BDA Properties definition
Examples of BDA Properties in a sentence
Neither BDAO nor BDAOG owns any interest in the BDA Properties or any other oil and gas properties; provided, that to the extent either entity holds record title to any Properties as nominee, the necessary assignments will be prepared as soon as practical after Closing and the executed assignments shall be delivered to the appropriate beneficial owner(s).
No federal, state, local or foreign audits or other administrative or court proceedings are presently pending with respect to any Tax Return or Tax of the representing BDA Contributor, and such BDA Contributor has not received written notice from any Governmental Authority of the expected commencement of any such proceeding, which could result in a Lien on the BDA Properties or the imposition on the Company or the New Subsidiary of any liability for Taxes.
To the knowledge of the applicable BDA Contributor, except as set forth in Schedule 3.8, such BDA Contributor has not has received any material deficiency payment under any gas contract with respect to the BDA Properties for which any Person has a right to take deficiency gas from such BDA Contributor, nor has such BDA Contributor received any material payment for production which is subject to refund or recoupment out of future production.
All Taxes based on or measured by the ownership of BDA Properties owned by such BDA Contributor or the production of oil or gas therefrom or the receipt of proceeds therefrom, which have become due and payable prior to the date hereof with respect to such BDA Properties have been properly paid, and such Taxes which become due and payable prior to the Closing shall be properly paid by such BDA Contributor.
All Tax Returns of such BDA Contributor required to be filed by law where the failure to file such Tax Returns on a duly and timely basis could result in a Lien on the BDA Properties or the imposition on the Company or the New Subsidiary of any liability for Taxes have been duly and timely filed in the proper form with the appropriate Governmental Authority.
To the knowledge of the applicable BDA Contributor, each of the leases regarding the BDA Properties owned by such BDA Contributor is valid and in full force and effect, and such BDA Contributor has performed all obligations required to be performed under such leases, or any other instruments and agreements relating to the BDA Properties, and is not in default thereunder.
All Taxes due or payable pursuant to such Returns or otherwise have been paid, except for such amounts as are being contested diligently, in the appropriate forum and in good faith, where the failure to pay or contest such amounts could result in a Lien on the BDA Properties or the imposition on the Company or the New Subsidiary of any liability for any Taxes.
All major items of operating equipment used in connection with the BDA Properties over which such BDA Contributor has operating rights are in good operating condition and in a state of reasonable maintenance and repair, ordinary wear and tear excepted, except as has not had, and would not reasonably be expected to have, a Material Adverse Effect on such BDA Properties.