Good and Defensible Title means such 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 or non-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.
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.
Good and Defensible Title means that quality of title to the Property by virtue of which Seller can successfully defend against a claim to the contrary made by a third party that (i) Seller (and upon Closing, Buyer, in respect of its Purchased Interest share) by virtue of its ownership interest in the Leases, Lands and Xxxxx described on Exhibit A, is entitled to receive an undivided fractional interest of not less than the “Net Revenue Interest” set forth on the attached Exhibit A in and to the Hydrocarbons (the “Net Revenue Interest”) produced from or attributable to the Leases, Lands and Xxxxx without reduction, suspension, or termination throughout the productive life of such Property except for (a) decreases in connection with those operations in which Seller (or Buyer after Closing) may be a non-consenting co-owner, (b) decreases resulting from the establishment or amendment of pools or units, or (c) decreases required to allow other working interest owners to make up past underproduction or pipelines to make up past under deliveries; (ii) Seller is obligated to bear (and after Closing Buyer shall be obligated to bear its proportionate share of) the undivided fractional interest of the costs and expenses related to the maintenance, development, drilling, equipping, testing, completing, sidetracking, reworking, producing and operation of the Leases, Lands and Xxxxx of no more than the “Working Interest” set forth on the attached Exhibit A (the “Working Interest”); and (iii) none of the Property, or any portion thereof, is subject to any liens or material encumbrances, obligations or defects except those which are Permitted Encumbrances.
Examples of Good and Defensible Title in a sentence
The term “Title Defect,” as used in this Agreement, shall mean, subject to Section 4.03, any material encumbrance, encroachment, irregularity, deficiency, defect in or reasonable objection to Seller’s ownership of the Subject Interests (expressly excluding Permitted Encumbrances, as hereinafter defined) that causes Seller, or Buyer from and after the Effective Time, not to have Good and Defensible Title (as hereinafter defined) to the Subject Interests.
In the Assignment contemplated hereby, Seller shall warrant Good and Defensible Title to the Properties unto Buyer, its successors and assigns, against every person whomsoever lawfully claiming or to claim the same or any part thereof by, through, and under Seller or any of its parents, subsidiaries and affiliates, but not otherwise (the “Special Warranty”).
The Borrower, though SCM Subsidiary, holds Good and Defensible Title to the Cerro Xxxxxx Project.
More Definitions of Good and Defensible Title
Good and Defensible Title means, with respect to each of the Interests, that title of Seller which, subject to and except for Permitted Encumbrances:
Good and Defensible Title has the meaning set forth in Section 5.13(a).
Good and Defensible Title means such title that is free from reasonable doubt to the end that a prudent person with knowledge of all of the facts and their legal bearing would be willing to accept the same acting reasonably.
Good and Defensible Title means, as to the Interest in question, (i) title to such Interest by virtue of which the Company or any of its Subsidiaries, as applicable, can successfully defend against a claim to the contrary made by a third party, based upon industry standards in the acquisition of oil and gas properties, and in the exercise of reasonable judgment and in good faith; and, (ii) in the case of the Xxxxx (as defined below) or Mines (as defined below), title that entitles the Company or such Subsidiary, as applicable, to receive not less than the Net Revenue Interest (as defined below) for each of the Xxxxx or Mines, as applicable, and obligates the Company or such Subsidiary, as applicable, to bear not more than the Working Interest for each of the Xxxxx or Mines, as applicable (unless there is a corresponding increase in the Net Revenue Interest for a respective Well or Mine, as applicable); and (iii) such Interest is subject to no liens, encumbrances, obligations or defects.
Good and Defensible Title means, as to each Gathering System and the Rights-of-Way used or held for use in the ownership, operation or maintenance of such Gathering System, such record title or interest (or as to any such assets that are not real property, such title or interest) that is free and clear of any Lien or defect in title (other than a Permitted Encumbrance) as is sufficient to enable the Target Group to own, operate and maintain such Gathering System and conduct the business of the Target Group with respect thereto in all material respects in the ordinary course of business consistent with past practice.
Good and Defensible Title means such right title and interest that is (a) evidenced by an instrument or instruments filed of record in accordance with the conveyance and recording laws of the applicable jurisdiction to the extent necessary to prevail against competing claims of bona fide purchasers for value without notice, and (b) subject to Permitted Encumbrances, free and clear of all Liens, claims, infringements, burdens and other defects.
Good and Defensible Title means, with respect to each of the Xxxxx or Units described on Exhibit "A," that title of Seller which, subject to and except for Permitted Encumbrances: