Excluded Interests. 9.1 The Parties agree that the planning obligations in this Deed will not be enforceable against the owners of the Option Land or against any successors in title to or permitted assigns or any person claiming through or under the Option Land owners' interests in the Sites (save for the Developer).
Excluded Interests. The Surf Entities agree to consult in good faith with the Chairman of the Company with respect to the use of proceeds raised through the issuance of Excluded Interests and not to use such proceeds to repay any Indebtedness.
Excluded Interests. Seller specifically excludes from and this transaction is subject to all overriding royalty interests created by or through Seller prior to the date hereof (hereinafter the "ORRI"). The intent of this Agreement is that Seller delivers to Buyer a net revenue in the Leases as follows:
Excluded Interests. Seller hereby excepts and excludes from the Property, and reserves unto itself, the overriding royalty interest in and to the Leases owned by Seller and created under the terms of that certain Assignment of Overriding Royalty Interest effective October 1, 2009 from Cubic Energy, Inc. to Mortgagor recorded at File No. 673652 of the records of DeSoto Parish, Louisiana and at File No. 2263515 of the records of Caddo Parish, Louisiana (the “Excluded Interests”).
Excluded Interests. Assignor excludes from this Assignment and reserves and retains unto itself the Excluded Interests.
Excluded Interests. As used herein, the term “Mineral Rights” refers to all oil, gas and/or other minerals associated with the surface acres included with the Purchased Tract(s), whether or not previously severed from the surface rights, including all fractional interests therein and all rights appurtenant thereto, and the term “Remaining Mineral Rights” refers to the Mineral Rights, if any, which remain after the exclusion of all Mineral Rights previously severed from the surface rights and owned by other parties at the xxxx Xxxxxx originally acquired the Real Estate and before the conveyance to the Creditor Group. Pursuant to the terms of the Chapter 11 Plan (as defined below), the Creditor Group (as defined below) will retain 7/8ths of the Remaining Mineral Rights. The Creditor Group will also retain all commercial wind and wind rights, commercial solar and solar rights and alternative commercial energy and energy rights, in, on, and above the Real Estate (collectively, “Energy Rights”), as well as any and all executive rights with respect to such property interests and the right of ingress and egress over and across all of the lands adjacent to or contiguous with the property. Pursuant to the terms of the Chapter 11 Plan, Seller has the right to reacquire 1/8th of the Remaining Mineral Rights, if any, of which one-half will be retained by Seller and one-half will be conveyed to Buyer as part of the Real Estate. As used herein, the term “Excluded Interests” collectively refers to: (i) all Mineral Rights previously severed from the surface rights and owned by other parties at the xxxx Xxxxxx originally acquired the Real Estate; (ii) the 7/8th interest in the Remaining Mineral Rights to be retained by the Creditor Group as described above;
Excluded Interests. The execution of this Agreement shall not be deemed to convey any estate or legal title in the Site or the LNG Facility. Each Party expressly acknowledges that it has not relied on any representation or warranty of the other Party in relation to this Agreement except for any representation or warranty expressly set out or referred to in this Agreement; provided, that nothing in this Section 23.10 shall operate so as to exclude or prevent a claim for fraudulent misrepresentation.
Excluded Interests. 3 1.7. HOLDBACK AMOUNT.................................................................3 1.8. WORKING CAPITAL.................................................................4 SECTION 2. REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE MEMBERS.............5
Excluded Interests. It is the understanding of Buyer and Nextera that the Company prior to the date hereof had held equity interests in New Med Corporation, Screening Technologies, Inc. and ReCall Services, Inc. (such equity interests, together with the contracts and agreements between the Company and such entities, hereinafter referred to collectively as the "Excluded Interests"). Prior to the Closing, all Excluded Interests and all related contracts and agreements will be transferred by the Company to an entity to be formed by the Company (the "Excluded Entity"). Notwithstanding the purchase by Buyer of the Purchased Assets and the Shares, the Company and the Members acknowledge and agree that Buyer and Nextera will not acquire any assets or assume any liabilities (hereinafter referred to as the "Excluded Liabilities") of the Company or of the Members associated with or related to the Excluded Interests, including, without limitation, any liabilities or obligations relating to work performed or to be performed by the Company. The Members further represent and warrant (i) that the sole purpose of the Excluded Entity is and shall continue to be holding the Excluded Interests and to complete existing obligations related to work performed for the Excluded Interests, (ii) that the Members will not devote any time to the Excluded Entity other than Michxxx Xxxxxxxxxx xxx may serve in a passive oversight role as a director of the Excluded Entity, and (iii) that the Excluded Entity will not compete directly or indirectly with the business of Buyer or Nextera.
Excluded Interests. It is specifically agreed that Seller is not selling and Buyer is not purchasing the following assets all of which shall be deemed excluded from the definition of "Gathering System" ("Excluded Interests"):
