Limited Power of Disposition Sample Clauses
A Limited Power of Disposition clause restricts a party’s ability to transfer, sell, or otherwise dispose of certain property or assets, typically only allowing such actions under specific conditions or with prior approval. For example, a trustee may be permitted to sell trust property only for the benefit of beneficiaries or with the consent of another party. This clause serves to protect the interests of stakeholders by preventing unauthorized or potentially harmful transfers, ensuring that the property is managed and disposed of in accordance with the agreed terms.
Limited Power of Disposition. (a) The Trustee shall not release, sell or otherwise dispose of all or any part of the Trust Estate, including, without limitation, all or any portion of the Net Profits Interest, or any interest therein, except that the Trustee is directed to release, sell and convey all or any portion of the Net Profits Interest as provided in Section 3.02(b), Section 3.02(c), Section 3.07 or Section 9.03, as applicable. No Trust Unitholder approval shall be required for any release, sale or conveyance of the Net Profits Interest under Section 3.02(c), Section 3.07 or Section 9.03, as applicable.
(b) Except as otherwise set forth in Section 3.02(c), Section 3.07 or Section 9.03, in the event that Boaz Energy notifies the Trustee that it desires that the Trust (i) sell or dispose of all or any part of the Trust Estate, including, without limitation, all or any portion of the Net Profits Interest, or any interest therein, or (ii) release any portion of the Net Profits Interest in connection with the sale, free from and unburdened by the Net Profits Interest, by Boaz Energy and/or its Affiliates of a divided or undivided portion of their interests in the Underlying Properties, the Trustee shall sell or release, as applicable, the applicable portion of the Trust Estate, including, if applicable, the Net Profits Interest, if approved by Trust Unitholders of record holding at least 75% of the then outstanding Trust Units at a meeting held in accordance with the requirements of Article VIII, provided that, after December 31, 2022, such sale or release shall instead require approval of the Trust Unitholders of record holding at least a majority of the outstanding Trust Units if Boaz Energy and its Affiliates own less than 25% of the outstanding Trust Units as of the record date for such meeting. The proceeds from such sale or the consideration received in respect of such release, as applicable, shall be distributed in the manner approved by such Trust Unitholders at such meeting. This Section 3.02(b) shall not be construed to require approval of the Trust Unitholders for any sale or other disposition of all or any part of the Trust Estate pursuant to Section 3.02(c), Section 3.07 or Section 9.03. Upon receipt of (a) written notice given by Boaz Energy or its Affiliates and (b) a description of the Net Profits Interest to be sold or released, the Trustee shall promptly proceed to seek the approval of the Trust Unitholders and, upon receipt thereof, shall sell or release, as appli...
Limited Power of Disposition. The Trustee shall not sell or otherwise dispose of all or any part of the Trust Estate, including, without limitation, all or any portion of the Royalty Interests, the Hedge Agreements or the Development Agreement, or any interest therein, except that the Trustee is directed to sell and convey Royalty Interests as provided in this Section 3.02 and Section 3.07 of this Agreement and no Trust Unitholder approval shall be required for any sale or conveyance in accordance with any of such provisions.
(a) ECA and its Affiliates may at any time and from time to time sell, but only in accordance with the provisions set forth below and in accordance with the terms of the Conveyances, a divided or undivided portion of their interests in the Underlying Properties, free from and unburdened by the Royalty Interests without the consent of the Trustee or the Trust Unitholders. Upon receipt of written notice of such a sale given by ECA or its Affiliates, the Trustee shall execute and deliver at the closing of such sale a partial release and consent, and such other instruments, agreements and documents as ECA or its Affiliates may reasonably request, to evidence or effect the transfer of such portion of ECA's or its Affiliates' interests in the Underlying Properties, free from and unburdened by the Royalty Interests, provided that:
(i) no sale of a portion of ECA's or its Affiliates' interests in the Underlying Properties free from and unburdened by the Royalty Interests that would otherwise burden such portion of ECA's or its Affiliates' interests shall be permitted under this paragraph (a) if (A) the sale is to a Person who is an Affiliate of ECA, (B) the sale relates to a well that accounted for in excess of 0.25% of the total production from all Underlying Properties during the most recently completed 12 calendar months, (C) the sale, together with all other sales pursuant to this paragraph (a), would result in the sale of more than five wells during the most recently completed 12 calendar months, or (D) the aggregate sales proceeds to be received by the Trust pursuant to clause (ii) of this paragraph (a) with respect to the Royalty Interests to be released by the Trustee, plus the aggregate sales proceeds received by the Trust pursuant to clause (ii) of this paragraph (a) with respect to all other Royalty Interests previously released by the Trustee pursuant to this paragraph (a) during the most recently completed 12 calendar months, would exceed $500,000;
(ii) in co...
Limited Power of Disposition. 10 SECTION 3.03 No Power to Engage in Business or Make Investments..........................................11 SECTION 3.04 Interest on Cash on Hand....................................................................11 SECTION 3.05
Limited Power of Disposition. (a) The Trustee may sell, at any time and from time to time, (i) Royalty Interests of which the aggregate Standardized Measure as of the end of the most recently completed calendar year does not exceed $30 million and holders of Units representing a majority of Units present or represented at a meeting held in accordance with Article VIII approve such sale and (ii) Royalty Interests of which the aggregate Standardized Measure exceeds $30 million and holders of Units representing at least 66 2/3% of the outstanding Units present or represented at a meeting held in accordance with Article VIII approve such sale. This Section 3.02(a) shall not be construed to require approval of the Unitholders for any sale or other disposition of all or any part of the Royalty Interests pursuant to Sections 3.02(b), 3.05, 3.09. or 9.