Leases and Other Contracts. (a) Exhibit B identifies all of the oil and gas leases covering the Assets (the “Leases”), and, to Seller’s knowledge, all other Contracts having terms that could materially diminish the value of the Mineral Interests. Except to the extent of this Agreement, Seller is currently not in negotiations to amend or modify any Lease or other Contract or waive any provisions thereof.
(b) Seller has provided to Buyer complete and accurate copies of the following Leases, as amended, modified or waived through the Execution Date: (i) the Oil and Gas Lease dated January 23, 2008, by and between Spanish Trail Land and Cattle Company, L.P. and IBEX Mineral Resources, L.L.C., as Lessor, and E.G.L. Exploration, L.P. and E.G.L. Resources, Inc., as Lessee (the “E.G.L. Lease”), and (ii) the Oil and Gas Lease dated September 14, 2009, by and between Cumberland & Western Resources, LLC and IBEX Mineral Resources, L.L.C., as Lessor, and Meritage Energy Company, as Lessee (the “Xxxxx Lease”). Buyer acknowledges it is in possession of the following Leases to which Buyer or an affiliate of Buyer is a counterparty: (x) the Oil and Gas Lease dated February 29, 2008, by and between Spanish Trail Land and Cattle Company, L.P. and IBEX Mineral Resources, L.L.C., as Lessor, and Windsor Permian LLC., as Lessee (the “Spanish Trail Lease”), and (y) the Oil and Gas Lease dated December 17, 2009, by and between Cumberland and Western Resources, LLC and IBEX Mineral Resources, L.L.C., as Lessor, and Windsor Permian LLC., as Lessee (the “Cumberland Lease”, and collectively with the Spanish Trail Lease, the “Diamondback Leases”).
(c) Seller confirms that Buyer and its affiliates are in compliance with the terms and provisions, including the provisions applicable to the surface estate, of any Lease pursuant to which Buyer or its affiliates have any rights or obligations or, if not in compliance, Seller and its affiliates have waived any non-compliance with any such terms and provisions.
(d) Seller is not, nor to Seller’s knowledge is any third party, in default in any material respect under any Lease or other Contract relating to the Assets, and all such Leases and other Contracts are in full force and effect.
Leases and Other Contracts. To Seller’s knowledge, each of the Equipment Leases and Assignable Contracts is valid and subsisting, in all material respects. Subject to any action required to be taken by Seller under the FDIC Agreement and any specific consent required in any Equipment Lease and Assignable Contract, to Seller’s knowledge, each Equipment Lease and Assignable Contract is fully transferable and assignable by Seller, or will be transferable and assignable by Seller prior to the Closing Date, to Purchaser.
Leases and Other Contracts. All right, title and interest of each Seller in, to and under all leases, subleases, deeds, contracts, easements, licenses, assignments, rights-of-way, instruments and other agreements or rights relating to or associated with the use of or access to the Real Property, or benefiting the Real Property, including those described on Schedule 1(c) attached hereto (collectively, the “Contracts”).
Leases and Other Contracts. All of Seller's right, title and interest (A) as lessee under those equipment, personal property and intangible property leases, rental agreements, licenses, contracts, agreements and similar arrangements described on EXHIBIT A-2 to this Agreement (collectively, the "Other Leases"), and (B) as a party to those other contracts, leases, orders, purchase orders, licenses, contracts, agreements and similar arrangements described on EXHIBIT A-3 to this Agreement (the "Other Contracts" and together with the Other Leases, the "Other Leases and Contracts"). From and after the date hereof until the fifth business day prior to the Auction (as defined in Section 18), the Buyer shall have the right to make additions to, and deletions from, the list of Other Contracts by delivering a marked copy of any such list to Seller, and such changes shall be effective immediately upon receipt by Seller.
Leases and Other Contracts. Purchaser agrees that it shall, on or prior to December 18, 2001, identify to the Sellers all Assigned Contracts that are to be included within the Purchased Assets. Purchaser shall reasonably cooperate with the Sellers in providing any information that may be required to demonstrate adequate assurance of future performance of all Assigned Contracts to the extent required pursuant to Section 365(f)(2)(B) of the Bankruptcy Code. Purchaser reserves the right, until the Closing, to delete any Contract from the Assigned Contracts.
Leases and Other Contracts. The Issuer is not bound by any contract or agreement except the agreements listed on Schedule 4.7 (the
Leases and Other Contracts. All continuing contracts to be assumed by Purchaser hereunder as set forth in Section 3 have been entered into in the ordinary course of business. All of Seller’s contracts, written or oral, are valid and enforceable by Seller in accordance with their respective terms, and Seller has in all material respects performed all obligations required to be performed by it to date under such contract, and Seller is not in default under, and no event has occurred that, with the lapse of time or action by a third party, could result in a default under any outstanding contract. Each Lease Agreement, together with all subordination agreements, non-disturbance agreements and other related agreements and documents executed in connection with each such Lease are described on Exhibit “A” and Seller has, prior to the Execution Date, delivered true and complete copies of each Lease Agreement and all of such related documents to Purchaser. The terms of each Lease Agreement as set forth on Exhibit “A” and true and correct. Each Lease Agreement is in full force and effect and constitutes a legal, valid and binding obligation of the respective parties thereto. Seller is not and, to Seller’s knowledge, no other party to a Lease Agreement is, in default in any material respect under any Lease Agreement nor has any event occurred which with the passage of time or the giving of notice or both would constitute such a default.
Leases and Other Contracts. There are no outstanding (i) leases or (ii) material subleases, rental contracts, rental agreements, franchise contracts, management contracts, or other material contracts, licenses or permits, whether written or oral, affecting the Land or any Facility other than as disclosed in Schedule 3.14 attached hereto.
Leases and Other Contracts. The Real Estate will be delivered at Closing free of any leases or management, leasing, service, operating or other continuing contractual obligations, other than those that are listed in the Commitment.
Leases and Other Contracts. Seller shall assign to Buyer all of the rents, production royalties, advance royalties, pre-paid royalties and wheelage from existing and future coal leases and licenses which authorize the mining and production of coal from any part of the Booger Mountain Property owned by Seller and situated in Xxxx County, Kentucky, by a Coal Lease Royalty Assignment Agreement that shall be substantially in the form of “Exhibit 1 (b)
(i) Coal Lease Royalty Assignment Agreement” attached to and made part hereof. Further, all right, title and interest of Seller in, to and under all mineral leases, oil and gas leases, subleases, deeds, contracts, easements, licenses, assignments, rights-of-way, instruments and other agreements or rights relating to or associated with the use of or access to the Real Property, or benefiting the Real Property, including those described on Schedule 1(b) attached hereto (collectively, the “Contracts”).
