Oil and Gas Interests. (a) Except (i) as, individually or in the aggregate, would not be material to Armada and its Subsidiaries, taken as a whole, (ii) for goods and other property sold, used or otherwise disposed of since January 1, 2012, in the ordinary course of business, or (iii) as otherwise disclosed in the Armada Disclosure Letter, Armada and its Subsidiaries are the sole and legal beneficial owners with good and defensible title to all of the Oil and Gas Interests of Armada and its Subsidiaries free and clear of all Liens except (A) Permitted Liens and (B) Production Burdens set forth on Schedule 4.17(a)(iii) of the Armada Disclosure Letter. For purposes of this Section 4.23, “good and defensible title” means title that is free from reasonable doubt to the end that a prudent person engaged in the business of purchasing and owning, developing, and operating producing oil and gas properties in the geographical areas in which they are located, with knowledge of all of the facts and their legal bearing, would be willing to accept the same acting reasonably.
Appears in 2 contracts
Samples: Asset Purchase Agreement and Plan of Reorganization (Mesa Energy Holdings, Inc.), Asset Purchase Agreement and Plan of Reorganization (Armada Oil, Inc.)
Oil and Gas Interests. (a) Except (i) as, individually or in the aggregate, would not be material to Armada Mesa and its Subsidiaries, taken as a whole, ; (ii) for goods and other property sold, used or otherwise disposed of since January 1, 2012, in the ordinary course of business, ; or (iii) as otherwise disclosed in the Armada Mesa Disclosure Letter, Armada Mesa and its Subsidiaries are the sole and legal beneficial owners with good and defensible title to all of the Oil and Gas Interests of Armada Mesa and its Subsidiaries free and clear of all Liens except (A) Permitted Liens and (B) Production Burdens set forth on Schedule 4.17(a)(iii3.16(a)(iii) of the Armada Mesa Disclosure Letter. For purposes of this Section 4.233.23, “good and defensible title” means title that is free from reasonable doubt to the end that a prudent person engaged in the business of purchasing and owning, developing, and operating producing oil and gas properties in the geographical areas in which they are located, with knowledge of all of the facts and their legal bearing, would be willing to accept the same acting reasonably.
Appears in 2 contracts
Samples: Asset Purchase Agreement and Plan of Reorganization (Mesa Energy Holdings, Inc.), Asset Purchase Agreement and Plan of Reorganization (Armada Oil, Inc.)
