Common use of Good Title to Property Clause in Contracts

Good Title to Property. The Company and each of its subsidiaries has good and defensible title to all other real and personal property owned by the Company and each of its subsidiaries, in each case free and clear of all liens, claims, security interests, other encumbrances or defects, except such as are described in the Registration Statement and Prospectus or such as do not materially affect the value of the properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere in any material respect with the use made and proposed to be made of such properties by the Company and its subsidiaries, considered as one enterprise; and all of the leases and subleases under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any subsidiary thereof to the continued possession or use of the leased or subleased premises. To the knowledge of the Company, the Company and each of its subsidiaries have such consents, easements, rights-of-way or licenses from any person (“rights-of-way”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and except for such rights-of-way the lack of which would not have, individually or in the aggregate, a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has (i) good and defensible title to all of its oil and gas properties (including oil and gas xxxxx, oil, gas and mineral leases or mineral interests, licenses, leasehold interests and appurtenant personal property and facilities), with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and (ii) good and defensible title to all other real and personal property owned by the Company and each of its subsidiaries, in each case free and clear of all liens, claims, security interests, other encumbrances or defects, except for the Permitted Encumbrances and such as are described in the Registration Statement and Prospectus or such as do not materially affect the value of the properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere in any material respect with the use made and proposed to be made of such oil, gas and mineral leases or mineral interests, licenses, leasehold interests and properties by the Company and its subsidiaries, considered as one enterprise; and all of the leases and subleases and licenses under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or its subsidiaries under any of the leases or subleases or licenses or with respect to the properties mentioned above, or affecting or questioning the rights of the Company or any subsidiary thereof to the continued possession or use of the leased or subleased premisesor licensed premises or the properties mentioned above, other than such claims which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and (iii) the net revenue interest of the Company and its subsidiaries in the oil, gas and mineral leases or mineral interests, licenses and leasehold interests or other properties mentioned above and described in the Registration Statement and Prospectus are, to the knowledge of the Company, as stated in such Registration Statement and Prospectus, with such exceptions as would not reasonably be expected to have a Material Adverse Effect. The working interests in oil, gas and mineral leases, licenses or mineral interests which constitute a portion of the real property and interests in real property held by the Company or its subsidiaries reflect in all material respects the right of the Company and each of its subsidiaries to explore, develop or receive and market production from such real property and interests in real property, and the care taken by the Company and each of its subsidiaries with respect to acquiring or otherwise procuring such leases, licenses or mineral interests was generally consistent with standard industry practices in the areas in which the Company and its subsidiaries operate for acquiring or procuring leases, licenses, mineral interests and interests in the foregoing to explore, develop, produce and market hydrocarbons. To the knowledge of the Company, the Company and each of its subsidiaries have such consents, easements, rights-of-way or licenses and other rights from any person (“rights-of-way”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement Statement, the Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and except for such rights-of-way the lack of which would not have, individually or in the aggregate, a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has have good and defensible marketable title in fee simple to all real property owned by any of them and good title to all other real properties and personal property assets owned by the Company and each any of its subsidiariesthem, in each case case, free and clear of all liens, claims, security interests, other encumbrances or defectsdefects (collectively, “Liens”) except such Liens as (a) are described in the Registration Statement Prospectus and Prospectus the Disclosure Package or such as do (b) would not or would not reasonably be expected to, individually or in the aggregate, materially affect the value of the properties of the Company such property and its subsidiaries, considered as one enterprise, and do would not or would not reasonably be expected to interfere in any material respect with the use made and proposed to be made of such properties property by the Company or any of its subsidiaries. All real property, buildings and other improvements, and equipment and other property held under lease or sublease by the Company or any of its subsidiaries are held by them under valid, subsisting and enforceable leases or subleases, as the case may be, with, solely in the case of leases or subleases relating to real property and buildings or other improvements, such exceptions as are not material and do not interfere with the use made or proposed to be made of such property and buildings or other improvements by the Company and its subsidiaries, considered as one enterprise; and all of the such leases and subleases under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, are in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither . Neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, above or affecting or questioning the rights of the Company or any subsidiary thereof of its subsidiaries to the continued possession or use of the leased or subleased premises. To the knowledge of the Company, the Company and each of its subsidiaries have premises under any such consents, easements, rights-of-way lease or licenses from any person (“rights-of-way”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and sublease except for such rights-of-way claims which, if successfully asserted against the lack Company or any of which its subsidiaries, would not havenot, individually or in the aggregate, have a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has (i) good and defensible title to all of its oil and gas properties (including oil and gas wxxxx, oil, gas and mineral leases or mineral interests, licenses, leasehold interests and appurtenant personal property and facilities), with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and (ii) good and defensible title to all other real and personal property owned by the Company and each of its subsidiaries, in each case free and clear of all liens, claims, security interests, other encumbrances or defects, except for the Permitted Encumbrances and such as are described in the Registration Statement and Prospectus or such as do not materially affect the value of the properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere in any material respect with the use made and proposed to be made of such oil, gas and mineral leases or mineral interests, licenses, leasehold interests and properties by the Company and its subsidiaries, considered as one enterprise; and all of the leases and subleases and licenses under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or its subsidiaries under any of the leases or subleases or licenses or with respect to the properties mentioned above, or affecting or questioning the rights of the Company or any subsidiary thereof to the continued possession or use of the leased or subleased premisesor licensed premises or the properties mentioned above, other than such claims which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and (iii) the net revenue interest of the Company and its subsidiaries in the oil, gas and mineral leases or mineral interests, licenses and leasehold interests or other properties mentioned above and described in the Registration Statement and Prospectus are, to the knowledge of the Company, as stated in such Registration Statement and Prospectus, with such exceptions as would not reasonably be expected to have a Material Adverse Effect. The working interests in oil, gas and mineral leases, licenses or mineral interests which constitute a portion of the real property and interests in real property held by the Company or its subsidiaries reflect in all material respects the right of the Company and each of its subsidiaries to explore, develop or receive and market production from such real property and interests in real property, and the care taken by the Company and each of its subsidiaries with respect to acquiring or otherwise procuring such leases, licenses or mineral interests was generally consistent with standard industry practices in the areas in which the Company and its subsidiaries operate for acquiring or procuring leases, licenses, mineral interests and interests in the foregoing to explore, develop, produce and market hydrocarbons. To the knowledge of the Company, the Company and each of its subsidiaries have such consents, easements, rights-of-way or licenses and other rights from any person (“rights-of-way”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement Statement, the Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and except for such rights-of-way the lack of which would not have, individually or in the aggregate, a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has (i) good and defensible title to all of its oil and gas properties (including oil and gas xxxxx, producing leasehold interests and appurtenant personal property), and (ii) good and defensible title to all other real and personal property owned by the Company and each of its subsidiaries, in each case free and clear of all liens, claims, security interests, other encumbrances or defects, except for the Permitted Encumbrances and such as are described in the Registration Statement and Prospectus or such as do not materially affect the value of the properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere in any material respect with the use made and proposed to be made of such properties by the Company and its subsidiaries, considered as one enterprise; and all of the leases and subleases under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any subsidiary thereof to the continued possession or use of the leased or subleased premises. The working interests in oil, gas and mineral leases or mineral interests which constitute a portion of the real property held by the Company reflect in all material respects the right of the Company and each of its subsidiaries to explore, develop or receive production from such real property, and the care taken by the Company and each of its subsidiaries with respect to acquiring or otherwise procuring such leases or mineral interests was generally consistent with standard industry practices in the areas in which the Company and its subsidiaries operate for acquiring or procuring leases and interests therein to explore, develop or produce for hydrocarbons. To the knowledge of the Company, the Company and each of its subsidiaries have such consents, easements, rights-of-way or licenses from any person (“rights-of-way”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and except for such rights-of-way the lack of which would not have, individually or in the aggregate, a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has (i) good and defensible title to all of its oil and gas properties (including oil and gas wexxx, oil, gas and mineral leases or mineral interests, licenses, leasehold interests and appurtenant personal property and facilities), with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and (ii) good and defensible title to all other real and personal property owned by the Company and each of its subsidiaries, in each case free and clear of all liens, claims, security interests, other encumbrances or defects, except for the Permitted Encumbrances and such as are described in the Registration Statement and Prospectus or such as do not materially affect the value of the properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere in any material respect with the use made and proposed to be made of such oil, gas and mineral leases or mineral interests, licenses, leasehold interests and properties by the Company and its subsidiaries, considered as one enterprise; and all of the leases and subleases and licenses under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or its subsidiaries under any of the leases or subleases or licenses or with respect to the properties mentioned above, or affecting or questioning the rights of the Company or any subsidiary thereof to the continued possession or use of the leased or subleased premisesor licensed premises or the properties mentioned above, other than such claims which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and (iii) the net revenue interest of the Company and its subsidiaries in the oil, gas and mineral leases or mineral interests, licenses and leasehold interests or other properties mentioned above and described in the Registration Statement and Prospectus are, to the knowledge of the Company, as stated in such Registration Statement and Prospectus, with such exceptions as would not reasonably be expected to have a Material Adverse Effect. The working interests in oil, gas and mineral leases, licenses or mineral interests which constitute a portion of the real property and interests in real property held by the Company or its subsidiaries reflect in all material respects the right of the Company and each of its subsidiaries to explore, develop or receive and market production from such real property and interests in real property, and the care taken by the Company and each of its subsidiaries with respect to acquiring or otherwise procuring such leases, licenses or mineral interests was generally consistent with standard industry practices in the areas in which the Company and its subsidiaries operate for acquiring or procuring leases, licenses, mineral interests and interests in the foregoing to explore, develop, produce and market hydrocarbons. To the knowledge of the Company, the Company and each of its subsidiaries have such consents, easements, rights-of-way or licenses and other rights from any person (“rights-of-way”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement Statement, the Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and except for such rights-of-way the lack of which would not have, individually or in the aggregate, a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has (i) good and defensible title to all of its oil and gas properties (including oil and gas xxxxx, producing leasehold interests and appurtenant personal property), and title investigations having been carried out by the Company or each of its subsidiaries consistent with the reasonable practice in the oil and gas industry in the areas in which the Company and each of its subsidiaries operate and (ii) good and marketable title to all other real and personal property owned by the Company and each of its subsidiaries, in each case free and clear of all liens, claims, security interests, other encumbrances or defects, and defects except such as are described in the Registration Statement and Prospectus or such as do would not materially affect the value of the properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere in any material respect with the use made and proposed reasonably be expected to be made of such properties by the Company and its subsidiaries, considered as one enterprisehave a Material Adverse Effect; and all of the leases and subleases under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, are in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any subsidiary thereof to the continued possession or use of the leased or subleased premises, each with such exceptions and claims as would not reasonably be expected to have a Material Adverse Effect. To the knowledge The working interests in oil, gas and mineral leases or mineral interests which constitute a portion of the Companyreal property held by the Company reflect in all material respects the right of the Company and each of its subsidiaries to explore, develop or receive production from such real property, and the care taken by the Company and each of its subsidiaries with respect to acquiring or otherwise procuring such leases or mineral interests was generally consistent with standard industry practices in the areas in which the Company and its subsidiaries operate for acquiring or procuring leases and interests therein to explore, develop or produce for hydrocarbons. The Company and each of its subsidiaries have such consents, easements, rights-of-way or licenses from any person (“"rights-of-way”") as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and except for such rights-of-way the lack of which would not have, individually or in the aggregate, a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has have good and defensible marketable title in fee simple to all real property owned by any of them and good title to all other real properties and personal property assets owned by the Company and each any of its subsidiariesthem, in each case case, free and clear of all liens, claims, security interests, other encumbrances or defectsdefects (collectively, “Liens”) except such Liens as (a) are described in the Registration Statement Prospectus and Prospectus the Disclosure Package or such as do (b) would not or would not reasonably be expected to, individually or in the aggregate, materially affect the value of the properties of the Company such property and its subsidiaries, considered as one enterprise, and do would not or would not reasonably be expected to interfere in any material respect with the use made and proposed to be made of such properties property by the Company or any of its subsidiaries. All real property, buildings and other improvements, and equipment and other property held under lease or sublease by the Company or any of its subsidiaries are held by them under valid, subsisting and enforceable leases or subleases, as the case may be, with, solely in the case of leases or subleases relating to real property and buildings or other improvements, such exceptions as are not material and do not interfere with the use made or proposed to be made of such property and buildings or other improvements by the Company and its subsidiaries, considered as one enterprise; and all of the such leases and subleases under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, are in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither . Neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or any of its subsidiaries under any of the leases or subleases mentioned above, above or affecting or questioning the rights of the Company or any subsidiary thereof of its subsidiaries to the continued possession or use of the leased or subleased premises. To the knowledge of the Company, the Company and each of its subsidiaries have premises under any such consents, easements, rights-of-way lease or licenses from any person (“rights-of-way”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and sublease except for such rights-of-way claims which, if successfully asserted against the lack Company or any of which its subsidiaries, would not havenot, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has (i) good and defensible title to all of its oil and gas properties (including oil and gas xxxxx, oil, gas and mineral leases or mineral interests, licenses, leasehold interests and appurtenant personal property and facilities), with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and (ii) good and defensible title to all other real and personal property owned by the Company and each of its subsidiaries, in each case free and clear of all liens, claims, security interests, other encumbrances or defects, except for the Permitted Encumbrances and such as are described in the Registration Statement Statement, Disclosure Package and Prospectus or such as do not materially affect the value of the properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere in any material respect with the use made and proposed to be made of such oil, gas and mineral leases or mineral interests, licenses, leasehold interests and properties by the Company and its subsidiaries, considered as one enterprise; and all of the leases and subleases and licenses under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement Statement, Disclosure Package and Prospectus are, to the knowledge of the Company, in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or its subsidiaries under any of the leases or subleases or licenses or with respect to the properties mentioned above, or affecting or questioning the rights of the Company or any subsidiary thereof to the continued possession or use of the leased or subleased premisesor licensed premises or the properties mentioned above, other than such claims which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and (iii) the net revenue interest of the Company and its subsidiaries in the oil, gas and mineral leases or mineral interests, licenses and leasehold interests or other properties mentioned above and described in the Registration Statement, Disclosure Package and the Prospectus are, to the knowledge of the Company, as stated in such Registration Statement, Disclosure Package and Prospectus, with such exceptions as would not reasonably be expected to have a Material Adverse Effect. The working interests in oil, gas and mineral leases, licenses or mineral interests which constitute a portion of the real property and interests in real property held by the Company or its subsidiaries reflect in all material respects the right of the Company and each of its subsidiaries to explore, develop or receive and market production from such real property and interests in real property, and the care taken by the Company and each of its subsidiaries with respect to acquiring or otherwise procuring such leases, licenses or mineral interests was generally consistent with standard industry practices in the areas in which the Company and its subsidiaries operate for acquiring or procuring leases, licenses, mineral interests and interests in the foregoing to explore, develop, produce and market hydrocarbons. To the knowledge of the Company, the Company and each of its subsidiaries have such consents, easements, rights-of-way or licenses and other rights from any person (“rights-of-way”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement Statement, the Disclosure Package and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement Statement, Disclosure Package and the Prospectus, and except for such rights-of-way the lack of which would not have, individually or in the aggregate, a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has (i) good and defensible title to all of its oil and gas properties (including oil and gas xxxxx, oil, gas and mineral leases or mineral interests, licenses, leasehold interests and appurtenant personal property and facilities), with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and (ii) good and defensible title to all other real and personal property owned by the Company and each of its subsidiaries, in each case free and clear of all liens, claims, security interests, other encumbrances or defects, except for the Permitted Encumbrances and such as are described in the Registration Statement and Prospectus or such as do not materially affect the value of the properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere in any material respect with the use made and proposed to be made of such oil, gas and mineral leases or mineral interests, licenses, leasehold interests and properties by the Company and its subsidiaries, considered as one enterprise; and all of the leases and subleases and licenses under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or its subsidiaries under any of the leases or subleases or licenses or with respect to the properties mentioned above, or affecting or questioning the rights of the Company or any subsidiary thereof to the continued possession or use of the leased or subleased premisesor licensed premises or the properties mentioned above, other than such claims which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and (iii) the net revenue interest of the Company and its subsidiaries in the oil, gas and mineral leases or mineral interests, licenses and leasehold interests or other properties mentioned above and described in the Registration Statement and Prospectus are, to the knowledge of the Company, as stated in such Registration Statement and Prospectus, with such exceptions as would not reasonably be expected to have a Material Adverse Effect. The working interests in oil, gas and mineral leases, licenses or mineral interests which constitute a portion of the real property and interests in real property held by the Company or its subsidiaries reflect in all material respects the right of the Company and each of its subsidiaries to explore, develop or receive and market production from such real property and interests in real property, and the care taken by the Company and each of its subsidiaries with respect to acquiring or otherwise procuring such leases, licenses or mineral interests was generally consistent with standard industry practices in the areas in which the Company and its subsidiaries operate for acquiring or procuring leases, licenses, mineral interests and interests in the foregoing to explore, develop, produce and market hydrocarbons. To the knowledge of the Company, the Company and each of its subsidiaries have such consents, easements, rights-of-way or licenses and other rights from any person (“rights-of-way”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and except for such rights-of-way the lack of which would not have, individually or in the aggregate, a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has (i) good and defensible title to all of its oil and gas properties (including oil and gas xxxxx, producing leasehold interests and appurtenant personal property), and (ii) good and defensible title to all other real and personal property owned by the Company and each of its subsidiaries, in each case free and clear of all liens, claims, security interests, other encumbrances or defects, except such as are described in the Registration Statement and Prospectus or such as do not materially affect the value of the properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere in any material respect with the use made and proposed to be made of such properties by the Company and its subsidiaries, considered as one enterprise; and all of the leases and subleases under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or its subsidiaries under any of the leases or subleases mentioned above, or affecting or questioning the rights of the Company or any subsidiary thereof to the continued possession or use of the leased or subleased premises. The working interests in oil, gas and mineral leases or mineral interests which constitute a portion of the real property held by the Company reflect in all material respects the right of the Company and each of its subsidiaries to explore, develop or receive production from such real property, and the care taken by the Company and each of its subsidiaries with respect to acquiring or otherwise procuring such leases or mineral interests was generally consistent with standard industry practices in the areas in which the Company and its subsidiaries operate for acquiring or procuring leases and interests therein to explore, develop or produce for hydrocarbons. To the knowledge of the Company, the Company and each of its subsidiaries have such consents, easements, rights-of-way or licenses from any person (“rights-of-wayway ”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and except for such rights-of-way the lack of which would not have, individually or in the aggregate, a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has (i) good and defensible title to all of its oil and gas properties (including oil and gas wxxxx, oil, gas and mineral leases or mineral interests, licenses, leasehold interests and appurtenant personal property and facilities), with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and (ii) good and defensible title to all other real and personal property owned by the Company and each of its subsidiaries, in each case free and clear of all liens, claims, security interests, other encumbrances or defects, except for the Permitted Encumbrances and such as are described in the Registration Statement and Prospectus or such as do not materially affect the value of the properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere in any material respect with the use made and proposed to be made of such oil, gas and mineral leases or mineral interests, licenses, leasehold interests and properties by the Company and its subsidiaries, considered as one enterprise; and all of the leases and subleases and licenses under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or its subsidiaries under any of the leases or subleases or licenses or with respect to the properties mentioned above, or affecting or questioning the rights of the Company or any subsidiary thereof to the continued possession or use of the leased or subleased premisesor licensed premises or the properties mentioned above, other than such claims which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and (iii) the net revenue interest of the Company and its subsidiaries in the oil, gas and mineral leases or mineral interests, licenses and leasehold interests or other properties mentioned above and described in the Registration Statement and Prospectus are, to the knowledge of the Company, as stated in such Registration Statement and Prospectus, with such exceptions as would not reasonably be expected to have a Material Adverse Effect. The working interests in oil, gas and mineral leases, licenses or mineral interests which constitute a portion of the real property and interests in real property held by the Company or its subsidiaries reflect in all material respects the right of the Company and each of its subsidiaries to explore, develop or receive and market production from such real property and interests in real property, and the care taken by the Company and each of its subsidiaries with respect to acquiring or otherwise procuring such leases, licenses or mineral interests was generally consistent with standard industry practices in the areas in which the Company and its subsidiaries operate for acquiring or procuring leases, licenses, mineral interests and interests in the foregoing to explore, develop, produce and market hydrocarbons. To the knowledge of the Company, the Company and each of its subsidiaries have such consents, easements, rights-of-way or licenses and other rights from any person (“rights-of-way”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and except for such rights-of-way the lack of which would not have, individually or in the aggregate, a Material Adverse Effect.

Good Title to Property. The Company and each of its subsidiaries has (i) good and defensible title to all of its oil and gas properties (including oil and gas xxxxx, oil, gas and mineral leases or mineral interests, licenses, leasehold interests and appurtenant personal property and facilities), with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and (ii) good and defensible title to all other real and personal property owned by the Company and each of its subsidiaries, in each case free and clear of all liens, claims, security interests, other encumbrances or defects, except for the Permitted Encumbrances and such as are described in the Registration Statement and Prospectus or such as do not materially affect the value of the properties of the Company and its subsidiaries, considered as one enterprise, and do not interfere in any material respect with the use made and proposed to be made of such oil, gas and mineral leases or mineral interests, licenses, leasehold interests and properties by the Company and its subsidiaries, considered as one enterprise; and all of the leases and subleases and licenses under which the Company or any of its subsidiaries holds or uses properties described in the Registration Statement and Prospectus are, to the knowledge of the Company, in full force and effect, with such exceptions as would not reasonably be expected to have a Material Adverse Effect, and neither the Company nor any of its subsidiaries has any written notice of any material claim of any sort that has been asserted by anyone adverse to the rights of the Company or its subsidiaries under any of the leases or subleases or licenses or with respect to the properties mentioned above, or affecting or questioning the rights of the Company or any subsidiary thereof to the continued possession or use of the leased or subleased premisesor licensed premises or the properties mentioned above, other than such claims which would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, and (iii) the net revenue interest of the Company and its subsidiaries in the oil, gas and mineral leases or mineral interests, licenses and leasehold interests or other properties mentioned above and described in the Registration Statement and the Prospectus are, to the knowledge of the Company, as stated in such Registration Statement and Prospectus, with such exceptions as would not reasonably be expected to have a Material Adverse Effect. The working interests in oil, gas and mineral leases, licenses or mineral interests which constitute a portion of the real property and interests in real property held by the Company or its subsidiaries reflect in all material respects the right of the Company and each of its subsidiaries to explore, develop or receive and market production from such real property and interests in real property, and the care taken by the Company and each of its subsidiaries with respect to acquiring or otherwise procuring such leases, licenses or mineral interests was generally consistent with standard industry practices in the areas in which the Company and its subsidiaries operate for acquiring or procuring leases, licenses, mineral interests and interests in the foregoing to explore, develop, produce and market hydrocarbons. To the knowledge of the Company, the Company and each of its subsidiaries have such consents, easements, rights-of-way or licenses and other rights from any person (“rights-of-way”) as are necessary to enable the Company and each of its subsidiaries to conduct its business in the manner described in the Registration Statement and the Prospectus, subject to such qualifications as may be set forth in the Registration Statement and the Prospectus, and except for such rights-of-way the lack of which would not have, individually or in the aggregate, a Material Adverse Effect.