Key Energy Pressure Pumping Services, LLC
1301 McKinney Street, Suite 1800
Houston, Texas 77010
Facsimile:
(713) 651-4559
Attention:
General Counsel
36
with a copy to:
Porter & Hedges, L.L.P.
1000 Main Street, 36th Floor
Houston, Texas 77002
Facsimile:
(713) 228-1331
Attention:
William W. Wiggins, Jr. and E. James Cowen
(B)
IF TO SELLERS, TO:
Leader Energy Services Ltd.
210, 703 - 6 Avenue S.W.
Calgary, AB T2P 0T9
Facsimile:
(403) 263-6789
Attention:
Don Baird
with a copy to:
Macleod Dixon LLP
3700 Canterra Tower
400 Third Avenue SW
Calgary, AB T2P 4H2
Facsimile:
(403) 264-5973
Attention:
D. Richard Skeith
or to such other address or addresses as any such party may from time to time
designate as to itself by like notice.
9.2
AMENDMENTS AND WAIVERS.
(A)
ANY PROVISION OF THIS AGREEMENT MAY
BE AMENDED OR WAIVED IF, BUT ONLY IF, SUCH AMENDMENT OR WAIVER IS IN WRITING AND
IS SIGNED, IN THE CASE OF AN AMENDMENT, BY EACH PARTY TO THIS AGREEMENT, OR IN
THE CASE OF A WAIVER, BY THE PARTY AGAINST WHOM THE WAIVER IS TO BE EFFECTIVE.
(B)
NO FAILURE OR DELAY BY ANY PARTY IN EXERCISING ANY RIGHT, POWER OR
PRIVILEGE HEREUNDER WILL OPERATE AS A WAIVER THEREOF NOR WILL ANY SINGLE OR
PARTIAL EXERCISE THEREOF PRECLUDE ANY OTHER OR FURTHER EXERCISE THEREOF OR THE
EXERCISE OF ANY OTHER RIGHT, POWER OR PRIVILEGE.
THE RIGHTS AND REMEDIES HEREIN
PROVIDED WILL BE CUMULATIVE AND NOT EXCLUSIVE OF ANY RIGHTS OR REMEDIES PROVIDED
BY LAW.
9.3
EXPENSES.
WHETHER OR NOT THE TRANSACTIONS CONTEMPLATED BY THIS
AGREEMENT ARE CONSUMMATED, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED FOR HEREIN,
THE PARTIES WILL PAY OR CAUSE TO BE PAID ALL OF THEIR OWN FEES AND EXPENSES
INCIDENT TO THIS AGREEMENT AND IN PREPARING TO CONSUMMATE AND IN CONSUMMATING
THE TRANSACTIONS CONTEMPLATED HEREBY, INCLUDING THE FEES AND EXPENSES OF ANY
BROKER, FINDER, FINANCIAL
37
ADVISOR, INVESTMENT BANKER, LEGAL ADVISOR, ACCOUNTANT OR SIMILAR PERSON ENGAGED
BY SUCH PARTY.
9.4
SUCCESSORS AND ASSIGNS.
THE PROVISIONS OF THIS AGREEMENT WILL BE
BINDING UPON AND INURE TO THE BENEFIT OF THE PARTIES HERETO AND THEIR RESPECTIVE
SUCCESSORS AND ASSIGNS.
NO PARTY MAY ASSIGN, DELEGATE OR OTHERWISE TRANSFER ANY
OF ITS RIGHTS OR OBLIGATIONS UNDER THIS AGREEMENT (INCLUDING ANY TRANSFER BY WAY
OF MERGER OR OPERATION OF LAW) WITHOUT THE CONSENT OF EACH OTHER PARTY HERETO;
PROVIDED, HOWEVER, THAT PURCHASER MAY ASSIGN ITS RIGHTS AND OBLIGATIONS UNDER
THIS AGREEMENT TO A WHOLLY-OWNED AFFILIATE OF PURCHASER, IT BEING UNDERSTOOD
THAT SUCH ASSIGNMENT WILL NOT RELIEVE PURCHASER FROM ITS OBLIGATIONS HEREUNDER.
ANY ASSIGNMENT IN VIOLATION OF THE PRECEDING SENTENCE WILL BE VOID AB INITIO.
9.5
NO THIRD-PARTY BENEFICIARIES.
EXCEPT AS PROVIDED IN ARTICLE VIII
AND SECTION 9.4, THIS AGREEMENT IS FOR THE SOLE BENEFIT OF THE PARTIES HERETO
AND THEIR PERMITTED SUCCESSORS AND ASSIGNS, AND NOTHING HEREIN EXPRESSED OR
IMPLIED WILL GIVE OR BE CONSTRUED TO GIVE TO ANY PERSON, OTHER THAN THE PARTIES
HERETO AND SUCH PERMITTED SUCCESSORS AND ASSIGNS, ANY LEGAL OR EQUITABLE RIGHTS
HEREUNDER.
9.6