seller shall remain responsible under this Section 2.04 that are not accounted for all Technical Services Costs (and entitled in the Final Accounting Statement, promptly deliver any such amounts to any refunds with respect thereto) attributable to the Conveyed Interests for the period of time from and after the Effective Time and prior to the Closing Date, and subject to the terms of the Joint Development Agreement, for any period of time, following the Closing Date, after EOC ceases to serve as “Joint Development Operator” under the Joint Development Agreement or undergoes a change in Control of its ultimate parent entitySeller.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Gastar Exploration USA, Inc.)

Revenues and Expenses. (a) Except Subject to the extent otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article IIIprovisions hereof, including Section 9.02(a)(iv) and Section 12.01, Seller shall remain entitled to all of the rights of ownership (including, without limitation, including the right to all production, proceeds of production and other proceeds) and shall remain responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case case) attributable to the Conveyed Interests Assets for the period of time prior to the Effective Time. Except Subject to the extent otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article IIIprovisions hereof, or as otherwise provided in the last sentence of this Section, from and subject to the occurrence of the after Closing, Buyer shall be entitled to all of the rights of ownership (including, without limitation, including the right to all production, proceeds of production, production and other proceeds), ) and shall be responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case, ) attributable to the Conveyed Interests Assets for the period of time from and after the Effective Time. All Operating Expenses attributable to the Conveyed Interests, Assets (in each case case) that are: (ia) incurred with respect to operations conducted or production Hydrocarbons produced prior to the Effective Time shall be paid by or allocated to Seller and (iib) incurred with respect to operations conducted or production Hydrocarbons produced from and after the Effective Time shall be paid by or allocated to Buyer. Notwithstanding Seller shall, upon receipt of any amounts owed to Buyer under this section that are not accounted for in the other terms Final Accounting Statement, promptly deliver any such amounts to Buyer. Buyer shall, upon its receipt of any amounts owed to Seller under this Section 2.3section that are not accounted for in the Final Accounting Statement, Seller shall remain responsible for all Technical Services Costs (and entitled promptly deliver any such amounts to any refunds with respect thereto) attributable to the Conveyed Interests for the period of time from and after the Effective Time and prior to the Closing Date, and subject to the terms of the Joint Development Agreement, for any period of time, following the Closing Date, after EOC ceases to serve as “Joint Development Operator” under the Joint Development Agreement or undergoes a change in Control of its ultimate parent entitySeller.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Dune Energy Inc)

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Revenues and Expenses. (a) Except Subject to the extent otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article IIIprovisions hereof, Seller including Section 9.02(a)(iii) and Section 12.01, Sellers shall remain entitled to all of the rights of ownership (including, without limitation, including the right to all production, proceeds of production and other proceeds) and shall remain responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case case) attributable to the Conveyed Interests Assets for the period of time prior to the Effective Time. Except Subject to the extent otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article IIIprovisions hereof, or as otherwise provided in the last sentence of this Section, from and subject to the occurrence of the after Closing, Buyer shall be entitled to all of the rights of ownership (including, without limitation, including the right to all production, proceeds of production, production and other proceeds), ) and shall be responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case, ) attributable to the Conveyed Interests Assets for the period of time from and after the Effective Time. All Operating Expenses attributable to the Conveyed Interests, Assets (in each case case) that are: (ia) incurred with respect to operations conducted or production Hydrocarbons produced prior to the Effective Time shall be paid by or allocated to Seller Sellers and (iib) incurred with respect to operations conducted or production Hydrocarbons produced from and after the Effective Time shall be paid by or allocated to Buyer. Notwithstanding the other terms Sellers shall, upon receipt of any amounts owed to Buyer under this Section 2.32.04 that are not accounted for in the Final Accounting Statement, Seller shall remain responsible promptly deliver any such amounts to Buyer. Buyer shall, upon its receipt of any amounts owed to Sellers under this Section 2.04 that are not accounted for all Technical Services Costs (and entitled in the Final Accounting Statement, promptly deliver any such amounts to any refunds with respect thereto) attributable to the Conveyed Interests for the period of time from and after the Effective Time and prior to the Closing Date, and subject to the terms of the Joint Development Agreement, for any period of time, following the Closing Date, after EOC ceases to serve as “Joint Development Operator” under the Joint Development Agreement or undergoes a change in Control of its ultimate parent entitySellers.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Dune Energy Inc)

Revenues and Expenses. (a) Except to the extent as expressly provided otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article IIIthis Agreement, Seller shall remain entitled to all of the rights of ownership (including, without limitation, including the right to all production, proceeds of production and other proceeds) and shall remain responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case case) attributable to the Conveyed Interests Assets for the period of time prior to the Effective Time. Except Subject to the extent otherwise taken into account in connection with adjustments to the Closing Cash Consideration under Article IIIprovisions hereof, or as otherwise provided in the last sentence of this Section, from and subject to the occurrence of the after Closing, Buyer shall be entitled to all of the rights of ownership (including, without limitation, including the right to all production, proceeds of production, production and other proceeds), ) and shall be responsible for all Operating Expenses (and entitled to any refunds with respect thereto), in each case, ) attributable to the Conveyed Interests Assets for the period of time from and after the Effective Time. All Operating Expenses attributable to the Conveyed Interests, Assets (in each case case) that are: (ia) incurred with respect to operations conducted or production Hydrocarbons produced prior to the Effective Time shall be paid by or allocated to Seller and (iib) incurred with respect to operations conducted or production Hydrocarbons produced from and after the Effective Time shall be paid by or allocated to Buyer. Notwithstanding the other terms Seller shall, upon receipt of any amounts owed to Buyer under this Section 2.32.04 that are not accounted for in the Final Accounting Statement, promptly deliver any such amounts to Buyer. Buyer shall, upon its receipt of any amounts owed to Seller shall remain responsible under this Section 2.04 that are not accounted for all Technical Services Costs (and entitled in the Final Accounting Statement, promptly deliver any such amounts to any refunds with respect thereto) attributable to the Conveyed Interests for the period of time from and after the Effective Time and prior to the Closing Date, and subject to the terms of the Joint Development Agreement, for any period of time, following the Closing Date, after EOC ceases to serve as “Joint Development Operator” under the Joint Development Agreement or undergoes a change in Control of its ultimate parent entitySeller.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Gastar Exploration Inc.)

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