AUTHORITIES FOR EXPENDITURES ("AFE") RELATING TO THE ASSETS TO DRILL OR
REWORK WELLS OR FOR OTHER CAPITAL EXPENDITURES PURSUANT TO ANY OF THE MATERIAL
CONTRACTS OR ANY APPLICABLE JOINT OPERATING AGREEMENT THAT REQUIRE AGGREGATE
EXPENDITURES IN EXCESS OF $250,000 FOR THE PARTICULAR INDIVIDUAL OPERATION OR
PROJECT (NET TO NOBLE'S INTEREST) AFTER THE EFFECTIVE TIME.
4.14
ENVIRONMENTAL ORDERS/NOTICES.
(A)
EXCEPT AS SET FORTH IN SCHEDULE 4.14(A),
WITH RESPECT TO THE ASSETS, NOBLE HAS NOT ENTERED INTO, OR IS NOT SUBJECT TO,
ANY AGREEMENTS, CONSENTS, ORDERS, DECREES, JUDGMENTS, LICENSE OR PERMIT
CONDITIONS, OR OTHER DIRECTIVES OF ANY GOVERNMENTAL ENTITY IN EXISTENCE AS OF
THE DATE OF THIS AGREEMENT BASED ON ANY ENVIRONMENTAL LAWS THAT RELATE TO THE
FUTURE USE OF ANY OF THE ASSETS AND THAT REQUIRE ANY CHANGE IN THE PRESENT
CONDITIONS OF ANY OF THE ASSETS.
(B)
EXCEPT AS SET FORTH IN SCHEDULE 4.14(B),
NOBLE HAS NOT RECEIVED AND TO NOBLE'S KNOWLEDGE, NO OPERATOR OF THE ASSETS HAS
RECEIVED WRITTEN NOTICE FROM ANY PERSON OF ANY RELEASE, DISPOSAL OR INCIDENT
CONCERNING HAZARDOUS SUBSTANCES WITH RESPECT TO ANY LAND, FACILITY, ASSET OR
PROPERTY INCLUDED IN THE ASSETS THAT:
(I) INTERFERES WITH OR PREVENTS
COMPLIANCE BY NOBLE WITH ANY ENVIRONMENTAL LAW OR THE TERMS OF ANY LICENSE OR
PERMIT ISSUED PURSUANT THERETO; OR (II) GIVES RISE TO OR RESULTS IN ANY COMMON
LAW OR OTHER LIABILITY OF NOBLE TO ANY PERSON WHICH, IN THE CASE OF EITHER
CLAUSE (I) OR (II) HEREOF, WOULD HAVE A MATERIAL ADVERSE EFFECT.
(C)
TO NOBLE'S KNOWLEDGE, ALL MATERIAL REPORTS,
STUDIES, WRITTEN NOTICES FROM ENVIRONMENTAL GOVERNMENTAL ENTITIES, TESTS,
ANALYSES, AND OTHER DOCUMENTS SPECIFICALLY ADDRESSING ENVIRONMENTAL MATTERS
RELATED TO NOBLE'S OWNERSHIP OR OPERATION OF THE ASSETS, WHICH ARE IN NOBLE'S
POSSESSION, HAVE BEEN MADE AVAILABLE TO PURCHASER.
4.15
GAS PREPAYMENT ARRANGEMENTS; TAKE-OR-PAY.
EXCEPT
FOR IMBALANCES, NOBLE IS NOT OBLIGATED BY ANY GAS PREPAYMENT ARRANGEMENT,
"TAKE-OR-PAY" REQUIREMENT OR ANY OTHER AGREEMENT WITH RESPECT TO THE ASSETS TO
DELIVER ANY GAS AT A FUTURE TIME WITHOUT THEN OR THEREAFTER RECEIVING PAYMENT
THEREFOR.
4.16
PRODUCTION TAXES.
EXCEPT AS DISCLOSED IN
SCHEDULE 4.16, ALL AD VALOREM, PROPERTY, PRODUCTION, SEVERANCE, AND SIMILAR
TAXES AND ASSESSMENTS (INCLUDING PENALTIES AND
19
INTEREST) BASED ON OR MEASURED BY THE OWNERSHIP OF THE ASSETS, THE PRODUCTION OF
HYDROCARBONS, OR THE RECEIPT OF PROCEEDS THEREFROM THAT HAVE BECOME DUE AND
PAYABLE HAVE BEEN PROPERLY PAID.
4.17
LEASES.
EXCEPT AS SET FORTH ON SCHEDULE 4.17,
WITH RESPECT TO THE ASSETS THAT ARE OIL AND GAS LEASES ("LEASES") (BUT ONLY TO
NOBLE'S KNOWLEDGE WITH RESPECT TO LEASES NOT OPERATED BY NOBLE):
(A)
THE LEASES HAVE BEEN MAINTAINED ACCORDING
TO THEIR TERMS, IN COMPLIANCE WITH ALL MATERIAL AGREEMENTS TO WHICH THE LEASES
ARE SUBJECT;
(B)
THE LEASES ARE PRESENTLY IN FULL FORCE AND
EFFECT; AND
(C)
TO THE KNOWLEDGE OF NOBLE, NO OTHER PARTY
TO ANY LEASE IS IN BREACH OR DEFAULT WITH RESPECT TO ANY OF ITS MATERIAL
OBLIGATIONS THEREUNDER.
4.18
WELL STATUS.
EXCEPT AS SET FORTH IN SCHEDULE
4.18, TO NOBLE'S KNOWLEDGE, THERE ARE NO WELLS LOCATED ON