Common use of Properties; Titles, Etc Clause in Contracts

Properties; Titles, Etc. (a) Each of the Loan Parties has good and defensible title to the Proved Oil and Gas Properties evaluated in the most recently delivered Reserve Report (excluding, to the extent this representation and warranty is deemed to be made after the Effective Date, any such Oil and Gas Properties sold or transferred in compliance with Section 9.12) and good title to all its material personal Properties, in each case, free and clear of all Liens except Liens permitted by Section 9.03. After giving full effect to the Excepted Liens, the Loan Party specified as the owner owns the net interests in production in all material respects attributable to the Hydrocarbon Interests as reflected in the most recently delivered Reserve Report, and the ownership of such Properties shall not in any material respect obligate such Loan Party to bear the costs and expenses relating to the maintenance, development and operations of each such Property in an amount in excess of the working interest of each Property set forth in the most recently delivered Reserve Report that is not offset by a corresponding proportionate increase in the Borrower’s or such Subsidiary’s net revenue interest in such Property.

Appears in 3 contracts

Samples: Guaranty and Pledge Agreement (LRR Energy, L.P.), Credit Agreement (LRR Energy, L.P.), Credit Agreement (LRR Energy, L.P.)

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Properties; Titles, Etc. (a) Each of the Loan Parties Borrower and the Restricted Subsidiaries has good and defensible title to the Proved its Oil and Gas Properties evaluated in the most recently delivered Reserve Report (excluding, to the extent this representation and warranty is deemed to be made after the Effective Date, any such Oil and Gas Properties sold or transferred other than those disposed of in compliance with Section 9.129.11 since delivery of such Reserve Report and those title defects disclosed in writing to the Administrative Agent) and good title to all its material personal Properties, in each case, free and clear of all Liens except Liens permitted by Section 9.03. After giving full effect to the Excepted Liens, the Loan Party Borrower or the Restricted Subsidiary specified as the owner owns the net interests in production in all material respects attributable to the Hydrocarbon Interests as reflected in the most recently delivered Reserve Report, and the ownership of such Properties shall not in any material respect obligate such Loan Party it to bear the costs and expenses relating to the maintenance, development and operations of each such Property in an amount in excess of the working interest of each Property set forth in the most recently delivered Reserve Report that is not offset by a corresponding proportionate increase in the Borrower’s or such Subsidiary’s its net revenue interest in such Property.

Appears in 2 contracts

Samples: Credit Agreement (Riviera Resources, LLC), Credit Agreement (Linn Energy, Inc.)

Properties; Titles, Etc. (a) Each of the Loan Parties Borrower and the Subsidiaries has (i) in all material respects, good and defensible title to the Proved Oil and Gas Properties evaluated in the most recently delivered Reserve Report Report; and (excluding, to the extent this representation and warranty is deemed to be made after the Effective Date, any such Oil and Gas Properties sold or transferred in compliance with Section 9.12ii) and good title to all its material personal Properties, in each case, free and clear of all Liens except Liens permitted by Section 9.03, except as could not reasonably be excepted to result in a Material Adverse Effect. After giving full effect to the Excepted Liens, the Loan Party Borrower or the Subsidiary specified as the owner owns the net interests in production in all material respects attributable to the Hydrocarbon Interests as reflected in the most recently delivered Reserve Report, and the ownership of such Properties shall not in any material respect obligate the Borrower or such Loan Party Subsidiary to bear the costs and expenses relating to the maintenance, development and operations of each such Property in an amount in excess of the working interest of each Property set forth in the most recently delivered Reserve Report that is not offset by a corresponding proportionate increase in the Borrower’s or such Subsidiary’s net revenue interest in such Property.

Appears in 2 contracts

Samples: Credit Agreement (Teton Energy Corp), Credit Agreement (Teton Energy Corp)

Properties; Titles, Etc. (a) Each Except for Immaterial Title Deficiencies, each of the Loan Parties Borrower and the Restricted Subsidiaries has good and defensible title to the its respective Proved Oil and Gas Properties evaluated in the most recently delivered Reserve Report (excluding, to the extent this representation and warranty is deemed to be made after the Effective Date, any such Oil and Gas Properties sold or transferred in compliance with Section 9.12) and good title to all its material personal Properties, in each case, free and clear of all Liens except Liens permitted by Section 9.03Permitted Liens. After giving full effect to the Excepted LiensLiens (including Immaterial Title Deficiencies), the Loan Party Borrower or the Restricted Subsidiary specified as the owner owns at least the net interests in production in all material respects attributable to the Hydrocarbon Interests as reflected in the most recently delivered Reserve Report, and the ownership of such Properties shall not in any material respect obligate the Borrower or such Loan Party Restricted Subsidiary to bear the costs and expenses relating to the maintenance, development and operations of each such Property in an amount in excess of the working interest of each Property set forth in the most recently delivered Reserve Report that is not offset by a corresponding proportionate increase in the Borrower’s or such Subsidiary’s Restricted Subsidiaries’ net revenue interest in such PropertyProperty or the revenues therefrom.

Appears in 2 contracts

Samples: Credit Agreement (Fortis Minerals, LLC), Credit Agreement (Fortis Minerals, Inc.)

Properties; Titles, Etc. (a) Each of the Loan Parties Borrower and the Subsidiaries has good and defensible title (or has earned an assignment which, upon receipt, will result in good and defensible title) to the Proved working and net revenue interests in the Oil and Gas Properties evaluated in the most recently delivered Reserve Report (excluding, to the extent this representation and warranty is deemed to be made after the Effective Date, any such Oil and Gas Properties sold or transferred in compliance with Section 9.12) and good title to all its material personal Properties, in each case, free and clear of all Liens except Liens permitted by Section 9.03. After giving full effect to the Excepted Liens, the Loan Party Borrower or the Subsidiary specified as the owner owns the net interests in production in all material respects attributable to the Hydrocarbon Interests as reflected in the most recently delivered Reserve Report, and the ownership of such Properties shall not in any material respect obligate the Borrower or such Loan Party Subsidiary to bear the costs and expenses relating to the maintenance, development and operations of each such Property in an amount in excess of the working interest of each Property set forth in the most recently delivered Reserve Report that is not offset by a corresponding proportionate increase in the Borrower’s or such Subsidiary’s net revenue interest in such Property.

Appears in 1 contract

Samples: Credit Agreement (Energy Partners LTD)

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Properties; Titles, Etc. (a) Each of the Loan Parties Borrower and the Subsidiaries has good and defensible title (or has earned an assignment which, upon receipt, will result in good and defensible title) to the Proved working and net revenue interests in the Oil and Gas Properties evaluated in the most recently delivered Reserve Report (excluding, to the extent this representation and warranty is deemed to be made after the Effective Date, any such Oil and Gas Properties sold or transferred in compliance with Section 9.12) and good title to all its material personal Properties, in each case, free and clear of all Liens except Liens permitted by Section 9.03. After giving full effect to the Excepted Liens, the Loan Party Borrower or the Subsidiary specified as the owner owns the net interests in production in all material respects attributable to the Hydrocarbon Interests as reflected in the most recently delivered Reserve Report, and the ownership of such Properties shall not in any material respect obligate the Borrower or such Loan Party Subsidiary to bear the costs and expenses relating to the maintenance, development and operations of each such Property in an amount in excess of the working interest of each Property set forth in the most recently delivered Reserve Report that is not offset by a corresponding proportionate increase in the Borrower’s 's or such Subsidiary’s 's net revenue interest in such Property.

Appears in 1 contract

Samples: Credit Agreement (Energy Partners LTD)

Properties; Titles, Etc. (a) Each of the Loan Parties Group Member has good and defensible title to the Proved Oil and Gas Properties evaluated in the most recently delivered Reserve Report (excluding, to the extent this representation and warranty is deemed to be made after the Effective Date, any such Oil and Gas Properties sold or transferred in compliance with Section 9.12) and good title to all its material personal PropertiesProperties other than Properties sold, transferred or otherwise disposed of (i) on or prior to the Closing Date or (1) after the Closing Date, in compliance with Section 7.11 from time to time, in each case, free and clear of all Liens except Liens permitted by Section 9.037.3. After giving full effect to the Excepted LiensLiens and the dispositions referenced in the prior sentence, the Loan Party Group Member specified as the owner owns the net interests in production in all material respects attributable to the Hydrocarbon Interests as reflected in the most recently delivered Reserve Report, and except as otherwise provided by statute, regulation or the standard and customary provisions of any applicable joint operating agreement, the ownership of such Properties shall not in any material respect obligate such Loan Party the Group Member to bear the costs and expenses relating to the maintenance, development and operations of each such Property in an amount in excess of the working interest of each Property set forth in the most recently delivered Reserve Report that is not offset by a corresponding proportionate increase in the Borrower’s or such SubsidiaryGroup Member’s net revenue interest in such Property.

Appears in 1 contract

Samples: Note Purchase Agreement (Silverbow Resources, Inc.)

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