Acquired Claims. As to the Acquired Claims, subject to the --------------- paramount title of the United States, to Independence's Knowledge: (A) Independence is in exclusive possession thereof; free and clear of all liens, encumbrances or other burdens on production (except as set forth on Schedule 4.1(e)) or claims of third parties arising by, through or under Independence; (B) since Independence acquired the Acquired Claims, assessment work, intended in good faith to satisfy the requirements of state and federal laws and regulations and generally regarded in the mining industry as sufficient, for all assessment years up to and including the assessment year ending September 1, 1992, was timely performed on or for the benefit of the Acquired Claims and affidavits evidencing such work were timely recorded; (C) since Independence acquired the Acquired Claims, claim rental and maintenance fees required to be paid under federal law in lieu of the performance of assessment work, in order to maintain the Acquired Claims commencing with the assessment year ending on September 1, 1993 and through the assessment year ending on September 1, 1996, have been timely and properly paid, and affidavits or other notices evidencing such payments and required under federal or state laws or regulations have been timely and properly filed or recorded; (D) since Independence acquired the Acquired Claims, all filings with the BLM with respect to the Acquired Claims which are required under the FLPMA have been timely and properly made, and (E) there are no actions or administrative or other proceedings pending or threatened against or affecting the Acquired Claims. Nothing herein shall be deemed a representation that any of the Acquired Claims contains a discovery of valuable minerals.
Acquired Claims. Assignor irrevocably assigns, transfers, conveys, sets over, and delivers to Assignee, and any of its successors and permitted assigns, any and all of Assignor’s right, title, ownership, and interest in and to all Claims arising from Assignor’s Acquired Claims, related to the entities listed on Exhibit A of this Amendment, for the period encompassing dates of service from 2011 continuing up to and including December 31, 2022 (“OC/ACH Acquired Claims”). Assignor has provided, or will provide, Assignee or MSP Recovery, with claims data related to these OC/ACH Acquired Claims, of which the aggregate amount of claims paid totaled approximately $4.8 billion. Assignor will provide (a) ongoing data transfers of any updated claims data for the OC/ACH Acquired Claims at intervals of no less than 90 days, and (b) within 10 (ten) days following the end of each month, data transfers of all claims data for the OC/ACH Acquired Claims (e.g., November 2022 claims data within the first ten days of December 2022). The Parties agree that a transfer of claims data, once completed, with dates of service after September 30, 2022, will constitute an assignment and shall be deemed to be Assigned Claims.
Acquired Claims. Subject to a separate agreement or agreements to be negotiated, Acquired Claims are those Claims acquired as part of the acquisition(s) of businesses acquired by Assignor during calendar year 2022 (the “Acquired Claims”). Assignor will use commercially reasonable efforts to notify MSP Recovery of acquisitions prior to the closing of the acquisitions, and will provide Assignee with the right to review, before any other claims recovery service provider, claims data held by entities that Assignor plans to acquire in order to enable Assignee to determine the payment amount for retrospective Acquired Claims as of the closing of the acquisition. Assignor may elect not to assign, and/or Assignee may elect not to acquire, the “Acquired Claims, each in their discretion, by notifying the other party in writing of its election not to enter into such assignment.
Acquired Claims. With respect to the Acquired Claims, MSP Recovery and Assignor agree that the following terms are generally acceptable:
