Wakefield Working Interest Sample Clauses

Wakefield Working Interest. Enutroff is the sole record and beneficial owner of the Wakefield Working Interest, free and clear of all Encumbrances whatsoever, other than the rights of the Company under this Agreement. To the best of Enutroff’s knowledge, the Wakefield Lease is in full force and effect. All taxes with respect to the Wakefield Working Interest for all periods prior to the Effective Date of this Agreement have been paid in full. To the extent that it is hereafter determined that any such taxes have not been paid (including but not limited to all taxes attributable to all periods prior to the Effective Date of this Agreement that are not yet due and payable), Enutroff shall pay or reimburse the Company for (or the Company shall withhold from any payment coming due under the Note the amount of) such taxes upon written demand therefor. Neither Enutroff nor, to the knowledge of Member and Enutroff, the lessor under the Wakefield Lease, is in default of its respective obligations under any such Wakefield Lease, and to the knowledge of Member and Enutroff there do not exist any circumstances that, with the delivery of notice or passage of time, would constitute a default by any such Person under the Wakefield Lease. At the Closing hereunder, the Company shall acquire title to such Wakefield Working Interest, free and clear of all Encumbrances.