Property Interests Clause Samples

Property Interests. No real or other property of the Company or any Series shall be deemed to be owned by any Member individually, but shall be owned by and title shall be vested solely in the Company or the Series, as applicable. The Interests of the Members shall constitute personal property.

Property Interests. If the Executive’s employment with the Company is terminated, and within three years of such termination, the Executive acquires for his account, directly or indirectly, other than from the Company or its subsidiaries any present or future interest in any mining claims or properties or mineral interests within 10 kilometers of the external boundaries of any mineral property held by the Company during the time the Executive was employed by the Company, the Executive will offer the Company, in writing the right to acquire such interest in exchange for reimbursement of his direct and indirect acquisition costs. The Company shall have 30 days after receipt of such offer to accept the offer and 90 days after receipt of such offer to reimburse such costs. For further clarity, the requirements of the Section 6.5 shall not preclude a company that employs the Executive subsequent to the termination of the Executive’s employment with the Company from acquiring, directly or indirectly, any present or future interest in any mining claims or properties or mineral interests wherever situated for the account of such company.

Property Interests. All of Seller’s, right, title and interest in and to the following shall herein be called the Property Interests: (i) The oil, gas and water injection ▇▇▇▇▇ described in EXHIBIT A hereto (the “▇▇▇▇▇”), together with all oil, gas and mineral production from the ▇▇▇▇▇; (ii) All oil, gas, casinghead gas, condensate, distillate, liquid hydrocarbons, gaseous hydrocarbons and all products refined therefrom, together with all minerals produced in association with these substances (collectively called the “Hydrocarbons”) in and under and which may be produced and saved from or attributable to the ▇▇▇▇▇, and all profits, proceeds, products, revenues and other income from or attributable thereto; (iii) All the property, rights, privileges, benefits and appurtenances in any way belonging, incidental to, or pertaining to the property, interests and rights described in Sections A (i) through A (iv) including the ▇▇▇▇▇ and reserves of unproduced oil and natural gas in place, including, to the extent transferable, all exploration agreements, letter agreements, product purchase and sale contracts, surface leases, gas gathering contracts, processing agreements, compression agreements, equipment leases, permits, gathering lines, rights-of-way, easements, licenses, farmouts and farmins, options, orders, pooling, spacing or consolidation agreements and operating agreements and all other agreements relating thereto into which the Seller has entered (the “Contracts”); and (iv) All of the files, records, data (including seismic data and related information) and other documentary information maintained in the normal course of business by Seller pertaining to the ▇▇▇▇▇, Hydrocarbons and the Contracts (collectively, the “Data”) in the format maintained by Seller. The Data shall not, however, include any information, which, if disclosed, would cause Seller to breach any contract or agreement. Seller will use reasonable efforts to obtain any required consent to disclose such information. Notwithstanding anything in this Agreement to the contrary, (i) Seller will retain and not transfer to Buyer the Property Interests described in Exhibit A-2, including but not limited to, any Property Interests expressly retained by Seller or otherwise disposed of not in violation of any provision of this Agreement during the period from date hereof until the date of the proposed Final Settlement Statement as described in Article I-G below (the “Excluded Assets”); and (ii) Buyer will not assume and w...

Property Interests. The RDT Interests are free and clear of adverse claims created by, through or under RDT except those arising in the ordinary course of business and that would not have a Material Adverse Effect on RDT and, to its knowledge, RDT holds the RDT Interests under valid and subsisting patents and licenses or other agreements except where the failure to so hold the RDT Interests would not have a Material Adverse Effect on RDT.

Property Interests. All tangible, intangible and mixed property interests (which include any and all rights and licenses, express or implied) that arise as a result of the Development Work under this Agreement shall be owned by the Participants as tenants in common in undivided ownership interests; subject, however, to the limitations set forth in this

Property Interests. (a) Section 4.7 of the Disclosure Schedule sets forth the street address and legal description of the Transferred Real Property. Seller has fee simple title to the Transferred Real Property, free and clear of all Liens, other than Permitted Liens. Seller has good and marketable fee simple title to the Transferred Real Property, free and clear of all Liens, other than Permitted Liens. Seller has not leased or otherwise granted to any person the right to use or occupy the Transferred Real Property or any portion thereof. There are no outstanding options, rights of first offer or rights of first refusal to purchase the Transferred Real Property or any portion thereof or interest therein. (b) Section 4.7 of the Disclosure Schedule sets forth a true, correct and complete description of the Transferred Lease. Seller has delivered to Purchaser a true, correct and complete copy of the Transferred Lease, including all amendments, extensions, renewals, modifications or other agreements with respect thereto pursuant to which Seller occupies the Leased Real Property. With respect to the Transferred Lease (i) such Transferred Lease is valid, binding, enforceable and in full force and effect, and Seller enjoys peaceful and undisturbed possession of the Leased Real Property; (ii) Seller has not received nor given any notice of any default or event that with notice or lapse of time, or both, would constitute a default by Seller under the Transferred Lease and, to the Knowledge of Seller, no other party is in default thereof; (iii) Seller has not subleased or assigned or otherwise granted to any person the right to use or occupy such Leased Real Property or any portion thereof; and (iv) Seller has not pledged, mortgaged or otherwise granted a Lien on its leasehold interest in the Leased Real Property that remains in effect, other than Permitted Liens. (c) Since January 1, 2014, Seller has not received any written notice of (i) uncorrected violations of building codes and/or zoning ordinances or other governmental or regulatory Laws affecting the Transferred Real Property, (ii) existing, pending or threatened condemnation proceedings affecting the Transferred Real Property or (iii) existing, pending or threatened zoning, building code or other moratorium proceedings, or similar matters which, except, in each case of any of the foregoing clauses (i) through (iii), as would not reasonably be expected to materially and adversely affect the Business or the Transferred Assets, t...

Property Interests. (a) Section 3.7(a) of the Seller Disclosure Schedule sets forth a complete list of all real property and interests in real property owned in fee by the Company (each, an “Owned Property”) and identifies any material reciprocal easement or operating agreement relating thereto. The Company does not lease any real property. The Company has good and marketable fee simple title to all Owned Property (an Owned Property being sometimes referred to herein, individually, as a “Company Property”), free and clear of all Encumbrances, other than Permitted Encumbrances. To the knowledge of Seller or the Company, there are no material defects in the roof, foundation, sprinkler mains, structural, mechanical and HVAC systems and masonry walls in any of the improvements upon each Company Property and no significant repairs thereof are required. (b) The Company has good and valid title to all the assets reflected on the December 31 Balance Sheet or thereafter acquired other than those disposed of since the December 31 Balance Sheet Date in the ordinary course of business consistent with past practice, in each case free and clear of all Encumbrances, other than Permitted Encumbrances. All material assets are in good working order (ordinary wear and tear excepted), are free from any material defect and have been maintained in all material respects in accordance with the past practice of the Company. This Section 3.7(b) does not relate to real property or interests in real property, such items being the subject of Section 3.7(a), or to Intellectual Property, such items being the subject of Section 3.9.

Property Interests. District shall acquire all land, easements, and rights of way required for the construction, operation, and maintenance of the First Expansion Facilities including real property interests owned by City where applicable. City shall assist with the identification and acquisition of all water storage sites within its respective Service Areas. If City either acquires real property for District’s portion of the First Expansion Facilities, or agrees to the utilization of already owned property for District’s portion of the Project, then District shall acquire the real property from City at the Property Cost.

Property Interests. In respect of the properties and assets of Opta Minerals and the Opta Minerals Subsidiaries that are operated by them, Opta Minerals or an Opta Minerals Subsidiary, as applicable, holds all Authorizations that are required and necessary under applicable Laws to operate such properties and assets as currently operated.