Property and Mineral Rights; Operations Sample Clauses

Property and Mineral Rights; Operations. (a) Neither Goldbelt nor any Goldbelt Subsidiary has any mineral interests or rights (including any claims, concessions, exploration licenses and exploitation licenses) other than the mineral interests and rights provided by the Burkina Faso Licenses and the mineral interests and rights in Burkina Faso, Mali and Guinea acquired from Barrick Exploration Africa Limited (collectively, the “Mineral Rights”). (b) The Disclosure Letter sets out the legal and beneficial owner of each Burkina Faso Licence, the applicable license number, the geographic boundaries thereof, the date of grant and the date of expiry, all of which information is complete and accurate. A true and complete copy of each Burkina Faso License has been provided to Parent. (c) The Disclosure Letter describes all real property freehold, leasehold or other real property interests and rights of Goldbelt and the Goldbelt Subsidiaries (collectively, the “Property”). (d) Except as set out in the Disclosure Letter: (i) Goldbelt or a Goldbelt Subsidiary is the sole legal and beneficial owner of all right, title and interest in and to the Property and the Mineral Rights, free and clear of any Encumbrances; (ii) all of the Mineral Rights have been properly located and recorded in compliance with applicable Law and are comprised of valid and subsisting mineral claims; (iii) the Property and the Mineral Rights are in good standing under applicable Law, all work required to be performed and filed in respect thereof has been performed and filed, all taxes, rentals, fees, expenditures and other payments in respect thereof have been paid or incurred and all filings in respect thereof have been made; (iv) there is no adverse claim against or challenge to the title to or ownership of the Property or any of the Mineral Rights; (v) Goldbelt has the exclusive right to deal with the Property and all of the Mineral Rights; (vi) no other person has any interest in the Property or any of the Mineral Rights or the production or profits therefrom or any royalty in respect thereof or any right to acquire any such interest; (vii) there are no back-in rights, earn-in rights, claw back rights, rights of first refusal or similar provisions or rights which would affect Goldbelt’s interest in the Property or any of the Mineral Rights; (viii) there are no material restrictions on the ability of Goldbelt and the Goldbelt Subsidiaries to use, transfer or exploit the Property or any of the Mineral Rights, except pursuant to the ap...
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Property and Mineral Rights; Operations. With respect to the XxXxxx Mining Properties and other mineral interests and rights (including any material claims, concessions, exploration licences, exploitation licences, mining leases or prospecting permits relating to the XxXxxx Mining Properties (collectively, the "XxXxxx Mining Mineral Rights")), except as disclosed in the XxXxxx Mining Public Documents and except where it would not reasonably be expected to have a Material Adverse Effect in respect of XxXxxx Mining: (i) XxXxxx Mining or a XxXxxx Mining Subsidiary is the sole legal and beneficial owner of all right, title and interest in and to the XxXxxx Mining Properties and the XxXxxx Mining Mineral Rights, free and clear of any Encumbrances; (ii) all of the XxXxxx Mining Mineral Rights have been properly located and recorded in compliance with applicable Law and are comprised of valid and subsisting mineral claims; (iii) the XxXxxx Mining Properties and the XxXxxx Mining Mineral Rights are in good standing under applicable Law and, to the knowledge of XxXxxx Mining, all work required to be performed and filed in respect thereof has been performed and filed, all Taxes, rentals, fees, expenditures and other payments in respect thereof have been paid or incurred and all filings in respect thereof have been made; (iv) there is no adverse claim against or challenge to the title to or ownership of the XxXxxx Mining Properties or any of the XxXxxx Mining Mineral Rights; (v) XxXxxx Mining or a XxXxxx Mining Subsidiary has the exclusive right to deal with the XxXxxx Mining Properties and all of the XxXxxx Mining Mineral Rights; (vi) no Person other than XxXxxx Mining and the XxXxxx Mining Subsidiaries has any interest in the XxXxxx Mining Properties or any of the XxXxxx Mining Mineral Rights or the production or profits therefrom or any royalty in respect thereof or any right to acquire any such interest; (vii) there are no back‐in rights, earn‐in rights, rights of first refusal or similar provisions or rights which would affect XxXxxx Mining's interest in the XxXxxx Mining Properties or any of the XxXxxx Mining Mineral Rights; (viii) there are no material restrictions on the ability of XxXxxx Mining and the XxXxxx Mining Subsidiaries to use, transfer or exploit the XxXxxx Mining Properties or any of the XxXxxx Mining Mineral Rights, except pursuant to applicable Laws; and (ix) neither XxXxxx Mining nor any XxXxxx Mining Subsidiary has received any notice, whether written or oral, from any Governmental E...
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Property and Mineral Rights; Operations. (a) With respect to Arizona Star's real property (collectively, the "Property") and mineral interests and rights (including any claims, concessions, exploration licences and exploitation licences, which shall include, without limitation, the licenses set out in the Disclosure Letter) (collectively, the "MineralRights"), all of which are described in the Disclosure Letter, except as disclosed in the Disclosure Letter: (i) Arizona Star or a Arizona Star Subsidiary is the sole legal and beneficial owner of all right, title and interest in and to the Property and the Mineral Rights, free and clear of any Encumbrances; (ii) all of the Mineral Rights have been properly located and recorded in compliance with applicable Law and are comprised of valid and subsisting mineral claims; (iii) the Property and the Mineral Rights are in good standing under applicable Law and, to the knowledge of Arizona Star, all work required to be performed and filed in respect thereof has been performed and filed, all taxes, rentals, fees, expenditures and other payments in respect thereof have been paid or incurred and all filings in respect thereof have been made; (iv) there is no adverse claim against or challenge to the title to or ownership of the Property or any of the Mineral Rights; (v) Arizona Star or an Arizona Star Subsidiary has the exclusive right to deal with the Property and all of the Mineral Rights; (vi) no person other than Arizona Star and Arizona Star Subsidiaries has any interest in the Property or any of the Mineral Rights or the production or profits therefrom or any royalty in respect thereof or any right to acquire any such interest; (vii) there are no back-in rights, earn-in rights, rights of first refusal or similar provisions or rights which would affect Arizona Star's interest in the Property or any of the Mineral Rights; Table of Contents (viii) there are no material restrictions on the ability of Arizona Star and the Arizona Star Subsidiaries to use, transfer or exploit the Property or any of the Mineral Rights, except pursuant to the applicable Law; (ix) neither Arizona Star nor any Arizona Star Subsidiary has received any notice, whether written or oral, from any Governmental Entity of any revocation or intention to revoke any interest of Arizona Star in any of the Property or any of the Mineral Rights; and (x) Arizona Star and the Arizona Star Subsidiaries have all surface rights, including fee simple estates, leases, easements, rights of way and perm...
Sample 1
Property and Mineral Rights; Operations. (i) With respect to the Lexam VG Gold Properties and material mineral interests and rights (including any material claims, concessions, exploration licences, exploitation licences, mining leases or prospecting permits related to the Lexam VG Gold Properties (collectively, the “Lexam VG Gold Mineral Rights”)), except as disclosed in the Lexam VG Gold Public Documents and except where it would not reasonably be expected to have a material adverse effect in respect of any Lexam VG Gold Property: A. Lexam VG Gold or a Lexam VG Gold Subsidiary is the sole legal and beneficial owner of all right, title and interest in and to the Lexam VG Gold Properties and the Lexam VG Gold Mineral Rights, free and clear of any Encumbrances; B. all of the Lexam VG Gold Mineral Rights have been properly located and recorded in compliance with applicable Law and are comprised of valid and subsisting mineral claims; C. the Lexam VG Gold Properties and the Lexam VG Gold Mineral Rights are in good standing under applicable Law and, to the knowledge of Lexam VG Gold, all work required to be performed and filed in respect thereof has been performed and filed, all Taxes, rentals, fees, expenditures and other payments in respect thereof have been paid or incurred and all filings in respect thereof have been made; D. there is no adverse claim against or challenge to the title to or ownership of the Lexam VG Gold Properties or any of the Lexam VG Gold Mineral Rights; E. Lexam VG Gold or a Lexam VG Gold Subsidiary has the exclusive right to deal with the Lexam VG Gold Properties and all of the Lexam VG Gold Mineral Rights; F. no Person other than Lexam VG Gold and the Lexam VG Gold Subsidiaries has any interest in the Lexam VG Gold Properties or any of the Lexam VG Gold Mineral Rights or the production or profits therefrom or any royalty in respect thereof or any right to acquire any such interest; G. there are no back-in rights, earn-in rights, rights of first refusal or similar provisions or rights which would affect Lexam VG Gold’s interest in the Lexam VG Gold Properties or any of the Lexam VG Gold Mineral Rights; H. there are no material restrictions on the ability of Lexam VG Gold and the Lexam VG Gold Subsidiaries to use, transfer or exploit the Lexam VG Gold Properties or any of the Lexam VG Gold Mineral Rights, except pursuant to applicable Laws and any applicable Aboriginal rights; and I. neither Lexam VG Gold nor any Lexam VG Gold Subsidiary has received any notice, whether writ...
Sample 1
Property and Mineral Rights; Operations. (i) With respect to the Lexam VG Gold Properties and material mineral interests and rights (including any material claims, concessions, exploration licences, exploitation licences, mining leases or prospecting permits related to the Lexam VG Gold Prop... A. Lexam VG Gold or a Lexam VG Gold Subsidiary is the sole legal and beneficial owner of all right, title and interest in and to the Lexam VG Gold Properties and the Lexam VG Gold Mineral Rights, free and clear of any Encumbrances; B. all of the Lexam VG Gold Mineral Rights have been properly located and recorded in compliance with applicable Law and are comprised of valid and subsisting mineral claims; C. the Lexam VG Gold Properties and the Lexam VG Gold Mineral Rights are in good standing under applicable Law and, to the knowledge of Lexam VG Gold, all work required to be performed and filed in respect thereof has been performed and filed, all Tax...
Sample 1
Property and Mineral Rights; Operations. With respect to the XxXxxx Mining Properties and other mineral interests and rights (including any material claims, concessions, exploration licences, exploitation licences, mining leases or prospecting permits relating to the XxXxxx Mining Properties... (i) XxXxxx Mining or a XxXxxx Mining Subsidiary is the sole legal and beneficial owner of all right, title and interest in and to the XxXxxx Mining Properties and the XxXxxx Mining Mineral Rights, free and clear of any Encumbrances; (ii) all of the XxXxxx Mining Mineral Rights have been properly located and recorded in compliance with applicable Law and are comprised of valid and subsisting mineral claims; (iii) the XxXxxx Mining Properties and the XxXxxx Mining Mineral Rights are in good standing under applicable Law and, to the knowledge of XxXxxx Mining, all work required to be performed and filed in respect thereof has been performed and filed, all ...
Sample 1

Related to Property and Mineral Rights; Operations

  • Mineral Rights It is agreed and understood that all rights under the soil, including but not limited to water, gas, oil, and mineral rights shall be transferred by the Seller to the Buyer at Closing.

  • Property and Equipment All property and equipment purchased by CONTRACTOR with funds received under this Agreement, or purchased on behalf of CONTRACTOR for the program site(s) covered under this Agreement, shall be insured by CONTRACTOR at replacement value against fire, theft, and destruction equal to the full replacement cost.

  • PROPERTY AND RISK 5.3.1 Unless otherwise agreed in writing, the Equipment and/or Leased Equipment shall at all times remain the property of Digital Origin or, if provided by a Service Provider, that Service Provider. 5.3.2 The Equipment and/or Leased Equipment shall be at the Client’s risk from the moment of Delivery or deemed Delivery (as described in condition 5.1.4) whether or not property in the Equipment and/or Leased Equipment has passed or payment or part payment made, and thereafter the Client shall be responsible for insuring the Equipment and/or Leased Equipment for its full replacement value. 5.3.3 Notwithstanding Delivery and the passing of risk, the property and the legal and beneficial title in the Leased Equipment supplied under the Contract shall not pass to the Client until the end of the Minimum Term, at which point Digital Origin shall have the discretion whether to transfer full title to the Leased Equipment to the Client or not. Until Digital Origin has received in cash or cleared funds payment in full for the Leased Equipment and Installation Services (where applicable) and all other equipment and/or services agreed to be sold by Digital Origin to the Client for which payment is then due, title shall not transfer to the Client. For the avoidance of doubt, the property and the legal and beneficial title in the Switching Equipment shall not pass to the Client in any circumstances. 5.3.4 Until such time as the property in the Equipment and/or Leased Equipment has passed to the Client, the Client shall hold such Equipment and/or Leased Equipment as Digital Origin’s fiduciary agent and bailee, and keep such Equipment and/or Leased Equipment properly stored, protected and insured and identified as being Digital Origin’s property until title passes. Until such time as the property in the Equipment and/or Leased Equipment passes to the Client, Digital Origin shall be entitled at any time to require the Client (at the Client’s cost) to deliver up the Equipment and/or Leased Equipment to Digital Origin to its nominated location and, if the Client fails to do so forthwith, to enter upon any premises of the Client or any third party where the Equipment and/or Leased Equipment is stored and repossess such Equipment and/or Leased Equipment. 5.3.5 Title to the Equipment will pass to the Client once Digital Origin has received in cash or cleared funds payment in full for the Equipment and Installation Services (where applicable). 5.3.6 The Client shall not, without the written consent of Digital Origin, be entitled to pledge or in any way charge by way of security for intedbtedness, or alter or modify, any Equipment and/or Leased Equipment which remains the property of Digital Origin or any Equipment and/or Leased Equipment supplied by Digital Origin which remains the property of any other organisation, but if the Client does so all monies owing by the Client to Digital Origin shall (without prejudice to any right or remedy of Digital Origin) forthwith become due and payable. The Client shall ensure that any Equipment and/or Leased Equipment provided by Digital Origin which remains the property of Digital Origin or any Equipment and/or Leased Equipment provided by Digital Origin which remains the property of any other organisation shall remain identifiable and shall be kept free from any loss, damage, and/or deterioration and insured against all risks for its full reinstatement value. 5.3.7 The Client grants Digital Origin, its agents and employees an irrevocable licence at any time to enter any premises where the Equipment and/or Leased Equipment is or may be stored in order to inspect it, or, where the Client’s right to possession has terminated, to recover it. Digital Origin will ensure that any such employee, agent or other person in possession of Equipment and/or Leased Equipment will return the same to Digital Origin. 5.3.8 Promptly after expiry or earlier termination of any Contract or this Agreement, the Client will use its reasonable endeavours to provide Digital Origin and Service Providers with access to the Equipment and/or Leased Equipment and all reasonable assistance in the removal of the same. 5.3.9 The Client shall: 5.3.9.1 ensure that the Equipment and/or Leased Equipment is used only for the purposes of the Services; 5.3.9.2 not connect any other equipment to the Equipment and/or Leased Equipment except as expressly authorised in writing by Digital Origin; 5.3.9.3 not tamper with or remove any label on any Equipment and/or Leased Equipment; 5.3.9.4 not (and procure that the Users do not) open, disconnect, repair, maintain, modify or remove the Equipment and/or Leased Equipment; and 5.3.9.5 permit Digital Origin and/or any Service Provider to modify, change, add or replace the Equipment and/or Leased Equipment or any part of the Equipment and/or Leased Equipment. 5.3.10 The Client is responsible for, and will, subject to condition 12, indemnify Digital Origin in respect of all Losses that Digital Origin incurs as a result of any loss of or damage to the Equipment and/or Leased Equipment caused by the Client other than where the damage or loss has been caused as a result of the Client acting in accordance with instructions issued by Digital Origin.

  • The Properties Attached hereto as Schedule I is the description of certain Land (the "Subject Property"). Effective upon the execution and delivery of this Lease Supplement by Lessor and Lessee, such Land, together with any Building and other improvements thereon or which thereafter may be constructed thereon shall be subject to the terms and provisions of the Lease and Lessor hereby grants, conveys, transfers and assigns to the Related Lessee those interests, rights, titles, estates, powers and privileges provided for in the Lease with respect to the Subject Property.

  • Property and Leases (a) (i) Section 3.12(a)(i) of the Company Disclosure Schedule sets forth a correct and complete list and address of all interests in real property owned by the Company and its Subsidiaries as of the date of this Agreement (all such interests in real property, together with all buildings, structures and other improvements and fixtures located on or under such real property and all easements, rights and other appurtenances to such real property, are individually referred to herein as “Company Property” and collectively referred to herein as the “Company Properties”). The Company and its Subsidiaries own fee simple title or leasehold title, as applicable, to each of the Company Properties, in each case free and clear of any Liens, or title defects, contractual restrictions, covenants or reservations of interests in title, restrictions, rights of first refusal, encroachments and any other burden or option (collectively, “Property Restrictions”), except for (i) Permitted Liens, (ii) Property Restrictions imposed or promulgated by Law or by any Governmental Authority and (iii) such other Property Restrictions that are shown in the Company Title Insurance Policies and as set forth in the Lease Documents, provided that such Permitted Liens and Property Restrictions are not, individually or in the aggregate, reasonably likely to have a Material Adverse Effect with respect to the Company (such matters in clauses (i), (ii) and (iii) above, collectively, “Permitted Encumbrances”). Neither the Company nor any of its Subsidiaries has Knowledge that the Company or the applicable Subsidiary has violated any covenants, conditions, easements or restrictions of record affecting any of the Company Properties, which violation has not been cured and, if not cured, would, individually or in the aggregate, be reasonably likely to have a Material Adverse Effect with respect to the Company.

  • Student Data Property of LEA All Student Data transmitted to the Provider pursuant to the Service Agreement is and will continue to be the property of and under the control of the LEA. The Provider further acknowledges and agrees that all copies of such Student Data transmitted to the Provider, including any modifications or additions or any portion thereof from any source, are subject to the provisions of this DPA in the same manner as the original Student Data. The Parties agree that as between them, all rights, including all intellectual property rights in and to Student Data contemplated per the Service Agreement, shall remain the exclusive property of the LEA. For the purposes of FERPA, the Provider shall be considered a School Official, under the control and direction of the LEA as it pertains to the use of Student Data, notwithstanding the above.

  • Water Rights Water rights and/or water shares used in connection with the Property;

  • Environmental Attributes Seller acknowledges and agrees that any Environmental Attribute associated with or related to the Product will not be sold or otherwise made available to a third party but will be sold to Buyer pursuant to this Agreement. For the avoidance of doubt, the Product sold hereunder must meet the definition of “renewable energy credit” under the IPA Act.

  • Leased Personal Property Other than Personal Property owned by the Company or the Company Subsidiary, the Company or the Company Subsidiary has good and valid leasehold title to all of the tangible personal property Assets used by the Company or the Company Subsidiary, free and clear of any and all Encumbrances other than Permitted Encumbrances which would not permit the termination of the lease therefor by the lessor. Disclosure Schedule 3.9(c) sets forth all Leases for personal property. With respect to each Lease listed on Disclosure Schedule 3.9(c), (i) there has been no breach or default under such Lease by the Company, the Company Subsidiary or by any other party, (ii) the execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby will not cause (with or without notice and with or without the passage of time) a default under any such Lease, (iii) such Lease is a valid and binding obligation of the applicable lessor, is in full force and effect and is enforceable by the Company or the Company Subsidiary in accordance with its terms, (iv) no action has been taken by the Company or the Company Subsidiary and no event has occurred which, with notice or lapse of time or both, would permit termination, modification or acceleration by a party thereto other than by the Company or the Company Subsidiary without the consent of the Company or the Company Subsidiary, (v) no party has repudiated any term thereof or threatened to terminate, cancel or not renew any such Lease, and (vi) neither the Company nor the Company Subsidiary has assigned, transferred, conveyed, mortgaged or encumbered any interest therein or in any leased property subject thereto (or any portion thereof).

  • Inspection of Property and Books and Records The Company shall maintain and shall cause each Subsidiary to maintain proper books of record and account, in which full, true and correct entries in conformity with GAAP consistently applied shall be made of all financial transactions and matters involving the assets and business of the Company and such Subsidiary. The Company shall permit, and shall cause each Subsidiary to permit, representatives and independent contractors of the Agent or any Bank to visit and inspect any of their respective properties, to examine their respective corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss their respective affairs, finances and accounts with their respective directors, officers, and independent public accountants, all at the expense of the Company and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the Company; provided, however, when an Event of Default exists the Agent or any Bank may do any of the foregoing at the expense of the Company at any time during normal business hours and without advance notice.