Defensible Title definition

Defensible Title means such right, title and interest that is (a) evidenced by an instrument or instruments filed of record in accordance with the conveyance and recording laws of the applicable jurisdiction to the extent necessary to prevail against competing claims of bona fide purchasers for value without notice, and (b) subject to Permitted Encumbrances, free and clear of all Liens, claims, infringements, burdens and other defects.

Defensible Title means, as to the Assets, such title to the Assets that vests the applicable Entity with indefeasible title in and to the Assets free and clear of Liens other than Permitted Encumbrances.

Defensible Title means such title to each Property that, subject to and except for Permitted Encumbrances:

Examples of Defensible Title in a sentence

• A Lease Asset shall be deemed to have a “Title Defect” if Seller has less than Defensible Title to such Lease Asset.

• The term “Title Defect,” as used in this Agreement, shall mean, subject to Section 4.03, any material encumbrance, encroachment, irregularity, deficiency, defect in or reasonable objection to Seller’s ownership of the Subject Interests (expressly excluding Permitted Encumbrances, as hereinafter defined) that causes Seller, or Buyer from and after the Effective Time, not to have Good and Defensible Title (as hereinafter defined) to the Subject Interests.

• Except for BG’s rights under Section 13.1(a) relating to a breach by EXCO of Sections 4.7 or 4.25 which could also be a Title Defect and under Section 13.1(b) relating to a breach by EXCO of Section 6.1(f) or 6.1(h), the provisions of Section 11.2(d) shall be the exclusive right and remedy of BG with respect to the failure of the EXCO Subs to have Defensible Title with respect to any Asset.

• Except for Permitted Encumbrances, the Company Entities will have at the Closing Defensible Title to the real property interests included in the Assets; provided, that such interest is warranted only to the extent of claims that arise by, through, or under a Company Entity.

• If the Closing occurs, then effective as of the Closing Date, Seller warrants Defensible Title to the Xxxxx and Leases against every Person whomsoever lawfully claiming the same or any part thereof by, through or under Seller, or any Affiliates of Seller, as applicable, as of the Closing Date, but not otherwise, subject, however, to the Permitted Encumbrances (the “Special Warranty”).

More Definitions of Defensible Title

Defensible Title means such title of Seller that, subject to and except for the Permitted Encumbrances:

Defensible Title means, with respect to a given Asset, such ownership by Seller in such Asset during the productive life of that Asset, that, subject to and except for the Permitted Encumbrances (as defined in Subsection (d) of this Section 3.02):

Defensible Title means title that, although not constituting perfect, merchantable or marketable title, is evidenced by instruments filed of record or other documentation so as to be sufficient against competency claims of bona fide purchasers for value or other persons entitled to protection of applicable recording laws, which, as of the Closing Date: (a) relative to a Real Property Interest, entitles the Seller to receive throughout the productive life of such Real Property Interest not less than the NRI shown for such Real Property Interest on Exhibit A in and to all Hydrocarbons produced and saved or sold from or allocated to the Marcellus Formation, and, if within the Utica Area, the Utica Formation of such Real Property Interest, and if relative to a Well, entitles the Seller to receive throughout the productive life of such Well not less than the NRI shown for such Well on Exhibit A in and to all Hydrocarbons produced and saved or sold from or allocated to the Producing Formation for such Well (except, in the case of each of PURCHASE AND SALE AGREEMENT 4 the foregoing, for (i) decreases in connection with any operation in which the owner of such Property may elect after the Closing to be a non-consenting co-owner, (ii) decreases resulting from the establishment after the Execution Date of pools or units and (iii) decreases required to allow other working interest owners, pipelines or plants to make up past underproduction); (b) obligates the Seller to bear, with respect to a Well, not greater than the Working Interest set forth in Exhibit A allocated to the Producing Formation of such Well, except increases in such Working Interest that result in at least a proportionate increase in the Seller’s NRI for such Well; (c) entitles the Seller to not less than the respective number of Net Acres shown on Exhibit A for a Real Property Interest with respect to the Marcellus Formation and, if within the Utica Area, the Utica Formation of such Real Property Interest; (d) with respect to any interest not yet earned under a farm-out agreement, entitles the Seller to the right to earn the interest described in Exhibit A in accordance with the terms of such farm-out agreement; (e) subject to Permitted Encumbrances, is free and clear of all Liens; and (f) with respect to a Real Property Interest, is not subject to an Early Lease Expiration.

Defensible Title shall have the meaning given that term in Section 4.05.

Defensible Title means, as of the date of this Agreement and the Closing Date, with respect to the Oil and Gas Properties, such record title and ownership by Seller that:

Defensible Title means such right, title and interest that is evidenced by an instrument or instruments whether or not filed of record in accordance with the conveyance and recording laws of the applicable jurisdiction to the extent necessary to prevail against competing claims of bona fide purchasers for value without notice such that: (a) the titled party shall be entitled to receive from its ownership interest in each of the titled party's Oil and Gas Interests not less than the interest shown as the Net Revenue Interest for such Oil and Gas Interest listed in such titled party's Property Schedule attached hereto in all Hydrocarbons produced, saved and marketed from each of such Oil and Gas Interests without reduction, suspension or termination throughout the life of each of such Oil and Gas Interests, except pursuant to the agreements set forth on such titled party's Property Schedule; (b) the titled party is obligated to bear a percentage of the costs and expenses relating to operations on and the maintenance or development of each of the titled party's Oil and Gas Interests listed in the Property Schedule of such party not greater than the interest shown as the Working Interest for each of such Oil and Gas Interests in the titled party's Property Schedule without increase throughout the life of each of such Oil and Gas Interests, except pursuant to the agreements set forth on such titled party's Property Schedule; and (c) the interest of the titled party in each of the titled party's Oil and Gas Interests is free and clear of all Liens, claims, infringements, burdens or other defects of any kind whatsoever, except for Permitted Encumbrances, which do not materially interfere with the occupation, use and enjoyment of such properties in the normal course of business as presently conducted, or materially impair the use or value thereof for such business. Defensible Title concerning an Option Contract shall apply to the ownership of the Option Contract and not the minerals described therein.

Defensible Title means such ownership of record to the Leases, the Xxxxx and the Units that is deducible from the applicable county, state and federal records such that a reasonably prudent person engaged in the business of the ownership, development and operation of oil and gas leasehold and properties and having knowledge of all of the facts and their legal bearing would be willing to accept the same, and that, subject to and except for the Permitted Encumbrances: