Company Oil and Gas Properties Sample Clauses

Company Oil and Gas Properties. (a) The Company has furnished Parent with a copy of the Company Reserve Report. To the Company’s Knowledge, the factual, non-interpretive data on which the Company Reserve Report was based for purposes of estimating the oil and gas reserves set forth in the Company Reserve Report and in any supplement thereto or update thereof furnished to Parent was accurate at the time provided to Rxxxx Xxxxx Company in all material respects.
Sample 1
AutoNDA by SimpleDocs
Company Oil and Gas Properties. Schedule 1 contains an accurate and complete list and description of the Company Oil and Gas Properties and the Company’s ownership interest in any to the Company Oil and Gas Properties as of the Effective Date. To the Knowledge of the Seller, the Company owns all of the Company Oil and Gas Properties free and clear of all Liens other than Permitted Encumbrances. All leases that are included in the Company Oil and Gas Properties are, to the Knowledge of the Seller, in full force and effect and the parties thereto are in compliance in all material respects with their obligations thereunder. To the Knowledge of the Seller, none of the Company Oil and Gas Properties are subject to any preemptive or preferential rights of purchase by any third-party. To the Knowledge of the Seller, none of the Company Oil and Gas Properties are subject to (or have related to them) any area of mutual interest provisions or agreements. To the Knowledge of the Seller, all operations by third-parties on or in respect of the Company Oil and Gas Properties have been conducted in accordance with good oil and gas industry practices and in compliance in all material respects with all applicable Laws. There are no audits currently being conducted or, to the Knowledge of Seller, imminent under any of the joint operating agreements that govern the Company Oil and Gas Properties. No investigations or reviews by any Governmental Authority with respect to the Company Oil and Gas Properties are pending or, to the Knowledge of Seller, threatened. No condemnation or eminent domain proceedings affecting any of the Company Oil and Gas Properties are pending or, to the Knowledge of Seller, threatened by any Governmental Authority. Seller has delivered to Buyer copies of any and all documents, opinions, reports and materials in the possession of Seller or the Company relating to the Company’s ownership of the Company Oil and Gas Properties. To the knowledge of Seller, the Title Report is a true and accurate report on all material Company Oil and Gas Properties owned by the Company and contains no material omissions as of the Closing Date.
Sample 1
Company Oil and Gas Properties. (a) Except for goods and other property sold, used or otherwise disposed of since December 31, 2001, without breaching any Company warranty, representation or covenant set forth in this Agreement, the Company has Defensible Title in and to all the Wells, Units and Leases as xx xxe Working Interests and Revenue Interests described in the Reserve Report, as owned by the Company, free and clear of Liens, except Permitted Encumbrances.
Sample 1
Company Oil and Gas Properties. (a) Owners have required the Company to furnish Buyer with a copy of the Electric Log Report. To the Knowledge of either Owner, the factual, non-interpretive data on which the Electric Log Report was based for purposes of providing critical oil and gas well information and in any supplement thereto or update thereof furnished to Buyer was accurate at the time in all material respects.
Sample 1
Company Oil and Gas Properties. The Company has defensible title to all Company Oil and Gas Properties (as such term is defined below) forming the basis for the reserves reflected in Company Financial Statements as attributable to interests owned by the Company, except for those defects in title that do not have a Material Adverse Effect on the Company, and are free and clear of all liens, except for liens associated with obligations reflected in the Company Financial Statements. The oil and gas leases and other agreements that provide the Company with operating rights in the Company Oil and Gas Properties are legal, valid and binding and in full force and effect, and the rentals, royalties and other payments due thereunder have been properly and timely paid, and there is no existing default (or event that, with notice or lapse of time or both, would become a default) under any of such oil and gas leases or other agreements, except, in each case, as individually or in the aggregate has not had, and would not be reasonably likely to have or result in, a Material Adverse Effect on the Company.
Sample 1
Company Oil and Gas Properties. Schedule 1 contains an accurate and complete list and description of the Company assets as of the Effective Date. To the Knowledge of the Seller, the Company owns all of the Company assets free and clear of all Liens other than Permitted Encumbrances and the Lien held by the Edsels pursuant to the Pledge Agreement. All leases that are included in the Company Oil and Gas Properties are, to the Knowledge of the Seller, in full force and effect and the parties thereto are in compliance in all material respects with their obligations thereunder. To the Knowledge of the Seller, all operations by third-parties on or in respect of the Company assets have been conducted in accordance with good oil and gas industry practices and in compliance in all material respects with all applicable Laws.
Sample 1

Related to Company Oil and Gas Properties

  • Oil and Gas Properties The Borrower will and will cause each Subsidiary to, at its own expense, do or cause to be done all things reasonably necessary to preserve and keep in good repair, working order and efficiency all of its Oil and Gas Properties and other material Properties including, without limitation, all equipment, machinery and facilities, and from time to time will make all the reasonably necessary repairs, renewals and replacements so that at all times the state and condition of its Oil and Gas Properties and other material Properties will be fully preserved and maintained, except to the extent a portion of such Properties is no longer capable of producing Hydrocarbons in economically reasonable amounts. The Borrower will and will cause each Subsidiary to promptly: (i) pay and discharge, or make reasonable and customary efforts to cause to be paid and discharged, all delay rentals, royalties, expenses and indebtedness accruing under the leases or other agreements affecting or pertaining to its Oil and Gas Properties, (ii) perform or make reasonable and customary efforts to cause to be performed, in accordance with industry standards, the obligations required by each and all of the assignments, deeds, leases, sub-leases, contracts and agreements affecting its interests in its Oil and Gas Properties and other material Properties, (iii) cause each Subsidiary to do all other things necessary to keep unimpaired, except for Liens described in Section 9.02, its rights with respect to its Oil and Gas Properties and other material Properties and prevent any forfeiture thereof or a default thereunder, except to the extent a portion of such Properties is no longer capable of producing Hydrocarbons in economically reasonable amounts and except for dispositions permitted by Sections 9.16 and 9.17. The Borrower will and will cause each Subsidiary to operate its Oil and Gas Properties and other material Properties or cause or make reasonable and customary efforts to cause such Oil and Gas Properties and other material Properties to be operated in a safe, careful, and efficient manner in accordance with the practices of the industry and in compliance with all applicable contracts and agreements and in compliance in all material respects with all Governmental Requirements, including the Environmental Laws.

  • Notice of Sales of Oil and Gas Properties In the event the Borrower or any Subsidiary intends to sell, transfer, assign or otherwise dispose of any Oil or Gas Properties or any Equity Interests in any Subsidiary in accordance with Section 9.12, prior written notice of such disposition, the price thereof and the anticipated date of closing and any other details thereof requested by the Administrative Agent or any Lender.

  • Real Properties The Company does not have an interest in any real property, except for the Leases (as defined below).

  • Assets and Properties The Borrower and each of its Subsidiaries has good and marketable title to all of its assets and properties (tangible and intangible, real or personal) owned by it and a valid leasehold interest in all of its leased assets (except insofar as marketability may be limited by any laws or regulations of any Governmental Authority affecting such assets), and all such assets and property are free and clear of all Liens, except Liens permitted under Section 7.3(C). Substantially all of the assets and properties owned by, leased to or used by the Borrower and/or each such Subsidiary of the Borrower are in adequate operating condition and repair, ordinary wear and tear excepted. Neither this Agreement nor any other Transaction Document, nor any transaction contemplated under any such agreement, will affect any right, title or interest of the Borrower or such Subsidiary in and to any of such assets in a manner that would have or could reasonably be expected to have a Material Adverse Effect.

  • Properties and Assets The Company and each Subsidiary has good record and marketable title to all material real Property which it owns in fee and has good record and defensible title to all of its other material Properties and assets (tangible or intangible) which it owns, in each case free and clear of all Liens, other than Permitted Liens. All of the material leases for the operation of their respective properties and assets under which the Company and its Subsidiaries hold any material Property or assets, real or personal, are valid, subsisting and enforceable and afford peaceful and undisturbed possession of the subject matter of the lease, and no material default by the Company or any Subsidiary exists under any of the provisions thereof. All buildings, machinery and equipment of the Company and its Subsidiaries are in good repair and working order, except for ordinary wear and tear, and except as could have a Material Adverse Effect. All material current and proposed uses of such property or assets of the Company and its Subsidiaries are permitted as of right and no regulation or ordinance interferes with such current or proposed uses. To the knowledge of the Company, there is no pending or formally proposed change in any such laws, regulations or ordinances which could have a Material Adverse Effect. No condemnation, appropriation or similar proceeding is pending or, to the Company's knowledge, threatened against any material real Property owned by the Company or any Subsidiary. Except as disclosed in SCHEDULE 4.13 or as would not have a Material Adverse Effect, the Property of the Company and its Subsidiaries is not subject to any agreements containing preferential purchase rights or consent to assignment provisions that must be complied with prior to the consummation of this Agreement and the other Transaction Documents and the transactions contemplated hereby and thereby.

  • Leaseholds If the Mortgage Loan is secured by a long-term residential lease, (1) the lessor under the lease holds a fee simple interest in the land; (2) the terms of such lease expressly permit the mortgaging of the leasehold estate, the assignment of the lease without the lessor's consent and the acquisition by the holder of the Mortgage of the rights of the lessee upon foreclosure or assignment in lieu of foreclosure or provide the holder of the Mortgage with substantially similar protections; (3) the terms of such lease do not (a) allow the termination thereof upon the lessee's default without the holder of the Mortgage being entitled to receive written notice of, and opportunity to cure, such default, (b) allow the termination of the lease in the event of damage or destruction as long as the Mortgage is in existence, (c) prohibit the holder of the Mortgage from being insured (or receiving proceeds of insurance) under the hazard insurance policy or policies relating to the Mortgaged Property or (d) permit any increase in rent other than pre-established increases set forth in the lease; (4) the original term of such lease is not less than 15 years; (5) the term of such lease does not terminate earlier than five years after the maturity date of the Mortgage Note; and (6) the Mortgaged Property is located in a jurisdiction in which the use of leasehold estates in transferring ownership in residential properties is a widely accepted practice;

  • Title to Properties and Assets Each Group Company has good and marketable title to all respective properties and assets, in each case such property and assets are subject to no Liens. With respect to the property and assets it leases, each Group Company is in compliance with such leases and holds valid leasehold interests in such assets free of any Liens.

  • Leasehold Interests Each lease or agreement to which the Company is a party under which it is a lessee of any property, real or personal, is a valid and subsisting agreement without any default of the Company thereunder and, to the best of the Company's knowledge, without any default thereunder of any other party thereto. No event has occurred and is continuing which, with due notice or lapse of time or both, would constitute a default or event of default by the Company under any such lease or agreement or, to the best of the Company's knowledge, by any other party thereto. The Company's possession of such property has not been disturbed and, to the best of the Company's knowledge, no claim has been asserted against the Company adverse to its rights in such leasehold interests.

  • Properties and Leases Except as would not, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect, the Company and the Company Subsidiaries have good and marketable title to all real properties and all other properties and assets owned by them, in each case free from liens, encumbrances, claims and defects that would affect the value thereof or interfere with the use made or to be made thereof by them. Except as would not, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect, the Company and the Company Subsidiaries hold all leased real or personal property under valid and enforceable leases with no exceptions that would interfere with the use made or to be made thereof by them.

  • Borrowing Base Properties (a) Except where the failure to comply with any of the following would not have a Material Adverse Effect, each of Parent and Borrower shall, and shall use commercially reasonable efforts to cause each other Loan Party or the applicable tenant, to:

Time is Money Join Law Insider Premium to draft better contracts faster.