Common use of Title Warranty Clause in Contracts

Title Warranty. Assignor warrants that: a. Except as specifically set forth in the Purchase and Sale Agreement described in Article 10. below or under the contracts and agreements listed in Exhibit 1 to this Assignment, and further except as a consequence of the formation of a unit, neither Assignor nor any parent, subsidiary or affiliate of Assignor during their respective periods of ownership has (A) executed any deed, conveyance, assignment or other instrument as an assignor, grantor, sublessor or in another capacity or (B) has breached any obligation under any Lease that would (i) result in Assignee's being entitled to receive less than the net revenue interest for any Lease, well or unit set forth in Exhibit 1 of all oil and gas in, under, and that may be produced, saved and marketed from or attributable to such Lease, well or unit, or (ii) obligate Assignee to bear the costs and expenses relating to the maintenance, development and operation of such Lease, well or unit in an amount greater than the working interest for such Lease, well or unit set forth in Exhibit 1, unless the net revenue interest attributable to said working interest is increased by a proportionate or greater amount; and b. Except as specifically set forth in the Purchase and Sale Agreement described in Article 10. below or under the contracts and agreements listed in Exhibit 1 to this Assignment, the Assets are free of all liens, security interests and encumbrances; (the limited warranty set forth in subparagraphs (a) and (b) above shall hereinafter be referred to as the Special Limited Warranty ). Assignor shall convey the Assets with no warranty whatsoever other than the Special Limited Warranty, but with full substitution and subrogation to Assignee in and to all covenants, agreements, representations and warranties made by others heretofore given or made in connection with the Assets or any part thereof.

Appears in 11 contracts

Samples: Purchase and Sale Agreement (Reading & Bates Corp), Assignment and Bill of Sale (Reading & Bates Corp), Assignment and Bill of Sale (Reading & Bates Corp)

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Title Warranty. Assignor Seller warrants that: a. (a) Except as specifically set forth in Exhibit 1.1 and/or Exhibit 3.7 or resulting from the Purchase and Sale Agreement described in Article 10. below or under application of the contracts and agreements listed in Exhibit 1 to this Assignment, and further except as a consequence of the formation of a unit, therein. neither Assignor Seller nor any parent, subsidiary or affiliate of Assignor Seller during their respective periods of ownership has (A) executed any deed, . conveyance, assignment or other instrument as an assignor, grantor, . sublessor or in another capacity or (B) has breached any obligation under any Lease Asset that would (i) result in AssigneeBuyer's being entitled to receive less than the net revenue interest for any Lease, well or unit set forth in Exhibit 1 1.1, except as otherwise noted on Exhibit 1.1. of all oil and gas in, under, and that may be produced, . saved and marketed from or attributable to such Lease, well or unit, or (ii) obligate Assignee Buyer to bear the costs and expenses relating to the maintenance, . development and operation operator of such Lease, . well or unit in an amount greater than the working interest for such Lease, . well or unit set forth in Exhibit 11.1, unless the net revenue interest attributable to said working interest is increased by a proportionate or or greater amount; and b. (b) Except as specifically set forth in Exhibit 1.1 and/or Exhibit 3.7 or resulting from the Purchase and Sale Agreement described in Article 10. below or under application of the contracts and agreements listed in Exhibit 1 to this Assignmenttherein, the Assets are free of all liens, mortgages, charges, pledges, security interests and encumbrances, including, but not limited to such as may arise under any contracts or judgments, created by, through or under Seller as of the Closing Date; (the limited warranty set forth in subparagraphs (a) and (b) above shall hereinafter be referred to as the Special Limited Warranty ). Assignor Warranty") Seller shall convey the Assets with no warranty whatsoever other than the Special Limited Warranty, but with full substitution and subrogation to Assignee Buyer in and to all al covenants, agreements, representations and warranties made by others heretofore given or made in it connection with the Assets or any part thereof.

Appears in 1 contract

Samples: Purchase and Sale Agreement (R&b Falcon Corp)

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Title Warranty. Assignor Seller warrants that: a. (a) Except as specifically set forth in Exhibit 1.1 and/or Exhibit 3.7 or resulting from the Purchase and Sale Agreement described in Article 10. below or under application of the contracts and agreements listed in Exhibit 1 to this Assignment, and further except as a consequence of the formation of a unittherein, neither Assignor Seller nor any parent, subsidiary or affiliate of Assignor Seller during their respective periods of ownership has (A) executed any deed, conveyance, assignment or other instrument as an assignor, grantor, sublessor or in another capacity or (B) has breached any obligation under any Lease that would (i) result in AssigneeBuyer's being entitled to receive less than the net revenue interest for any Lease, well or unit set forth in Exhibit 1 1.1, except as otherwise noted on Exhibit 1.1, of all oil and gas in, under, and that may be produced, saved and marketed from or attributable to such Lease, well or unit, or (ii) obligate Assignee Buyer to bear the costs and expenses relating to the maintenance, development and operation of such Lease, well or unit in an amount greater than the working interest for such Lease, well or unit set forth in Exhibit 11.1, unless the net revenue interest attributable to said working interest is increased by a proportionate or greater amount; and b. (b) Except as specifically set forth in Exhibit 1.1 and/or Exhibit 3.7 or resulting from the Purchase and Sale Agreement described in Article 10. below or under application of the contracts and agreements listed in Exhibit 1 to this Assignmenttherein, the Assets are free of all Seller created liens, security interests and encumbrancesencumbrances created by or through Seller as of the Closing Date; (the limited warranty set forth in subparagraphs (a) and (b) above shall hereinafter be referred to as the Special Limited Warranty ). Assignor Seller shall convey the Assets with no warranty whatsoever other than the Special Limited Warranty, but with full substitution and subrogation to Assignee Buyer in and to all covenants, agreements, representations and warranties made by others heretofore given or made in connection with the Assets or any part thereof.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Reading & Bates Corp)

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