Laserfiche WebLink
899496 11/03/2017 01:14:15 PM Page 8 of 44 <br />Jean Alberico, Garfield County, Colorado <br />Rec Fee: $228.00 Doc Fee: $0.00 eRecorded <br />(p) all of Assignor's insurance policies in force and effect in relation to the <br />Second Closing Assets, if any, and all rights and interests thereto. <br />"Assumed Obligations" means: <br />(a) all obligations and liabilities, known or unknown, with respect to the <br />Second Closing Assets, arising from or related to the ownership or <br />operation of the Assets, whether prior to, on or after the Effective Date, <br />including obligations and liabilities relating in any manner to the Material <br />Contracts or the condition, use, ownership, or operation of the Second <br />Closing Assets; <br />(b) without limiting the generality of (a), sole liability and responsibility for: <br />(i) the proper plugging and abandoning (and replugging) of the <br />Second Closing Wells and all wells now located on or hereafter <br />drilled on the Second Closing Leases or Second Closing Asset <br />lands, including any replugging of wells located on the Second <br />Closing Leases or Second Closing Asset lands which were plugged <br />prior to the Effective Date; <br />(ii) any surface restoration or environmental clean-up or <br />Environmental Liability in respect of the Second Closing Assets; <br />(iii) any offsite disposal of Hazardous Materials arising from or relating <br />to the Second Closing Assets from and after the Effective Date; <br />(iv) any Legal Proceedings in relation to the Second Closing Assets to <br />the extent attributable to the period from and after the Effective <br />Date; and <br />(v) any underpayment, mis-payment or non-payment of, or other <br />failure to properly pay or account for: <br />(A) Burdens attributable to periods of time from and after the <br />Effective Date; <br />(B) Burdens due to Assignee's action or inaction; and <br />(C) amounts held in suspense for which the Purchase Price is <br />adjusted, <br />provided, however, that, notwithstanding anything herein to the contrary, the Assumed <br />Obligations do not include any Retained Obligations or any post -Closing obligations of <br />Assignor under Sections 8 and 9 of the Purchase Agreement. <br />