REGULATIONS OF ANY GOVERNMENTAL BODY
OR STOCK EXCHANGE, NEITHER PARTY SHALL ISSUE ANY PUBLICITY OR OTHER RELEASE
WITHOUT THE PRIOR WRITTEN CONSENT OF THE OTHER PARTY, SUCH CONSENT NOT TO BE
UNREASONABLY WITHHELD.
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(B)
IN THE EVENT OF TERMINATION OF THIS AGREEMENT
FOR ANY REASON, BUYER SHALL NOT USE OR KNOWINGLY PERMIT OTHERS TO USE SUCH
CONFIDENTIAL INFORMATION IN A MANNER DETRIMENTAL TO SELLER, AND WILL NOT
DISCLOSE ANY SUCH CONFIDENTIAL INFORMATION TO ANY PERSON, FIRM, CORPORATION,
ASSOCIATION OR OTHER ENTITY FOR ANY REASON OR PURPOSE WHATSOEVER, EXCEPT TO
SELLER OR TO A GOVERNMENTAL AGENCY PURSUANT TO A VALID SUBPOENA OR OTHER ORDER
OR PURSUANT TO APPLICABLE GOVERNMENTAL REGULATIONS, RULES OR STATUTES.
(C)
THE UNDERTAKING OF CONFIDENTIALITY SHALL NOT
DIMINISH OR TAKE PRECEDENCE OVER ANY SEPARATE CONFIDENTIALITY AGREEMENT BETWEEN
THE PARTIES.
SHOULD THIS AGREEMENT TERMINATE, SUCH SEPARATE CONFIDENTIALITY
AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT.
16.3
NOTICES.
ANY NOTICE, REQUEST, DEMAND, OR CONSENT
REQUIRED OR PERMITTED TO BE GIVEN HEREUNDER SHALL BE IN WRITING AND DELIVERED IN
PERSON OR BY CERTIFIED LETTER, WITH RETURN RECEIPT REQUESTED, OR BY FACSIMILE
ADDRESSED TO THE PARTY FOR WHOM INTENDED AT THE FOLLOWING ADDRESSES:
SELLER:
Cano Petroleum, Inc.
801 Cherry Street, Unit 25, Suite 3200
Fort Worth, Texas 76102
Attn: Phillip Feiner
Tel: (817) 698-0900
Fax: (817) 698-0763
BUYER:
Legacy Reserves Operating LP
303 West Wall, Suite 1400
Midland, Texas 79701
Attn:
Mr. Steven H. Pruett
Tel:
(432) 689-5200
Fax:
(432) 689-5299
or at such other address as any of the above shall specify by like notice to the
other.
16.4
PRESS RELEASES AND PUBLIC ANNOUNCEMENTS.
BUYER AND
SELLER ARE PERMITTED TO ISSUE A PRESS RELEASE AND FILING ON FORM 8-K WITH THE
SECURITIES AND EXCHANGE COMMISSION RELATED TO THE PRESENT TRANSACTION.
NOTWITHSTANDING THE FOREGOING, NO PRESS RELEASE OR ANY PUBLIC ANNOUNCEMENT SHALL
IDENTIFY THE PRINCIPALS OF BUYER OR SELLER WITHOUT THE OTHER PARTY'S PRIOR
WRITTEN CONSENT, WHICH CONSENT SHALL NOT BE UNREASONABLY WITHHELD.
16.5
COMPLIANCE WITH EXPRESS NEGLIGENCE TEST.
THE
PARTIES AGREE THAT THE INDEMNIFICATION OBLIGATIONS OF THE INDEMNIFYING PARTY
SHALL BE WITHOUT REGARD TO THE NEGLIGENCE (EXCLUDING GROSS NEGLIGENCE) OR STRICT
LIABILITY OF THE INDEMNIFIED PERSON(S), WHETHER THE NEGLIGENCE OR STRICT
LIABILITY IS ACTIVE, PASSIVE, JOINT, CONCURRENT OR SOLE.
45
16.6
GOVERNING LAW.
THIS AGREEMENT IS GOVERNED BY AND
MUST BE CONSTRUED ACCORDING TO THE LAWS OF THE STATE OF TEXAS, EXCLUDING ANY
CONFLICTS-OF-LAW RULE OR PRINCIPLE THAT MIGHT APPLY THE LAW OF ANOTHER
JURISDICTION.
ALL DISPUTES RELATED TO THIS AGREEMENT SHALL BE SUBMITTED
EXCLUSIVELY TO THE JURISDICTION OF THE COURTS OF THE STATE OF TEXAS.
16.7
EXHIBITS.
THE EXHIBITS ATTACHED TO THIS
AGREEMENT ARE INCORPORATED INTO AND MADE A PART OF THIS AGREEMENT.
16.8
FEES AND EXPENSES.
EACH PARTY SHALL BE SOLELY
RESPONSIBLE FOR ALL COSTS AND EXPENSES INCURRED BY IT IN CONNECTION WITH THIS
TRANSACTION (INCLUDING, BUT NOT LIMITED TO FEES AND EXPENSES OF ITS COUNSEL AND
ACCOUNTANTS) AND SHALL NOT BE ENTITLED TO ANY REIMBURSEMENTS FROM THE OTHER
PARTY, EXCEPT AS OTHERWISE PROVIDED IN THIS