Common use of Material Assets Clause in Contracts

Material Assets. The Corporation is, directly or indirectly, the legal and beneficial owner of, and has good and marketable right, title and interest in and to the assets of the Corporation and the Corporation Subsidiaries. The interests of the Corporation in the assets are as reflected in the Corporation's Information Record and free and clear of all Liens (except as otherwise disclosed in the Corporation's Information Record or the Prospectus). The Corporation's direct or indirect ownership interests in the Mining Claims are as will be set forth in the Kitsault Valley Title Opinions, respectively. Any and all Contracts pursuant to which the Corporation or, to the knowledge of the Corporation, any Corporation Subsidiary, holds material assets or is entitled to the use of or acquire ownership of material assets (whether directly or indirectly) (including in respect of the Kitsault Valley Project, subject to the qualifications to be provided in the Kitsault Valley Title Opinions) are valid and subsisting agreements in full force and effect, enforceable in accordance with their respective terms, and there is currently no material default of any of the provisions of any such agreements nor has any such default been alleged, and the Corporation, after making due enquiries, is not aware of any disputes with respect thereto and such assets are in good standing under the applicable Laws of the jurisdictions in which they are situate, and all leases, licences, concessions, mineral rights and claims pursuant to which the Corporation or a Corporation Subsidiary has an economic interest (whether legal or beneficial) in such material assets are in good standing (subject to the qualifications to be provided in the Kitsault Valley Title Opinions) and there has been no material default under any such leases, licences, concessions, and claims of the Corporation and all taxes required to be paid by the Corporation with respect to such assets to the date hereof have been paid.

Material Assets. The Corporation is, directly or indirectly, the legal and beneficial owner of, and has good and marketable right, title and interest in and to the assets of the Corporation and the Corporation Subsidiaries. The interests of the Corporation in the assets are as reflected in the Corporation's Information Record and free and clear of all Liens (except as otherwise disclosed in the Corporation's Information Record or the ProspectusRecord). The Corporation's direct or indirect ownership interests in the Mining Claims are as will be set forth in the Kitsault Valley Title Opinions, respectively. Any and all Contracts pursuant to which the Corporation or, to the knowledge of the Corporation, any Corporation Subsidiary, holds material assets or is entitled to the use of or acquire ownership of material assets (whether directly or indirectly) (including in respect of the Kitsault Valley Project, subject to the qualifications to be provided in the Kitsault Valley Title Opinions) are valid and subsisting agreements in full force and effect, enforceable in accordance with their respective terms, and there is currently no material default of any of the provisions of any such agreements nor has any such default been alleged, and the Corporation, after making due enquiries, is not aware of any disputes with respect thereto and such assets are in good standing under the applicable Laws of the jurisdictions in which they are situate, and all leases, licences, concessions, mineral rights and claims pursuant to which the Corporation or a Corporation Subsidiary has an economic interest (whether legal or beneficial) in such material assets are in good standing (subject to the qualifications to be provided in the Kitsault Valley Title Opinions) and there has been no material default under any such leases, licences, concessions, and claims of the Corporation and all taxes required to be paid by the Corporation with respect to such assets to the date hereof have been paid.

Material Assets. The Corporation is, directly or indirectly, the legal and beneficial owner of, and has good and marketable right, title and interest in and to the assets of the Corporation and the Corporation Subsidiaries. The interests of the Corporation in the assets are as reflected in the Corporation's Information Record and free and clear of all Liens (except as otherwise disclosed in the Corporation's Information Record or the ProspectusRecord). The Corporation's direct or indirect ownership interests in the Mining Claims are as will be set forth in the Kitsault Valley Title Opinions, respectively. Any and all Contracts pursuant to which the Corporation or, to the knowledge of the Corporation, any Corporation Subsidiary, holds material assets or is entitled to the use of or acquire ownership of material assets (whether directly or indirectly) (including in respect of the Kitsault Valley Project, subject to the qualifications to be provided in the Kitsault Valley Title Opinions) are valid and subsisting agreements in full force and effect, enforceable in accordance with their respective terms, and there is currently no material default of any of the provisions of any such agreements nor has any such default been alleged, and the Corporation, after making due enquiries, is not aware of any disputes with respect thereto and such assets are in good standing under the applicable Laws of the jurisdictions in which they are situate, and all leases, licences, concessions, mineral rights and claims pursuant to which the Corporation or a Corporation Subsidiary has an economic interest (whether legal or beneficial) in such material assets are in good standing (subject to the qualifications to be provided in the Kitsault Valley Title Opinions) and there has been no material default under any such leases, licences, concessions, and claims of the Corporation and all taxes required to be paid by the Corporation with respect to such assets to the date hereof have been paid.

Material Assets. The Corporation is, directly or indirectly, the legal and beneficial owner of, and has good and full marketable rightright to, title and interest in and to profits derived from the assets of the Corporation and the Corporation Subsidiaries. The interests of the Corporation in the assets are as Subsidiaries reflected in the Corporation's ’s Information Record and the most recent draft of the Prospectus, free and clear of all Liens (except as otherwise adequately disclosed in the Corporation's ’s Information Record or and the most recent draft of the Prospectus). The Corporation's direct or indirect ownership interests of the Corporation and the Corporation Subsidiaries, the Gibellini Project Lessors and COMIBOL, as applicable, in the Mining Claims Gibellini Mineral Rights and in the Pulacayo Paca Mineral Rights are as will be set forth described in the Kitsault Valley Corporation Information Record (subject to the qualifications as to be provided in the relevant Title Opinions, respectivelyOpinion). Any and all Contracts pursuant to which the Corporation or, to the knowledge of the Corporation, or any Corporation Subsidiary, Subsidiary holds material assets or is entitled to the use of or acquire ownership of material assets (whether directly or indirectly) (including in respect of the Kitsault Valley a Project, subject to the qualifications to be provided in the Kitsault Valley relevant Title OpinionsOpinion) are valid and subsisting agreements in full force and effect, enforceable in accordance with their respective terms, and there is currently no material default of any of the provisions of any such agreements nor has any such default been alleged, and the Corporation, after making due enquiries, is not aware of any disputes with respect thereto and such assets are in good standing under the applicable Laws of the jurisdictions in which they are situate, and all leases, licences, concessions, mineral rights and claims pursuant to which the Corporation or a and the Corporation Subsidiary has an economic interest Subsidiaries, the Gibellini Project Lessors and COMIBOL derive their interests (whether legal or beneficial) in such material assets are in good standing (subject to the qualifications to be provided in the Kitsault Valley applicable Title OpinionsOpinion) and there has been no material default under any such leases, licences, concessions, and mineral rights or claims of the Corporation and all taxes required to be paid by the Corporation with respect to such assets to the date hereof have been paid.

Material Assets. The Corporation is, directly or indirectly, Each of the Company and/or the Subsidiaries is the absolute legal and beneficial owner of, and has good and marketable righttitle to, title all of its material assets as described in the Public Record or the Due Diligence Materials, free of all Liens other than as disclosed in the Public Record or the Due Diligence Materials and interest no other assets are necessary for the conduct of the business of the Company and/or the Subsidiaries as currently carried on and there are no restrictions on the ability of the Company and/or the Subsidiaries to use, access or transfer such assets, and the Company does not know of any claim or basis for a claim that might or could adversely affect its rights to use, access or transfer such assets and, other than as described in the Public Record or the Due Diligence Materials, the Company and the Subsidiaries have no responsibility or obligation to pay any commission, royalty, licence, fee or similar payment to any person with respect to the assets of the Corporation and the Corporation Subsidiaries. The interests of the Corporation in the assets are as reflected in the Corporation's Information Record and free and clear of all Liens (except as otherwise disclosed in the Corporation's Information Record or the Prospectus). The Corporation's direct or indirect ownership interests in the Mining Claims are as will be set forth in the Kitsault Valley Title Opinions, respectivelythereof. Any and all Contracts agreements pursuant to which the Corporation or, to Company and/or the knowledge of the Corporation, any Corporation Subsidiary, holds Subsidiaries hold their material assets or is are entitled to the use of or to acquire ownership of material assets (whether directly or indirectly) (including in respect of the Kitsault Valley Project, subject to the qualifications to be provided in the Kitsault Valley Title Opinions) are valid and subsisting agreements in full force and effect, enforceable in accordance with their respective terms, and there is currently no material default of any of the provisions of any such agreements nor has any such default been alleged, and the Corporation, after making due enquiries, Company is not aware of any disputes with respect thereto and such assets are in good standing under the applicable Laws statutes and regulations of the jurisdictions in which they are situate. Other than as described in the Public Record or the Due Diligence Materials, and all leases, licences, concessions, mineral rights and claims pursuant to which none of the Corporation or a Corporation Subsidiary has an economic interest (whether legal or beneficial) in such material assets are in good standing (subject to the qualifications to be provided in the Kitsault Valley Title Opinions) and there has been no material default under any such leases, licences, concessions, and claims of the Corporation and all taxes required to be paid by Company or the Corporation Subsidiaries (including with respect to such assets any interest in or right to the date hereof have been paidearn an interest in any material assets) are subject to any right of first refusal or purchase or acquisition right.

Material Assets. The Corporation is, directly or indirectly, is the legal and beneficial owner of, and has good and marketable right, title and interest in and to the material assets of the Corporation and the Corporation Subsidiaries. The interests of the Corporation in the assets are as reflected in the Corporation's ’s Information Record and as currently being owned by the Corporation, free and clear of all Liens (except as otherwise disclosed in the Corporation's ’s Information Record or the ProspectusRecord). The Corporation is the legal and beneficial owner of, and has good and marketable right, title and interest in and to the Saskatchewan Projects, and the Corporation's direct or indirect ’s ownership interests interest in the Mining Claims are is as will be set forth in the Kitsault Valley Title Opinions, respectivelyOpinion. Any and all Contracts pursuant to which the Corporation or, to the knowledge of the Corporation, any Corporation Subsidiary, holds material assets or is entitled to the use of or acquire ownership of material assets (whether directly or indirectly) (including in respect of the Kitsault Valley ProjectSaskatchewan Projects, subject to the qualifications to be provided in the Kitsault Valley Title OpinionsOpinion) are valid and subsisting agreements in full force and effect, enforceable in accordance with their respective termsterms (subject to the Enforceability Qualifications), and there is currently no material default of any of the provisions of any such agreements nor has any such default been alleged, and the Corporation, after making due enquiries, Corporation is not aware of any disputes with respect thereto and such assets are in good standing under the applicable Laws of the jurisdictions in which they are situate, and all leases, licences, concessions, mineral rights and claims pursuant to which the Corporation or a Corporation Subsidiary has an economic interest derives its interests (whether legal or beneficial) in such material assets (and, to the Corporation’s knowledge, all leases, licenses, concessions, and claims pursuant to which the Corporation derives its interests (whether legal or beneficial) in the Saskatchewan Projects) are in good standing (subject to the qualifications to be provided in the Kitsault Valley Title OpinionsOpinion) and there has been no material default under any such leases, licences, concessions, and claims of the Corporation and all taxes required to be paid by the Corporation with respect to such assets to the date hereof have been paid.

Material Assets. The Corporation is, directly or indirectly, the legal and beneficial owner of, and has good and marketable right, title and interest in and to the material assets of the Corporation and the Corporation Subsidiaries. Neither the Corporation nor the Corporation Subsidiaries owns any real property. The interests of the Corporation in and the assets Corporation Subsidiaries are as reflected in the Corporation's ’s Information Record and Record, free and clear of all Liens (except as otherwise disclosed in the Corporation's ’s Information Record or the ProspectusRecord). The Corporation's ’s direct or indirect ownership interests in the Mining Claims of the Iberian Belt West Project are as will be set forth in the Kitsault Valley Iberian Belt West Title Opinions, respectivelyOpinion. Any and all Contracts pursuant to which the Corporation or, to the knowledge of the Corporation, or any Corporation Subsidiary, Subsidiary holds material assets or is entitled to the use of or acquire ownership of material assets (whether directly or indirectly) (including in respect of the Kitsault Valley Iberian Belt West Project, subject to the qualifications to be provided in the Kitsault Valley Iberian Belt West Title OpinionsOpinion) are valid and subsisting agreements in full force and effect, enforceable in accordance with their respective termsterms (subject to Enforceability Qualifications), and there is currently no material default of any of the provisions of any such agreements nor has any such default been alleged, and the Corporation, after making due enquiries, is not aware of any disputes with respect thereto (other than as disclosed in the Corporation’s Information Record) and such assets are in good standing under the applicable Laws of the jurisdictions in which they are situate, and all leases, licences, concessions, mineral rights and claims pursuant to which the Corporation or a and the Corporation Subsidiary has Subsidiaries have an economic interest (whether legal or beneficial) in such material assets are in good standing (subject to the qualifications to be provided in the Kitsault Valley Iberian Belt West Title OpinionsOpinion) and there has been no material default under any such leases, licences, concessions, and claims of the Corporation and all taxes required to be paid by the Corporation with respect to such assets to the date hereof have been paid.