OF THE LEASEHOLD INTERESTS OR THEIR EQUIPMENT OTHER THAN IN THE ORDINARY
COURSE OF BUSINESS FOR FULL VALUE CONSISTENT WITH PAST PRACTICE OR AS PERMITTED
BY THIS AGREEMENT.
THE COMPANIES SHALL NOT MAKE ANY CAPITAL EXPENDITURES OR
CAPITAL ADDITIONS OR BETTERMENTS EXCEPT PURSUANT TO THE AGREEMENT BETWEEN
PROVIDENT AND
THE BLACKFOOT TRIBAL COUNCIL WITH RESPECT TO THE WELLS IN UNIT
AND EXCEPT AS MAY BE INVOLVED IN ORDINARY REPAIRS, MAINTENANCE AND REPLACEMENT
OF EQUIPMENT.
(III)
INSURANCE OF ASSETS.
THE COMPANIES SHALL
KEEP IN FULL FORCE AND EFFECT PRESENT INSURANCE POLICIES OR OTHER COMPARABLE
INSURANCE COVERAGE WITH RESPECT TO THE LEASEHOLD INTERESTS, THEIR EQUIPMENT AND
POTENTIAL LIABILITIES.
(IV)
CONTRACTS AND COMMITMENTS.
THE COMPANIES
SHALL NOT MAKE OR RENEW, EXTEND, AMEND, MODIFY, OR WAIVE ANY MATERIAL PROVISIONS
OF ANY LEASE, CONTRACT OR COMMITMENT OR RELINQUISH OR WAIVE ANY MATERIAL
CONTRACT RIGHTS OR AGREE TO THE TERMINATION OF ANY LEASE OR MATERIAL CONTRACT
EXCEPT IN THE ORDINARY COURSE OF BUSINESS.
THE COMPANIES SHALL USE THEIR
COMMERCIALLY REASONABLE EFFORTS TO PERFORM ALL OBLIGATIONS UNDER AGREEMENTS
RELATING TO OR AFFECTING THEIR ASSETS OR THEIR RESPECTIVE BUSINESSES.
THE
10
COMPANIES SHALL NOT SELL, TRANSFER, OR OTHERWISE DISPOSE OF ANY MATERIAL PART OF
THEIR ASSETS.
(V)
DEBTS AND LIABILITIES.
THE COMPANIES SHALL
NOT (I) CREATE OR INCUR ANY LIABILITIES OTHER THAN CURRENT LIABILITIES INCURRED
IN THE ORDINARY COURSE OF BUSINESS; (II) DISCHARGE OR SATISFY ANY LIEN, CHARGE,
ENCUMBRANCE, NOR PAY ANY OBLIGATION OR LIABILITY, ABSOLUTE OR CONTINGENT, EXCEPT
LIABILITIES INCURRED IN THE ORDINARY COURSE OF BUSINESS; (III) ASSUME,
GUARANTEE, ENDORSE OR OTHERWISE BECOME LIABLE OR RESPONSIBLE (WHETHER DIRECTLY,
CONTINGENTLY OR OTHERWISE) FOR THE OBLIGATIONS OF ANY OTHER PERSON; (IV) MAKE
ANY LOANS, ADVANCES OR CAPITAL CONTRIBUTIONS TO, OR INVESTMENTS IN, ANY OTHER
PERSON; (V) ENTER INTO OR MODIFY ANY CONTRACT TO DO ANY OF THE FOREGOING;
(VI) PLEDGE OR OTHERWISE ENCUMBER THE STOCK; OR (VII) MORTGAGE OR PLEDGE ANY OF
THEIR ASSETS, TANGIBLE OR INTANGIBLE.
(VI)
CORPORATE DOCUMENTS.
THE COMPANIES SHALL NOT
AMEND THEIR RESPECTIVE CERTIFICATES OF ORGANIZATION OR OTHER GOVERNING
DOCUMENTS.
(VII)
MAINTENANCE OF BUSINESS ORGANIZATION.
THE
COMPANIES SHALL USE THEIR RESPECTIVE COMMERCIALLY REASONABLE EFFORTS TO MAINTAIN
AND PRESERVE THEIR RESPECTIVE BUSINESS ORGANIZATIONS INTACT AND RETAIN IN THEIR
EMPLOY THEIR CURRENT EMPLOYEES.
(VIII)
GOODWILL.
THE COMPANIES SHALL USE THEIR
RESPECTIVE COMMERCIALLY REASONABLE EFFORTS TO PRESERVE THE GOODWILL OF THEIR
RESPECTIVE SURFACE OWNERS, SUPPLIERS, CUSTOMERS, AND THOSE HAVING BUSINESS
RELATIONS WITH THE COMPANIES AND SHALL USE THEIR RESPECTIVE BEST EFFORTS TO
RETAIN THEIR RELATIONSHIP WITH ALL OF SUCH PERSONS OR ENTITIES.
(IX)
LITIGATION.
THE COMPANIES SHALL NOT
INSTITUTE, SETTLE, OR AGREE TO SETTLE ANY ACTION OR PROCEEDING PENDING BEFORE
ANY COURT OR GOVERNMENTAL BODY OR TAKE ANY OTHER ACTION WITH RESPECT TO EXISTING
LITIGATION WITHOUT PRIOR CONSULTATION WITH BUYER AND ITS LEGAL COUNSEL.
(X)
CONFLICTS.
THE COMPANIES SHALL NOT ENTER
INTO ANY TRANSACTIONS OR TAKE ANY ACTS THAT IF PERFECTED OR PERFORMED PRIOR TO
THE CLOSING DATE, WOULD CONSTITUTE A BREACH OF THE REPRESENTATIONS, WARRANTIES
AND AGREEMENTS OF SELLERS CONTAINED HEREIN.
(XI)
CAPITAL STOCK.
EXCEPT AS